Cohen & Steers Real Estate Opportunities and Income Fund

Exhibit (k)(iii)

Xxxxx & Steers Real Estate Opportunities and Income Fund

000 Xxxx Xxxxxx

Xxx Xxxx, Xxx Xxxx 00000

December 20, 0000

Xxxxx Xxxxxx Bank and Trust Company

Channel Center

0 Xxxx Xxxxxx

Xxxxxx, Xxxxxxxxxxxxx 00000

Attention: Xxxxx X. Xxxxxxxx

Re: Xxxxx & Steers Real Estate Opportunities and Income Fund (the “Fund”)

Ladies and Gentlemen:

Reference is made to the Administration Agreement by and between the Xxxxx & Steers Funds listed on in Exhibit A thereto and State Street Bank and Trust Company (“State Street”) dated as of March 12, 2001, as amended (the “Agreement”). Pursuant to the Agreement, this letter is to provide notice of the creation of an additional investment fund, which is managed by Xxxxx & Steers Capital Management, Inc., namely Xxxxx & Steers Real Estate Opportunities and Income Fund.    

In accordance with the Additional Funds provisions of Section 1 of the Agreement, the undersigned Fund hereby requests that State Street act as Administrator for the Fund under the terms of the Agreement, and as such, Exhibit A and Annex I to Schedule C of the Agreement are hereby amended in their entirety and replaced with the revised Exhibit A and Annex I attached hereto. In connection with such request, the undersigned Fund hereby confirms to you, as of the date hereof, its representations and warranties set forth in Section 4 of the Agreement.

Please indicate your acceptance of the foregoing by executing two (2) copies of this letter agreement, returning one to the Fund and retaining a copy for your records.

Sincerely,

        XXXXX & STEERS REAL ESTATE

OPPORTUNITIES AND INCOME FUND

By:

Name: Xxxxxx Xxxxxx

Title: Treasurer & Chief Financial Officer

Agreed and Accepted:

STATE STREET BANK AND TRUST COMPANY

By:

Name:

Title:

Effective Date: January 1, 2022

EXHIBIT A

Xxxxx & Steers Quality Income Realty Fund, Inc.

Xxxxx & Steers Total Return Realty Fund, Inc.

Xxxxx & Steers Preferred Securities and Income Fund, Inc.

Xxxxx & Steers Low Duration Preferred and Income Fund, Inc.

Xxxxx & Steers Real Estate Securities Fund, Inc.

Xxxxx & Steers Global Infrastructure Fund, Inc.

Xxxxx & Steers Global Realty Shares, Inc.

Xxxxx & Steers Infrastructure Fund, Inc.

Xxxxx & Steers Realty Shares, Inc.

Xxxxx & Steers Institutional Realty Shares, Inc.

Xxxxx & Steers REIT & Preferred & Income Fund, Inc.

Xxxxx & Steers Alternative Income Fund, Inc.

Xxxxx & Steers International Realty Fund, Inc.

Xxxxx & Steers Closed-End Opportunity Fund, Inc.

Xxxxx & Steers Select Preferred and Income Fund, Inc.

Xxxxx & Steers Limited Duration Preferred & Income Fund, Inc.

Xxxxx & Steers MLP & Energy Opportunity Fund, Inc.

Xxxxx & Steers MLP Income & Energy Opportunity Fund, Inc.

Xxxxx & Steers Real Assets Fund, Inc.

Xxxxx & Steers Preferred Securities and Income SMA Shares, Inc.

Xxxxx & Steers Tax-Advantaged Preferred Securities and Income Fund

Xxxxx & Steers Real Estate Opportunities and Income Fund