EXHIBIT 13 SUBSCRIPTION AGREEMENT Subscription Agreement dated August __, 1993 between The Alger Defined Contribution Trust, an unincorporated business trust organized under the laws of the Commonwealth of Massachusetts (the "Fund"), and Alger...

                                                                      EXHIBIT 13


                             SUBSCRIPTION AGREEMENT


     Subscription  Agreement  dated  August __, 1993  between The Xxxxx  Defined
Contribution Trust, an unincorporated business trust organized under the laws of
the Commonwealth of Massachusetts  (the "Fund"),  and Xxxxx Associates,  Inc., a
Delaware corporation ("Associates").

     WHEREAS,  the Fund is an investment  company  registered  under  Investment
Company Act of 1940, as amended (the "1940 Act"); and

     WHEREAS,  the Fund  proposes  to issue and sell its  shares  of  beneficial
interest,  par value $.001 per share,  to the public  pursuant to a Registration
Statement on Form N-IA (the "Registration  Statement") filed with the Securities
and Exchange Commission; and

     WHEREAS,  Section  14(a)  of the 1940 Act  requires  registered  investment
companies  to have a net  worth  of at  least  $100,000  before  making a public
offering of its securities;


     NOW THEREFORE, the Fund and Associates agree as follows:

     1.  The  Fund  offers  to sell to  Associates,  and  Associates  agrees  to
         purchase  from the Fund,  3,400  shares of  beneficial  interest of the
         Xxxxx Defined Contribution Small Capitalization Portfolio at $10.00 per
         share and 3,300  shares of  beneficial  interest at $10.00 per share of
         each of the Xxxxx Defined  Contribution MidCap Growth Portfolio and the
         Xxxxx  Defined   Contribution  Growth  Portfolio   (collectively,   the
         "Shares") on a date to be specified by the Fund prior to the  effective
         date of the Registration Statement.

     2.  Associates  represents  and  warrants  to the Fund that  Associates  is
         acquiring  the Shares for  investment  and not with a view to resale or
         further distribution.

     3.  Associates'  right under this  Subscription  Agreement  to purchase the
         Shares is not assignable.

     4.  The proceeds  realized by Associates  upon the redemption of any of the
         Shares will be reduced by the  proportionate  amount of the unamortized
         organizational  expenses that the number of Shares redeemed by it bears
         to the number of Shares that are outstanding at the time the Shares are
         redeemed.





         IN WITNESS  WHEREOF,  the Fund and  Associates  have caused  their duly
authorized  officers to execute  this  Subscription  Agreement as the date first
above written.



                                            THE XXXXX DEFINED CONTRIBUTION TRUST


                                            By:---------------------------------
                                                       Authorized Officer




                                            XXXXX ASSOCIATES, INC.


                                            By:---------------------------------
                                                       Authorized Officer