EXHIBIT 11
FORM OF SUBSCRIPTION AGREEMENT
THIS AGREEMENT by and between _____________ ("Purchaser") and Pacific Global
Fund, Inc., d/b/a Pacific Advisors Fund Inc. (the "Company"), a corporation
organized and existing under and by virtue of the laws of the State of
Maryland.
In consideration of the mutual promises set forth herein, the parties
agree as follows:
1. The Company agrees to sell to Purchaser and Purchaser hereby
subscribes to purchase _,000 Class A shares of the Company's Growth Fund (the
"Shares"), each with a par value of $.01 per Share, at a price of ten dollars
($10.00) per Share.
2. Purchaser agrees to pay $__,000 for such Shares at the time of
their issuance, which shall occur upon call of the President of the Company,
at any time on or before the effective date of Post-Effective Amendment 10 to
the Company's Registration Statement on Form N-1A filed with the Securities
and Exchange Commission ("Registration Statement") on or about February 12,
1999.
3. Purchaser acknowledges that the Shares have not been, and will not
be, registered under the federal securities laws and that, therefore, the
Company is relying on certain exemptions from such registration requirements,
including exemptions dependent on the intent of the Purchaser in acquiring
the Shares. Purchaser also understands that any resale of the Shares, or any
part thereof, may be subject to restrictions under the federal securities
laws, and that Purchaser may be required to bear the economic risk of any
investment in the Shares for an indefinite period of time.
4. Purchaser represents and warrants that he acquiring the Shares
solely for his own account and solely for investment purposes and not with a
view to the resale or disposition of all or any part thereof, and that
Purchaser has no present plan or intention to sell or otherwise dispose of
the Shares or any part thereof.
5. Purchaser agrees not to sell or dispose of the Shares or any part
thereof unless the Registration Statement with respect to such Shares is then
in effect under the Securities Act of 1933, as amended.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement by
their duly authorized representatives this ____ day of ______, 1999.
PACIFIC GLOBAL FUND, INC.,
d/b/a PACIFIC ADVISORS FUND
By:________________________________
Xxxxxx X. Xxxxxxx
Title: President and Chairman of the Board
PURCHASER
By:________________________________