UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                            SCHEDULE 14A INFORMATION

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              Securities Exchange Act of 1934 (Amendment No. ___)

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                       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 GROWTH & INCOME FUND,  INC.  ANNOUNCES  ADJOURNMENT OF ANNUAL MEETING OF
STOCKHOLDERS

Boulder,  Colo. - (BUSINESS WIRE) - April 27, 2009 - The Boulder Growth & Income
Fund,  Inc.  (NYSE:BIF)  announced  that  its  Annual  Meeting  of  Stockholders
scheduled for Friday, April 24, 2009 in Phoenix, Arizona has been adjourned.

In addition to the routine  election of Directors,  the Fund's  stockholders are
being asked to approve an amendment to the Fund's  charter to classify the Board
of  Directors  into three  separate  classes  (Proposal  1). As of the  original
meeting date,  the nominee  Directors  have received the requisite  vote by both
common  and  preferred  stockholders  to be  elected.  Nonetheless,  the Fund is
adjourning the meeting until May 29, 2009 to allow for further  solicitation  on
Proposal 1. Neither the Board of  Directors  nor the Fund's  portfolio  managers
anticipate  being in  attendance  at the  reconvened  meeting.  Under the Fund's
bylaws, only record date stockholders are permitted to attend the meeting.

The Board of Directors, including all of the independent Directors,  unanimously
recommends  that  stockholders  vote  "FOR"  Proposal  1.  A copy  of the  proxy
statement  is  available  on the Fund's  website at  www.boulderfunds.net  or by
calling 1-800-992-2856.  Stockholders have a number of convenient means to vote,
including telephone,  internet, and by mail. For questions regarding how to vote
your shares please call 1-800-992-2856.



Contact:
Boulder Investment Advisers, LLC
Nicole Murphey, (303) 449-0426





                       BOULDER GROWTH & INCOME FUND, INC.

                           2344 Spruce Street, Suite A
                                Boulder, CO 80302

We are writing to follow-up on proxy  materials that were  previously  mailed to
you  regarding the Annual  Meeting of  Stockholders  of Boulder  Growth & Income
Fund,  Inc.  (the "Fund") and to notify you that the Fund's  Annual  Meeting has
been adjourned to May 29, 2009.  Our records  indicate that we have not received
your vote. We urge you to vote as soon as possible.  By voting now you will help
the Fund 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
holding the meeting, so please vote immediately.  We urge you to vote your proxy
now.

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 or by going to the Fund's
website at www.boulderfunds.net.

                                 1-800-992-2856


                          Your vote is urgently needed!

Please  vote now to be sure your vote is received in time for the Fund's May 29,
2009 Annual Meeting of Stockholders.

Voting  takes  only a few  minutes.  Thank  you for your  participation  in this
important matter.

The Fund has 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.