0001047469-08-003770 Sample Contracts

March 27, 2008
Letter of Agreement • March 31st, 2008 • Gladstone Investment Corporation\de • New York

This Letter of Agreement, including the Appendix attached hereto (collectively, this "Agreement"), sets forth the terms and conditions of the engagement of Georgeson Inc. ("Georgeson") by Gladstone Investment Corporation (the "Company") to act as Information Agent in connection with its Rights Offer (the "Offer"). The term of the Agreement shall be the term of the Offer, including any extensions thereof.

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RIGHTS AGENCY AGREEMENT
Rights Agency Agreement • March 31st, 2008 • Gladstone Investment Corporation\de • New York

RIGHTS AGENCY AGREEMENT (the "Agreement"), dated as of March 28, 2008, between Gladstone Investment Corporation (the "Company"), incorporated under the laws of Delaware, and The Bank of New York, a New York banking corporation (the "Rights Agent").

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