UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. ___)
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[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[X] Soliciting Material Pursuant to Sec. 240.14a-12
BOULDER TOTAL RETURN FUND, INC.
BOULDER GROWTH & INCOME FUND, INC.
(Name of Registrant as Specified In Its Charter)
Stephen C. Miller, Esq.
2344 Spruce Street, Suite A
Boulder, Colorado 80302
(303) 444-5483
(Name of Person(s) Filing Proxy Statement)
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BOULDER TOTAL RETURN FUND, INC.
BOULDER GROWTH & INCOME FUND, INC.
2344 Spruce Street, Suite A
Boulder, CO 80302
We recently sent you proxy materials regarding the Joint Annual Meeting of
Stockholders of Boulder Total Return Fund, Inc. and Boulder Growth & Income
Fund, Inc. (the "Funds") scheduled to be held on April 24, 2009. Our records
indicate that we have not received your vote. We urge you to vote as soon as
possible so we can obtain a sufficient number of votes to hold the meeting. By
voting now you will help the Funds save on the cost of additional mailings and
calls to Stockholders.
Please Vote Today!
You may think your vote is not important, but your participation is critical to
hold the meeting, so please vote immediately. We urge you to vote your proxy
now. You and all other Fund Stockholders will benefit from your cooperation.
After careful review, the Board of Directors recommends you vote in favor of the
nominees for Director and vote "FOR" the proposal to approve an amendment to the
Charter as detailed in your proxy statement. A copy of the proxy statement is
available by calling the toll free number shown below.
1-800-922-2856
Your vote is urgently needed!
Please vote now to be sure your vote is received in time for the Funds' April
24, 2009 Joint Annual Meeting of Stockholders.
Voting takes only a few minutes. Thank you for your participation in this
important matter.
The Boulder Funds have made it very easy for you to vote. Choose one of the
following methods:
o Speak to a live proxy specialist by calling the number above. We can answer
your questions and record your vote. (Open: M-F 8am - 10pm, Sat 11am - 5pm
ET)
o Log on to the website noted on your proxy card and enter your control
number printed on the card, and vote by following the on-screen prompts.
o Call the phone number on the proxy card and enter the control number
printed on the card and follow the touchtone prompts.
o Mail in your signed proxy card in the envelope provided.