Exhibit - 10 ii Reimbursement Agreements The Scott James Fund will reimburse officers and directors not affiliated with the Investment Adviser to compensate for travel expenses associated with performance of their duties. As the Fund grows in total...

                                Exhibit - 10 ii



                           Reimbursement Agreements


The Xxxxx Xxxxx Fund will reimburse officers and directors not affiliated with
the Investment Adviser to compensate for travel expenses associated with
performance of their duties.  As the Fund grows in total assets, the  Board of
Directors may place them on salaries commensurate with their duties.

The Fund has no  plans to  compensate officers, employes and directors  who  are
affiliated with the Investment Adviser  except indirectly through payment of the
management fee.









































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