SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
GOLDSTEIN PHILLIP

(Last) (First) (Middle)
60 HERITAGE DRIVE

(Street)
PLEASANTVILLE NY 10570

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MEXICO EQUITY & INCOME FUND INC [ MXE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/23/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 1 D
Common Stock 11/23/2005 P 5,000(1)(2) A $21.15 5,000(1)(2) I See Footnotes(1)(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The reported securities were acquired by Mercury Partners LP, a limited partnership; Steady Gain Partners LP, a limited partnership, Opportunity Income Plus LP, a limited partnership; Opportunity Partners L.P., a limited partnership; Full Value Partners LP, a limited partnership; and Calapasas Investment Partnership LP, a limited partnership. The Reporting Person is a portfolio manager for Mercury Partners LP, who has shared voting and dispositive power. The Reporting Person is the President of Kimball & Winthrop, Inc., the investment advisor for Opportunity Partners LP and the portfolio manager for Calapasas Investment Partnership LP, which has sole voting and dispositive power. The Reporting Person is a Managing Member of Spar Advisors LLC, the general partner of Opportunity Income Plus LP, which has sole voting and dispositive power.
2. The Reporting Person is a Managing Member of Full Value Advisors LLC, the general partner of Full Value Partners LP, which has sole voting and dispositive power. On November 23, 2005 Mercury Partners LP purchased 425 shares of the Common Stock of the Issuer, Steady Gain Partners LP purchased 425 shares of the Common Stock of the Issuer, Opportunity Income Plus LP purchased 200 shares of the Common stock of the Issuer, Opportunity Partners L.P. purchased 1,700 shares of the Common Stock of the Issuer, Full Value Partners LP purchased 1,700 shares of the Common Stock of the Issuer and Calapasas Investment Partnership LP purchased 550 shares of the Common stock of the Issuer. The Reporting Person disclaims beneficial ownership of the securities purchased by Mercury Partners LP, Steady Gain Partners LP, Opportunity Income Plus LP, Opportunity Partners L.P., Full Value Partners LP and Calapasas Investment Partnership LP.
/s/ Philip Goldstein 12/05/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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