0000790202-10-000004 Sample Contracts

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • November 29th, 2010 • First Opportunity Fund Inc • Colorado

THIS INVESTMENT ADVISORY AGREEMENT (this "Agreement") is made as of the 1st day of June, 2010, by and among STEWART INVESTMENT ADVISERS, a Barbados international business company (the "Adviser") and FIRST OPPORTUNITY FUND, INC., a Maryland corporation (the "Fund").

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INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • November 29th, 2010 • First Opportunity Fund Inc • Colorado

THIS INVESTMENT SUB-ADVISORY AGREEMENT (this "Agreement") is made as of the 1st day of June, 2010, by and among ROCKY MOUNTAIN ADVISERS, LLC, an Alaska limited liability company, STEWART INVESTMENT ADVISERS, a Barbados international business corporation (collectively, the "Advisers"); WELLINGTON MANAGEMENT COMPANY LLP, a Massachusetts limited liability partnership (the "Sub-Adviser"); and FIRST OPPORTUNITY FUND, INC. a Maryland corporation (the "Fund").

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