Securities and Exchange Commission

100 F Street, N.E.

Washington DC 20549

VIA EDGAR

Re:	Nicholas Equity Income Fund, Inc. #811-08062
	Nicholas Family of Funds, Inc. #811-10531
	Nicholas Fund, Inc. #811-01728
	Nicholas II, Inc. #811-03851
	Nicholas High Income Fund, Inc. #811-00216
	Nicholas Limited Edition, Inc. #811-04993
	Nicholas Money Market Fund, Inc. #811-05537

Attached, pursuant to Rule 17g-1(g)(1) under the Investment Company Act of 1940, as amended, are the following documents:

1.  A copy of the Joint Fidelity Bond renewing coverage from November 16, 2008 through November 16, 2009.

2.  A copy of the resolution adopted by a majority of the board of directors who are not "interested persons" of each fund, approving the amount, type, form and coverage of the bond and the portion of the premium to be paid by each fund.

3.  A copy of the Joint Fidelity Bond Agreement between all of the named insureds entered into pursuant to paragraph (f) of Rule 17g-1(g)(1), which includes a statement showing the amount of the single insured bond which each Fund would have provided and maintained had it not been name as an insured under a joint insured bond.

At the date of this letter, premiums have been paid for the period November 16, 2008 through November 16, 2009.

Very truly yours,

/s/ Jeffrey T. May

Jeffrey T. May

Chief Financial Officer, Senior Vice President and Treasurer

Nicholas Company, Inc.

		Chubb Group of Insurance Companies				DECLARATIONS
						FINANCIAL INSTITUTION INVESTMENT
		15 Mountain View Road, Warren, New Jersey 07059				COMPANY ASSET PROTECTION BOND
NAME OF ASSURED (including its Subsidiaries):						Bond Number: 82126662
NICHOLAS COMPANY, INC
						FEDERAL INSURANCE COMPANY
700 NORTH WATER STREET SUITE 1010						Incorporated under the laws of Indiana
MILWAUKEE, WI 53202						a stock insurance company herein called the COMPANY
						Capital Center, 251 North Illinois, Suite 1100
						Indianapolis, IN 46204-1927
ITEM 1.	BOND PERIOD:		from	12:01 a.m. on	November 16, 2008
			to	12:01 a.m. on	November 16, 2009
ITEM 2.	LIMITS OF LIABILITY--DEDUCTIBLE AMOUNTS:
	If “Not Covered” is inserted below opposite any specified INSURING CLAUSE, such INSURING CLAUSE
	and any other reference shall be deemed to be deleted. There shall be no deductible applicable to any
	loss under INSURING CLAUSE 1. sustained by any Investment Company.
							DEDUCTIBLE
	INSURING CLAUSE					LIMIT OF LIABILITY	AMOUNT
	1.	Employee				$ 4,750,000	$ 10,000
	2.	On Premises				$ 4,750,000	$ 10,000
	3.	In Transit				$ 4,750,000	$ 10,000
	4.	Forgery or Alteration				$ 4,750,000	$ 10,000
	5.	Extended Forgery				$ 4,750,000	$ 10,000
	6.	Counterfeit Money				$ 4,750,000	$ 10,000
	7.	Threats to Person				$ 4,750,000	$ 10,000
	8.	Computer System				$ 4,750,000	$ 10,000
	9.	Voice Initiated Funds Transfer Instruction				$ 4,750,000	$ 10,000
	10.	Uncollectible Items of Deposit				$ 50,000	$ 5,000
	11.	Audit Expense				$ 50,000	$ 5,000
	12.	Extended Computer Systems				$ 4,750,000	$ 10,000
	13.	Telefacsimile Instruction Fraud				$ 4,750,000	$ 10,000
	14.	Automated Phone Transaction				$ 4,750,000	$ 10,000
	15.	Unauthorized Signature				$ 50,000	$ 5,000
	16.	Claims Expense				$ 50,000	$ 5,000
	17.	Stop Payment Order or Refusal to Pay Check				$ 50,000	$ 5,000
ITEM 3.	THE LIABILITY OF THE COMPANY IS ALSO SUBJECT TO THE TERMS OF THE FOLLOWING
	ENDORSEMENTS EXECUTED SIMULTANEOUSLY HEREWITH:
	1 - 12
IN WITNESS WHEREOF, THE COMPANY has caused this Bond to be signed by its authorized officers, but it shall not be
valid unless also signed by an authorized representative of the Company.

/s/ W. Andrew Macon	/s/ Thomas F. Motamed
Secretary	President
	/s/ Robert Hamburger
	Authorized Representative

ICAP Bond (5-98) - Federal

Form 17-02-1421 (Ed. 5-98)                                                                                                                                                                                                                                                                                                                                                              Page 1 of 1

	The COMPANY, in consideration of payment of the required premium, and in reliance
	on the APPLICATION and all other statements made and information furnished to the
	COMPANY by the ASSURED, and subject to the DECLARATIONS made a part of this
	Bond and to all other terms and conditions of this Bond, agrees to pay the ASSURED
	for:
Insuring Clauses
Employee	1.	Loss resulting directly from Larceny or Embezzlement committed by any
		Employee, alone or in collusion with others.
On Premises	2.	Loss of Property resulting directly from robbery, burglary, false pretenses,
		common law or statutory larceny, misplacement, mysterious unexplainable
		disappearance, damage, destruction or removal, from the possession, custody or
		control of the ASSURED, while such Property is lodged or deposited at premises
		located anywhere.
In Transit	3.	Loss of Property resulting directly from common law or statutory larceny,
		misplacement, mysterious unexplainable disappearance, damage or destruction,
		while the Property is in transit anywhere:
		a.	in an armored motor vehicle, including loading and unloading thereof,
		b.	in the custody of a natural person acting as a messenger of the ASSURED,
			or
		c.	in the custody of a Transportation Company and being transported in a
			conveyance other than an armored motor vehicle provided, however, that
			covered Property transported in such manner is limited to the following:
				(1)	written records,
				(2)	securities issued in registered form, which are not endorsed or are
					restrictively endorsed, or
				(3)	negotiable instruments not payable to bearer, which are not endorsed
					or are restrictively endorsed.
		Coverage under this INSURING CLAUSE begins immediately on the receipt of
		such Property by the natural person or Transportation Company and ends
		immediately on delivery to the premises of the addressee or to any representative
		of the addressee located anywhere.

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Insuring Clauses
(continued)
Forgery Or Alteration	4.	Loss resulting directly from:
		a.	Forgery on, or fraudulent material alteration of, any bills of exchange,
			checks, drafts, acceptances, certificates of deposits, promissory notes, due
			bills, money orders, orders upon public treasuries, letters of credit, other
			written promises, orders or directions to pay sums certain in money, or
			receipts for the withdrawal of Property, or
		b.	transferring, paying or delivering any funds or other Property, or establishing
			any credit or giving any value in reliance on any written instructions, advices
			or applications directed to the ASSURED authorizing or acknowledging the
			transfer, payment, delivery or receipt of funds or other Property, which
			instructions, advices or applications fraudulently purport to bear the
			handwritten signature of any customer of the ASSURED, or shareholder or
			subscriber to shares of an Investment Company, or of any financial
			institution or Employee but which instructions, advices or applications either
			bear a Forgery or have been fraudulently materially altered without the
			knowledge and consent of such customer, shareholder, subscriber, financial
			institution or Employee;
		excluding, however, under this INSURING CLAUSE any loss covered under
		INSURING CLAUSE 5. of this Bond, whether or not coverage for INSURING
		CLAUSE 5. is provided for in the DECLARATIONS of this Bond.
		For the purpose of this INSURING CLAUSE, a mechanically reproduced facsimile
		signature is treated the same as a handwritten signature.
Extended Forgery	5.	Loss resulting directly from the ASSURED having, in good faith, and in the
		ordinary course of business, for its own account or the account of others in any
		capacity:
		a.	acquired, accepted or received, accepted or received, sold or delivered, or
			given value, extended credit or assumed liability, in reliance on any original
			Securities, documents or other written instruments which prove to:
				(1)	bear a Forgery or a fraudulently material alteration,
				(2)	have been lost or stolen, or
				(3)	be Counterfeit, or
		b.	guaranteed in writing or witnessed any signatures on any transfer,
			assignment, bill of sale, power of attorney, guarantee, endorsement or other
			obligation upon or in connection with any Securities, documents or other
			written instruments.
		Actual physical possession, and continued actual physical possession if taken as
		collateral, of such Securities, documents or other written instruments by an
		Employee, Custodian, or a Federal or State chartered deposit institution of the
		ASSURED is a condition precedent to the ASSURED having relied on such items.
		Release or return of such collateral is an acknowledgment by the ASSURED that it
		no longer relies on such collateral.

ICAP Bond (5-98)
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Insuring Clauses
Extended Forgery		For the purpose of this INSURING CLAUSE, a mechanically reproduced facsimile
(continued)		signature is treated the same as a handwritten signature.
Counterfeit Money	6.	Loss resulting directly from the receipt by the ASSURED in good faith of any
		Counterfeit money.
Threats To Person	7.	Loss resulting directly from surrender of Property away from an office of the
		ASSURED as a result of a threat communicated to the ASSURED to do bodily
		harm to an Employee as defined in Section 1.e. (1), (2) and (5), a Relative or
		invitee of such Employee, or a resident of the household of such Employee, who
		is, or allegedly is, being held captive provided, however, that prior to the surrender
		of such Property:
		a.	the Employee who receives the threat has made a reasonable effort to
			notify an officer of the ASSURED who is not involved in such threat, and
		b.	the ASSURED has made a reasonable effort to notify the Federal Bureau of
			Investigation and local law enforcement authorities concerning such threat.
		It is agreed that for purposes of this INSURING CLAUSE, any Employee of the
		ASSURED, as set forth in the preceding paragraph, shall be deemed to be an
		ASSURED hereunder, but only with respect to the surrender of money, securities
		and other tangible personal property in which such Employee has a legal or
		equitable interest.
Computer System	8.	Loss resulting directly from fraudulent:
		a.	entries of data into, or
		b.	changes of data elements or programs within,
		a Computer System, provided the fraudulent entry or change causes:
				(1)	funds or other property to be transferred, paid or delivered,
				(2)	an account of the ASSURED or of its customer to be added, deleted,
					debited or credited, or
				(3)	an unauthorized account or a fictitious account to be debited or
					credited.

ICAP Bond (5-98)
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Insuring Clauses
(continued)
Voice Initiated Funds	9.	Loss resulting directly from Voice Initiated Funds Transfer Instruction directed
Transfer Instruction		to the ASSURED authorizing the transfer of dividends or redemption proceeds of
		Investment Company shares from a Customer's account, provided such Voice
		Initiated Funds Transfer Instruction was:
		a.	received at the ASSURED'S offices by those Employees of the ASSURED
			specifically authorized to receive the Voice Initiated Funds Transfer
			Instruction,
		b.	made by a person purporting to be a Customer, and
		c.	made by said person for the purpose of causing the ASSURED or Customer
			to sustain a loss or making an improper personal financial gain for such
			person or any other person.
		In order for coverage to apply under this INSURING CLAUSE, all Voice Initiated
		Funds Transfer Instructions must be received and processed in accordance with
		the Designated Procedures outlined in the APPLICATION furnished to the
		COMPANY.
Uncollectible Items of	10.	Loss resulting directly from the ASSURED having credited an account of a
Deposit		customer, shareholder or subscriber on the faith of any Items of Deposit which
		prove to be uncollectible, provided that the crediting of such account causes:
		a.	redemptions or withdrawals to be permitted,
		b.	shares to be issued, or
		c.	dividends to be paid,
		from an account of an Investment Company.
		In order for coverage to apply under this INSURING CLAUSE, the ASSURED
		must hold Items of Deposit for the minimum number of days stated in the
		APPLICATION before permitting any redemptions or withdrawals, issuing any
		shares or paying any dividends with respect to such Items of Deposit.
		Items of Deposit shall not be deemed uncollectible until the ASSURED'S
		standard collection procedures have failed.
Audit Expense	11.	Expense incurred by the ASSURED for that part of the cost of audits or
		examinations required by any governmental regulatory authority or self-regulatory
		organization to be conducted by such authority, organization or their appointee by
		reason of the discovery of loss sustained by the ASSURED and covered by this
		Bond.

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General Agreements
Additional Companies	A.	If more than one corporation, or Investment Company, or any combination of
Included As Assured		them is included as the ASSURED herein:
		(1)	The total liability of the COMPANY under this Bond for loss or losses
			sustained by any one or more or all of them shall not exceed the limit for
			which the COMPANY would be liable under this Bond if all such loss were
			sustained by any one of them.
		(2)	Only the first named ASSURED shall be deemed to be the sole agent of the
			others for all purposes under this Bond, including but not limited to the giving
			or receiving of any notice or proof required to be given and for the purpose of
			effecting or accepting any amendments to or termination of this Bond. The
			COMPANY shall furnish each Investment Company with a copy of the
			Bond and with any amendment thereto, together with a copy of each formal
			filing of claim by any other named ASSURED and notification of the terms of
			the settlement of each such claim prior to the execution of such settlement.
		(3)	The COMPANY shall not be responsible for the proper application of any
			payment made hereunder to the first named ASSURED.
		(4)	Knowledge possessed or discovery made by any partner, director, trustee,
			officer or supervisory employee of any ASSURED shall constitute knowledge
			or discovery by all the ASSUREDS for the purposes of this Bond.
		(5)	If the first named ASSURED ceases for any reason to be covered under this
			Bond, then the ASSURED next named on the APPLICATION shall thereafter
			be considered as the first named ASSURED for the purposes of this Bond.
Representation Made By	B.	The ASSURED represents that all information it has furnished in the
Assured		APPLICATION for this Bond or otherwise is complete, true and correct. Such
		APPLICATION and other information constitute part of this Bond.
		The ASSURED must promptly notify the COMPANY of any change in any fact or
		circumstance which materially affects the risk assumed by the COMPANY under
		this Bond.
		Any intentional misrepresentation, omission, concealment or incorrect statement of
		a material fact, in the APPLICATION or otherwise, shall be grounds for recision of
		this Bond.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 5 of 19

General Agreements
(continued)
Additional Offices Or	C.	If the ASSURED, other than an Investment Company, while this Bond is in force,
Employees - Consolidation,		merges or consolidates with, or purchases or acquires assets or liabilities of
Merger Or Purchase Or		another institution, the ASSURED shall not have the coverage afforded under this
Acquisition Of Assets Or		Bond for loss which has:
Liabilities - Notice To		(1)	occurred or will occur on premises, or
Company
		(2)	been caused or will be caused by an employee, or
		(3)	arisen or will arise out of the assets or liabilities,
		of such institution, unless the ASSURED:
		a.	gives the COMPANY written notice of the proposed consolidation, merger or
			purchase or acquisition of assets or liabilities prior to the proposed effective
			date of such action, and
		b.	obtains the written consent of the COMPANY to extend some or all of the
			coverage provided by this Bond to such additional exposure, and
		c.	on obtaining such consent, pays to the COMPANY an additional premium.
Change Of Control -	D.	When the ASSURED learns of a change in control (other than in an Investment
Notice To Company		Company), as set forth in Section 2(a) (9) of the Investment Company Act of
		1940,  the ASSURED shall within sixty (60) days give written notice to the
		COMPANY setting forth:
		(1)	the names of the transferors and transferees (or the names of the beneficial
			owners if the voting securities are registered in another name),
		(2)	the total number of voting securities owned by the transferors and the
			transferees (or the beneficial owners), both immediately before and after the
			transfer, and
		(3)	the total number of outstanding voting securities.
		Failure to give the required notice shall result in termination of coverage for any
		loss involving a transferee, to be effective on the date of such change in control.
Court Costs And	E.	The COMPANY will indemnify the ASSURED for court costs and reasonable
Attorneys’ Fees		attorneys' fees incurred and paid by the ASSURED in defense, whether or not
		successful, whether or not fully litigated on the merits and whether or not settled,
		of any claim, suit or legal proceeding with respect to which the ASSURED would
		be entitled to recovery under this Bond. However, with respect to INSURING
		CLAUSE 1., this Section shall only apply in the event that:
		(1)	an Employee admits to being guilty of Larceny or Embezzlement,
		(2)	an Employee is adjudicated to be guilty of Larceny or Embezzlement, or

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 6 of 19

General Agreements
Court Costs And	(3)	in the absence of 1 or 2 above, an arbitration panel agrees, after a review of
Attorneys’ Fees		an agreed statement of facts between the COMPANY and the ASSURED,
(continued)		that an Employee would be found guilty of Larceny or Embezzlement if
		such Employee were prosecuted.
	The ASSURED shall promptly give notice to the COMPANY of any such suit or
	legal proceeding and at the request of the COMPANY shall furnish copies of all
	pleadings and pertinent papers to the COMPANY. The COMPANY may, at its
	sole option, elect to conduct the defense of all or part of such legal proceeding.
	The defense by the COMPANY shall be in the name of the ASSURED through
	attorneys selected by the COMPANY. The ASSURED shall provide all reasonable
	information and assistance as required by the COMPANY for such defense.
	If the COMPANY declines to defend the ASSURED, no settlement without the
	prior written consent of the COMPANY nor judgment against the ASSURED shall
	determine the existence, extent or amount of coverage under this Bond.
	If the amount demanded in any such suit or legal proceeding is within the
	DEDUCTIBLE AMOUNT, if any, the COMPANY shall have no liability for court
	costs and attorney's fees incurred in defending all or part of such suit or legal
	proceeding.
	If the amount demanded in any such suit or legal proceeding is in excess of the
	LIMIT OF LIABILITY stated in ITEM 2. of the DECLARATIONS for the applicable
	INSURING CLAUSE, the COMPANY'S liability for court costs and attorney's fees
	incurred in defending all or part of such suit or legal proceedings is limited to the
	proportion of such court costs and attorney's fees incurred that the LIMIT OF
	LIABILITY stated in ITEM 2. of the DECLARATIONS for the applicable INSURING
	CLAUSE bears to the total of the amount demanded in such suit or legal
	proceeding.
	If the amount d emanded is any such suit or legal proceeding is in excess of the
	DEDUCTIBLE AMOUNT, if any, but within the LIMIT OF LIABILITY stated in ITEM
	2.  of the DECLARATIONS for the applicable INSURING CLAUSE, the
	COMPANY'S liability for court costs and attorney's fees incurred in defending all or
	part of such suit or legal proceedings shall be limited to the proportion of such
	court costs or attorney's fees that the amount demanded that would be payable
	under this Bond after application of the DEDUCTIBLE AMOUNT, bears to the total
	amount demanded.
	Amounts paid by the COMPANY for court costs and attorneys' fees shall be in
	addition to the LIMIT OF LIABILITY stated in ITEM 2. of the DECLARATIONS.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 7 of 19

Conditions And
Limitations
Definitions	1.	As used in this Bond:
		a.	Computer System means a computer and all input, output, processing,
			storage, off-line media libraries, and communication facilities which are
			connected to the computer and which are under the control and supervision
			of the operating system(s) or application(s) software used by the ASSURED.
		b.	Counterfeit means an imitation of an actual valid original which is intended
			to deceive and be taken as the original.
		c.	Custodian means the institution designated by an Investment Company to
			maintain possession and control of its assets.
		d.	Customer means an individual, corporate, partnership, trust customer,
			shareholder or subscriber of an Investment Company which has a written
			agreement with the ASSURED for Voice Initiated Funds Transfer
			Instruction.
		e.	Employee means:
				(1)	an officer of the ASSURED,
				(2)	a natural person while in the regular service of the ASSURED at any of
					the ASSURED'S premises and compensated directly by the ASSURED
					through its payroll system and subject to the United States Internal
					Revenue Service Form W -2 or equivalent income reporting plans of
					other countries, and whom the ASSURED has the right to control and
					direct both as to the result to be accomplished and details and means
					by which such result is accomplished in the performance of such
					service,
				(3)	a guest student pursuing studies or performing duties in any of the
					ASSURED'S premises,
				(4)	an attorney retained by the ASSURED and an employee of such
					attorney while either is performing legal services for the ASSURED,
				(5)	a natural person provided by an employment contractor to perform
					employee duties for the ASSURED under the ASSURED'S supervision
					at any of the ASSURED'S premises,
				(6)	an employee of an institution merged or consolidated with the
					ASSURED prior to the effective date of this Bond,
				(7)	a director or trustee of the ASSURED, but only while performing acts
					within the scope of the customary and usual duties of any officer or
					other employee of the ASSURED or while acting as a member of any
					committee duly elected or appointed to examine or audit or have
					custody of or access to Property of the ASSURED, or

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 8 of 19

Conditions And
Limitations
Definitions	(8)	each natural person, partnership or corporation authorized by written
(continued)		agreement with the ASSURED to perform services as electronic data
		processor of checks or other accounting records related to such checks but
		only while such person, partnership or corporation is actually performing
		such services and not:
		a.	creating, preparing, modifying or maintaining the ASSURED'S
			computer software or programs, or
		b.	acting as transfer agent or in any other agency capacity in issuing
			checks, drafts or securities for the ASSURED,
	(9)	any partner, officer or employee of an investment advisor, an underwriter
		(distributor), a transfer agent or shareholder accounting recordkeeper, or an
		administrator, for an Investment Company while performing acts coming
		within the scope of the customary and usual duties of an officer or employee
		of an Investment Company or acting as a member of any committee duly
		elected or appointed to examine, audit or have custody of or access to
		Property of an Investment Company.
		The term Employee shall not include any partner, officer or employee of a
		transfer agent, shareholder accounting recordkeeper or administrator:
		a.	which is not an "affiliated person" (as defined in Section 2(a) of the
			Investment Company Act of 1940) of an Investment Company or of
			the investment advisor or underwriter (distributor) of such Investment
			Company, or
		b.	which is a "bank" (as defined in Section 2(a) of the Investment
			Company Act of 1940).
			This Bond does not afford coverage in favor of the employers of
			persons as set forth in e. (4), (5) and (8) above, and upon payment to
			the ASSURED by the COMPANY resulting directly from Larceny or
			Embezzlement committed by any of the partners, officers or
			employees of such employers, whether acting alone or in collusion with
			others, an assignment of such of the ASSURED'S rights and causes of
			action as it may have against such employers by reason of such acts
			so committed shall, to the extent of such payment, be given by the
			ASSURED to the COMPANY, and the ASSURED shall execute all
			papers necessary to secure to the COMPANY the rights provided for
			herein.
		Each employer of persons as set forth in e.(4), (5) and (8) above and the
		partners, officers and other employees of such employers shall collectively
		be deemed to be one person for all the purposes of this Bond; excepting,
		however, the fifth paragraph of Section 13.
		Independent contractors not specified in e.(4), (5) or (8) above,
		intermediaries, agents, brokers or other representatives of the same general
		character shall not be considered Employees.

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Form 17-02-1421 (Ed. 5-98)	Page 9 of 19

Conditions And
Limitations
Definitions	f.	Forgery means the signing of the name of another natural person with the
(continued)		intent to deceive but does not mean a signature which consists in whole or in
		part of one's own name, with or without authority, in any capacity for any
		purpose.
	g.	Investment Company means any investment company registered under the
		Investment Company Act of 1940 and listed under the NAME OF ASSURED
		on the DECLARATIONS.
	h.	Items of Deposit means one or more checks or drafts drawn upon a
		financial institution in the United States of America.
	i.	Larceny or Embezzlement means larceny or embezzlement as defined in
		Section 37 of the Investment Company Act of 1940.
	j.	Property means money, revenue and other stamps; securities; including any
		note, stock, treasury stock, bond, debenture, evidence of indebtedness,
		certificate of deposit, certificate of interest or participation in any profit-
		sharing agreement, collateral trust certificate, preorganization certificate or
		subscription, transferable share, investment contract, voting trust certificate,
		certificate of deposit for a security, fractional undivided interest in oil, gas, or
		other mineral rights, any interest or instruments commonly known as a
		security under the Investment Company Act of 1940, any other certificate of
		interest or participation in, temporary or interim certificate for, receipt for,
		guarantee of, or warrant or right to subscribe to or purchase any of the
		foregoing; bills of exchange; acceptances; checks; withdrawal orders; money
		orders; travelers' letters of credit; bills of lading; abstracts of title; insurance
		policies, deeds, mortgages on real estate and/or upon chattels and interests
		therein; assignments of such policies, deeds or mortgages; other valuable
		papers, including books of accounts and other records used by the
		ASSURED in the conduct of its business (but excluding all electronic data
		processing records); and, all other instruments similar to or in the nature of
		the foregoing in which the ASSURED acquired an interest at the time of the
		ASSURED'S consolidation or merger with, or purchase of the principal
		assets of, a predecessor or which are held by the ASSURED for any
		purpose or in any capacity and whether so held gratuitously or not and
		whether or not the ASSURED is liable therefor.
	k.	Relative means the spouse of an Employee or partner of the ASSURED
		and any unmarried child supported wholly by, or living in the home of, such
		Employee or partner and being related to them by blood, marriage or legal
		guardianship.
	l.	Securities, documents or other written instruments means original
		(including original counterparts) negotiable or non-negotiable instruments, or
		assignments thereof, which in and of themselves represent an equitable
		interest, ownership, or debt and which are in the ordinary course of business
		transferable by delivery of such instruments with any necessary
		endorsements or assignments.

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Conditions And
Limitations
Definitions		m.	Subsidiary means any organization that, at the inception date of this Bond,
(continued)			is named in the APPLICATION or is created during the BOND PERIOD and
			of which more than fifty percent (50%) of the outstanding securities or voting
			rights representing the present right to vote for election of directors is owned
			or controlled by the ASSURED either directly or through one or more of its
			subsidiaries.
		n.	Transportation Company means any organization which provides its own
			or its leased vehicles for transportation or which provides freight forwarding
			or air express services.
		o.	Voice Initiated Election means any election concerning dividend options
			available to Investment Company shareholders or subscribers which is
			requested by voice over the telephone.
		p.	Voice Initiated Redemption means any redemption of shares issued by an
			Investment Company which is requested by voice over the telephone.
		q.	Voice Initiated Funds Transfer Instruction means any Voice Initiated
			Redemption or Voice Initiated Election.
		For the purposes of these definitions, the singular includes the plural and the
		plural includes the singular, unless otherwise indicated.
General Exclusions -	2.	This bond does not directly or indirectly cover:
Applicable to All Insuring		a.	loss not reported to the COMPANY in writing within sixty (60) days after
Clauses			termination of this Bond as an entirety;
		b.	loss due to riot or civil commotion outside the United States of America and
			Canada, or any loss due to military, naval or usurped power, war or
			insurrection. This Section 2.b., however, shall not apply to loss which occurs
			in transit in the circumstances recited in INSURING CLAUSE 3., provided
			that when such transit was initiated there was no knowledge on the part of
			any person acting for the ASSURED of such riot, civil commotion, military,
			naval or usurped power, war or insurrection;
		c.	loss resulting from the effects of nuclear fission or fusion or radioactivity;
		d.	loss of potential income including, but not limited to, interest and dividends
			not realized by the ASSURED or by any customer of the ASSURED;
		e.	damages of any type for which the ASSURED is legally liable, except
			compensatory damages, but not multiples thereof, arising from a loss
			covered under this Bond;
		f.	costs, fees and expenses incurred by the ASSURED in establishing the
			existence of or amount of loss under this Bond, except to the extent covered
			under INSURING CLAUSE 11.;
		g.	loss resulting from indirect or consequential loss of any nature;

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 11 of 19

Conditions And
Limitations
General Exclusions -		h.	loss resulting from dishonest acts by any member of the Board of Directors
Applicable to All Insuring			or Board of Trustees of the ASSURED who is not an Employee, acting
Clauses			alone or in collusion with others;
(continued)		i.	loss, or that part of any loss, resulting solely from any violation by the
			ASSURED or by any Employee:
			(1)	of any law regulating:
				a.	the issuance, purchase or sale of securities,
				b.	securities transactions on security or commodity exchanges or
					the over the counter market,
				c.	investment companies,
				d.	investment advisors, or
			(2)	of any rule or regulation made pursuant to any such law; or
		j.	loss of confidential information, material or data;
		k.	loss resulting from voice requests or instructions received over the
			telephone, provided however, this Section 2.k. shall not apply to INSURING
			CLAUSE 7. or 9.
Specific Exclusions -	3.	This Bond does not directly or indirectly cover:
Applicable To All Insuring		a.	loss caused by an Employee, provided, however, this Section 3.a. shall not
Clauses Except Insuring			apply to loss covered under INSURING CLAUSE 2. or 3. which results
Clause 1.			directly from misplacement, mysterious unexplainable disappearance, or
			damage or destruction of Property;
		b.	loss through the surrender of property away from premises of the ASSURED
			as a result of a threat:
			(1)	to do bodily harm to any natural person, except loss of Property in
				transit in the custody of any person acting as messenger of the
				ASSURED, provided that when such transit was initiated there was no
				knowledge by the ASSURED of any such threat, and provided further
				that this Section 3.b. shall not apply to INSURING CLAUSE 7., or
			(2)	to do damage to the premises or Property of the ASSURED;
		c.	loss resulting from payments made or withdrawals from any account
			involving erroneous credits to such account;
		d.	loss involving Items of Deposit which are not finally paid for any reason
			provided however, that this Section 3.d. shall not apply to INSURING
			CLAUSE 10.;
		e.	loss of property while in the mail;

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 12 of 19

Conditions And
Limitations
Specific Exclusions -		f.	loss resulting from the failure for any reason of a financial or depository
Applicable To All Insuring			institution, its receiver or other liquidator to pay or deliver funds or other
Clauses Except Insuring			Property to the ASSURED provided further that this Section 3.f. shall not
Clause 1.			apply to loss of Property resulting directly from robbery, burglary,
(continued)			misplacement, mysterious unexplainable disappearance, damage,
			destruction or removal from the possession, custody or control of the
			ASSURED.
		g.	loss of Property while in the custody of a Transportation Company,
			provided however, that this Section 3.g. shall not apply to INSURING
			CLAUSE 3.;
		h.	loss resulting from entries or changes made by a natural person with
			authorized access to a Computer System who acts in good faith on
			instructions, unless such instructions are given to that person by a software
			contractor or its partner, officer, or employee authorized by the ASSURED to
			design, develop, prepare, supply, service, write or implement programs for
			the ASSURED's Computer System; or
		i.	loss resulting directly or indirectly from the input of data into a Computer
			System terminal, either on the premises of the customer of the ASSURED
			or under the control of such a customer, by a customer or other person who
			had authorized access to the customer's authentication mechanism.
Specific Exclusions -	4.	This bond does not directly or indirectly cover:
Applicable To All Insuring		a.	loss resulting from the complete or partial non-payment of or default on any
Clauses Except Insuring			loan whether such loan was procured in good faith or through trick, artifice,
Clauses 1., 4., And 5.			fraud or false pretenses; provided, however, this Section 4.a. shall not apply
			to INSURING CLAUSE 8.;
		b.	loss resulting from forgery or any alteration;
		c.	loss involving a counterfeit provided, however, this Section 4.c. shall not
			apply to INSURING CLAUSE 5. or 6.
Limit Of Liability/Non-	5.	At all times prior to termination of this Bond, this Bond shall continue in force for
Reduction And Non-		the limit stated in the applicable sections of ITEM 2. of the DECLARATIONS,
Accumulation Of Liability		notwithstanding any previous loss for which the COMPANY may have paid or be
		liable to pay under this Bond provided, however, that the liability of the COMPANY
		under this Bond with respect to all loss resulting from:
		a.	any one act of burglary, robbery or hold-up, or attempt thereat, in which no
			Employee is concerned or implicated, or
		b.	any one unintentional or negligent act on the part of any one person
			resulting in damage to or destruction or misplacement of Property, or
		c.	all acts, other than those specified in a. above, of any one person, or

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 13 of 19

Conditions And
Limitations
Limit Of Liability/Non-		d.  any one casualty or event other than those specified in a., b., or c. above,
Reduction And Non-		shall be deemed to be one loss and shall be limited to the applicable LIMIT OF
Accumulation Of Liability		LIABILITY stated in ITEM 2. of the DECLARATIONS of this Bond irrespective of
(continued)		the total amount of such loss or losses and shall not be cumulative in amounts
		from year to year or from period to period.
		All acts, as specified in c. above, of any one person which
		i.	directly or indirectly aid in any way wrongful acts of any other person or
			persons, or
		ii.	permit the continuation of wrongful acts of any other person or persons
		whether such acts are committed with or without the knowledge of the wrongful
		acts of the person so aided, and whether such acts are committed with or without
		the intent to aid such other person, shall be deemed to be one loss with the
		wrongful acts of all persons so aided.
Discovery	6.	This Bond applies only to loss first discovered by an officer of the ASSURED
		during the BOND PERIOD. Discovery occurs at the earlier of an officer of the
		ASSURED being aware of:
		a.	facts which may subsequently result in a loss of a type covered by this Bond,
			or
		b.	an actual or potential claim in which it is alleged that the ASSURED is liable
			to a third party,
		regardless of when the act or acts causing or contributing to such loss occurred,
		even though the amount of loss does not exceed the applicable DEDUCTIBLE
		AMOUNT, or the exact amount or details of loss may not then be known.
Notice To Company -	7.	a.	The ASSURED shall give the COMPANY notice thereof at the earliest
Proof - Legal Proceedings			practicable moment, not to exceed sixty (60) days after discovery of loss, in
Against Company			an amount that is in excess of 50% of the applicable DEDUCTIBLE
			AMOUNT, as stated in ITEM 2. of the DECLARATIONS.
		b.	The ASSURED shall furnish to the COMPANY proof of loss, duly sworn to,
			with full particulars within six (6) months after such discovery.
		c.	Securities listed in a proof of loss shall be identified by certificate or bond
			numbers, if issued with them.
		d.	Legal proceedings for the recovery of any loss under this Bond shall not be
			brought prior to the expiration of sixty (60) days after the proof of loss is filed
			with the COMPANY or after the expiration of twenty-four (24) months from
			the discovery of such loss.
		e.	This Bond affords coverage only in favor of the ASSURED. No claim, suit,
			action or legal proceedings shall be brought under this Bond by anyone
			other than the ASSURED.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 14 of 19

Conditions And
Limitations
Notice To Company -		f.	Proof of loss involving Voice Initiated Funds Transfer Instruction shall
Proof - Legal Proceedings			include electronic recordings of such instructions.
Against Company
(continued)
Deductible Amount	8.	The COMPANY shall not be liable under any INSURING CLAUSES of this Bond
		on account of loss unless the amount of such loss, after deducting the net amount
		of all reimbursement and/or recovery obtained or made by the ASSURED, other
		than from any Bond or policy of insurance issued by an insurance company and
		covering such loss, or by the COMPANY on account thereof prior to payment by
		the COMPANY of such loss, shall exceed the DEDUCTIBLE AMOUNT set forth in
		ITEM 3. of the DECLARATIONS, and then for such excess only, but in no event
		for more than the applicable LIMITS OF LIABILITY stated in ITEM 2. of the
		DECLARATIONS.
		There shall be no deductible applicable to any loss under INSURING CLAUSE 1.
		sustained by any Investment Company.
Valuation	9.	BOOKS OF ACCOUNT OR OTHER RECORDS
		The value of any loss of Property consisting of books of account or other records
		used by the ASSURED in the conduct of its business shall be the amount paid by
		the ASSURED for blank books, blank pages, or other materials which replace the
		lost books of account or other records, plus the cost of labor paid by the
		ASSURED for the actual transcription or copying of data to reproduce such books
		of account or other records.
		The value of any loss of Property other than books of account or other records
		used by the ASSURED in the conduct of its business, for which a claim is made
		shall be determined by the average market value of such Property on the
		business day immediately preceding discovery of such loss provided, however,
		that the value of any Property replaced by the ASSURED with the consent of the
		COMPANY and prior to the settlement of any claim for such Property shall be the
		actual market value at the time of replacement.
		In the case of a loss of interim certificates, warrants, rights or other securities, the
		production of which is necessary to the exercise of subscription, conversion,
		redemption or deposit privileges, the value of them shall be the market value of
		such privileges immediately preceding their expiration if said loss is not discovered
		until after their expiration. If no market price is quoted for such Property or for
		such privileges, the value shall be fixed by agreement between the parties.
		OTHER PROPERTY
		The value of any loss of Property, other than as stated above, shall be the actual
		cash value or the cost of repairing or replacing such Property with Property of
		like quality and value, whichever is less.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 15 of 19

Conditions And
Limitations
(continued)
Securities Settlement	10.	In the event of a loss of securities covered under this Bond, the COMPANY may,
		at its sole discretion, purchase replacement securities, tender the value of the
		securities in money, or issue its indemnity to effect replacement securities.
		The indemnity required from the ASSURED under the terms of this Section
		against all loss, cost or expense arising from the replacement of securities by the
		COMPANY'S indemnity shall be:
		a.	for securities having a value less than or equal to the applicable
			DEDUCTIBLE AMOUNT - one hundred (100%) percent;
		b.	for securities having a value in excess of the DEDUCTIBLE AMOUNT but
			within the applicable LIMIT OF LIABILITY - the percentage that the
			DEDUCTIBLE AMOUNT bears to the value of the securities;
		c.	for securities having a value greater than the applicable LIMIT OF LIABILITY
			- the percentage that the DEDUCTIBLE AMOUNT and portion in excess of
			the applicable LIMIT OF LIABILITY bears to the value of the securities.
		The value referred to in Section 10.a., b., and c. is the value in accordance with
		Section 9, VALUATION, regardless of the value of such securities at the time the
		loss under the COMPANY'S indemnity is sustained.
		The COMPANY is not required to issue its indemnity for any portion of a loss of
		securities which is not covered by this Bond; however, the COMPANY may do so
		as a courtesy to the ASSURED and at its sole discretion.
		The ASSURED shall pay the proportion of the Company's premium charge for the
		Company's indemnity as set forth in Section 10.a., b., and c. No portion of the
		LIMIT OF LIABILITY shall be used as payment of premium for any indemnity
		purchased by the ASSURED to obtain replacement securities.
Subrogation - Assignment - 11.		In the event of a payment under this Bond, the COMPANY shall be subrogated to
Recovery		all of the ASSURED'S rights of recovery against any person or entity to the extent
		of such payment. On request, the ASSURED shall deliver to the COMPANY an
		assignment of the ASSURED'S rights, title and interest and causes of action
		against any person or entity to the extent of such payment.
		Recoveries, whether effected by the COMPANY or by the ASSURED, shall be
		applied net of the expense of such recovery in the following order:
		a.	first, to the satisfaction of the ASSURED'S loss which would otherwise have
			been paid but for the fact that it is in excess of the applicable LIMIT OF
			LIABILITY,
		b.	second, to the COMPANY in satisfaction of amounts paid in settlement of
			the ASSURED'S claim,
		c.	third, to the ASSURED in satisfaction of the applicable DEDUCTIBLE
			AMOUNT, and

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 16 of 19

Conditions And
Limitations
Subrogation - Assignment -		d.	fourth, to the ASSURED in satisfaction of any loss suffered by the
Recovery			ASSURED which was not covered under this Bond.
(continued)		Recovery from reinsurance or indemnity of the COMPANY shall not be deemed a
		recovery under this section.
Cooperation Of Assured	12.	At the COMPANY'S request and at reasonable times and places designated by
		the COMPANY, the ASSURED shall:
		a.	submit to examination by the COMPANY and subscribe to the same under
			oath,
		b.	produce for the COMPANY'S examination all pertinent records, and
		c.	cooperate with the COMPANY in all matters pertaining to the loss.
		The ASSURED shall execute all papers and render assistance to secure to the
		COMPANY the rights and causes of action provided for under this Bond. The
		ASSURED shall do nothing after loss to prejudice such rights or causes of action.
Termination	13.	If the Bond is for a sole ASSURED, it shall not be terminated unless written notice
		shall have been given by the acting party to the affected party and to the
		Securities and Exchange Commission, Washington, D.C., not less than sixty (60)
		days prior to the effective date of such termination.
		If the Bond is for a joint ASSURED, it shall not be terminated unless written notice
		shall have been given by the acting party to the affected party, and by the
		COMPANY to all ASSURED Investment Companies and to the Securities and
		Exchange Commission, Washington, D.C., not less than sixty (60) days prior to
		the effective date of such termination.
		This Bond will terminate as to any one ASSURED, other than an Investment
		Company:
		a.	immediately on the taking over of such ASSURED by a receiver or other
			liquidator or by State or Federal officials, or
		b.	immediately on the filing of a petition under any State or Federal statute
			relative to bankruptcy or reorganization of the ASSURED, or assignment for
			the benefit of creditors of the ASSURED, or
		c.	immediately upon such ASSURED ceasing to exist, whether through merger
			into another entity, disposition of all of its assets or otherwise.
		The COMPANY shall refund the unearned premium computed at short rates in
		accordance with the standard short rate cancellation tables if terminated by the
		ASSURED or pro rata if terminated for any other reason.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 17 of 19

Conditions And
Limitations
Termination		If any partner, director, trustee, or officer or supervisory employee of an
(continued)		ASSURED not acting in collusion with an Employee learns of any dishonest act
		committed by such Employee at any time, whether in the employment of the
		ASSURED or otherwise, whether or not such act is of the type covered under this
		Bond, and whether against the ASSURED or any other person or entity, the
		ASSURED:
		a.	shall immediately remove such Employee from a position that would enable
			such Employee to cause the ASSURED to suffer a loss covered by this
			Bond; and
		b.	within forty-eight (48) hours of learning that an Employee has committed
			any dishonest act, shall notify the COMPANY, of such action and provide full
			particulars of such dishonest act.
		The COMPANY may terminate coverage as respects any Employee sixty (60)
		days after written notice is received by each ASSURED Investment Company
		and the Securities and Exchange Commission, Washington, D .C. of its desire to
		terminate this Bond as to such Employee.
Other Insurance	14.	Coverage under this Bond shall apply only as excess over any valid and collectible
		insurance, indemnity or suretyship obtained by or on behalf of:
		a.	the ASSURED,
		b.	a Transportation Company, or
		c.	another entity on whose premises the loss occurred or which employed the
			person causing the loss or engaged the messenger conveying the Property
			involved.
Conformity	15.	If any limitation within this Bond is prohibited by any law controlling this Bond's
		construction, such limitation shall be deemed to be amended so as to equal the
		minimum period of limitation provided by such law.
Change or Modification	16.	This Bond or any instrument amending or affecting this Bond may not be changed
		or modified orally. No change in or modification of this Bond shall be effective
		except when made by written endorsement to this Bond signed by an authorized
		representative of the COMPANY.
		If this Bond is for a sole ASSURED, no change or modification which would
		adversely affect the rights of the ASSURED shall be effective prior to sixty (60)
		days after written notice has been furnished to the Securities and Exchange
		Commission, Washington, D.C., by the acting party.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 18 of 19

Conditions And
Limitations
Change or Modification	If this Bond is for a joint ASSURED, no charge or modification which would
(continued)	adversely affect the rights of the ASSURED shall be effective prior to sixty (60)
	days after written notice has been furnished to all insured Investment Companies
	and to the Securities and Exchange Commission, Washington, D.C., by the
	COMPANY.

ICAP Bond (5-98)
Form 17-02-1421 (Ed. 5-98)	Page 19 of 19

FEDERAL INSURANCE COMPANY
Endorsement No:	1
Bond Number:	82126662
NAME OF ASSURED: NICHOLAS COMPANY, INC
NAME OF ASSURED ENDORSEMENT
It is agreed that the NAME OF ASSURED in the DECLARATIONS is amended to read as follows:
Nicholas Company, Inc.
Nicholas Fund, Inc.
Nicholas II, Inc.
Nicholas Limited Edition, Inc.
Nicholas Liberty Fund
Nicholas Equity Income Fund, Inc.
Nicholas High Income Fund, Inc.
Nicholas Money Market Fund, Inc.
This Endorsement applies to loss discovered after 12:01 a.m. on November 16, 2008.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.

Date:   December 15, 2008	By	/s/ Robert Hamburger
		Authorized Representative

ICAP Bond
Form 17-02-0949 (Rev. 1-97)	Page 1

			FEDERAL INSURANCE COMPANY
			Endorsement No.: 2
			Bond Number:	82126662
NAME OF ASSURED: NICHOLAS COMPANY, INC
			EXTENDED COMPUTER SYSTEMS ENDORSEMENT
It is agreed that this Bond is amended as follows:
1.	By adding the following INSURING CLAUSE:
	12. Extended Computer Systems
	A.	Electronic Data, Electronic Media, Electronic Instruction
		Loss resulting directly from:
		(1)	the fraudulent modification of Electronic Data, Electronic Media or Electronic
			Instruction being stored within or being run within any system covered under this
			INSURING CLAUSE,
		(2)	robbery, burglary, larceny or theft of Electronic Data, Electronic Media or
			Electronic Instructions,
		(3)	the acts of a hacker causing damage or destruction of Electronic Data,
			Electronic Media or Electronic Instruction owned by the ASSURED or for which
			the ASSURED is legally liable, while stored within a Computer System covered
			under this INSURING CLAUSE, or
		(4)	the damage or destruction of Electronic Data, Electronic Media or Electronic
			Instruction owned by the ASSURED or for which the ASSURED is legally liable
			while stored within a Computer System covered under INSURING CLAUSE 12,
			provided such damage or destruction was caused by a computer program or
			similar instruction which was written or altered to intentionally incorporate a hidden
			instruction designed to damage or destroy Electronic Data, Electronic Media, or
			Electronic Instruction in the Computer System in which the computer program
			or instruction so written or so altered is used.

ICAP2 Bond
Form 17-02-2976 (Ed. 1-02)	Page 1

B.	Electronic Communication
	Loss resulting directly from the ASSURED having transferred, paid or delivered any
	funds or property, established any credit, debited any account or given any value on the
	faith of any electronic communications directed to the ASSURED, which were
	transmitted or appear to have been transmitted through:
	(1)	an Electronic Communication System,
	(2)	an automated clearing house or custodian, or
	(3)	a Telex, TWX, or similar means of communication,
	directly into the ASSURED'S Computer System or Communication Terminal, and
	fraudulently purport to have been sent by a customer, automated clearing house,
	custodian, or financial institution, but which communications were either not sent by said
	customer, automated clearing house, custodian, or financial institution, or were
	fraudulently modified during physical transit of Electronic Media to the ASSURED or
	during electronic transmission to the ASSURED'S Computer System or
	Communication Terminal.
C.	Electronic Transmission
	Loss resulting directly from a customer of the ASSURED, any automated clearing house,
	custodian, or financial institution having transferred, paid or delivered any funds or property,
	established any credit, debited any account or given any value on the faith of any electronic
	communications, purporting to have been directed by the ASSURED to such customer,
	automated clearing house, custodian, or financial institution initiating, authorizing, or
	acknowledging, the transfer, payment, delivery or receipt of funds or property, which
	communications were transmitted through:
	(1)	an Electronic Communication System,
	(2)	an automated clearing house or custodian, or
	(3)	a Telex, TWX, or similar means of communication,
	directly into a Computer System or Communication Terminal of said customer,
	automated clearing house, custodian, or financial institution, and fraudulently purport to
	have been directed by the ASSURED, but which communications were either not sent
	by the ASSURED, or were fraudulently modified during physical transit of Electronic
	Media from the ASSURED or during electronic transmission from the ASSURED'S
	Computer System or Communication Terminal, and for which loss the ASSURED is
	held to be legally liable.

ICAP2 Bond
Form 17-02-2976 (Ed. 1-02)	Page 2

2.	By adding to Section 1., Definitions, the following:
	r.	Communication Terminal means a teletype, teleprinter or video display terminal, or similar
		device capable of sending or receiving information electronically. Communication Terminal
		does not mean a telephone.
	s.	Electronic Communication System means electronic communication operations by
		Fedwire, Clearing House Interbank Payment System (CHIPS), Society of Worldwide
		International Financial Telecommunication (SWIFT), similar automated interbank
		communication systems, and Internet access facilities.
	t.	Electronic Data means facts or information converted to a form usable in Computer
		Systems and which is stored on Electronic Media for use by computer programs.
	u.	Electronic Instruction means computer programs converted to a form usable in a
		Computer System to act upon Electronic Data.
	v.	Electronic Media means the magnetic tape, magnetic disk, optical disk, or any other bulk
		media on which data is recorded.
3.	By adding the following Section after Section 4., Specific Exclusions-Applicable to All INSURING
	CLAUSES except 1., 4., and 5.:
	Section 4.A. Specific Exclusions-Applicable to INSURING CLAUSE 12
	This Bond does not directly or indirectly cover:
	a.	loss resulting directly or indirectly from Forged, altered or fraudulent negotiable instruments,
		securities, documents or written instruments used as source documentation in the preparation
		of Electronic Data;
	b.	loss of negotiable instruments, securities, documents or written instruments except as
		converted to Electronic Data and then only in that converted form;
	c.	loss resulting from mechanical failure, faulty construction, error in design, latent defect, wear
		or tear, gradual deterioration, electrical disturbance, Electronic Media failure or breakdown
		or any malfunction or error in programming or error or omission in processing;
	d.	loss resulting directly or indirectly from the input of Electronic Data at an authorized
		electronic terminal of an Electronic Funds Transfer System or a Customer
		Communication System by a person who had authorized access from a customer to that
		customer's authentication mechanism; or
	e.	liability assumed by the ASSURED by agreement under any contract, unless such liability would
		have attached to the ASSURED even in the absence of such agreement; or
	f.	loss resulting directly or indirectly from:
		(1)	written instruction unless covered under this INSURING CLAUSE; or
		(2)	instruction by voice over the telephone, unless covered under this INSURING CLAUSE.

ICAP2 Bond
Form 17-02-2976 (Ed. 1-02)	Page 3

4.	By adding to Section 9., Valuation, the following:
	Electronic Data, Electronic Media, Or Electronic Instruction
	In case of loss of, or damage to, Electronic Data, Electronic Media or Electronic Instruction used by
	the ASSURED in its business, the COMPANY shall be liable under this Bond only if such items are
	actually reproduced form other Electronic Data, Electronic Media or Electronic Instruction of the
	same kind or quality and then for not more than the cost of the blank media and/or the cost of labor for
	the actual transcription or copying of data which shall have been furnished by the ASSURED in order to
	reproduce such Electronic Data, Electronic Media or Electronic Instruction subject to the applicable
	SINGLE LOSS LIMIT OF LIABILITY.
	However, if such Electronic Data can not be reproduced and said Electronic Data represents
	Securities or financial instruments having a value, then the loss will be valued as indicated in the
	SECURITIES and OTHER PROPERTY paragraphs of this Section.
This Endorsement applies to loss discovered after 12:01 a.m. on November 16, 2008.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.

Date:   December 15, 2008	By	/s/ Robert Hamburger
		Authorized Representative

ICAP2 Bond
Form 17-02-2976 (Ed. 1-02)	Page 4

			FEDERAL INSURANCE COMPANY
			Endorsement No.: 3
			Bond Number:	82126662
NAME OF ASSURED:			NICHOLAS COMPANY, INC
			TELEFACSIMILE INSTRUCTION FRAUD ENDORSEMENT
It is agreed that this Bond is amended as follows:
1.	By adding the following INSURING CLAUSE:
	13.	Telefacsimile Instruction
		Loss resulting directly from the ASSURED having transferred, paid or delivered any
		funds or other Property or established any credit, debited any account or given any
		value on the faith of any fraudulent instructions sent by a Customer, financial institution
		or another office of the ASSURED by Telefacsimile directly to the ASSURED
		authorizing or acknowledging the transfer, payment or delivery of funds or Property or
		the establishment of a credit or the debiting of an account or the giving of value by the
		ASSURED where such Telefacsimile instructions:
		a.	bear a valid test key exchanged between the ASSURED and a Customer or
			another financial institution with authority to use such test key for Telefacsimile
			instructions in the ordinary course of business, but which test key has been
			wrongfully obtained by a person who was not authorized to initiate, make,
			validate or authenticate a test key arrangement, and
		b.	fraudulently purport to have been sent by such Customer or financial institution
			when such Telefacsimile instructions were transmitted without the knowledge
			or consent of such Customer or financial institution by a person other than such
			Customer or financial institution and which bear a Forgery of a signature,
			provided that the Telefacsimile instruction was verified by a direct call back to
			an employee of the financial institution, or a person thought by the ASSURED to
			be the Customer, or an employee of another financial institution.
2.	By deleting from Section 1., Definitions, the definition of Customer in its entirety, and
	substituting the following:
	d.	Customer means an individual, corporate, partnership, trust customer, shareholder or
		subscriber of an Investment Company which has a written agreement with the
		ASSURED for Voice Initiated Funds Transfer Instruction or Telefacsimile
		Instruction.

ICAP Bond
Form 17-02-2367 (Rev. 10-03)	Page 1

3.	By adding to Section 1., Definitions, the following:
	w.	Telefacsimile means a system of transmitting written documents by electronic signals
		over telephone lines to equipment maintained by the ASSURED for the purpose of
		reproducing a copy of said document.  Telefacsimile does not mean electronic
		communication sent by Telex or similar means of communication, or through an
		electronic communication system or through an automated clearing house.
4.	By adding to Section 3., Specific Exclusions Applicable to All Insuring Clauses Except Insuring
	Clause 1. the following:
	j.	loss resulting directly or indirectly from Telefacsimile instructions provided, however,
		this exclusion shall not apply to this INSURING CLAUSE.
This Endorsement applies to loss discovered after 12:01 a.m. on November 16, 2008.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.

Date:   December 15, 2008	By	/s/ Robert Hamburger
		Authorized Representative

ICAP Bond
Form 17-02-2367 (Rev. 10-03)	Page 2

		FEDERAL INSURANCE COMPANY
		Endorsement No.: 4
		Bond Number:	82126662
NAME OF ASSURED: NICHOLAS COMPANY, INC
		AUTOMATED TELEPHONE TRANSACTION ENDORSEMENT
It is agreed that this Bond is amended as follows:
1.	By adding the following INSURING CLAUSE:
	14. Automated Telephone System Transaction
	Loss resulting directly from the ASSURED having transferred funds on the faith of any
	Automated Phone System (APS) Transaction, where the request for such APS
	Transaction is unauthorized or fraudulent and is made with the intent to deceive. In order for
	coverage to apply under this INSURING CLAUSE the ASSURED shall maintain and follow all
	APS Designated Procedures. A single failure of the ASSURED to maintain and follow a
	particular APS Designated Procedure in a particular APS Transaction will not preclude
	coverage under this INSURING CLAUSE.
2.	By adding to Section 1., Definitions, the following:
	x. APS Designated Procedures means all of the following procedures:
	(1)	No APS Transaction shall be executed unless the shareholder or unitholder to whose
		account such an APS Transaction relates has previously elected to APS
		Transactions. (Election in Application)
	(2)	All APS Transactions shall be logged or otherwise recorded and the records shall be
		retained for at least six (6) months. (Logging)
		Information contained in the records shall be capable of being retrieved and produced
		within a reasonable time after retrieval of specific information is requested, at a success
		rate of no less than 85 percent.
	(3)	The caller in any request for an APS Transaction, before executing that APS
		Transaction must enter a personal identification number (PIN), social security number
		and account number. (Identity Test)
		If the caller fails to enter a correct PIN within three (3) attempts, the caller must not be
		allowed additional attempts during the same telephone call to enter the PIN. The caller
		may either be instructed to redial a customer service representative or may be
		immediately connected to such a representative. (Limited attempts to Enter PIN)

ICAP Bond
Form 17-02-2345 (Ed. 10-00)	Page 1

		(4)	A written confirmation of any APS Transaction or change of address shall be mailed to
			the shareholder or unitholder to whose account such transaction relates, at the record
			address, by the end of the insured's next regular processing cycle, but in no event later
			than five (5) business days following such APS Transaction. (Written Confirmation)
		(5)	Access to the equipment which permits the entity receiving the APS Transaction
			request to process and effect the transaction shall be limited in the following manner:
			(Access to APS Equipment)
	y.	APS Election means any election concerning various account features available to the
		shareholder or unitholder which is made through the Automated Phone System by means of
		information transmitted by an individual caller through use of a Automated Phone System.
		These features include account statements, auto exchange, auto asset builder, automatic
		withdrawal, dividend/capital gain options, dividend sweep, telephone balance consent and
		change of address.
	z.	APS Exchange means any exchange of shares or units in a registered account of one fund
		into shares or units in an account with the same tax identification number and same
		ownership-type code of another fund in the same complex pursuant to exchange privileges of
		the two funds, which exchange is requested through the Automated Phone System by
		means of information transmitted by an individual caller through use of an Automated Phone
		System.
	aa.	APS Purchase means any purchase of shares or units issued by an Investment Company
		which is requested through an Automated Phone System.
	bb.	APS Redemption means any redemption of shares or units issued by an Investment
		Company which it requested through the telephone by means of information transmitted by
		an individual caller through use of a Automated Phone System.
	cc.	APS Transaction means any APS Purchase, APS Redemption, APS Election or APS
		Exchange.
	dd.	Automated Phone System means an automated system which receives and converts to
		executable instructions transmissions through the Automated Phone System through use of
		a touch-tone keypad or other tone system; and always excluding transmissions from a
		computer system or part thereof.
3.	By adding the following Section after Section 4., Specific Exclusions-Applicable To All Insuring
	Clauses Except 1., 4., 5.:
	Section 4.A Specific Exclusion-Applicable to Insuring Clause 14
	This Bond does not directly or indirectly cover under Insuring Clause 14:
	Loss resulting from:
	a.	the redemption of shares or units, where the proceeds of such redemption are made payable
		to other than:
		(1)	the shares or units of record,
		(2)	a person designated to receive redemption proceeds, or
		(3)	a bank account designated to receive redemption proceeds, or
	b.	the redemption of shares or units, where the proceeds of such redemption are paid by check
		mailed to any address, unless such address has either been designated the shareholder or
		unitholder by voice through an Automated Phone System or in writing, at least thirty (30)
		days prior to such redemption, or

ICAP Bond
Form 17-02-2345 (Ed. 10-00)	Page 2

c.	the redemption of shares or units, where shareholder or unitholder  of the  ASSURED
	designated bank account of record.
This Endorsement applies to loss discovered after 12:01 a.m. on November 16, 2008.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.

Date:   December 15, 2008	By	/s/ Robert Hamburger
		Authorized Representative

ICAP Bond
Form 17-02-2345 (Ed. 10-00)	Page 3

			FEDERAL INSURANCE COMPANY
			Endorsement No.: 5
			Bond Number:	82126662
NAME OF ASSURED: NICHOLAS COMPANY, INC
			UNAUTHORIZED SIGNATURE ENDORSEMENT
It is agreed that this Bond is amended as follows:
1.	By adding the following INSURING CLAUSE:
	15.	Unauthorized Signature
		Loss resulting directly from the ASSURED having accepted, paid or cashed any check or
		Withdrawal Order made or drawn on or against the account of the ASSURED’S customer which
		bears the signature or endorsement of one other than a person whose name and signature is on
		file with the ASSURED as a signatory on such account.
		It shall be a condition precedent to the ASSURED'S right of recovery under this INSURING
		CLAUSE that the ASSURED shall have on file signatures of all the persons who are signatories on
		such account.
2.	By adding to Section 1., Definitions, the following:
	ee.	Instruction means a written order to the issuer of an Uncertificated Security requesting that the
		transfer, pledge or release from pledge of the specified Uncertificated Security be registered.
	ff.	Uncertificated Security means a share, participation or other interest in property of or an
		enterprise of the issuer or an obligation of the issuer, which is:
		(1)	not represented by an instrument and the transfer of which is registered on books maintained
			for that purpose by or on behalf of the issuer, and
		(2)	of a type commonly dealt in on securities exchanges or markets, and
		(3)	either one of a class or series or by its terms divisible into a class or series of shares,
			participations, interests or obligations.

ICAP Bond
Form 17-02-5602 (Ed. 10-03)	Page 1

gg.	Withdrawal Order means a non-negotiable instrument, other than an Instruction, signed by a
	customer of the ASSURED authorizing the ASSURED to debit the customer’s account in the
	amount of funds stated therein.
This Endorsement applies to loss discovered after 12:01 a.m. on November 16, 2008.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.

Date:   December 15, 2008	By	/s/ Robert Hamburger
		Authorized Representative

ICAP Bond
Form 17-02-5602 (Ed. 10-03)	Page 2

		FEDERAL INSURANCE COMPANY
		Endorsement No.:	6
		Bond Number:	82126662
NAME OF ASSURED: NICHOLAS COMPANY, INC
		CLAIMS EXPENSE ENDORSEMENT
It is agreed that this Bond is amended as follows:
1.	By adding the following INSURING CLAUSE:
	16. Claims Expense
	Reasonable expense incurred by the ASSURED, solely for independent firms or individuals to
	determine the amount of loss where:
	(1)	the loss is covered under the Bond, and
	(2)	the loss is in excess of the applicable DEDUCTIBLE AMOUNT.
2.	Under General Exclusions-Applicable To All Insuring Clauses, Section 2.f. does not apply to loss covered
	under this INSURING CLAUSE.
This Endorsement applies to loss discovered after 12:01 a.m. on November 16, 2008.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.

Date:   December 15, 2008	By	/s/ Robert Hamburger
		Authorized Representative

ICAP Bond

Form 17-02-6282 (Ed. 11-04)

			FEDERAL INSURANCE COMPANY
			Endorsement No.:	7
			Bond Number:	82126662
NAME OF ASSURED: NICHOLAS COMPANY, INC
			STOP PAYMENT ORDER OR REFUSAL TO PAY CHECK ENDORSEMENT
It is agreed that this Bond is amended as follows:
1.	By adding the following INSURING CLAUSE:
	“17.	Stop Payment Order or Refusal to Pay Check
		Loss resulting directly from the ASSURED being legally liable to pay compensatory damages
		for:
		a.	complying or failing to comply with notice from any customer of the ASSURED or any
			authorized representative of such customer, to stop payment on any check or draft made or
			drawn upon or against the ASSURED by such customer or by any authorized representative
			of such customer, or
		b.	refusing to pay any check or draft made or drawn upon or against the ASSURED by any
			customer of the ASSURED or by any authorized representative of such customer.”
2.	By adding the following Specific Exclusion:
	“Section 4.A. Specific Exclusions – Applicable to INSURING CLAUSE 17
	This Bond does not directly or indirectly cover:
	a.	liability assumed by the ASSURED by agreement under any contract, unless such liability would
		have attached to the ASSURED even in the absence of such agreement,
	b.	loss arising out of:
		(1)	libel, slander, wrongful entry, eviction, defamation, false arrest, false imprisonment,
			malicious prosecution, assault or battery,
		(2)	sickness, disease, physical bodily harm, mental or emotional distress or anguish, or death of
			any person, or
		(3)	discrimination.”
This Endorsement applies to loss discovered after 12:01 a.m. on November 16, 2008.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.

Date:   December 15, 2008	By	/s/ Robert Hamburger
		Authorized Representative

ICAP Bond

Form 17-02-2365 (Ed. 10-00)

		ENDORSEMENT/RIDER
Effective date of
this endorsement/rider: November 16, 2007	FEDERAL INSURANCE COMPANY
	Endorsement/Rider No.	8
	To be attached to and
	form a part of Bond No.	82126662
Issued to: NICHOLAS COMPANY, INC
AUTOMATIC INCREASE IN LIMITS ENDORSEMENT
In consideration of the premium charged, it is agreed that GENERAL AGREEMENTS, Section C. Additional
Offices Or Employees-Consolidation, Merger Or Purchase Or Acquisition Of Assets Or Liabilities-Notice To
Company, is amended by adding the following subsection:
Automatic Increase in Limits for Newly Created Investment Companies or Increases in Assets
If an increase in bonding limits is required pursuant to rule 17g-1 of the Investment Company Act of 1940
(“the Act”), including an increase due to the creation of a new registered management investment company,
the minimum required increase in limits shall take place automatically without payment of additional
premium for the remainder of the Bond Period, provided that the total combined Limit of Liability for all
ASSUREDS under this Bond does not exceed $4,750,000 as a result of such increase. If the Act requires
bonding limits in excess of $4,750,000, then the increase in limits shall not occur unless the COMPANY has
agreed in writing to do so.
The title and any headings in this endorsement/rider are solely for convenience and form no part of the terms
and conditions of coverage.
All other terms, conditions and limitations of this Bond shall remain unchanged.

/s/ Robert Hamburger

   Authorized Representative

14-02-11919 (03/2006) Page 1

		FEDERAL INSURANCE COMPANY
		Endorsement No.:	9
		Bond Number:	82126662
NAME OF ASSURED: NICHOLAS COMPANY, INC
		AUTOMATIC ACQUISITION PERCENTAGE THRESHOLD ENDORSEMENT
It is agreed that this Bond is amended by deleting in its entirety General Agreement C., Additional
Offices or Employees-Consolidation, Merger or Purchase or Acquisition of Assets or Liabilities-Notice To
Company, and substituting the following:
C.	Additional Offices or Employees-Consolidation, Merger or Purchase or Acquisition Of Assets or
	Liabilities-Notice to Company
	If the ASSURED, other than an Investment Company, while this Bond is in force, merges or
	consolidates with, or purchases or acquires assets or liabilities of another institution, the ASSURED
	shall not have the coverage afforded under this Bond for loss which has:
	(1)	occurred or will occur on premises,
	(2)	been caused or will be caused by an employee, or
	(3)	arisen or will arise out of the assets or liabilities,
	of such institution, unless the ASSURED:
	a.	gives the COMPANY written notice of the proposed consolidation, merger or purchase or
		acquisition of assets or liabilities prior to the proposed effective date of such action, and
	b.	obtains the written consent of the COMPANY to extend some or all of the coverage provided
		by this Bond to such additional exposure, and
	c.	on obtaining such consent, pays to the COMPANY an additional premium.
	Notwithstanding anything stated above to the contrary, the COMPANY hereby agrees to provide
	coverage which shall be effective on the date of acquisition under this Bond for those acquired
	institutions in which the ASSURED owns greater than fifty percent (50%) of the voting stock or
	voting rights either directly or through one or more of its subsidiaries for the remainder of the
	BOND PERIOD, with no additional premium, provided the acquired institution meets all of the
	following conditions:
	i.	the assets shall not exceed fifteen percent (15%) of the ASSURED’S assets,
	ii.	there shall be neither any paid nor pending Bond claim for the three (3) year period prior to
		the date of acquisition, and
	iii.	the ASSURED is not aware of any disciplinary action or proceeding by State or Federal
		officials involving the acquired institution as of the date of acquisition.

ICAP Bond
Form 17-02-6247 (Ed. 3-04)	Page 1

             The COMPANY further agrees that as respects any acquisition that involves a State or Federal 

             regulatory assisted acquisition or assumption of assets and/or liabilities, coverage shall be provided 

             under this Bond for the remainder of the BOND PERIOD as long as conditions i. and ii. above are 

             met. As respects such acquisition or assumption of assets and/or liabilities, coverage applies only 

             to a Single Loss fully sustained by the ASSURED on or after the date of such acquisition or 

             assumption. All of the circumstances, conditions or acts causing or contributing to a Single Loss 

             must occur on or after the date of such acquisition or assumption for coverage to apply regardless 

             of the time such loss is discovered by the ASSURED. 

This Endorsement applies to loss discovered after 12:01 a.m. on November 16, 2008. 

ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED. 

Date:   December 15, 2008	By	/s/ Robert Hamburger
		Authorized Representative

ICAP Bond
Form 17-02-6247 (Ed. 3-04)	Page 2

			ENDORSEMENT/RIDER
Effective date of
this endorsement/rider: November 16, 2007		FEDERAL INSURANCE COMPANY
		Endorsement/Rider No.	10
		To be attached to and
		form a part of Bond No.	82126662
Issued to: NICHOLAS COMPANY, INC
	DELETING VALUATION-OTHER PROPERTY AND AMENDING CHANGE OR MODIFICATION
		ENDORSEMENT
In consideration of the premium charged, it is agreed that this Bond is amended as follows:
1.	The paragraph titled Other Property in Section 9, Valuation, is deleted in its entirety.
2.	The third paragraph in Section 16, Change or Modification, is deleted in its entirety and replaced
	with the following:
	If this Bond is for a joint ASSURED, no change or modification which would adversely affect the
	rights of the ASSURED shall be effective prior to sixty (60) days after written notice has been
	furnished to all insured Investment Companies and the Securities and Exchange Commission,
	Washington, D.C., by the COMPANY.
The title and any headings in this endorsement/rider are solely for convenience and form no part of the
terms and conditions of coverage.
All other terms, conditions and limitations of this Bond shall remain unchanged.

/s/ Robert Hamburger

   Authorized Representative

17-02-2437 (12/2006) rev. Page 1

		FEDERAL INSURANCE COMPANY
		Endorsement No:	11
		Bond Number:	82126662
NAME OF ASSURED: NICHOLAS COMPANY, INC
		TERMINATION-NONRENEWAL-NOTICE ENDORSEMENT
It is agreed that this Bond is amended as follows:
1.	By adding to Section 13., Termination, the following:
	"Termination By The Company
	Bonds In Effect For More Than Sixty (60) Days
	If this Bond has been in effect for more than sixty (60) days, or, if this Bond is a renewal, the COMPANY
	may terminate by providing written notice of cancellation at least sixty (60) days before the effective date
	of termination for at least one of the following reasons:
	1.	Nonpayment of premium;
	2.	Discovery of fraud or material misrepresentation in obtaining this Bond or in the presentation of a
		claim thereunder;
	3.	Discovery of willful or reckless acts or omissions or violation of any provision of this Bond on the
		part of the ASSURED which substantially and materially increases any hazard insured against, and
		which occurred subsequent to the inception of the current BOND PERIOD;
	4.	Conviction of the ASSURED of a crime arising out of acts increasing the hazard insured against;
	5.	Material change in the risk which increases the risk of loss after insurance coverage has been
		issued or renewed, except to the extent that the COMPANY should reasonably have foreseen the
		change, or contemplated the risk when the contract was written;
	6.	Determination by the Commissioner that the continuation of the Bond would jeopardize a
		COMPANY'S solvency or would place the COMPANY in violation of the insurance laws of any
		state;
	7.	Determination by the Commissioner that continuation of the present premium volume of the
		COMPANY would jeopardize the COMPANY'S policyholders, creditors or the public;
	8.	Such other reasons that are approved by the Commissioner;
	9.	Determination by the Commissioner that the COMPANY no longer has adequate reinsurance to
		meet the ASSUREDS needs;
	10.	Substantial breaches of contractual duties, conditions or warranties; or
	11.	Unfavorable underwriting facts, specific to the ASSURED, existing that were not present at the
		inception of the Bond.

ICAP Bond
Form 17-02-1360 (Rev. 10-99)	Page 1

Bonds In Effect Sixty (60) Days Or Less
If this Bond has been in effect for sixty (60) days or less, and it is not a renewal Bond, the COMPANY
may terminate for any reason by providing written notice of termination at least sixty (60) days before the
effective date of termination.
Notice Of Termination
Notice of termination under this Section shall be mailed or delivered, by certified mail, return receipt
provided by the United States Postal Service, to the ASSURED and to the authorized agent or broker, if
any, at least sixty (60) days prior to the effective date of cancellation at the address shown on the
DECLARATIONS of this Bond.
If this Bond is cancelled for nonpayment of premium, the COMPANY will mail or deliver, by certified
mail, return receipt provided by the United States Postal Service, a written notice at least thirty (30) days
before the effective date of cancellation. The cancellation notice shall contain information regarding the
amount of premium due and the due date, and shall state the effect of nonpayment by the due date.
Cancellation shall not be effective if payment of the amount due is made prior to the effective date of
cancellation.
All notice of cancellation shall state the reason(s) for cancellation.
There is no liability on the part of, and no cause of action of any nature shall arise against, the
COMPANY, its authorized representatives, its employees, or any firm, person or corporation furnishing to
the COMPANY, information relating to the reasons for cancellation or nonrenewal, for any statement
made by them in complying or enabling the COMPANY to comply with this Section, for the provision of
information pertaining thereto, or for statements made or evidence submitted at any hearings conducted
in connection therewith, if such information was provided in good faith and without malice.
Notice Of Nonrenewal
If the COMPANY elects not to renew this Bond, the COMPANY shall mail or deliver written notice, by
certified mail, return receipt, provided by the United States Postal Service, to the ASSURED, at his last
known address, at least sixty (60) days before the expiration date or before the anniversary date, if this
Bond has been written for a term of more than one (1) year. Such notice shall also be mailed to the
ASSURED'S agent or broker, if any.
Such notice shall contain all of the following:
a.	Bond Number:
b.	Date of Notice;
c.	Reason for Cancellation;
d.	Expiration Date of the Bond;
e.	Effective Date and Hour of Cancellation.
Notice of nonrenewal shall not be required if the COMPANY or a COMPANY within the same insurance
group has offered to issue a renewal Bond, the ASSURED has obtained replacement coverage or has
agreed in writing to obtain replacement coverage, the ASSURED has requested or agreed to
nonrenewal, or the Bond is expressly designated as nonrenewable.

ICAP Bond
Form 17-02-1360 (Rev. 10-99)	Page 2

	Return Premium Calculations
	Any unearned premiums which have been paid by the ASSURED shall be refunded to the ASSURED on
	a pro rata basis if terminated by the COMPANY or the ASSURED. The unearned premiums shall be
	refunded to the ASSURED within forty-five (45) days of receipt of the request for cancellation or the
	effective date of cancellation, whichever is later.
	Conditional Renewal
	If the COMPANY offers or purports to renew the Bond, but on less favorable terms or at higher rates, the
	new terms or higher premiums may take effect on the renewal date, if the COMPANY mails or delivers
	by certified mail, return receipt provided by the United States Postal Service, to the ASSURED, notice of
	the new terms or premiums at least sixty (60) days prior to the renewal date. If the COMPANY notifies
	the ASSURED within sixty (60) days prior to the renewal date, the new terms or premiums do not take
	effect until sixty (60) days after the notice is mailed or delivered, in which case, the ASSURED may elect
	to cancel the renewal Bond within the sixty (60) day period. If the COMPANY does not notify the
	ASSURED of the new terms or premiums, the COMPANY shall continue the Bond at the expiring terms
	and premiums until notice is given or until the effective date of replacement coverage is obtained by the
	ASSURED, whichever occurs first.”
2.	It is further understood and agreed that for the purposes of Section 13., Termination, any occurrence
	listed in this Section shall be considered to be a request by the ASSURED to immediately terminate this
	Bond.
This Endorsement applies to loss discovered after 12:01 a.m. on November 16, 2008.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.

Date:   December 15, 2008	By	/s/ Robert Hamburger
		Authorized Representative

ICAP Bond
Form 17-02-1360 (Rev. 10-99)	Page 3

Effective date of
this endorsement: November 16, 2007	FEDERAL INSURANCE COMPANY
	Endorsement No.: 12
	To be attached to and form a part of Bond
	Number:	82126662
Issued to: NICHOLAS COMPANY, INC
COMPLIANCE WITH APPLICABLE TRADE SANCTION LAWS RIDER
It is agreed that this insurance does not apply to the extent that trade or economic sanctions or other
laws or regulations prohibit the coverage provided by this insurance.
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.

Date:   December 15, 2008	By	/s/ Robert Hamburger
		Authorized Representative

Form 14-02-9228 (Ed. 4/2004)

                                        Important Notice: 

The SEC Requires Proof of Your Fidelity Insurance Policy 

Your company is now required to file an electronic copy of your fidelity insurance coverage 

(Chubb’s ICAP Bond policy) to the Securities and Exchange Commission (SEC), according to 

rules adopted by the SEC on June 12, 2006. 

Chubb is in the process of providing your agent/broker with an electronic copy of your 

insurance policy as well as instructions on how to submit this proof of fidelity insurance 

coverage to the SEC. You can expect to receive this information from your agent/broker 

shortly. 

The electronic copy of your policy is provided by Chubb solely as a convenience and does not 

affect the terms and conditions of coverage as set forth in the paper policy you receive by mail. 

The terms and conditions of the policy mailed to you, which are the same as those set forth in 

the electronic copy, constitute the entire agreement between your company and Chubb. 

If you have any questions, please contact your agent or broker. 

Form 14-02-12160 (ed. 7/2006)

                                                   IMPORTANT NOTICE TO POLICYHOLDERS 

                   All of the members of the Chubb Group of Insurance companies doing business in the United 

States (hereinafter “Chubb”) distribute their products through licensed insurance brokers and agents 

(“producers”). Detailed information regarding the types of compensation paid by Chubb to producers on 

US insurance transactions is available under the Producer Compensation link located at the bottom of 

the page at www.chubb.com, or by calling 1-866-588-9478. Additional information may be available 

from your producer. 

                   Thank you for choosing Chubb. 

10-02-1295 (ed. 6/2007)

                                                           POLICYHOLDER 

                                              DISCLOSURE NOTICE OF 

                                TERRORISM INSURANCE COVERAGE 

                       (for policies with no terrorism exclusion or sublimit) 

You are hereby notified that, under the Terrorism Risk Insurance Act of 2002 (the “Act”) 

effective December 26, 2007, this policy makes available to you insurance for losses 

arising out of certain acts of terrorism. Terrorism is defined as any act 

certified by the Secretary of the Treasury, in concurrence with the Secretary of State and 

the Attorney General of the United States, to be an act of terrorism; to be a violent act or 

an act that is dangerous to human life, property or infrastructure; to have resulted in 

damage within the United States, or outside the United States in the case of an air carrier 

or vessel or the premises of a United States Mission; and to have been committed by an 

individual or individuals as part of an effort to coerce the civilian population of the United 

States or to influence the policy or affect the conduct of the United States Government by  

coercion. 

You should know that the insurance provided by your policy for losses caused by acts of 

terrorism is partially reimbursed by the United States under the formula set forth in the 

Act. Under this formula, the United States pays 85% of covered terrorism losses that 

exceed the statutorily established deductible to be paid by the insurance company 

providing the coverage.

However, if aggregate insured losses attributable to terrorists acts certified under the Act

exceed $100 billion in a Progam Year (January 1 through December 31), the Treasury

shall not make any payment for any portion of the amount of such losses that exceeds

$100 billion.

If aggregate insured losses attributable to terrorists acts certified under the Act

exceed $100 billion in a Progam Year (January 1 through December 31) and we have

met our insurer deductible under the Act, we shall not be liable for the payment of any portion

of the amount of such losses that exceeds $100 billion, and in such case insured losses

up to that amount are subject to pro rata allocation in accordance with procedures

established by the Secretary of the Treasury.

The portion of your policy’s annual premium that is attributable to 

insurance for such acts of terrorism is: $ -0-. 

If you have any questions about this notice, please contact your agent or broker. 

Form 10-02-1281 (Ed. 1/2003)

NICHOLAS EQUITY INCOME FUND, INC.

Resolutions adopted pursuant to Rule 17g-1(g)(1) by a majority of the board of directors

who are not "interested persons" of the Fund

Resolutions adopted on July 28, 2008:

BE IT THEREFORE RESOLVED, that the Fund enter into a Joint Insurance Agreement with all of the funds and the Nicholas Company, Inc., substantially in the form utilized by the Fund for its current Bond, for the purpose of maintaining a Bond pursuant to Section 17(g);

FURTHER RESOLVED, that the Fund obtain a joint Bond pursuant to Section 17(g) in an amount not less than an aggregate amount of $4.75 million, such amount being reasonable under all the circumstances, which shall name all of the funds in the Nicholas family of funds and Nicholas Company, Inc. as insureds.

FURTHER RESOLVED, that based upon the relative risks presented by the eight joint insureds to the joint Bond, the relative sizes of the seven mutual funds so insured, the amount of the Bond and all other relevant factors, the Fund shall pay its proportionate share of the total Bond premium, with the other insureds paying their proportionate share of such premium, as determined by the Board of Directors at the next regularly scheduled board meeting after such premium amount shall be obtained by the Fund from the insurer.

FURTHER RESOLVED, that if the present size of any of the investment companies or Nicholas Company, Inc. entities increases or decreases such that a higher or lower bond amount is required, desirable or appropriate in the Board of Directors' discretion, then the Fund has no objection to and does approve such amendment of the bond amount.

FURTHER RESOLVED, that Jeffrey T. May is hereby designated the agent of the Fund for purposes of Section 17(g).

FURTHER RESOLVED, that the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions in compliance with Section 17(g) and other applicable statutes and rules.

FURTHER RESOLVED, that Messrs. Bock, Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

Resolutions adopted on February 6, 2009:

BE IT THEREFORE RESOLVED, that the Board of Directors ratifies the following allocation of premiums whereby the Fund shall pay its proportionate share of the total Bond premium calculated as a percentage of the aggregate minimum Bond required, with the other insureds paying their proportionate share of such premium:

	2008 / 2009
Nicholas Fund, Inc.	$4,200.00
Nicholas II, Inc.	2,100.00
Nicholas Income Fund, Inc	1,260.00
Nicholas Limited Edition, Inc.	1,680.00
Nicholas Money Market Fund, Inc.	1,260.00
Nicholas Equity Income Fund, Inc.	980.00
Nicholas Liberty Fund	560.00
Nicholas Company, Inc.	1,260.00
Total Premium	$13,300.00

FURTHER RESOLVED, that this Board does hereby determine that participation in the joint policy is in the best interest of the Fund and the allocation of premiums is fair and reasonable, the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions.

FURTHER RESOLVED, that Messrs. Bock, Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

NICHOLAS FUND, INC.

Resolutions adopted pursuant to Rule 17g-1(g)(1) by a majority of the board of directors

who are not "interested persons" of the Fund

Resolutions adopted on July 28, 2008:

BE IT THEREFORE RESOLVED, that the Fund enter into a Joint Insurance Agreement with all of the funds and the Nicholas Company, Inc., substantially in the form utilized by the Fund for its current Bond, for the purpose of maintaining a Bond pursuant to Section 17(g);

FURTHER RESOLVED, that the Fund obtain a joint Bond pursuant to Section 17(g) in an amount not less than an aggregate amount of $4.75 million, such amount being reasonable under all the circumstances, which shall name all of the funds in the Nicholas family of funds and Nicholas Company, Inc. as insureds.

FURTHER RESOLVED, that based upon the relative risks presented by the eight joint insureds to the joint Bond, the relative sizes of the seven mutual funds so insured, the amount of the Bond and all other relevant factors, the Fund shall pay its proportionate share of the total Bond premium, with the other insureds paying their proportionate share of such premium, as determined by the Board of Directors at the next regularly scheduled board meeting after such premium amount shall be obtained by the Fund from the insurer.

FURTHER RESOLVED, that if the present size of any of the investment companies or Nicholas Company, Inc. entities increases or decreases such that a higher or lower bond amount is required, desirable or appropriate in the Board of Directors' discretion, then the Fund has no objection to and does approve such amendment of the bond amount.

FURTHER RESOLVED, that Jeffrey T. May is hereby designated the agent of the Fund for purposes of Section 17(g).

FURTHER RESOLVED, that the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions in compliance with Section 17(g) and other applicable statutes and rules.

FURTHER RESOLVED, that Messrs. Bock and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

Resolutions adopted on February 6, 2009:

BE IT THEREFORE RESOLVED, that the Board of Directors ratifies the following allocation of premiums whereby the Fund shall pay its proportionate share of the total Bond premium calculated as a percentage of the aggregate minimum Bond required, with the other insureds paying their proportionate share of such premium:

	2008 / 2009
Nicholas Fund, Inc.	$4,200.00
Nicholas II, Inc.	2,100.00
Nicholas Income Fund, Inc	1,260.00
Nicholas Limited Edition, Inc.	1,680.00
Nicholas Money Market Fund, Inc.	1,260.00
Nicholas Equity Income Fund, Inc.	980.00
Nicholas Liberty Fund	560.00
Nicholas Company, Inc.	1,260.00
Total Premium	$13,300.00

FURTHER RESOLVED, that this Board does hereby determine that participation in the joint policy is in the best interest of the Fund and the allocation of premiums is fair and reasonable, the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions.

FURTHER RESOLVED, that Messrs. Bock and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

NICHOLAS II, INC.

Resolutions adopted pursuant to Rule 17g-1(g)(1) by a majority of the board of directors

who are not "interested persons" of the Fund

Resolutions adopted on July 28, 2008:

BE IT THEREFORE RESOLVED, that the Fund enter into a Joint Insurance Agreement with all of the funds and the Nicholas Company, Inc., substantially in the form utilized by the Fund for its current Bond, for the purpose of maintaining a Bond pursuant to Section 17(g);

FURTHER RESOLVED, that the Fund obtain a joint Bond pursuant to Section 17(g) in an amount not less than an aggregate amount of $4.75 million, such amount being reasonable under all the circumstances, which shall name all of the funds in the Nicholas family of funds and Nicholas Company, Inc. as insureds.

FURTHER RESOLVED, that based upon the relative risks presented by the eight joint insureds to the joint Bond, the relative sizes of the seven mutual funds so insured, the amount of the Bond and all other relevant factors, the Fund shall pay its proportionate share of the total Bond premium, with the other insureds paying their proportionate share of such premium, as determined by the Board of Directors at the next regularly scheduled board meeting after such premium amount shall be obtained by the Fund from the insurer.

FURTHER RESOLVED, that if the present size of any of the investment companies or Nicholas Company, Inc. entities increases or decreases such that a higher or lower bond amount is required, desirable or appropriate in the Board of Directors' discretion, then the Fund has no objection to and does approve such amendment of the bond amount.

FURTHER RESOLVED, that Jeffrey T. May is hereby designated the agent of the Fund for purposes of Section 17(g).

FURTHER RESOLVED, that the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions in compliance with Section 17(g) and other applicable statutes and rules.

FURTHER RESOLVED, that Messrs. Bock, Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

Resolutions adopted on February 6, 2009:

BE IT THEREFORE RESOLVED, that the Board of Directors ratifies the following allocation of premiums whereby the Fund shall pay its proportionate share of the total Bond premium calculated as a percentage of the aggregate minimum Bond required, with the other insureds paying their proportionate share of such premium:

	2008 / 2009
Nicholas Fund, Inc.	$4,200.00
Nicholas II, Inc.	2,100.00
Nicholas Income Fund, Inc	1,260.00
Nicholas Limited Edition, Inc.	1,680.00
Nicholas Money Market Fund, Inc.	1,260.00
Nicholas Equity Income Fund, Inc.	980.00
Nicholas Liberty Fund	560.00
Nicholas Company, Inc.	1,260.00
Total Premium	$13,300.00

FURTHER RESOLVED, that this Board does hereby determine that participation in the joint policy is in the best interest of the Fund and the allocation of premiums is fair and reasonable, the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions.

FURTHER RESOLVED, that Messrs. Bock, Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

NICHOLAS HIGH INCOME FUND, INC.

Resolutions adopted pursuant to Rule 17g-1(g)(1) by a majority of the board of directors

who are not "interested persons" of the Fund

Resolutions adopted on July 28, 2008:

BE IT THEREFORE RESOLVED, that the Fund enter into a Joint Insurance Agreement with all of the funds and the Nicholas Company, Inc., substantially in the form utilized by the Fund for its current Bond, for the purpose of maintaining a Bond pursuant to Section 17(g);

FURTHER RESOLVED, that the Fund obtain a joint Bond pursuant to Section 17(g) in an amount not less than an aggregate amount of $4.75 million, such amount being reasonable under all the circumstances, which shall name all of the funds in the Nicholas family of funds and Nicholas Company, Inc. as insureds.

FURTHER RESOLVED, that based upon the relative risks presented by the eight joint insureds to the joint Bond, the relative sizes of the seven mutual funds so insured, the amount of the Bond and all other relevant factors, the Fund shall pay its proportionate share of the total Bond premium, with the other insureds paying their proportionate share of such premium, as determined by the Board of Directors at the next regularly scheduled board meeting after such premium amount shall be obtained by the Fund from the insurer.

FURTHER RESOLVED, that if the present size of any of the investment companies or Nicholas Company, Inc. entities increases or decreases such that a higher or lower bond amount is required, desirable or appropriate in the Board of Directors' discretion, then the Fund has no objection to and does approve such amendment of the bond amount.

FURTHER RESOLVED, that Jeffrey T. May is hereby designated the agent of the Fund for purposes of Section 17(g).

FURTHER RESOLVED, that the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions in compliance with Section 17(g) and other applicable statutes and rules.

FURTHER RESOLVED, that Messrs. Bock, Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

Resolutions adopted on February 6, 2009:

BE IT THEREFORE RESOLVED, that the Board of Directors ratifies the following allocation of premiums whereby the Fund shall pay its proportionate share of the total Bond premium calculated as a percentage of the aggregate minimum Bond required, with the other insureds paying their proportionate share of such premium:

	2008 / 2009
Nicholas Fund, Inc.	$4,200.00
Nicholas II, Inc.	2,100.00
Nicholas Income Fund, Inc	1,260.00
Nicholas Limited Edition, Inc.	1,680.00
Nicholas Money Market Fund, Inc.	1,260.00
Nicholas Equity Income Fund, Inc.	980.00
Nicholas Liberty Fund	560.00
Nicholas Company, Inc.	1,260.00
Total Premium	$13,300.00

FURTHER RESOLVED, that this Board does hereby determine that participation in the joint policy is in the best interest of the Fund and the allocation of premiums is fair and reasonable, the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions.

FURTHER RESOLVED, that Messrs. Bock, Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

NICHOLAS FAMILY OF FUNDS, INC. -

NICHOLAS LIBERTY FUND

Resolutions adopted pursuant to Rule 17g-1(g)(1) by a majority of the board of directors

who are not "interested persons" of the Fund

Resolutions adopted on July 28, 2008:

BE IT THEREFORE RESOLVED, that the Fund enter into a Joint Insurance Agreement with all of the funds and the Nicholas Company, Inc., substantially in the form utilized by the Fund for its current Bond, for the purpose of maintaining a Bond pursuant to Section 17(g);

FURTHER RESOLVED, that the Fund obtain a joint Bond pursuant to Section 17(g) in an amount not less than an aggregate amount of $4.75 million, such amount being reasonable under all the circumstances, which shall name all of the funds in the Nicholas family of funds and Nicholas Company, Inc. as insureds.

FURTHER RESOLVED, that based upon the relative risks presented by the eight joint insureds to the joint Bond, the relative sizes of the seven mutual funds so insured, the amount of the Bond and all other relevant factors, the Fund shall pay its proportionate share of the total Bond premium, with the other insureds paying their proportionate share of such premium, as determined by the Board of Directors at the next regularly scheduled board meeting after such premium amount shall be obtained by the Fund from the insurer.

FURTHER RESOLVED, that if the present size of any of the investment companies or Nicholas Company, Inc. entities increases or decreases such that a higher or lower bond amount is required, desirable or appropriate in the Board of Directors' discretion, then the Fund has no objection to and does approve such amendment of the bond amount.

FURTHER RESOLVED, that Jeffrey T. May is hereby designated the agent of the Fund for purposes of Section 17(g).

FURTHER RESOLVED, that the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions in compliance with Section 17(g) and other applicable statutes and rules.

FURTHER RESOLVED, that Messrs. Bock, Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

Resolutions adopted on February 6, 2009:

BE IT THEREFORE RESOLVED, that the Board of Directors ratifies the following allocation of premiums whereby the Fund shall pay its proportionate share of the total Bond premium calculated as a percentage of the aggregate minimum Bond required, with the other insureds paying their proportionate share of such premium:

	2008 / 2009
Nicholas Fund, Inc.	$4,200.00
Nicholas II, Inc.	2,100.00
Nicholas Income Fund, Inc	1,260.00
Nicholas Limited Edition, Inc.	1,680.00
Nicholas Money Market Fund, Inc.	1,260.00
Nicholas Equity Income Fund, Inc.	980.00
Nicholas Liberty Fund	560.00
Nicholas Company, Inc.	1,260.00
Total Premium	$13,300.00

FURTHER RESOLVED, that this Board does hereby determine that participation in the joint policy is in the best interest of the Fund and the allocation of premiums is fair and reasonable, the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions.

FURTHER RESOLVED, that Messrs. Bock, Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

NICHOLAS LIMITED EDITION, INC.

Resolutions adopted pursuant to Rule 17g-1(g)(1) by a majority of the board of directors

who are not "interested persons" of the Fund

Resolutions adopted on July 28, 2008:

BE IT THEREFORE RESOLVED, that the Fund enter into a Joint Insurance Agreement with all of the funds and the Nicholas Company, Inc., substantially in the form utilized by the Fund for its current Bond, for the purpose of maintaining a Bond pursuant to Section 17(g);

FURTHER RESOLVED, that the Fund obtain a joint Bond pursuant to Section 17(g) in an amount not less than an aggregate amount of $4.75 million, such amount being reasonable under all the circumstances, which shall name all of the funds in the Nicholas family of funds and Nicholas Company, Inc. as insureds.

FURTHER RESOLVED, that based upon the relative risks presented by the eight joint insureds to the joint Bond, the relative sizes of the seven mutual funds so insured, the amount of the Bond and all other relevant factors, the Fund shall pay its proportionate share of the total Bond premium, with the other insureds paying their proportionate share of such premium, as determined by the Board of Directors at the next regularly scheduled board meeting after such premium amount shall be obtained by the Fund from the insurer.

FURTHER RESOLVED, that if the present size of any of the investment companies or Nicholas Company, Inc. entities increases or decreases such that a higher or lower bond amount is required, desirable or appropriate in the Board of Directors' discretion, then the Fund has no objection to and does approve such amendment of the bond amount.

FURTHER RESOLVED, that Jeffrey T. May is hereby designated the agent of the Fund for purposes of Section 17(g).

FURTHER RESOLVED, that the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions in compliance with Section 17(g) and other applicable statutes and rules.

FURTHER RESOLVED, that Messrs. Bock, Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

Resolutions adopted on February 6, 2009:

BE IT THEREFORE RESOLVED, that the Board of Directors ratifies the following allocation of premiums whereby the Fund shall pay its proportionate share of the total Bond premium calculated as a percentage of the aggregate minimum Bond required, with the other insureds paying their proportionate share of such premium:

	2008 / 2009
Nicholas Fund, Inc.	$4,200.00
Nicholas II, Inc.	2,100.00
Nicholas Income Fund, Inc	1,260.00
Nicholas Limited Edition, Inc.	1,680.00
Nicholas Money Market Fund, Inc.	1,260.00
Nicholas Equity Income Fund, Inc.	980.00
Nicholas Liberty Fund	560.00
Nicholas Company, Inc.	1,260.00
Total Premium	$13,300.00

FURTHER RESOLVED, that this Board does hereby determine that participation in the joint policy is in the best interest of the Fund and the allocation of premiums is fair and reasonable, the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions.

FURTHER RESOLVED, that Messrs. Bock, Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

NICHOLAS MONEY MARKET FUND, INC.

Resolutions adopted pursuant to Rule 17g-1(g)(1) by a majority of the board of directors

who are not 'interested persons" of the Fund

Resolutions adopted on July 28, 2008:

BE IT THEREFORE RESOLVED, that the Fund enter into a Joint Insurance Agreement with all of the funds and the Nicholas Company, Inc., substantially in the form utilized by the Fund for its current Bond, for the purpose of maintaining a Bond pursuant to Section 17(g);

FURTHER RESOLVED, that the Fund obtain a joint Bond pursuant to Section 17(g) in an amount not less than an aggregate amount of $4.75 million, such amount being reasonable under all the circumstances, which shall name all of the funds in the Nicholas family of funds and Nicholas Company, Inc. as insureds.

FURTHER RESOLVED, that based upon the relative risks presented by the eight joint insureds to the joint Bond, the relative sizes of the seven mutual funds so insured, the amount of the Bond and all other relevant factors, the Fund shall pay its proportionate share of the total Bond premium, with the other insureds paying their proportionate share of such premium, as determined by the Board of Directors at the next regularly scheduled board meeting after such premium amount shall be obtained by the Fund from the insurer.

FURTHER RESOLVED, that if the present size of any of the investment companies or Nicholas Company, Inc. entities increases or decreases such that a higher or lower bond amount is required, desirable or appropriate in the Board of Directors' discretion, then the Fund has no objection to and does approve such amendment of the bond amount.

FURTHER RESOLVED, that Jeffrey T. May is hereby designated the agent of the Fund for purposes of Section 17(g).

FURTHER RESOLVED, that the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions in compliance with Section 17(g) and other applicable statutes and rules.

FURTHER RESOLVED, that Messrs. Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

Resolutions adopted on February 6, 2009:

BE IT THEREFORE RESOLVED, that the Board of Directors ratifies the following allocation of premiums whereby the Fund shall pay its proportionate share of the total Bond premium calculated as a percentage of the aggregate minimum Bond required, with the other insureds paying their proportionate share of such premium:

	2008 / 2009
Nicholas Fund, Inc.	$4,200.00
Nicholas II, Inc.	2,100.00
Nicholas Income Fund, Inc	1,260.00
Nicholas Limited Edition, Inc.	1,680.00
Nicholas Money Market Fund, Inc.	1,260.00
Nicholas Equity Income Fund, Inc.	980.00
Nicholas Liberty Fund	560.00
Nicholas Company, Inc.	1,260.00
Total Premium	$13,300.00

FURTHER RESOLVED, that this Board does hereby determine that participation in the joint policy is in the best interest of the Fund and the allocation of premiums is fair and reasonable, the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions.

FURTHER RESOLVED, that Messrs. Reiland and Robertson, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond.

JOINT FIDELITY BOND AGREEMENT

THIS AGREEMENT is made as of the 16th day of November, 2008, by and among Nicholas Company, Inc., a Wisconsin corporation (the "Company"), Nicholas Equity Income Fund, Inc., a Maryland corporation (the "Equity Income Fund"), Nicholas Liberty Fund the only series of the Nicholas Family of Funds, Inc., a Maryland corporation (the "Liberty Fund"), Nicholas Fund, Inc., a Maryland corporation (the "Fund"), Nicholas II, Inc., a Maryland corporation ("Nicholas II"), Nicholas High Income Fund, Inc., a Delaware corporation (the "Income Fund"), Nicholas Limited Edition, Inc., a Maryland corporation (the "Limited Edition"), and Nicholas Money Market Fund, Inc., a Maryland corporation (the "Money Fund"), the foregoing parties being collectively referred to herein as the "Joint Insureds."

WHEREAS, the Equity Income Fund, the Liberty Fund, the Fund, Nicholas II, the High Income Fund, the Limited Edition and the Money Fund are investment companies registered with the Securities and Exchange Commission under the Investment Company Act of 1940 (the "Act"); and

WHEREAS, the Company is an investment adviser registered under the Investment Advisers Act of 1940, and is the investment adviser to the Equity Income Fund, the Liberty Fund, the Fund, Nicholas II, the High Income Fund, the Limited Edition and the Money Fund; and

WHEREAS, the Equity Income Fund, the Liberty Fund, the Fund, Nicholas II, the High Income Fund, the Limited Edition and the Money Fund are required by Section 17(g) of the Act to maintain a fidelity bond against larceny and embezzlement in an amount determined by their respective Boards of Directors after consideration of all relevant risk factors; and

WHEREAS, all parties hereto desire to be Joint Insureds under a fidelity bond; and

WHEREAS, pursuant to Section 17(g) of the Act and Rule 270.17g-1(d) (2) thereunder, if any registered management company maintains a fidelity bond with a joint insured, it must be assured of receiving an equitable and proportionate share of the recovery under said bond in the event of loss covered by the fidelity bond.

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto agree as follows:

1. The Joint Insureds agree to maintain a joint fidelity bond insuring the Joint Insureds against loss resulting from larceny and embezzlement in the amount of $4,750,000 (the "Fidelity Bond"), covering the period from November 16, 2008 to November 16, 2009.

2. Each of the Joint Insureds shall be responsible to pay only that portion of the total premium for the Fidelity Bond attributable to such Joint Insureds required individual bond.

3. The Company shall be responsible to pay that portion of the premium for the Fidelity Bond over and above that which the other Joint Insureds are required to pay pursuant to this Agreement.

4. The Company further agrees to indemnify and hold each of the other Joint Insureds harmless from any deductible amount provided for under the Fidelity Bond.

5. In the event that recovery is made under the Fidelity Bond as a result of a loss sustained by one or more of the Joint Insureds, each of such Joint Insureds shall receive an equitable and proportionate share of the recovery, if any, but at least equal to the amount which each would have received had each Joint Insured maintained a single insured bond with the coverage set forth in paragraph 6 hereof.

6. The amount of the Fidelity Bond which each of the Joint Insureds would have maintained under a single insured bond is as follows:

The Fund	$1,500,000
Nicholas II	750,000
Limited Edition	600,000
High Income Fund	450,000
Money Fund	450,000
Equity Income Fund	350,000
Liberty Fund	200,000
The Company	450,000
Total	$4,750,000

7. The Joint Insureds agree that the total premium for the Fidelity Bond, in the amount of $13,300.00, shall be allocated among the Joint Insureds, with each paying the following amount:

The Fund	$4,200.00
Nicholas II	2,100.00
Limited Edition	1,680.00
High Income Fund	1,260.00
Money Fund	1,260.00
Equity Income Fund	980.00
Liberty Fund	560.00
The Company	1,260.00
Total	$13,300.00

- 2 -

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.

NICHOLAS FUND, INC.	NICHOLAS LIMITED EDITION, INC.
By:/s/ Albert O. Nicholas	By:/s/ Albert O. Nicholas
Albert O. Nicholas, President	Albert O. Nicholas, Executive Vice President
Attest:/s/ Jeffrey T. May	Attest:/s/ Jeffrey T. May
Jeffrey T. May, Senior Vice President,	Jeffrey T. May, Senior Vice President,
Secretary and Treasurer	Secretary and Treasurer
NICHOLAS II, INC.	NICHOLAS MONEY MARKET FUND, INC.
By:/s/ Albert O. Nicholas	By:/s/ Albert O. Nicholas
Albert. O Nicholas, Executive Vice	Albert O. Nicholas, President
President
Attest:/s/ Jeffrey T. May	Attest:/s/ Jeffrey T. May
Jeffrey T. May, Senior Vice President,	Jeffrey T. May, Senior Vice President,
Secretary and Treasurer	Secretary and Treasurer
NICHOLAS HIGH INCOME FUND, INC.	NICHOLAS COMPANY
By:/s/ Albert O. Nicholas	By:/s/ Albert O. Nicholas
Albert O. Nicholas, Executive Vice	Albert O. Nicholas, Chief Executive Officer
President
Attest:/s/ Jeffrey T. May	Attest:/s/ Jeffrey T. May
Jeffrey T. May, Senior Vice President,	Jeffrey T. May, Senior Vice President,
Secretary and Treasurer	Secretary and Treasurer

[SIGNATURES CONTINUED ON NEXT PAGE]

- 3 -

NICHOLAS EQUITY INCOME FUND, INC.	NICHOLAS FAMILY OF FUNDS, INC.
By:/s/ Albert O. Nicholas	By:/s/ Jeffrey T. May
Albert O. Nicholas, President	Jeffrey T. May, Senior Vice President,
	Secretary and Treasurer
Attest:/s/ Jeffrey T. May	Attest:/s/ Jennifer R. Kloehn
Jeffrey T. May, Senior Vice President,
Secretary and Treasurer

- 4 -