0001193125-08-049050 Sample Contracts

DISTRIBUTION AGREEMENT between THE 787 FUND, INC. and ENTERPRISE FUND DISTRIBUTORS, INC. (Applicable to Class A, Class B, Class C and Class Y Shares)
Distribution Agreement • March 6th, 2008 • 787 Fund, Inc.

THIS AGREEMENT made this day of , 2008, by and between THE 787 FUND, INC., a Maryland corporation (the “Corporation”), with respect to the series of common stock set forth on Appendix A to this Agreement, and any applicable classes thereof (the “Fund”), and ENTERPRISE FUND DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”).

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EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • March 6th, 2008 • 787 Fund, Inc.

EXPENSE LIMITATION AGREEMENT (the “Agreement”), effective as of [ ], 2008, among Gabelli Funds, LLC (the “Adviser”), a New York limited liability company, and The 787 Fund, Inc., a Maryland corporation (the “Company”), on behalf of The Enterprise Mergers and Acquisitions Fund (the “Fund”).

FORM OF INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • March 6th, 2008 • 787 Fund, Inc. • New York

INVESTMENT ADVISORY AGREEMENT, dated as of , 2008, between The 787 Fund, Inc., a Maryland corporation (the “Company”), on behalf of the Enterprise Mergers and Acquisitions Fund (the “Fund”), and Gabelli Funds, LLC (the “Adviser”), a New York limited liability company.

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