0001193125-13-462177 Sample Contracts

FUND ADMINISTRATION SERVICING AGREEMENT

Fund Administration Servicing Agreement • December 4th, 2013 • Cohen & Steers MLP & Energy Opportunity Fund, Inc. • New York

• Contract Type
  Fund Administration Servicing Agreement
• Filed
  December 4th, 2013
• Company
  Cohen & Steers MLP & Energy Opportunity Fund, Inc.
• Jurisdiction
  New York

THIS AGREEMENT is made and entered into this 20th day of November, 2013, by and between COHEN & STEERS MLP & ENERGY OPPORTUNITY FUND, INC., a Maryland corporation (the “Fund”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

INVESTMENT ADVISORY AGREEMENT COHEN & STEERS MLP & ENERGY OPPORTUNITY FUND, INC. New York, New York 10017

Investment Advisory Agreement • December 4th, 2013 • Cohen & Steers MLP & Energy Opportunity Fund, Inc. • New York

• Contract Type
  Investment Advisory Agreement
• Filed
  December 4th, 2013
• Company
  Cohen & Steers MLP & Energy Opportunity Fund, Inc.
• Jurisdiction
  New York

COHEN & STEERS MLP & ENERGY OPPORTUNITY FUND, INC. New York, New York 10017

Fee Waiver Agreement • December 4th, 2013 • Cohen & Steers MLP & Energy Opportunity Fund, Inc.

• Contract Type
  Fee Waiver Agreement
• Filed
  December 4th, 2013
• Company
  Cohen & Steers MLP & Energy Opportunity Fund, Inc.

Cohen & Steers MLP & Energy Opportunity Fund, Inc. (“We”, “Us” or the “Company”) herewith confirms its agreement (the “Agreement”) pursuant to which Cohen & Steers Capital Management, Inc. (“You”) will waive certain of its fees and/or reimburse the Company for expenses incurred as follows:

ADMINISTRATION AGREEMENT COHEN & STEERS MLP & ENERGY OPPORTUNITY FUND, INC. New York, New York 10017

Administration Agreement • December 4th, 2013 • Cohen & Steers MLP & Energy Opportunity Fund, Inc.

• Contract Type
  Administration Agreement
• Filed
  December 4th, 2013
• Company
  Cohen & Steers MLP & Energy Opportunity Fund, Inc.

Agreement, dated as of December , 2013 (the “Agreement”), between Cohen & Steers MLP & Energy Opportunity Fund, Inc., a non-diversified, open-end management investment company (the “Company”), and Cohen & Steers Capital Management, Inc. (the “Administrator”).

CUSTODY AGREEMENT

Custody Agreement • December 4th, 2013 • Cohen & Steers MLP & Energy Opportunity Fund, Inc. • New York

• Contract Type
  Custody Agreement
• Filed
  December 4th, 2013
• Company
  Cohen & Steers MLP & Energy Opportunity Fund, Inc.
• Jurisdiction
  New York

THIS AGREEMENT is made and entered into as of the 20th day of November, 2013, by and between COHEN & STEERS MLP & ENERGY OPPORTUNITY FUND, INC., a Maryland corporation, (the “Fund”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Minneapolis, Minnesota (the “Custodian”).