ECF / Ellsworth Growth and Income Fund Ltd. - SEC申報文件,年度報告,委任書

埃爾斯沃斯成長與收入基金有限公司
US ˙ NYSEAM ˙ US2890741067

基本數據
LEI 549300GYFOXHCDQTI772
CIK 793040
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Ellsworth Growth and Income Fund Ltd.
SEC Filings (Chronological Order)
本頁面提供了一個完整的、按時間順序排列的美國證券交易委員會(SEC)申報文件列表,不包括我們在其他地方提供的所有權申報。
March 19, 2026 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 19, 2026 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 19, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 19, 2025 Ellsworth Growth and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 19, 2025 Ellsworth Growth and Income Fund Ltd. (Exact name of registrant as specified in its charter) Delaware 811-04656 13-3345139 (State or other jurisdiction of incorporation) (

May 19, 2025 EX-3.1

ELLSWORTH GROWTH AND INCOME FUND LTD. STATEMENT OF PREFERENCES OF SERIES B CUMULATIVE PREFERRED SHARES AMENDMENT NO. 2

Ellsworth Growth and Income Fund Ltd. 8-K Exhibit 3.1 ELLSWORTH GROWTH AND INCOME FUND LTD. STATEMENT OF PREFERENCES OF SERIES B CUMULATIVE PREFERRED SHARES AMENDMENT NO. 2 Ellsworth Growth and Income Fund Ltd., a Delaware statutory trust (the “Trust”), hereby certifies that: FIRST: The Board of Trustees of the Trust (the “Board of Trustees”), at a meeting duly convened and held on August 24, 2017

March 20, 2025 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 20, 2025 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

August 6, 2024 SC 13D/A

ECF / Ellsworth Growth and Income Fund Ltd. / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* ELLSWORTH GROWTH & INCOME FUND LTD (Name of Issuer) Common Shares, $0.01 par value (Title of Class of Securities) 289074106 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Michael D'Angelo (212

July 19, 2024 SC 13D/A

ECF / Ellsworth Growth and Income Fund Ltd. / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* ELLSWORTH GROWTH & INCOME FUND LTD (Name of Issuer) Common Shares, $0.01 par value (Title of Class of Securities) 289074106 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Michael D'Angelo (212

June 21, 2024 SC 13D/A

ECF / Ellsworth Growth and Income Fund Ltd. / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

SC 13D/A 1 formsc13da.htm FORM SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* ELLSWORTH GROWTH & INCOME FUND LTD (Name of Issuer) Common Shares, $0.01 par value (Title of Class of Securities) 289074106 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, N

June 10, 2024 SC 13D/A

ECF / Ellsworth Growth and Income Fund Ltd. / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* ELLSWORTH GROWTH & INCOME FUND LTD (Name of Issuer) Common Shares, $0.01 par value (Title of Class of Securities) 289074106 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Michael D'Angelo (212

May 13, 2024 SC 13D

ECF / Ellsworth Growth and Income Fund Ltd. / Saba Capital Management, L.P. - FORM SC 13D Activist Investment

SC 13D 1 formsc13d.htm FORM SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* ELLSWORTH GROWTH & INCOME FUND LTD (Name of Issuer) Common Shares, $0.01 par value (Title of Class of Securities) 289074106 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174

May 13, 2024 EX-1

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

EX-1 2 exhibit1.htm EXHIBIT 1 EXHIBIT 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agree

April 3, 2024 DEFR14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1)

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 21, 2024 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 21, 2024 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 6, 2024 SC 13G

ECF / Ellsworth Growth and Income Fund Ltd. / WELLS FARGO & COMPANY/MN Passive Investment

SC 13G 1 wfellsworthgrowth289074106.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) Ellsworth Growth and Income (Name of Issuer) Closed-End Fund (Title of Class of Securities) 289074106 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

January 29, 2024 SC 13G/A

ECF / Ellsworth Growth and Income Fund Ltd. / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.2)* ELLSWORTH GROWTH & INCOME FUND LTD (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 289074106 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) C

June 29, 2023 SC 13D/A

ECF.PRA / Ellsworth Growth and Income Fund Ltd. 5.25 percent Series A Cumulative Preferred Shares (Liquidation / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Ellsworth Growth & Income Fund Ltd. (Name of Issuer) Series A & Series B Preferred Shares (“Preferred Shares”) (Title of Class of Securities) 289074205 & 289074304 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 92

April 5, 2023 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 5, 2023 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 1, 2023 NPORT-EX

NPORT-EX

1 Ellsworth Growth and Income Fund Ltd. Schedule of Investments — December 31, 2022 (Unaudited) Principal Amount Market Value CONVERTIBLE CORPORATE BONDS — 63.5% Airlines — 1.3% $ 2,000,000‌ Southwest Airlines Co., 1.250%, 05/01/25 ............... $ 2,409,500‌ Automotive — 1.6% 3,000,000‌ Ford Motor Co., Zero Coupon, 03/15/26 ........... 2,845,500‌ Business Services — 1.6% 2,000,000‌ BigBear.ai Ho

February 14, 2023 SC 13G/A

ECF / Ellsworth Fund, Ltd. / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.1)* ELLSWORTH GROWTH & INCOME FUND LTD (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 289074106 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th

August 29, 2022 NPORT-EX

NPORT-EX

1 Ellsworth Growth and Income Fund Ltd. Schedule of Investments — June 30, 2022 (Unaudited) Principal Amount Market Value CONVERTIBLE CORPORATE BONDS — 69.8% Airlines — 1.4% $ 2,000,000‌ Southwest Airlines Co., 1.250%, 05/01/25 ............... $ 2,362,500‌ Automotive — 1.7% 3,000,000‌ Ford Motor Co., Zero Coupon, 03/15/26 ........... 2,751,000‌ Business Services — 4.2% 2,000,000‌ BigBear.ai Holdin

August 25, 2022 POS EX

As filed with the Securities and Exchange Commission on August 24, 2022

As filed with the Securities and Exchange Commission on August 24, 2022 Securities Act File No.

August 25, 2022 EX-99.(A)(V)

Statement of Preferences for Series B Cumulative Preferred Shares **

ELLSWORTH GROWTH AND INCOME FUND LTD. STATEMENT OF PREFERENCES OF SERIES B CUMULATIVE PREFERRED SHARES Ellsworth Growth and Income Fund Ltd., a Delaware statutory trust (the ?Trust?), hereby certifies that: FIRST: The Board of Trustees of the Trust (the ?Board of Trustees?), at a meeting duly convened and held on August 24, 2017, pursuant to authority expressly vested in it by Article III of the A

August 25, 2022 EX-99.(B).(II)

(ii) Amendment No. 1 to Amended and Restated By-Laws of Registrant **

AMENDMENT NO. 1 TO AMENDED AND RESTATED BY-LAWS OF ELLSWORTH GROWTH AND INCOME FUND LTD. Effective: August 17, 2022 On August 17, 2022, the Board of Trustees of Ellsworth Growth and Income Fund Ltd. (the ?Fund?), in accordance with the Fund?s Amended and Restated By-Laws (the ?By-Laws?) and the Amended and Restated Agreement and Declaration of Trust, approved and adopted the following amendment to

July 11, 2022 SC 13G

ECF.PRA / Ellsworth Growth and Income Fund Ltd. 5.25 percent Series A Cumulative Preferred Shares (Liquidation / MJG 1999 DESCENDANTS TRUST Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* Ellsworth Growth & Income Fund Ltd. (Name of Issuer) Series A & Series B Preferred Shares (“Preferred Shares”) (Title of Class of Securities) 289074205 & 289074304 (CUSIP Number) July 1, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate bo

July 11, 2022 SC 13D

ECF.PRA / Ellsworth Growth and Income Fund Ltd. 5.25 percent Series A Cumulative Preferred Shares (Liquidation / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Ellsworth Growth & Income Fund Ltd. (Name of Issuer) Series A & Series B Preferred Shares (?Preferred Shares?) (Title of Class of Securities) 289074205 & 289074304 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Addr

July 11, 2022 SC 13G/A

ECF / Ellsworth Fund, Ltd. / MORGAN STANLEY - MS AMENDMENT Passive Investment

SC 13G/A 1 EllsworthECF.txt MS AMENDMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.7)* ELLSWORTH GROWTH & INCOME FUND LTD - (Name of Issuer) Common Stock - (Title of Class of Securities) 289074106 - (CUSIP Number) June 30th, 2022 - (Date Of Event which Requires Filing of this Statement) Check the app

July 11, 2022 SC 13G

ECF.PRA / Ellsworth Growth and Income Fund Ltd. 5.25 percent Series A Cumulative Preferred Shares (Liquidation / Pitaro Regina M. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* Ellsworth Growth & Income Fund Ltd. (Name of Issuer) Series A & Series B Preferred Shares (?Preferred Shares?) (Title of Class of Securities) 289074205 & 289074304 (CUSIP Number) July 1, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate bo

June 10, 2022 SC 13G

ECF / Ellsworth Fund, Ltd. / Saba Capital Management, L.P. - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ELLSWORTH GROWTH & INCOME FUND LTD (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 289074106 (CUSIP Number) June 2, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule

March 24, 2022 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

? SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 24, 2022 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 1, 2022 NPORT-EX

NPORT-EX

1 Ellsworth Growth and Income Fund Ltd. Schedule of Investments — December 31, 2021 (Unaudited) Principal Amount Market Value CONVERTIBLE CORPORATE BONDS — 68.8% Airlines — 1.3% $ 1,505,000‌ JetBlue Airways Corp., 0.500%, 04/01/26(a) ............. $ 1,410,513‌ 1,000,000‌ Southwest Airlines Co., 1.250%, 05/01/25 ............... 1,336,750‌ 2,747,263‌ Automotive — 1.9% 3,000,000‌ Ford Motor Co., Zero

February 10, 2022 SC 13G/A

ECF / Ellsworth Fund, Ltd. / MORGAN STANLEY - MS AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.6)* ELLSWORTH GROWTH & INCOME FUND LTD - (Name of Issuer) Common Stock - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2021 - (Date Of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

November 5, 2021 SC 13G/A

ECF / Ellsworth Fund, Ltd. / Advisors Asset Management, Inc. - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 4 )* Ellsworth Growth & Income Fund Ltd - (NAME OF ISSUER) Common Stock - (TITLE OF CLASS OF SECURITIES) 289074106 - (CUSIP NUMBER) October 31, 2021 - (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) Check the appropriate box to designate the rule pur

August 25, 2021 NPORT-EX

LLC, common

1 Ellsworth Growth and Income Fund Ltd. Schedule of Investments — June 30, 2021 (Unaudited) Principal Amount Market Value CONVERTIBLE CORPORATE BONDS — 71 .2 % Aerospace — 0 .7 % $ 1,638,000‌ Kaman Corp. , 3.250 % , 05/01/24 ............. $ 1,736,342‌ Airlines — 1 .3 % 1,505,000‌ JetBlue Airways Corp. , 0.500 % , 04/01/26 (a) ........... 1,507,257‌ 1,000,000‌ Southwest Airlines Co. , 1.250 % , 05/

April 28, 2021 CORRESP

SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 500 BOYLSTON STREET BOSTON, MASSACHUSETTS 02116 DIRECT DIAL 617-573-4836 DIRECT FAX 617-305-4836 EMAIL ADDRESS [email protected] ______ TEL: (617) 573-4800 FAX: (617) 573-4822 www.skadden.com FIRM/AFF

SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 500 BOYLSTON STREET BOSTON, MASSACHUSETTS 02116 DIRECT DIAL 617-573-4836 DIRECT FAX 617-305-4836 EMAIL ADDRESS KENNETH.

March 29, 2021 DEFA14A

- ELLSWORTH GROWTH & INCOME FUND (ECF)_DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 29, 2021 DEF 14A

- DEF 14A

? SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 26, 2021 NPORT-EX

Principal Amount

Ellsworth Growth and Income Fund Ltd. Schedule of Investments — December 31, 2020 (Unaudited) Principal Amount Market Value CONVERTIBLE CORPORATE BONDS — 70.9% Aerospace — 1.7% $ 1,000,000 Aerojet Rocketdyne Holdings Inc., 2.250%, 12/15/23 $ 2,032,998 1,638,000 Kaman Corp., 3.250%, 05/01/24 1,902,942 3,935,940 Airlines — 0.6% 930,000 Southwest Airlines Co., 1.250%, 05/01/25 1,355,475 Business Serv

February 11, 2021 SC 13G/A

SCHEDULE 13G SIGNATURE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) ELLSWORTH GROWTH & INCOME FD (Name of Issuer) COM (Title of Class of Securities) 289074106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

February 10, 2021 SC 13G/A

MS AMENDMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.5)* ELLSWORTH GROWTH & INCOME FUND LTD - (Name of Issuer) Common Stock - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2020 - (Date Of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

February 4, 2021 SC 13G/A

SCHEDULE 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 3 )* Ellsworth Growth & Income Fund Ltd - (NAME OF ISSUER) Common Stock - (TITLE OF CLASS OF SECURITIES) 289074106 - (CUSIP NUMBER) December 31, 2020 - (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) Check the appropriate box to designate the rule pu

November 24, 2020 CORRESP

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ELLSWORTH GROWTH & INCOME FUND LTD ELLSWORTH GROWTH AND INCOME FUND LTD. One Corporate Center Rye, New York 10580-1422 November 24, 2020 VIA EDGAR AND ELECTRONIC MAIL David Orlic Division of Investment Management U.S. Securities and Exchange Commission 100 F Street N.E. Washington, DC 20549 RE: Ellsworth Growth and Income Fund Ltd. (File Nos. 333-248511 and 811-04656) Dear Mr. Orlic: Pursuant to R

November 20, 2020 CORRESP

-

SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP DIRECT DIAL 617-573-4836 DIRECT FAX 617-305-4836 EMAIL ADDRESS KENNETH.

August 27, 2020 NPORT-EX

Principal Amount

FOR VALIDATION PURPOSES ONLY - [52292.TX] Ellsworth Growth and Income Fund Ltd. Schedule of Investments — June 30, 2020 (Unaudited) Principal Amount Market Value CONVERTIBLE CORPORATE BONDS — 64.4% Aerospace — 1.9% $ 1,000,000 Aerojet Rocketdyne Holdings Inc., 2.250%, 12/15/23 $ 1,603,495 2,038,000 Kaman Corp., 3.250%, 05/01/24 1,958,210 3,561,705 Airlines — 0.6% 930,000 Southwest Airlines Co., 1.

May 4, 2020 DEFA14A

- DEFA 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 1, 2020 DEFA14A

- DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 26, 2020 DEFA14A

ECF / Ellsworth Fund, Ltd. DEFA14A - - DEFA 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 26, 2020 DEF 14A

our definitive proxy statement on Schedule 14A for our 2020 annual meeting of shareholders, filed with the SEC on March 26, 2020;

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 5, 2020 EX-99.(N)(I)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Consent of Independent Registered Public Accounting Firm Exhibit (n)(i) CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-2 of Ellsworth Growth and Income Fund Ltd.

March 5, 2020 EX-99.(N)(II)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Consent of Independent Registered Public Accounting Firm Exhibit (n)(ii) CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the references to our firm in the Post-Effective Amendment No.

March 5, 2020 POS 8C

ECF / Ellsworth Fund, Ltd. POS 8C - - ELLSWORTH GROWTH AND INCOME FUND LTD.

ELLSWORTH GROWTH AND INCOME FUND LTD. As filed with the Securities and Exchange Commission on March 5, 2020 Securities Act File No. 333-219322 Investment Company Act File No. 811-04656 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form N-2 (Check Appropriate Box or Boxes) REGISTRATION STATEMENT UNDER ☒ THE SECURITIES ACT OF 1933 ☐ Pre-Effective Amendment No. ☒ Post-Effectiv

February 28, 2020 NPORT-EX

Principal Amount

HTML Ellsworth Growth and Income Fund Ltd. Schedule of Investments — December 31, 2019 (Unaudited) Principal Amount Market Value CONVERTIBLE CORPORATE BONDS — 57.6% Aerospace — 2.3% $1,000,000 Aerojet Rocketdyne Holdings Inc., 2.250%, 12/15/23 $ 1,818,770 2,038,000 Kaman Corp., 3.250%, 05/01/24 2,449,676 4,268,446 Automotive — 0.4% 500,000 Tesla Inc., 2.000%, 05/15/24 757,161 Business Services — 1

February 27, 2020 CORRESP

-

CORRESP SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 500 BOYLSTON STREET BOSTON, MASSACHUSETTS 02116 FIRM/AFFILIATE OFFICES - CHICAGO HOUSTON LOS ANGELES NEW YORK PALO ALTO WASHINGTON, D.

February 13, 2020 SC 13G/A

ECF / Ellsworth Fund, Ltd. / Advisors Asset Management, Inc. - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2 )* Ellsworth Growth & Income Fund Ltd - (NAME OF ISSUER) Common Stock - (TITLE OF CLASS OF SECURITIES) 289074106 - (CUSIP NUMBER) December 31, 2019 - (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) Check the appropriate box to designate the rule pu

February 12, 2020 SC 13G/A

ECF / Ellsworth Fund, Ltd. / MORGAN STANLEY - MS AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.4)* ELLSWORTH GROWTH & INCOME FUND LTD - (Name of Issuer) Common Stock - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2019 - (Date Of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

February 11, 2020 SC 13G/A

ECF / Ellsworth Fund, Ltd. / UBS Group AG - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4) Ellsworth Growth & Income Fund Ltd. (Name of Issuer) Common Stock (Title of Class of Securities) 289074106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

February 5, 2020 SC 13G

ECF / Ellsworth Fund, Ltd. / WELLS FARGO & COMPANY/MN Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) ELLSWORTH GRWTH AND INCOME L (Name of Issuer) COM (Title of Class of Securities) 289074106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

January 9, 2020 EX-99.(R)

Code of Ethics of the Fund and the Investment Adviser(8)

Code of Ethics of the Fund and the Investment Adviser Exhibit (r) Code of Ethics Gabelli Funds, LLC GAMCO Asset Management Inc.

January 9, 2020 POS 8C

ECF / Ellsworth Fund, Ltd. POS 8C - - ELLSWORTH GROWTH AND INCOME FUND LTD.

ELLSWORTH GROWTH AND INCOME FUND LTD. As filed with the Securities and Exchange Commission on January 9, 2020 Securities Act File No. 333-219322 Investment Company Act File No. 811-04656 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form N-2 (Check Appropriate Box or Boxes) REGISTRATION STATEMENT UNDER ☒ THE SECURITIES ACT OF 1933 ☐ Pre-Effective Amendment No. ☒ Post-Effect

August 27, 2019 NPORT-EX

ECF / Ellsworth Fund, Ltd. NPORT-EX - -

NPORT-EX 1 GabelliGrowthIncomeFund.htm Ellsworth Growth and Income Fund Ltd. Schedule of Investments — June 30, 2019 (Unaudited) Principal Amount Market Value CONVERTIBLE CORPORATE BONDS — 61.9% Aerospace — 2.3% $ 1,000,000 Aerojet Rocketdyne Holdings Inc., 2.250%, 12/15/23 $ 1,780,988 2,038,000 Kaman Corp., 3.250%, 05/01/24 2,399,776 4,180,764 Automotive — 1.1% 1,000,000 NIO Inc., 4.500%, 02/01/2

March 28, 2019 DEFA14A

ECF / Ellsworth Fund, Ltd. DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 28, 2019 DEF 14A

ECF / Ellsworth Fund, Ltd. DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 27, 2019 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

302 Certifications Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, James A.

February 27, 2019 N-Q

ECF / Ellsworth Fund, Ltd. ELLSWORTH GROWTH & INCOME FUND LTD (Quarterly Schedule of Portfolio Holdings)

ELLSWORTH GROWTH & INCOME FUND LTD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 15, 2019 SC 13G/A

ECF / Ellsworth Fund, Ltd. / UBS Group AG - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Ellsworth Growth & Income Fund Ltd. (Name of Issuer) Common Stock (Title of Class of Securities) 289074106 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

February 13, 2019 SC 13G/A

ECF / Ellsworth Fund, Ltd. / MORGAN STANLEY - MS AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.3)* ELLSWORTH GROWTH & INCOME FUND LTD - (Name of Issuer) Common Stock - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2018 - (Date Of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

February 11, 2019 SC 13G/A

ECF / Ellsworth Fund, Ltd. / Advisors Asset Management, Inc. - SCHEDULE 13G AMENDED Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.1)* Ellsworth Growth & Income Fund Ltd - (NAME OF ISSUER) Common Stock - (TITLE OF CLASS OF SECURITIES) 289074106 - (CUSIP NUMBER) December 31, 2018 - (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) Check the appropriate box to designate the rule purs

January 16, 2019 EX-99.1

EX-99.1

Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the complete

January 16, 2019 SC 13G/A

ECF / Ellsworth Fund, Ltd. / FIRST TRUST PORTFOLIOS LP - AMENDED SCHEDULE 13G Passive Investment

UNITED STATES* SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ellsworth Growth and Income Fund Ltd. - (Name of Issuer) Common - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2018 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

August 15, 2018 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

EX-99.CERT 2 d617436dex99cert.htm 302 CERTIFICATIONS Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, James A. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Growth and Income Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fa

August 15, 2018 N-Q

ECF / Ellsworth Fund, Ltd. ELLSWORTH GROWTH & INCOME FUND LTD. (Quarterly Schedule of Portfolio Holdings)

N-Q 1 d617436dnq.htm ELLSWORTH GROWTH & INCOME FUND LTD. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 Ellsworth Growth and Income Fund Ltd. (Exact name of registrant as specified in charter) One Corporate Center Rye, New York 10580-14

July 10, 2018 SC 13G

ECF / Ellsworth Fund, Ltd. / Advisors Asset Management, Inc. - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* Ellsworth Growth & Income Fund Ltd - (NAME OF ISSUER) Common Stock - (TITLE OF CLASS OF SECURITIES) 289074106 - (CUSIP NUMBER) June 30, 2018 - (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) Check the appropriate box to designate the rule pursuant

June 5, 2018 CORRESP

ECF / Ellsworth Fund, Ltd. CORRESP

CORRESP June 5, 2018 VIA EDGAR Mr. Kenneth Ellington Staff Accountant Disclosure Review Office Division of Investment Management Securities and Exchange Commission 100 F Street N.E. Washington, DC 20549 RE: Gabelli Closed-End Funds Dear Mr. Ellington: Thank you for your oral comments provided May 8, 2018, regarding your Sarbanes-Oxley review of the 2017 annual reports (the “Annual Reports”) for th

March 28, 2018 DEFA14A

ECF / Ellsworth Fund, Ltd. DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 28, 2018 DEF 14A

ECF / Ellsworth Fund, Ltd. DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 27, 2018 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

302 Certifications Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, James A.

February 27, 2018 N-Q

ECF / Ellsworth Fund, Ltd. ELLSWORTH GROWTH & INCOME FUND LTD (Quarterly Schedule of Portfolio Holdings)

ELLSWORTH GROWTH & INCOME FUND LTD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 13, 2018 SC 13G/A

ECF / Ellsworth Fund, Ltd. / UBS Group AG - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ellsworth Growth & Income Fund Ltd. (Name of Issuer) Common Stock (Title of Class of Securities) 289074106 (CUSIP Number) December 29, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

February 12, 2018 SC 13G/A

ECF / Ellsworth Fund, Ltd. / MORGAN STANLEY - MS AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.2)* ELLSWORTH GROWTH & INCOME FUND LTD - (Name of Issuer) Common Stock - (Title of Class of Securities) 289074106 - (CUSIP Number) December 29, 2017 - (Date Of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

January 26, 2018 SC 13G/A

ECF / Ellsworth Fund, Ltd. / FIRST TRUST PORTFOLIOS LP - AMENDED SCHEDULE 13G Passive Investment

UNITED STATES* SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ellsworth Growth and Income Fund Ltd. - (Name of Issuer) Common - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2017 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

January 26, 2018 EX-99.1

EX-99.1

Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the complete

September 15, 2017 8-A12B

the description of our 5.25% Series A Cumulative Preferred Shares contained in our Registration Statement on Form 8-A (File No. 001-09150) filed with the SEC on September 15, 2017, including any amendment or report filed for the purpose of updating such description prior to the termination of the offering registered hereby; and

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 ELLSWORTH GROWTH AND INCOME FUND LTD. (Exact Name of Registrant as Specified in its Charter) Delaware 13-3345139 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) One Corporate Cent

September 14, 2017 EX-99.2H DISTR CONTR

ELLSWORTH GROWTH AND INCOME FUND LTD. (a Delaware Statutory Trust) 1,200,000 Shares of 5.25% Series A Cumulative Preferred Shares UNDERWRITING AGREEMENT

EX-99.2H DISTR CONTR 3 exhi.htm EXHIBIT (H)(I) TO POS EX Exhibit (h)(i) ELLSWORTH GROWTH AND INCOME FUND LTD. (a Delaware Statutory Trust) 1,200,000 Shares of 5.25% Series A Cumulative Preferred Shares UNDERWRITING AGREEMENT September 13, 2017 Morgan Stanley & Co. LLC As Representative of the several Underwriters Listed on Schedule A hereto c/o Morgan Stanley & Co. LLC 1585 Broadway New York, NY 1

September 14, 2017 EX-99.2K OTH CONTRCT

(ii)  Addendum to Registrar, Transfer Agency and Services Agreement (7)

Exhibit (k)(ii) ADDENDUM TO REGISTRAR, TRANSFER AGENCY AND SERVICE AGREEMENT This Addendum (this ? Addendum?), is made as of September 14, 2017, by and between Ellsworth Growth and Income Fund Ltd.

September 14, 2017 EX-99.2A CHARTER

(iv) Statement of Preferences for 5.25% Series A Cumulative Preferred Shares(7)

Exhibit (a)(iv) ELLSWORTH GROWTH AND INCOME FUND LTD. STATEMENT OF PREFERENCES OF 5.25% SERIES A CUMULATIVE PREFERRED SHARES Ellsworth Growth and Income Fund Ltd., a Delaware statutory trust (the ? Trust?), hereby certifies that: FIRST: The Board of Trustees of the Trust, at a meeting duly convened and held on August 24, 2017, (i) pursuant to authority expressly vested in it by the Amended and Res

September 14, 2017 EX-99.2H DISTR CONTR

Morgan Stanley & Co. LLC MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)

EX-99.2H DISTR CONTR 5 exhiii.htm EXHIBIT (H)(III) TO POS EX Exhibit (h)(iii) Morgan Stanley & Co. LLC MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES) June 1, 2011 This Master Selected Dealers Agreement (this “Master SDA”), dated as of June 1, 2011, is by and between Morgan Stanley & Co. LLC (including its successors an

September 14, 2017 POS EX

Ellsworth Fund POS EX FOR ELLSWORTH GROWTH & INCOME FUND LTD.

As filed with the Securities and Exchange Commission on September 14, 2017 Securities Act File No.

September 14, 2017 EX-99.2H DISTR CONTR

Morgan Stanley & Co. LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)

EX-99.2H DISTR CONTR 4 exhii.htm EXHIBIT (H)(II) TO POS EX Exhibit (h)(ii) Morgan Stanley & Co. LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES) July 15, 2014 This Master Agreement Among Underwriters (this “Master AAU”), dated as of July 15, 2014, is by and between Morgan St

September 14, 2017 EX-99.2L OPIN COUNSL

September 14, 2017

Exhibit (l)(ii) September 14, 2017 Ellsworth Growth and Income Fund Ltd. One Corporate Center Rye, New York 10580-1422 Re: Ellsworth Growth and Income Fund Ltd. Preferred Shares Shelf Takedown Ladies and Gentlemen: We have acted as special counsel to Ellsworth Growth and Income Fund Ltd., a statutory trust (the ?Trust?) created under the Delaware Statutory Trust Act (the ?DSTA?), in connection wit

August 31, 2017 CORRESP

ECF / Ellsworth Fund, Ltd. ESP

Ellsworth Growth and Income Fund Ltd. [Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] August 31, 2017 VIA EDGAR Anu Dubey Kenneth Ellington Division of Investment Management Disclosure Review Office Securities and Exchange Commission 100 F Street N.E. Washington, DC 20549 RE: Ellsworth Growth and Income Fund Ltd. (File Nos. 333-219322 & 811-04656) Dear Ms. Dubey and Mr. Ellington: Thank y

August 31, 2017 CORRESP

ECF / Ellsworth Fund, Ltd. ESP

Ellsworth Growth and Income Fund Ltd. Ellsworth Growth and Income Fund Ltd. One Corporate Center Rye, New York 10580-1422 August 31, 2017 VIA EDGAR AND ELECTRONIC MAIL Anu Dubey Division of Investment Management Disclosure Review Office U.S. Securities and Exchange Commission 100 F Street N.E. Washington, DC 20549 RE: Ellsworth Growth and Income Fund Ltd. (File Nos. 333-219322 and 811-04656) Dear

August 18, 2017 N-Q

Ellsworth Growth & Income Fund Ltd - ELLSWORTH GROWTH & INCOME FUND LTD.

Ellsworth Growth & Income Fund Ltd. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 Ellsworth Growth and Income Fund Ltd. (Exact name of registrant as specified in charter) One Corporate Center Rye, New York 10580-1422 (Address of princi

August 18, 2017 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

302 Certifications Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, James A.

June 7, 2017 DEFA14A

Ellsworth Fund 14A

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 Filed by the Registrant T Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive

May 23, 2017 EX-99.77Q2 ITEM 405

EX-99.77Q2 ITEM 405

SUB-ITEM 77Q2: Section 16(a) Beneficial Ownership Reporting Compliance Section 30(h) of the 1940 Act and Section 16(a) of the Securities Exchange Act of 1934 require the Fund's executive officers, Trustees and 10% shareholders (collectively, "Reporting Persons"), to file with the SEC and the New York Stock Exchange initial reports of ownership and reports of changes in ownership of equity securities of the Fund.

May 18, 2017 DEFA14A

Ellsworth Fund DEFA14A FOR ELLSWORTH GROWTH AND INCOME FUND

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 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive

April 3, 2017 CORRESP

Skadden, Arps, Slate, Meagher & Flom llp 500 Boylston Street Boston, Massachusetts 02116 TEL: (617) 573-4800 FAX: (617) 573-4822

Skadden, Arps, Slate, Meagher & Flom llp 500 Boylston Street Boston, Massachusetts 02116 TEL: (617) 573-4800 FAX: (617) 573-4822 www.

April 3, 2017 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 22, 2017 COVER

Skadden, Arps, Slate, Meagher & Flom llp

Skadden, Arps, Slate, Meagher & Flom llp DIRECT DIAL 617-573-4836 DIRECT FAX 617-305-4836 EMAIL ADDRESS KENNETH.

March 22, 2017 PRE 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 24, 2017 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

302 Certifications Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, James A.

February 24, 2017 N-Q

Ellsworth Growth & Income Fund Ltd - ELLSWORTH GROWTH & INCOME FUND LTD.

Ellsworth Growth & Income Fund Ltd. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 Ellsworth Growth and Income Fund Ltd. (Exact name of registrant as specified in charter) One Corporate Center Rye, New York 10580-1422 (Address of princi

February 14, 2017 SC 13G/A

ECF / Ellsworth Fund, Ltd. / MORGAN STANLEY - MSSB 13GA NO 377 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.1)* ELLSWORTH GROWTH & INCOME FUND LTD - (Name of Issuer) Common Stock - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2016 - (Date Of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

February 7, 2017 SC 13G/A

Ellsworth Fund SC 13G/A (Passive Acquisition of More Than 5% of Shares)

SC 13G/A 1 d284306dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Information to be included in Statements filed pursuant to Rules 13d-1(b), (c) and (d) and amendments thereto filed pursuant to Rule 13d-2(b) (Amendment No. 1) Ellsworth Growth & Income Fund Ltd (Name of Issuer) Common Stock (Title of Class of Securities) 289074106 (CUSIP Num

January 27, 2017 EX-99.1

EX-99.1

Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the complete

January 27, 2017 SC 13G

ECF / Ellsworth Fund, Ltd. / FIRST TRUST PORTFOLIOS LP - SCHEDULE 13G Passive Investment

UNITED STATES* SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ellsworth Growth & Income Fund Ltd. - (Name of Issuer) Common - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2016 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

August 26, 2016 N-Q

Ellsworth Fund ELLSWORTH GROWTH & INCOME FUND LTD. (Quarterly Schedule of Portfolio Holdings)

N-Q 1 d203516dnq.htm ELLSWORTH GROWTH & INCOME FUND LTD. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 Ellsworth Growth and Income Fund LTD. (Exact name of registrant as specified in charter) One Corporate Center Rye, New York 10580-14

August 26, 2016 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

302 Certifications Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, James A.

May 24, 2016 EX-99.77Q1 OTHR EXHB

Investment Advisory Agreement between Registrant and Gabelli Funds, LLC(3)

EX-99.77Q1 OTHR EXHB 4 ellsworth77q12.txt Exhibit 77(Q)(1)(e) INVESTMENT ADVISORY AGREEMENT November 1, 2015 Gabelli Funds, LLC One Corporate Center Rye, New York 10580 Dear Sir: Ellsworth Growth and Income Fund Ltd. (the "Fund"), a statutory trust organized under the laws of the state of Delaware, confirms its investment advisory agreement with Gabelli Funds, LLC (the "Adviser"), as follows: 1. I

May 24, 2016 EX-99.77C VOTES

EX-99.77C VOTES

Ellsworth Growth and Income Fund Ltd. (the "Fund" or the "Registrant") EXHIBIT TO ITEM 77C At Registrant's Special Meeting of Shareholders held on October 19, 2015, a proposal to approve a new Investment Advisory Agreement between the Registrant and Gabelli Funds, LLC, was voted upon and approved. There were 5,639,248 affirmative votes and 575,341 negative votes cast for this proposal, with 153,14

May 24, 2016 EX-99.77Q1 OTHR EXHB

Amended and Restated By-Laws of Registrant(3)

AMENDED AND RESTATED BY-LAWS OF ELLSWORTH GROWTH AND INCOME FUND LTD. TABLE OF CONTENTS Page ARTICLE I Shareholder Meetings 6 Section 1.1 Chairman 6 Section 1.2 Voting 6 Section 1.3 Fixing Record Dates 7 Section 1.4 Inspectors of Election 7 Section 1.5 Special Meetings of Shareholders 7 Section 1.6 Place of Meetings 9 Section 1.7 Notice of Meetings 9 Section 1.8 Nature of Business at Annual Meetin

March 29, 2016 DEF 14A

Ellsworth Fund DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 29, 2016 DEFA14A

Ellsworth Fund DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 29, 2016 N-Q

Ellsworth Fund FORM N-Q (Quarterly Schedule of Portfolio Holdings)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 Ellsworth Growth and Income Fund Ltd.

February 29, 2016 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, James A. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Growth and Income Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stat

February 11, 2016 SC 13G

ECF / Ellsworth Fund, Ltd. / MORGAN STANLEY - ST MSSB INITIAL Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* ELLSWORTH GROWTH & INCOME FUND LTD - (Name of Issuer) Common Stock - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2015 - (Date Of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

February 9, 2016 SC 13G

ECF / Ellsworth Fund, Ltd. / UBS Group AG - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Information to be included in Statements filed pursuant to Rules 13d-1(b), (c) and (d) and amendments thereto filed pursuant to Rule 13d-2(b) (Amendment No. ) Ellsworth Growth & Income Fund Ltd (Name of Issuer) Common Stock (Title of Class of Securities) 289074106 (CUSIP Number) December 31, 2015 (Date of E

November 30, 2015 EX-99.1

EX 99.1

EX-99.1 2 v425529ex99-1.htm EXHIBIT 99.1 EX 99.1 TAIT, WELLER & BAKER LLP Certified Public Accountants REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Shareholders and Board of Trustees Ellsworth Growth and Income Fund Ltd. Morristown, New Jersey In planning and performing our audit of the financial statements of the Ellsworth Growth and Income Fund Ltd. (formerly Ellsworth Fund Ltd.) (the

November 30, 2015 EX-99.2

EX 99.2

EX-99.2 3 v425529ex99-2.htm EXHIBIT 99.2 EX 99.2 At Registrant's Special Meeting of Shareholders held on October 19, 2015, a proposal to approve a new Investment Advisory Agreement between the Registrant and Gabelli Funds, LLC, was voted upon and approved. There were 5,639,248 affirmative votes and 575,341 negative votes cast for this proposal, with 153,141 votes abstaining. There were 1,901,733 b

September 14, 2015 CORRESP

Bancroft Fund ESP

CORRESP 1 filename1.htm Steven B. King Tel: 215.864.8604 Fax: 215.864.8999 [email protected] September 14, 2015 By Electronic Filing Ashley Vroman-Lee, Esq. Securities and Exchange Commission Division of Investment Management 100 F. Street, N.E. Washington, DC 20549 Re: Bancroft Fund Ltd. (File No.: 811-02151) and Ellsworth Growth & Income Fund Ltd. (File No.: 811-04656) Proxy Statement on Sc

September 14, 2015 DEF 14A

Bancroft Fund DEF 14A

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.) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(

September 1, 2015 PRE 14A

Bancroft Fund PRE 14A

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.) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(

August 28, 2015 N-Q

Ellsworth Fund FORM N-Q (Quarterly Schedule of Portfolio Holdings)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 Ellsworth Growth and Income Fund Ltd.

August 28, 2015 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Growth and Income Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such sta

May 29, 2015 EX-99.1

EX-99.1

EX 99.1 Sub-Item 77C: Matters submitted to a vote of security holders At Registrant's Annual Meeting of Shareholders held on February 9, 2015, the following proposals were voted upon: 1. All persons nominated were elected. Terms expiring in 2018 Shares voted for Shares withheld Kinchen C. Bizzell 10,888,899 1,088,961 Jane D. O'Keeffe 10,846,934 1,130,926 Trustees Elizabeth C. Bogan, Ph.D., Thomas

February 27, 2015 N-Q

Ellsworth Growth & Income Fund Ltd - QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 Ellsworth Growth and Income Fund Ltd.

February 27, 2015 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Growth and Income Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such sta

February 10, 2015 SC 13G/A

ECF / Ellsworth Fund, Ltd. / WELLS FARGO & COMPANY/MN Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) ELLSWORTH FUND LTD (Name of Issuer) COM (Title of Class of Securities) 289074106 (CUSIP Number) January 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fil

February 5, 2015 SC 13G/A

ECF / Ellsworth Fund, Ltd. / WELLS FARGO & COMPANY/MN Passive Investment

SC 13G/A 1 wfellsworthf-289074106.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) ELLSWORTH FUND LTD (Name of Issuer) COM (Title of Class of Securities) 289074106 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

December 29, 2014 DEF 14A

ECF / Ellsworth Fund, Ltd. DEF 14A - - DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting Material Pursuant to Section 240.

August 28, 2014 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made,

August 28, 2014 N-Q

ECF / Ellsworth Fund, Ltd. N-Q - Quarterly Schedule of Portfolio Holdings - N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 - Ellsworth Fund Ltd.

February 28, 2014 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

EX-99 2 ellsworthncsr-ex99 Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which

February 28, 2014 N-Q

Quarterly Schedule of Portfolio Holdings - N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 - Ellsworth Fund Ltd.

February 12, 2014 SC 13G/A

ECF / Ellsworth Fund, Ltd. / FIRST TRUST PORTFOLIOS LP - AMENDED SCHEDULE 13G Passive Investment

UNITED STATES* SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Ellsworth Fund Ltd. - (Name of Issuer) Common - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2013 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

February 12, 2014 EX-99.1

EX-99.1

Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the complete

January 27, 2014 SC 13G

ECF / Ellsworth Fund, Ltd. / WELLS FARGO & COMPANY/MN Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) ELLSWORTH FUND LTD (Name of Issuer) COM (Title of Class of Securities) 289074106 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fil

November 27, 2013 DEF 14A

- DEF 14A

ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND, INC. SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive Proxy Stat

August 27, 2013 N-Q

Quarterly Schedule of Portfolio Holdings - N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 Ellsworth Fund Ltd.

August 27, 2013 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made,

May 30, 2013 EX-99

EX-99

Sub-Item 77Q3: Other exhibits DUE TO THE RESTRICTIONS IN THE FORMAT OF FORM N-SAR TO ALLOW REPORTING OF INFORMATION FOR MULTIPLE CUSTODIANS, THIS EXHIBIT PROVIDES ADDITIONAL INFORMATION FOR ITEMS 15A, 15B, 15C, 15D AND 15E.

February 28, 2013 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made,

February 28, 2013 N-Q

Quarterly Schedule of Portfolio Holdings - N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 Ellsworth Fund Ltd.

January 25, 2013 EX-99.1

EX-99.1

Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the complete

January 25, 2013 SC 13G/A

ECF / Ellsworth Fund, Ltd. / FIRST TRUST PORTFOLIOS LP - AMENDED SCHEDULE 13G Passive Investment

UNITED STATES* SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Ellsworth Fund Ltd. - (Name of Issuer) Common - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2012 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

November 29, 2012 DEF 14A

- DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X]Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting Material Pursuant to Section 240.

August 29, 2012 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

EX-99 2 ellsworthncsr-ex99 Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which

August 29, 2012 N-Q

Quarterly Schedule of Portfolio Holdings - N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 - Ellsworth Fund Ltd.

May 29, 2012 EX-99

EX-99

Sub-Item 77Q3: Other exhibits DUE TO THE RESTRICTIONS IN THE FORMAT OF FORM N-SAR TO ALLOW REPORTING OF INFORMATION FOR MULTIPLE CUSTODIANS, THIS EXHIBIT PROVIDES ADDITIONAL INFORMATION FOR ITEMS 15A, 15B, 15C, 15D AND 15E.

March 8, 2012 SC 13G/A

ECF / Ellsworth Fund, Ltd. / FIRST TRUST PORTFOLIOS LP - AMENDED SCHEDULE 13G Passive Investment

UNITED STATES* SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Ellsworth Fund Ltd. - (Name of Issuer) Common - (Title of Class of Securities) 289074106 - (CUSIP Number) February 29, 2012 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

March 8, 2012 EX-99.1

EX-99.1

EX-99.1 2 ex993.txt JOINT FILING AGREEMENT Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but n

February 29, 2012 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

EX-99.CERT 2 d29179ex99-cert.htm EX-99.CERT Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumst

February 29, 2012 N-Q

Quarterly Schedule of Portfolio Holdings - N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04656 - Ellsworth Fund Ltd.

February 6, 2012 SC 13G/A

ECF / Ellsworth Fund, Ltd. / FIRST TRUST PORTFOLIOS LP - AMENDED SCHEDULE 13G Passive Investment

UNITED STATES* SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ellsworth Fund Ltd. - (Name of Issuer) Common - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2011 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

February 6, 2012 EX-99.1

EX-99.1

Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the complete

November 30, 2011 DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X]Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting Material Pursuant to Section 240.

August 26, 2011 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

EX-99.CERT 2 d28574-ex99cert.htm EX-99.CERT Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumst

August 26, 2011 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 Ellsworth Fund Ltd. (Exact name of regis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd.

June 10, 2011 SC 13G/A

AMENDED SCHEDULE 13G

UNITED STATES* SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ellsworth Fund Ltd. - (Name of Issuer) Common - (Title of Class of Securities) 289074106 - (CUSIP Number) May 31, 2011 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

June 10, 2011 EX-99.1

EX-99.1

Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the complete

May 31, 2011 EX-99.77Q3 OTHR EXHB

EX-99.77Q3 OTHR EXHB

Sub-Item 77Q3: Other exhibits DUE TO THE RESTRICTIONS IN THE FORMAT OF FORM N-SAR TO ALLOW REPORTING OF INFORMATION FOR MULTIPLE CUSTODIANS, THIS EXHIBIT PROVIDES ADDITIONAL INFORMATION FOR ITEMS 15A, 15B, 15C, 15D AND 15E.

March 1, 2011 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 Ellsworth Fund Ltd. (Exact name of regis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd.

March 1, 2011 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

EX-99.CERT 2 d27914-ex99cert.htm EX-99.CERT Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumst

February 11, 2011 SC 13G

SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. ) * ELLSWORTH FUND LTD. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 289074106 (CUSIP Number) (Holdings as of December 31, 2010) Check the appropriate box to designate t

January 11, 2011 SC 13G

SCHEDULE 13G

UNITED STATES* SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ellsworth Fund Ltd. - (Name of Issuer) Common Stock - (Title of Class of Securities) 289074106 - (CUSIP Number) December 31, 2010 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

January 11, 2011 EX-99.1

EX-99.1

Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the complete

November 29, 2010 DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) xDefinitive Proxy Statement o Definitive Additional Materials o Soliciting Material Pursuant to Section 240.

August 26, 2010 N-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 ----------------------------------------

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd.

August 26, 2010 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

HTML Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were

August 26, 2010 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 ----------------------------------------

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd.

August 26, 2010 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

HTML Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were

May 28, 2010 EX-99.77Q3 OTHR EXHB

EX-99.77Q3 OTHR EXHB

Sub-Item 77Q3: Other exhibits DUE TO THE RESTRICTIONS IN THE FORMAT OF FORM N-SAR TO ALLOW REPORTING OF INFORMATION FOR MULTIPLE CUSTODIANS, THIS EXHIBIT PROVIDES ADDITIONAL INFORMATION FOR ITEMS 15A, 15B, 15C, 15D AND 15E.

February 26, 2010 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made,

February 26, 2010 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 Ellsworth Fund Ltd. (Exact name of regis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd.

February 11, 2010 SC 13G

SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. ) * ELLSWORTH FUND LTD. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 289074106 (CUSIP Number) (Holdings as of December 31, 2009) Check the appropriate box to designate the

November 30, 2009 DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Pursuant to Section 240.

August 28, 2009 EX-99.CERT

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made,

August 28, 2009 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 Ellsworth Fund Ltd. (Exact name of regis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd.

May 27, 2009 EX-99.77Q3 OTHR EXHB

EX-99.77Q3 OTHR EXHB

Sub-Item 77Q3: Other exhibits DUE TO THE RESTRICTIONS IN THE FORMAT OF FORM N-SAR TO ALLOW REPORTING OF INFORMATION FOR MULTIPLE CUSTODIANS, THIS EXHIBIT PROVIDES ADDITIONAL INFORMATION FOR ITEMS 15A, 15B, 15C, 15D AND 15E.

February 27, 2009 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 Ellsworth Fund Ltd. (Exact name of reg

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 Ellsworth Fund Ltd. (Exact name of registrant as specified in charter) 65 Madison Avenue, Morristown, New Jersey 07960-7308 (Address of principal executive offices) (Zip code) Thomas H. Di

February 27, 2009 EX-99

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

Exhibit 99.CERT CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made,

February 10, 2009 SC 13G/A

SC 13G/A

OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response.

November 26, 2008 DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential,

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Pursuant to Section 240.

August 28, 2008 LETTER

LETTER

Sandoe, Christian T. From: Drayo, Michael J. (Phila) [[email protected]] Sent: Tuesday, November 15, 2005 5:18 PM To: Sandoe, Christian T. Cc: [email protected] Subject: Proxy Statement Ellsworth Convertible Growth and Income Fund, Inc. Page 1 of 1 Proxy Statement Ellsworth Convertible Growth and Income Fund, Inc. 8/28/2008 Hi Christian- I wanted to touch base with you regarding the

August 28, 2008 LETTER

LETTER

1 Sandoe, Christian T. From: Drayo, Michael J. (Phila) [[email protected]] Sent: Monday, November 21, 2005 9:24 AM To: Sandoe, Christian T. Cc: Hays, Martha (Phila) Subject: Ellsworth Convertible Growth and Income Fund, Inc. proxy statement. Attachments: Rule 145(a)(2).pdf Rule 145(a)(2).pdf (1 MB) <> Hi Christian- I have attached a SEC Interpretative Release as well as two no-action letters

August 22, 2008 EX-99.CERT

EX-99.CERT

EX-99.CERT EXHIBIT 99.CERT CERTIFICATION CERTIFICATIONS - I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, no

August 22, 2008 N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd. - - (Exact name of registrant as specified in charter) 65 Madison Avenue, Morristown, New Jersey 07960-7308 - - (Address of principal executive offices) (Zip code) Th

May 28, 2008 EX-99.77Q3 OTHR EXHB

EX-99.77Q3 OTHR EXHB

Sub-Item 77Q3: Other exhibits DUE TO THE RESTRICTIONS IN THE FORMAT OF FORM N-SAR TO ALLOW REPORTING OF INFORMATION FOR MULTIPLE CUSTODIANS, THIS EXHIBIT PROVIDES ADDITIONAL INFORMATION FOR ITEMS 15A, 15B, 15C, 15D AND 15E.

February 29, 2008 N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd. - - (Exact name of registrant as specified in charter) 65 Madison Avenue, Morristown, New Jersey 07960-7308 - - (Address of principal executive offices) (Zip code) Th

February 29, 2008 EX-99.CERT

EX-99.CERT

EX-99.CERT EXHIBIT 99.CERT CERTIFICATION CERTIFICATIONS - I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, no

February 15, 2008 SC 13G/A

SC 13G/A

OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response.

November 26, 2007 DEF 14A

DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant[ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X ]Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting Material Pursuant to Section 240.

August 31, 2007 EX-99.CERT

EX-99.CERT

EX-99.CERT EXHIBIT 99.CERT CERTIFICATION CERTIFICATIONS - I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, no

August 31, 2007 N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd. - - (Exact name of registrant as specified in charter) 65 Madison Avenue, Morristown, New Jersey 07960-7308 - - (Address of principal executive offices) (Zip code) Th

May 29, 2007 EX-99.77Q3 OTHR EXHB

EX-99.77Q3 OTHR EXHB

Sub-Item 77Q3: Other exhibits DUE TO THE RESTRICTIONS IN THE FORMAT OF FORM N-SAR TO ALLOW REPORTING OF INFORMATION FOR MULTIPLE CUSTODIANS, THIS EXHIBIT PROVIDES ADDITIONAL INFORMATION FOR ITEMS 15A, 15B, 15C, 15D AND 15E.

February 28, 2007 N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd. - - (Exact name of registrant as specified in charter) 65 Madison Avenue, Morristown, New Jersey 07960-7308 - - (Address of principal executive offices) (Zip code) Th

February 28, 2007 EX-99.CERT

EX-99.CERT

EX-99.CERT EXHIBIT 99.CERT CERTIFICATION CERTIFICATIONS - I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, no

December 4, 2006 DEFR14A

SCHEDULE DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

November 28, 2006 DEF 14A

SCHEDULE DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting Material Pursuant to Section 240.

August 28, 2006 EX-99.CERT

EX-99.CERT

EX-99.CERT EXHIBIT 99.CERT CERTIFICATION CERTIFICATIONS - I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, no

August 28, 2006 N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd. - - (Exact name of registrant as specified in charter) 65 Madison Avenue, Morristown, New Jersey 07960-7308 - - (Address of principal executive offices) (Zip code) Th

May 30, 2006 EX-99.77D POLICIES

EX-99.77D POLICIES

Sub-item 77D: Policies with respect to security investments The Fund currently has a non-fundamental investment objective of investing primarily in convertible securities with the objectives of providing income and the potential for capital appreciation (which objectives the Fund considers to be relatively equal due to the nature of the securities in which it invests).

May 30, 2006 EX-99.77Q1 OTHR EXHB

EX-99.77Q1 OTHR EXHB

Sub-Item 77Q1: Exhibits (g)(2) Legal Opinion on Merger [Letterhead of Ballard Spahr Andrews & Ingersoll, LLP] February 17, 2006 Ellsworth Fund, Inc.

May 30, 2006 EX-99.77M MERGERS

EX-99.77M MERGERS

Sub-Item 77M: Mergers On February 17, 2006, Ellsworth Convertible Growth and Income Fund, Inc.

May 30, 2006 EX-99.77Q1 OTHR EXHB

(i) Amended and Restated Agreement and Declaration of Trust of Registrant(1)

Sub-item 77Q1: Exhibits (a) Trust agreement and declaration of trust AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF ELLSWORTH FUND LTD.

May 30, 2006 EX-99.77Q3 OTHR EXHB

EX-99.77Q3 OTHR EXHB

Sub-Item 77Q3: Other exhibits DUE TO THE RESTRICTIONS IN THE FORMAT OF FORM N-SAR TO ALLOW REPORTING OF INFORMATION FOR MULTIPLE CUSTODIANS, THIS EXHIBIT PROVIDES ADDITIONAL INFORMATION FOR ITEMS 15A, 15B, 15C, 15D AND 15E.

May 30, 2006 EX-99.77Q1 OTHR EXHB

EX-99.77Q1 OTHR EXHB

Sub-Item 77Q1: Exhibits (e) Amended Advisory Agreement INVESTMENT ADVISORY AGREEMENT THIS AGREEMENT is entered into this 16th day of February, 2006 by and between ELLSWORTH FUND LTD, a Delaware statutory trust (the "Trust"), and DAVIS-DINSMORE MANAGEMENT COMPANY, a Delaware corporation (the "Adviser").

May 30, 2006 EX-99.77Q1 OTHR EXHB

EX-99.77Q1 OTHR EXHB

Sub-Item 77Q1: Exhibits (g)(1) Merger Agreement ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND, INC.

May 30, 2006 EX-99.77Q1 OTHR EXHB

EX-99.77Q1 OTHR EXHB

Sub-item 77Q1: Exhibits (b) Amended bylaws AMENDED AND RESTATED BYLAWS OF ELLSWORTH FUND LTD.

May 30, 2006 EX-99.77C VOTES

EX-99.77C VOTES

Sub-Item 77C: Submission of matters to a vote of security holders At Registrant's Annual Meeting of Shareholders held on January 13, 2006, the following proposals were voted upon: The proposal to approve a new Investment Advisory Agreement with Davis- Dinsmore Management Company passed, as 6,190,195 shares voted for, 967,567 shares voted against, 311,084 shares abstained, and 1,179,405 shares were broker non-votes.

February 28, 2006 N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - Ellsworth Fund Ltd. (successor to Ellsworth Convertible Growth and Income Fund, Inc.) - - (Exact name of registrant as specified in charter) 65 Madison Avenue, Morristown, New Jersey 079

February 28, 2006 EX-99.CERT

EX-99.CERT

EX-99.CERT EXHIBIT 99.CERT CERTIFICATION CERTIFICATIONS - I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Fund Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, no

February 17, 2006 N-8A/A

AMENDMENT TO NOTIFICATION OF REGISTRATION

As filed with the Securities and Exchange Commission on February 17, 2006 811-4656 SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 17, 2006 EX-99

EX-99

EXHIBIT A: REPORT TO SECURITYHOLDERS. ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND [LOGO] 2005 ANNUAL REPORT SEPTEMBER 30, 2005 2005 ANNUAL REPORT SEPTEMBER 30, 2005 ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND, INC. OPERATES AS A CLOSED-END, DIVERSIFIED MANAGEMENT INVESTMENT COMPANY AND INVESTS PRIMARILY IN CONVERTIBLE SECURITIES, WITH THE OBJECTIVES OF PROVIDING INCOME AND THE POTENTIAL FOR CAPI

December 1, 2005 DEF 14A

DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant /X/ Filed by a party other than the Registrant / / Check the appropriate box: / / Preliminary Proxy Statement / / Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) /X/ Definitive Proxy Statement / / Definitive Additional Materials / / Soliciting Material Pursuant to Section 240.

November 10, 2005 PRE 14A

PRE 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant /X/ Filed by a party other than the Registrant / / Check the appropriate box: /X/ Preliminary Proxy Statement / / Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) / / Definitive Proxy Statement / / Definitive Additional Materials / / Soliciting Material Pursuant to Section 240.

August 24, 2005 N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND, INC. - - (Exact name of registrant as specified in charter) 65 Madison Avenue, Morristown, New Jersey 07960-7308 - - (Address of principal e

August 24, 2005 EX-99.CERT

EX-99.CERT

EX-99.CERT EXHIBIT 99.CERT CERTIFICATION CERTIFICATIONS - I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Convertible Growth and Income Fund, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under whic

June 14, 2005 EX-99.77Q1 OTHR EXHB

EX-99.77Q1 OTHR EXHB

Sub-Item 77Q1a: Other Exhibits PricewaterhouseCoopers LLP May 23, 2005 Securities and Exchange Commission 450 Fifth Street, N.

June 14, 2005 EX-99.77L NEW ACCTNG

EX-99.77L NEW ACCTNG

Sub-Item 77L: Changes in Accounting Principles and Practices Changes in Method of Accounting For Bond Premium and Discount Amortization Effective October 1, 2004, the Fund began amortizing discounts and premiums on all debt securities.

June 14, 2005 EX-99.77K CHNG ACCNT

EX-99.77K CHNG ACCNT

Sub-Item 77K: Changes in Registrant's certifying accountant: On March 17, 2005, PricewaterhouseCoopers LLP resigned as independent registered public accountants for Ellsworth Convertible Growth and Income Fund, Inc.

June 14, 2005 EX-99.77C VOTES

EX-99.77C VOTES

Sub-Item 77C: Matters submitted to a vote of security holders At Registrant's Annual Meeting of Shareholders held on January 14, 2005, the following proposals were voted upon: The proposal to amend the Articles of Incorporation that would give shareholders the right to tender their shares during the current fiscal year did not pass, as 1,446,658 shares voted for, 3,534,137 shares voted against, 293,293 shares abstaining and 6,691,314 shares were broker non-votes.

June 14, 2005 EX-99.77Q1 OTHR EXHB

EX-99.77Q1 OTHR EXHB

Sub-Item 77Q1b: Other Exhibits Tait, Weller & Baker Certified Public Accountants June 13, 2005 The Board of Directors Ellsworth Convertible Growth and Income Fund, Inc.

June 10, 2005 NT-NCSR

FORM 12B25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING | SEC FILE NUMBER | 811-04656 | | CUSIP NUMBER | 289074106 (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [X] Form N-CSR For Period Ended: March 31, 2005 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transitio

February 28, 2005 N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-04656 - ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND, INC. - - (Exact name of registrant as specified in charter) 65 Madison Avenue, Morristown, New Jersey 07960-7308 - - (Address of principal e

February 28, 2005 EX-99.CERT

EX-99.CERT

EX-99.CERT EXHIBIT 99.CERT CERTIFICATION CERTIFICATIONS - I, Thomas H. Dinsmore, certify that: 1. I have reviewed this report on Form N-Q of Ellsworth Convertible Growth and Income Fund, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under whic

November 29, 2004 DEF 14A

DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting Material Pursuant to Section 240.

November 12, 2004 PRE 14A

PRE 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting Material Pursuant to Section 240.

May 27, 2004 EX-99.77C VOTES

EX-99.77C VOTES

Sub-Item 77C: Matters submitted to a vote of security holders At Registrant's Annual Meeting of Shareholders held on February 14, 2004, the following proposal was voted upon: The proposal to amend the Articles of Incorporation that would give shareholders the right to tender their shares during the current fiscal year did not pass, as 1,591,784 shares voted for, 3,733,521 shares voted against, 331,834 shares abstaining and 6,093,900 shares were broker non-votes.

December 29, 2003 DEF 14A

DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting Material Pursuant to Section 240.

December 12, 2003 PRE 14A

PRE 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting Material Pursuant to Section 240.

May 27, 2003 EX-99.77D POLICIES

EX-99.77D POLICIES

Exhibit 77D Policies with respect to security investment The Fund currently has a fundamental investment policy providing that under normal market conditions it will invest at least 65% of its total assets in convertible securities (that is, bonds, debentures, corporate notes or preferred stock that are convertible into common stock) and common stock received upon conversion or exchange of securities and retained in the Fund's portfolio to permit orderly disposition or to establish long- term holding periods for federal income tax purposes.

May 27, 2003 EX-99.77Q3 CERT

EX-99.77Q3 CERT

Exhibit 77Q3:A As of May 21, 2003, an evaluation was performed under the supervision and with the participation of the officers of Ellsworth Convertible Growth and Income Fund, Inc.

May 27, 2003 EX-99.77Q3 CERT

EX-99.77Q3 CERT

Exhibit 77Q3:C I, Gary I. Levine certify that: 1. I have reviewed this report on Form N-SAR of Ellsworth Convertible Growth and Income Fund, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading wi

May 27, 2003 EX-99.77Q3 CERT

EX-99.77Q3 CERT

Exhibit 77Q3:B I, Thomas H. Dinsmore certify that: 1. I have reviewed this report on Form N-SAR of Ellsworth Convertible Growth and Income Fund, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleadin

November 26, 2002 DEF 14A

DEF 14A

ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND, INC. 65 MADISON AVENUE MORRISTOWN, NEW JERSEY 07960 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS TO BE HELD FRIDAY, JANUARY 10, 2003 10:00 A.M., EASTERN TIME AT ATLANTIS GOLF CLUB 301 ORANGE TREE DRIVE ATLANTIS, FLORIDA 33462 To Shareholders of Ellsworth Convertible Growth and Income Fund, Inc.: We cordially invite you to attend our 2003 Annual Meeting of

May 30, 2002 EX-99.1 CHARTER

EX-99.1 CHARTER

Sub-Item 77Q1: Exhibit A ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND, INC. AUDIT COMMITTEES CHARTER (Effective October 15, 2001) 1. The membership of the Audit Committees shall consist of at least three directors who are generally knowledgeable in financial and auditing matters, including at least one member that has past employment experience in finance or accounting, or any other experience or

May 30, 2002 EX-99.2 CHARTER

EX-99.2 CHARTER

Sub-Item 77Q1: Exhibit B ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND, INC. NOMINATING AND ADMINISTRATION COMMITTEES CHARTER (Effective October 15, 2001) Nominating and Administration Committees Membership The Nominating and Administration Committees shall be composed entirely of independent directors (directors who are not "interested persons" of the Funds, as defined in the Investment Company Ac

May 30, 2002 EX-99.3 CHARTER

EX-99.3 CHARTER

Sub-Item 77Q1: Exhibit C ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND, INC. PRICING COMMITTEES CHARTER (Effective November 19, 2001) 1. The Pricing Committee for each Fund shall consist of at least three directors, at least one of whom is generally knowledgeable in financial matters, and either has past employment experience in finance or accounting, or has any other experience or background that

November 26, 2001 DEF 14A

DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 30, 2001 EX-99.77Q1OTHREXHB

EX-99.77Q1OTHREXHB

Sub-Item 77Q1: Attachment INVESTMENT ADVISORY AGREEMENT THIS AGREEMENT is entered into this 12th day of January, 2001 by and between ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND, INC.

May 30, 2001 NSAR-A

N-SAR (6.1)

PAGE 1 000 A000000 03/31/2001 000 C000000 0000793040 000 D000000 N 000 E000000 NF 000 F000000 Y 000 G000000 N 000 H000000 N 000 I000000 6.

May 30, 2001 EX-99.77CVOTES

EX-99.77CVOTES

Sub-Item 77C: Matters submitted to a vote of security holders At Registrant's Annual Meeting of Shareholders held on January 12, 2001, the following proposals were voted upon: The proposed Investment Advisory Agreement with Davis-Dinsmore Management Company was approved, with 7,733,609 shares voted for, 836,057 shares voted against, and 112,638 shares abstaining.

November 29, 2000 DEF 14A

DEFINITIVE PROXY STATEMENT

1 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

November 13, 2000 PRE 14A

NOTICE AND PROXY FOR ELLSWORTH CONVERTIBLE GROWTH

1 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

June 19, 2000 NSAR-A/A

N-SAR (6.1)

PAGE 1 000 A000000 03/31/2000 000 C000000 0000793040 000 D000000 N 000 E000000 NF 000 F000000 Y 000 G000000 Y 000 H000000 N 000 I000000 6.

June 19, 2000 EX-99.3

EX-99.3

Sub-Item 77Q1: Exhibit B SECOND AMENDED AND RESTATED BYLAWS OF ELLSWORTH CONVERTIBLE GROWTH AND INCOME FUND, INC.

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