SUBSCRIPTION AGREEMENT
PIC SMALL CAP. PORTFOLIO (the "Trust"), an open-end management
investment company, and PIC INVESTMENT TRUST (the "Investor"), intending to be
legally bound, hereby agree as follows:
1. In order to provide the Trust with its initial capital, the
Investor hereby contributes $100,000 to purchase Interests in the Trust.
2. The Investor represents and warrants to the Trust that the Interests
are being acquired for investment and not with a view to distribution thereof
and that the Investor has no present intention to redeem or dispose of any of
the Interests.
3. The Investor agrees that in the event that the Trust liquidates
before the deferred organizational expenses are fully amortized, then the
redemption price of the Interests may be subject to reduction in the amount of a
proportionate share of such unamortized organizational expenses.
IN WITNESS WHEREOF, the parties have executed this agreement this day
of , 1992.
PIC SMALL CAP. PORTFOLIO PIC INVESTMENT TRUST
By By
