Exhibit 77Q3:A

As of November 21, 2002, an evaluation was performed under the
supervision and with the participation of the officers of
Ellsworth Convertible Growth and Income Fund, Inc. (the
"Company"), including the principal executive officer ("PEO") and
principal financial officer ("PFO"), of the effectiveness of the
Company's disclosure controls and procedures.  Based on that
evaluation, the Company's officers, including the PEO and PFO,
concluded that, as of November 21, 2002, the Company's disclosure
controls and procedures were reasonably designed so as to ensure
that material information relating to the Company is made known
to the PEO and PFO.  There have been no significant changes in
the Company's internal controls or in other factors that could
significantly affect these controls subsequent to the date of
their evaluation and until the filing of this report, including
any corrective actions with regard to significant deficiencies
and material weaknesses.