EXHIBIT 13(m)
PURCHASE AGREEMENT
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Compass Capital Funds(SM) (the "Fund"), a Massachusetts business
trust, and Compass Distributors, Inc. ("CDI"), a Delaware corporation, hereby
agree as follows:
1. The Fund hereby offers CDI and CDI hereby purchases ten shares of
each of the (i) Institutional, (ii) Service, (iii) Investor A, (iv) Investor B
and (v) Investor C classes of shares of the Fund's Micro-Cap Equity Portfolio
(collectively, the "Shares") for $10 per Share. The Fund hereby acknowledges
receipt from CDI of funds in full payment for the foregoing Shares.
2. CDI represents and warrants to the Fund that the foregoing Shares
are being acquired for investment purposes and not with a view to the
distribution thereof.
3. "Compass Capital Funds" and "Trustees of Compass Capital Funds"
refer respectively to the trust created and the Trustees, as trustees but not
individually or personally, acting from time to time under a Declaration of
Trust dated December 22, 1988 which is hereby referred to and a copy of which is
on file at the office of the State Secretary of the Commonwealth of
Massachusetts and at the principal office of the Fund. The obligations of
"Compass Capital Funds" entered into in the name or on behalf thereof by any of
the Trustees, officers, representatives or agents are made not individually, but
in such capacities, and are not binding upon any of the Trustees, shareholders,
officers, representatives or agents of the Fund personally, but bind only the
Trust Property (as defined in the Declaration of Trust), and all persons dealing
with any class of shares of the Fund must look solely to the Trust Property
belonging to such class for the enforcement of any claims against the Fund.
IN AGREEMENT WHEREOF, and intending to be legally bound hereby, the
parties hereto have executed this Purchase Agreement as of _________, 1998.
COMPASS CAPITAL FUNDS(SM)
By:__________________________
Name:
Title:
COMPASS DISTRIBUTORS, INC.
By:__________________________
Name:
Title:
