0001059213-15-000032 Sample Contracts

August 21, 2015 Dividend and Income Fund C/o Bexil Advisors LLC New York, NY 10005 Attn: Mr. Thomas B. Winmill RE: Dividend and Income Fund – Rights Offer Dear Thomas:

Dividend & Income Fund • September 28th, 2015 • New York

• Company
  Dividend & Income Fund
• Filed
  September 28th, 2015
• Jurisdiction
  New York

This will serve as the Agreement between AST Fund Solutions, LLC ("AST Fund Solutions") and Dividend and Income Fund (the "Client"), pursuant to which AST Fund Solutions will serve the Client as Information Agent for a Rights Offer (the "Offer") for the Client.

SUBSCRIPTION AGENT AGREEMENT

Subscription Agent Agreement • September 28th, 2015 • Dividend & Income Fund • New York

• Contract Type
  Subscription Agent Agreement
• Filed
  September 28th, 2015
• Company
  Dividend & Income Fund
• Jurisdiction
  New York

This SUBSCRIPTION AGENT AGREEMENT (this "Agreement") is entered into as of September 16, 2015, by and between American Stock Transfer & Trust Company, LLC (the "Subscription Agent") and Dividend and Income Fund (the "Company").