0001193125-12-290046 Sample Contracts

Contract
Subscription Agent Agreement • June 29th, 2012 • Reaves Utility Income Fund • New York

THIS SUBSCRIPTION AGENT AGREEMENT (this “Agreement”) between Reaves Utility Income Fund, a Delaware statutory trust (the “Company”), and Computershare Trust Company, N.A. (“Agent”), is dated as of , 2012.

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June 28, 2012
Letter of Agreement • June 29th, 2012 • Reaves Utility Income Fund • 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 Reaves Utility Income Fund (the “Trust”) to act as Information Agent in connection with its rights offering scheduled for 2012 (the “Offer”). The term of the Agreement shall be the term of the Offer, including any extensions thereof.

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