Exhibit - 10 ii Reimbursement Agreements The Valley Forge Fund reimburses officers and directors not affiliated with the Investment Adviser to compensate for travel expenses associated with performance of their duties. A total of $3,717 was paid in...

                                Exhibit - 10 ii



                           Reimbursement Agreements


The Valley Forge Fund reimburses officers and directors not affiliated with the
Investment Adviser to compensate for travel expenses associated with performance
of their duties.  A total of $3,717 was paid in this regard in 1998.  As the
Fund grows in total assets, the  Board of Directors may place them on salaries
commensurate with their duties.

The Fund does not now, and has no  plans to  compensate officers, employes and
directors  who  are affiliated with the Investment Adviser  except indirectly
through payment of the management  fee.









































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