<DOCUMENT>
<TYPE>EX-99.2S
<SEQUENCE>17
<FILENAME>powerofattorney.txt
<DESCRIPTION>EXHIBIT (2)(S) POWER OF ATTORNEY
<TEXT>
EXHIBIT 99.(2)(s)
POWER OF ATTORNEY


KNOW ALL PEOPLE BY THESE  PRESENTS,  that each person  whose  signature  appears
below constitutes and appoints Stephen C. Miller and Carl D. Johns, and each and
any of them, his true and lawful  attorneys-in-fact  and agents, with full power
of substitution  and  resubstitution,  for him and his name, place and stead, in
any and all capacities,  to sign any or all amendments (including post-effective
amendments) to the Registration  Statement for the Boulder Growth & Income Fund,
Inc. on Form N-2, and to sign any registration statement that is to be effective
upon filing pursuant to Rule 462  promulgated  under the Securities Act of 1933,
as amended, and to file the same, with all exhibits thereto, and other documents
in connection therewith,  with the Securities and Exchange Commission,  granting
unto  said  attorneys-in-fact  and  agents,  and each of them,  full  power  and
authority to do and perform each and every act and thing requisite and necessary
to be done; hereby ratifying and confirming all that said  attorneys-in-fact and
agents,  or any of them, or their substitute or substitutes,  may lawfully do or
cause to be done by virtue thereof.

Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed by the following  persons in the capacities and on the
dates indicated.

<TABLE>
<S>                                      <C>                                                 <C>

Signature                                Title                                               Date
/s/ Stephen C. Miller                    President and  Chief Executive Officer              July 8, 2005
/s/ John S. Horejsi*                     Director                                            July 8, 2005
/s/ Joel W. Looney*                      Director                                            July 8, 2005
/s/ Alfred G. Aldridge, Jr.*             Director                                            July 8, 2005
/s/ Richard I. Barr*                     Director                                            July 8, 2005
/s/ Dennis R. Causier*                   Director                                            July 8, 2005
/s/ Carl D. Johns                        Chief   Financial   Officer,    Chief   Accounting  July 8, 2005
                                         Officer, Vice President and Treasurer
</TABLE>

------------------
*By:  Stephen C. Miller

Attorney-in-Fact pursuant to Powers of Attorney

</TEXT>
</DOCUMENT>
