EX-FILING FEES

Calculation of Filing Fee Tables

FORM SC TO-I
(Form Type)

Keystone Private Income Fund
(Exact Name of Registrant as Specified in its Charter)

Table 1 – Transaction Value

	Transaction Valuation			Fee rate		Amount of Filing Fee
Fees to Be Paid	$	38,700,000	(1)	$	0.00011020	$	4,264.74
Fees Previously Paid
Total Transaction Valuation	$	38,700,000
Total Fees Due for Filing						$	4,264.74
Total Fees Previously Paid
Total Fee Offsets
Net Fee Due						$	4,264.74

⁽¹⁾ Estimated for purposes of calculating the amount of the filing fee only. The amount is based upon the offer to purchase up to 990 Class A Shares, 10,877 Class D Shares, 62,204 Class Y Shares, 17,829 Class I Shares, and 290,284 Class Z Shares (approximately 5.00% of the net assets of the Fund as of November 30, 2022) based on a net asset value per Class A Share, Class D Share, Class Y Share, Class I Share, and Class Z Share as of close of business on November 30, 2022 of $101.02, $101.13, $101.28, $100.96 and $101.28, respectively.

Table 2 - Fee Offset Claims and Sources⁽²⁾

	Registrant or Filer Name	Form or Filing Type	File Number	Initial Filing Date	Filing Date	Fee Offset Claimed	Fee Paid with Fee Offset Source
Fee Offset Claims
Fee Offset Sources

⁽²⁾ Not applicable.