Boulder Total Return Fund Announces Results of Annual Meeting, Monthly Distributions and Statement Regarding Auction Market Preferred Stock

The Boulder Total Return Fund, Inc. (NYSE: BTF) held its annual stockholders' meeting in Paradise Valley, Arizona on Friday, April 25, 2008, at which time stockholders elected Richard I. Barr, Joel W. Looney, Dr. Dean L. Jacobson, John S. Horejsi, and Susan L. Ciciora to serve as directors for a one-year period.

At the regularly scheduled Board of Directors meeting held the same day, the Board considered, among other things, the illiquidity problems that holders of the Funds auction market preferred stock (AMPs) are experiencing as a result of recent failed auctions. Stephen Miller, the Funds president, said that senior management and the Board are aware of the illiquidity in the AMPs market. The illiquidity is due to an absence of bidders in the market. It is not a result of a deterioration of credit or ratings of the Funds AMPs. The AMPs are still `AAA' rated. Any alternative to the AMPs will be assessed based on its potential short- and long-term impact to all stockholders. Mr. Miller continued by saying that there is not an easy solution to the AMPs illiquidity problem. We would like to give the AMPs holders the liquidity they seek, but at the same time avoid actions that could have a significant adverse impact on the common stockholders.

The Board also declared the Fund's monthly common stock distribution of $0.273 per share for the months of May, June and July, 2008. As such, the May distribution will be payable May 30, 2008, to holders of record on May 23, 2008; the June distribution will be payable June 30, 2008, to holders of record as of June 23, 2008; and, the July distribution will be payable July 31, 2008, to holders of record as of July 24, 2008.

The $0.273 per share monthly dividend is equivalent to 15.9% of the Fund's per share market price and 15.0% of the Funds most recent net asset value of $21.86 per share, both on an annualized basis. Management expects that the distribution paid for May, June and July will consist almost entirely of a return of capital to stockholders. However, this could change at any time. A return of capital represents a return of a stockholders original investment in the Funds shares and should not be confused with a dividend yield. An IRS Form 1099-DIV will be sent to stockholders indicating the final tax characteristic of the distributions they received in 2008. The distributions may consist of ordinary income, if any, long-term capital gains, if any, short-term capital gains, if any, and return of capital, if any. To the extent stockholders receive a return of capital they will be required to adjust their cost basis by the same amount upon the sale of their Fund shares. Stockholders should seek their own tax advice regarding the reporting of income and the gain or loss on the sale of the Funds shares.

Although the Fund may indicate what it expects the tax characteristics of its distributions to be, it is subject to change depending on a number of factors, including market conditions throughout the year and the magnitude of income and realized gains for the year. Stockholders can expect to receive tax-reporting information for distributions from either their brokers or from the Fund's transfer agent indicating the exact composition per share of the dividends and distributions received during the calendar year. Stockholders should consult their tax advisor for proper tax treatment of the Fund's distributions.


Boulder Investment Advisers, LLC
Nicole Murphey, 303-449-0426
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