<DOCUMENT>
<TYPE>EX-99.2D6
<SEQUENCE>5
<FILENAME>efc5-2324_ex992d6.txt
<DESCRIPTION>EXHIBIT 99.2(D)(6)
<TEXT>
                                                                  Exhibit (d)(6)



[LOGO OMITTED] TheAltmanGroup                             Winner of TOPS Award
                                       - Highest Rated Proxy Solicitation Firm
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<TABLE>
<CAPTION>
               <S>                      <C>                        <C>                                  <C>
               PROXY SOLICITATION   o   CORPORATE GOVERNANCE   o   SECURITY HOLDER IDENTIFICATION   o   BANKRUPTCY SERVICES
</TABLE>



November 7, 2005

Japan Smaller Capitalization Fund, Inc.
C/O Nomura Asset Management
Two World Financial Center, Building B, 22nd Floor
New York, NY  10281-1712
Attn:  Rita Chopra-Brathwaite
       Treasurer


RE:  Information Agent for the Rights Offering of Japan Smaller
     Capitalization Fund, Inc.


Dear Rita:

This letter will serve as the agreement (the "Agreement") between The Altman
Group, Inc. ("The Altman Group") and the Japan Smaller Capitalization Fund,
Inc. (the "Equity Fund"), pursuant to which The Altman Group will provide the
services set forth below in connection with the Equity Fund's rights offering,
which is expected to commence on or about November 2005.

     1.  Description of Services
         -----------------------

           a)  The services to be provided by The Altman Group under this
               agreement include, but are not limited to:

               i)    The contacting of banks, brokers and intermediaries to
                     determine the number of beneficial owners service by
                     each;

               ii)   The distribution of the offering documents to banks,
                     brokers and intermediaries and the forwarding of
                     additional materials as requested;

               iii)  The printing of documents if requested;

               iv)   The set up of a dedicated toll-free number to respond to
                     inquiries, provide assistance to Shareholders and monitor
                     the response to the offer;

               v)    The enclosing and mailing of the offering documents to
                     interested Shareholders;

               vi)   Providing periodic reports, as requested.


The Altman Group, Inc.  o  1200 Wall Street West, 3rd Fl., Lyndhurst, NJ  07071
o   Tel: 201.806.7300  o  Fax: 201.460.0050  o  www.altmangroup.com

<PAGE>

           b)  If requested by the Equity Fund, The Altman Group will, for an
               additional fee (set forth below), proactively contact
               registered Shareholders and/ or non-objecting beneficial
               holders (NOBOs) to help promote a high level of participation
               in the offer.

2.  Fees
--------

           a)  The Altman Group agrees to perform the services described above
               for a base fee of $5,000 plus reasonable out-of-pocket
               expenses. The base fee shall be paid at such time as this
               agreement is executed.

           b)  The Equity Fund will reimburse The Altman Group for reasonable
               out-of-pocket expenses, which may include postage, telephone
               and courier charges, data transmission charges and other
               expenses approved by the Equity Fund. Any out-of-pocket
               expenses incurred will be invoiced to the Equity Fund after the
               completion of the rights offering. Copies of supplier invoices
               and other back-up material in support of The Altman Group's
               out-of-pocket expenses shall be available for review upon
               reasonable notice at the offices of The Altman Group during
               normal business hours.

           c)  In addition to the base fee, a $4.00 per telephone call fee
               will be charged for every inbound telephone call received from
               a shareholder regarding the Equity Fund's rights offering.

           d)  The additional fee for contacting NOBOs and registered
               shareholders, if requested, will include a fee of $4.00 per
               shareholder contacted, a $300 set up fee and out-of-pocket
               expenses related to telephone number lookups and line charges.

3.  Confidentiality
-------------------

                  The Altman Group and the Equity Fund agree that all books,
                  records, information and data pertaining to the business of
                  the other party which are exchanged or received pursuant to
                  the negotiation or the carrying out of the Agreement shall
                  remain confidential and shall not be voluntarily disclosed to
                  any other person, except as may be required by law. The Altman
                  Group shall not disclose or use any nonpublic information (as
                  that term is defined in SEC Regulation S-P promulgated under
                  Title V of the Gramm-Leach-Bliley Act of 1999 relating to the
                  customers of the Equity Fund and/or it's affiliates ("Customer
                  Information") except as may be necessary to carry out the
                  purposes of this Agreement. The Altman Group shall use best
                  efforts to safeguard and maintain the confidentiality of such
                  Customer Information and to limit access to and usage of such
                  Customer Information to those employees, officers, agents and
                  representatives of The Altman Group who have a need to know
                  the information or as necessary to provide the services under
                  this Agreement.

4.  Indemnification
-------------------

           a)  The Altman Group shall be entitled to rely upon any written
               instructions or directions furnished to it by an appropriate
               Officer of the Equity Fund (President, Vice President,
               Secretary, Assistant Secretary or Treasurer) in conformity with
               the provisions of this Agreement. The Altman Group shall not be
               under any duty or obligation to inquire into the validity or
               invalidity or authority or lack thereof of any instruction or
               direction from an Officer of the Equity Fund which conforms to
               the applicable requirements of this Agreement and which The
               Altman Group reasonably believes to be genuine.

<PAGE>

           b)  The Equity Fund will indemnify The Altman Group against and
               hold it harmless from all liability and expense which may arise
               out of, or, in connection with the services described in this
               Agreement or the instructions or directions furnished to The
               Altman Group relating to this Agreement by an appropriate
               Officer of the Equity Fund, except for any liability or expense
               which shall arise out of the negligence, bad faith or willful
               misconduct of The Altman Group.

           c)  The Altman Group shall be responsible for and shall indemnify
               and hold the Equity Fund harmless from and against any and all
               losses, damages, costs charges, counsel fees, payments,
               expenses, and liability arising out of, or, attributable to the
               Altman Group's negligence, bad faith, or, willful misconduct.

5.  Termination
---------------

               This Agreement shall remain in effect until the conclusion of
               the Equity Fund rights offering, or, prior to that, upon 30
               days' written notice by either party to the other.

6.  Governing Law
-----------------

               This Agreement will be governed and construed in accordance
               with the laws of the State of Massachusetts, without regard to
               the principles of conflicts of law.

7.  Amendments
--------------

               This Agreement, or any term of this Agreement, may be changed
               or waived only by written amendment signed by a duly authorized
               representative of each party to this Agreement.

8.  Assignment
--------------

               This Agreement shall not be assigned without the prior written
               consent of each party to the Agreement.

9.  Counterparts
----------------

               This Agreement may be executed in two or more counterparts,
               each of which shall be deemed an original, but, all of which
               shall constitute one and the same Agreement.

10.  Captions
-------------

               The captions and descriptive headings in this Agreement are
               only for the Convenience of the parties. They do not in any way
               define or limit any of the terms of this Agreement.

11.  Severability
-----------------

               If any of provision of this Agreement shall be held invalid by
               a court decision, statute rule or otherwise, the remainder of
               the Agreement shall not be affected.

12.  Survival
-------------

               The provisions of Sections 3, 4 and 6 shall survive any
               termination, for any reason, this Agreement.

<PAGE>

               If you are in agreement with the above, kindly sign a copy of
               this Agreement in the space provided for that purpose below and
               return one copy to us. Additionally, an invoice for the base
               fee is attached and The Altman Group requires that we receive
               this fee prior to the mailing of the offering materials.

               Sincerely,

               THE ALTMAN GROUP, INC.



                /s/ Charlotte Brown
               ----------------------

               Charlotte Brown
               Executive Managing Director





               AGREED:

               Japan Smaller Capitalization Fund, Inc.



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               Print Authorized Name


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               Authorized Signature


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               Title


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               Date
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