0001398344-15-004491 Sample Contracts

July 10, 2015 Cornerstone Total Return Fund, Inc. C/o Cornerstone Advisors, Inc. Suite 250 Ashville, NC 28803 Attn: Mr. Ralph Bradshaw RE: Cornerstone Total Return Fund, Inc. – Rights Offer Dear Mr. Bradshaw:

Information Agent Agreement • July 15th, 2015 • Cornerstone Total Return Fund Inc • New York

• Contract Type
  Information Agent Agreement
• Filed
  July 15th, 2015
• Company
  Cornerstone Total Return Fund Inc
• Jurisdiction
  New York

This will serve as the Agreement between AST Fund Solutions, LLC (“AST Fund Solutions”) and Cornerstone Total Return Fund, Inc. (the “Client”), pursuant to which AST Fund Solutions will serve the Client as Information Agent for a Rights Offer (the “Offer”) for the Client.