PURCHASE AGREEMENT
(XXX Xxxx-Short Market Neutral Fund)
The RBB Fund, Inc. (the "Fund"), a Maryland corporation, and BEA
Associates ("BEA"), intending to be legally bound, hereby agree with each other
as follows:
1. The Fund hereby offers BEA and BEA hereby purchases $_____ worth
of shares of each of Classes ZZ and AAA Common Stock of the Fund (par value
$.001 per share) (such shares hereinafter sometimes collectively known as
"Shares") at a price per Share equivalent to the net asset value per share of
the Shares of the Fund as determined on _________, 1998.
The Fund hereby acknowledges receipt from BEA of funds in the amount of $_____
in full payment for the Shares.
2. BEA represents and warrants to the Fund that the Shares are being
acquired for investment purposes and not with a view to the distribution
thereof.
3. This agreement may be executed in counterparts, and all such
counterparts taken together shall be deemed to constitute one and the same
instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the ____ day of __________, 199_.
THE RBB FUND, INC.
By:
----------------------------
President
BEA ASSOCIATES
By:
----------------------------
General Counsel
