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Exhibit 13(b)
PURCHASE AGREEMENT
The ESC Strategic Funds, Inc., a Maryland corporation (the "Company"), and
Equitable Securities Corporation, a Tennessee corporation (the "Distributor"),
hereby agree as follows:
1. The Company hereby offers the Distributor and the Distributor hereby
purchases 1 share (par value $.001 per share) of the Company, representing 1
Class A share in ESC Strategic Growth Fund and 1 share (par value $.001 per
share) of the Company, representing 1 Class D share in ESC Strategic Growth Fund
at $[current net asset value], (the "Shares"). The Distributor hereby
acknowledges receipt of a purchase confirmation reflecting the purchase of the
Shares, and the Company hereby acknowledges receipt from the Distributor of
funds in the amount of $_____________ in full payment for the Shares.
2. The Distributor represents and warrants to the Company that the Shares
are being acquired for investment purposes and not with a view to the
distribution thereof.
3. The Distributor agrees that if it or any direct or indirect transferee
of the Shares redeems the Shares prior to the fifth anniversary of the date the
Fund begins its respective investment activities, the Distributor will pay to
the Company an amount equal to the number resulting from multiplying the Fund's
total unamortized organizational expenses by a fraction, the numerator of which
is equal to the number of Shares redeemed by the Distributor or such transferee
and the denominator of which is equal to the number of Shares of the Fund
outstanding as of the date of such redemption, as long as the administrative
position of the staff of the Securities and Exchange Commission requires such
reimbursement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day of October, 1996.
ESC Strategic Funds, Inc.
Attest:
______________________________ By:______________________________
Name: Name:
Title:
Attest: Equitable Securities Corporation
______________________________ By:______________________________
Name: Name:
Title:
