Objective

The Boulder Growth & Income Fund, Inc. is a registered closed-end, non-diversified management investment company. The Fund's investment objective is total return. The Fund seeks to produce both long-term capital appreciation through investment in common stocks and high current income consistent with preservation of capital through investments in income producing securities. For long-term capital appreciation, the Fund typically will invest in U.S. companies that have a proven track record of earnings, and the prospect of increased future value through growth in revenues and profits. It anticipates a low turnover rate in its portfolio. The Fund is concentrated in Real Estate Investment Trusts (“REITS”), which means it must invest more than 25% of its total assets in REITs and other companies in the real estate industry. The Fund also expects to invest in other registered closed-end income funds (“RICS”) such as bond funds, as well as other income producing securities. It is intended that the income produced by these securities will be enough to cover the Fund’s operating expenses. The Fund has the flexibility to invest in companies of any size; however, it is expected that it will not make significant investments in start-up companies, initial public offerings, non-public companies, or companies with little or no operating history. The Fund also invests in fixed income securities such as U.S. government securities, preferred stocks and bonds. The Fund invests primarily in securities of U.S.-based companies and to a lesser extent in foreign equity securities and sovereign debt, in each case denominated in foreign currency. The Fund has no restrictions on its ability to invest in foreign securities. No assurance can be given that the Fund will achieve its investment objective.

The Fund is a “non-diversified’’ investment company, as defined in the 1940 Act, which means that it is permitted to invest its assets in a more limited number of issuers than “diversified’’ investment companies. A diversified company may not, with respect to 75% of its total assets, invest more than 5% of its total assets in the securities of any one issuer and may not own more than 10% of the outstanding voting securities of any one issuer. However, pursuant to the requirements of Subchapter M of the Internal Revenue Code (A) not more than 25% of the Fund’s total assets may be invested in securities of any one issuer (other than U.S. government securities and RICs) or of any two or more issuers controlled by the Fund which may be deemed to be engaged in the same, similar or related trades or businesses, and (B) with respect to 50% of the total value of the Fund’s portfolio, (i) the Fund must limit to 5% the portion of its assets invested in the securities of a single issuer (other than U.S. government securities and RICs), and (ii) the Fund may not own more than 10% of the outstanding voting securities of any one issuer (other than U.S. government securities and RICs). The Fund intends to concentrate its common stock investments in a few issuers and to take large positions in those issuers, consistent with being a “non-diversified’’ fund. As a result, the Fund may be subject to a greater risk of loss than a diversified fund or a fund that has diversified its investments more broadly. Taking larger positions is also likely to increase the volatility of the Fund’s net asset value, reflecting fluctuation in the value of large Fund holdings.

The Fund has adopted a concentration policy pursuant to which it must, under normal market conditions, invest more than 25% of its total assets in REITs or companies in the real estate industry. The Fund must obtain stockholder approval prior to changing this policy. The portion of the Fund’s total assets invested in REITs and such other companies will vary based on market conditions, but it is not expected to exceed 50% of total assets. Although the Fund can invest in REITs of any size, it currently intends to invest in REITs with market capitalizations of greater than $500 million. Although the Fund generally invests in U.S. REITs, such companies may invest directly or indirectly in non-U.S. properties, and the Fund may make direct investments in foreign REITs.

The Internal Revenue Code states that no single investment can exceed 25% of the Fund’s total assets at the time of purchase. This percentage limitation is calculated at the time of investment, and the Fund is not required to dispose of assets if holdings increase above these levels due to appreciation. The Fund has no restrictions on its ability to invest in foreign securities. Under normal market conditions, the Fund intends to invest at least 80% of its net assets in common stocks, primarily domestic common stocks and secondarily in foreign common stocks denominated in foreign currencies. The Fund’s investments in common stocks may include, but are not limited to, RICs whose objective is income, REITs, and other dividend-paying common stocks. The portion of the Fund’s assets that are not invested in common stocks may be invested in fixed income securities, cash equivalents and other income-producing securities. The term “fixed income securities’’ includes but is not limited to corporate bonds, U.S. government securities, notes, bills, debentures, preferred stocks, convertible securities, bank debt obligations, repurchase agreements and short-term money market obligations.

Under normal circumstances, the Fund will not have more than 20% of its assets in cash or cash equivalents. The Fund may, for temporary defensive purposes, allocate a higher portion of its assets to cash and cash equivalents. For this purpose, cash equivalents consist of, but are not limited to, short-term (less than twelve months to maturity) U.S. government securities, certificates of deposit and other bank obligations, investment grade corporate bonds, other debt instruments and repurchase agreements. Except for the Fund’s investment objective, industry concentration and fundamental investment restrictions as described herein and in its Prospectus and Statement of Additional Information, other percentage limitations and investment policies can be changed by the Fund’s Board of Directors without stockholder approval.

Fund Administrative Services, LLC, the administrator for the Boulder Funds, also serves as the Administrator to another closed-end fund, First Opportunity Fund, Inc. To go directly to the website for this fund, CLICK HERE: www.firstopportunityfund.com