[LETTERHEAD]
February 3, 1989
Xxxx Xxxxxx World Wide Income Trust
Xxx Xxxxx Xxxxx Xxxxxx
Xxx Xxxx, XX 00000
Gentlemen:
Xxxx Xxxxxx World Wide Income Trust (the "Trust") is a trust created
under a written Declaration of Trust finally executed in Boston,
Massachusetts on October 14, 1988, (the "Trust Agreement"). The Trustees
have the powers set forth in the Trust Agreement, subject to the terms,
provisions and conditions therein provided. We have acted as special
Massachusetts counsel for the Trust with respect to the organization of the
Trust, and in such capacity we are furnishing you with this opinion.
We have examined originals or copies, certified or otherwise identified
to our satisfaction, of such certificates, records and other documents as we
have deemed necessary or appropriate for the purpose of this opinion, including
the Trust Agreement. Copies of the Trust Agreement have been duly filed with
the Secretary of The Commonwealth of Massachusetts and the City Clerk of the
City of Boston. All filing requirements under the laws of Massachusetts have
been complied with (except that no opinion is expressed with respect to
compliance with the requirements of the Massachusetts Uniform Securities Act).
Under Article VI, Section 6.1 of the Trust Agreement, the beneficial
interest in the Trust is represented by an unlimited number of transferable
shares, $.01 par value. Under Article VI, Section 6.4, the Trustees are
empowered in their discretion to issue shares of beneficial interest to such
party or parties and for such amount and type of consideration, including
cash or property, at such time or times and on such terms as the Trustees may
deem best.
Xxxxxx & Snow
Xxxx Xxxxxx World Wide Income Trust
February 3, 1989
Page -1-
Based on the foregoing, and with respect to Massachusetts law (except
that no opinion is expressed with respect to compliance with the Massachusetts
Uniform Securities Act) only, to the extent that Massachusetts law may be
applicable and without reference to the laws of the other several states or of
the United States of America, we are of the opinion that, under existing law:
1. The Trust is a trust with transferable shares of beneficial
interest, organized in compliance with the laws of The Commonwealth of
Massachusetts, and the Trust Agreement is legal and valid.
2. Shares of beneficial interest which are registered under the
Securities Act of 1933, as amended, under a registration statement on
Form N-1A (File No. 33-26375) which the Trust has filed with the
Securities and Exchange Commission (the "Registration Statement") may be
legally and validly issued pursuant to the terms of the Underwriting
Agreement referred to in the Registration Statement upon receipt by the
Trust of payment in compliance with Article VI, Section 6.4 of the Trust
Agreement. We are further of the opinion that such shares when so issued
will be fully paid and nonassessable by the Trust.
We understand that Xxxxxxx Xxxxxx, Xxxxxxx, will rely on this opinion
solely in connection with his opinion to be filed with the Securities and
Exchange Commission as an exhibit to the Registration Statement. We hereby
consent to such use of this opinion, and we also consent to the filing of this
opinion with the Securities and Exchange Commission.
Very truly yours,
/s/ Xxxxxx & Snow
