The GDL Fund Declares Fourth Quarter Distribution of $0.32 Per Share

  The GDL Fund Declares Fourth Quarter Distribution of $0.32 Per Share

Business Wire

RYE, N.Y. -- November 19, 2012

The Board of Trustees of The GDL Fund (NYSE:GDL) (the “Fund”) declared a $0.32
per share cash distribution payable on December 20, 2012 to common
shareholders of record on December 14, 2012. With this fourth quarter
distribution, the total distributions from the Fund would equate to $1.28 per
share for 2012.

Each quarter, the Board of Trustees reviews the amount of any potential
distribution from the income, capital gain, or capital available. The Board of
Trustees will continue to monitor the Fund’s distribution level, taking into
consideration the Fund’s net asset value and the financial market environment.
The distribution rate should not be considered the dividend yield or total
return on an investment in the Fund.

In addition to quarterly cash distributions of all or a portion of its
investment company taxable income (which includes ordinary income and realized
net short-term capital gains) to common shareholders, the Fund makes annual
distributions of its realized net long-term capital gains, if any. A portion
of the distribution may be a return of capital. Various factors will affect
the level of the Fund’s income, such as its asset mix and use of merger
arbitrage strategies. To permit the Fund to maintain more stable
distributions, the Fund may from time to time distribute more or less than the
entire amount of income earned in a particular period. Because the Fund’s
current quarterly distributions are subject to modification by the Board of
Trustees at any time and the Fund’s income will fluctuate, there can be no
assurance that the Fund will pay distributions at a particular rate or
frequency.

If the Fund does not generate sufficient earnings (dividends and interest
income and realized net capital gain) equal to or in excess of the aggregate
distributions paid by the Fund in a given year, then the amount distributed in
excess of the Fund’s earnings would be deemed a return of capital. Since this
would be considered a return of a portion of a shareholder’s original
investment, it is generally not taxable and is treated as a reduction in the
shareholder’s cost basis. Under federal tax regulations, some or all of the
return of capital distributed by the Fund may be taxable as ordinary income in
certain circumstances. This may occur when the Fund has a capital loss carry
forward, net capital gains are realized in a fiscal year, and distributions
are made in excess of investment company taxable income.

Short-term capital gains, qualified dividend income, ordinary income, and
paid-in capital, if any, will be allocated on a pro-rata basis to all
distributions to common shareholders for the year. Based on the accounting
records of the Fund as of November 13, 2012, each of the distributions paid to
common shareholders in 2012 would include approximately 14% from net capital
gains and 86% from paid-in capital on a book basis. The estimated components
of each distribution are updated and provided to shareholders of record in a
notice accompanying the distribution and are available on our website
(www.gabelli.com). The final determination of the sources of all distributions
in 2012 will be made after year end and can vary from the quarterly estimates.
All shareholders with taxable accounts will receive written notification
regarding the components and tax treatment for all 2012 distributions in early
2013 via Form 1099-DIV.

The GDL Fund is a non-diversified, closed-end management investment company
with $426 million in total net assets whose investment objective is to achieve
absolute returns in various market conditions without excessive risk of
capital. The Fund is managed by Gabelli Funds, LLC, a subsidiary of GAMCO
Investors, Inc. (NYSE:GBL), which is a publicly traded NYSE listed company.

Contact:

The GDL Fund
Laurissa Martire or David Schachter, 914-921-5070
 
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