SHARE PURCHASE AGREEMENT
SAMCO FUND, INC.
Share Purchase Agreement, by and between SAMCO Fund, Inc., a
corporation organized under the laws of Maryland (the "Fund"), and Seix
Investment Advisors Inc. (the "Purchaser"), intending to be legally bound,
hereby agree as follows:
WHEREAS, the Fund is an investment company registered under the
Investment Company Act of 1940, as amended (the "1940 Act"); and
WHEREAS, the Fund proposes to issue and sell shares of its common
stock, par value $0.001 per share (the "Common Stock"), to the public pursuant
to a Registration Statement on Form N-1A (the "Registration Statement") filed
with the Securities and Exchange Commission; and
WHEREAS, Section 14(a) of the 1940 Act required each registered
investment company to have a net worth of at least $100,000 before making a
public offering of its securities.
NOW THEREFORE, the Fund and Purchaser agree as follows:
1. In order to provide the Fund with its initial capital, the Fund
agrees to issue and sell to the Purchaser and the Purchaser agrees to purchase
10,000 shares of Common Stock of the Class A shares of the SAMCO Fixed Income
Portfolio, par value $0.001 per share, at a price of $10.00 per share (the
"Shares").
2. The Purchaser represents and warrants to the Fund that the Shares
are being acquired for investment and not with a view to distribution thereof
and that it has no present intention to redeem or dispose of any of the Shares.
3. The Purchaser's rights under the Share Purchase Agreement to
purchase the Shares are not assignable.
IN WITNESS WHEREOF, the parties have executed this agreement as of the
15th day of October, 1997.
SAMCO FUND, INC.
By:
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Xxxx X. Brook
Treasurer
By:
---------------------------------
Seix Investment
Advisors Inc.
By: Xxxxxxxxx Xxxx,
Chairman,
CEO and Chief
Investment Officer
