0000060332-08-000008 Sample Contracts

AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • August 15th, 2008 • CGM Trust

THIS AGREEMENT AND PLAN OF REORGANIZATION (this “Agreement”) is made as of April 4, 2008, by and among CGM Trust, a Massachusetts business trust (the “Successor Entity”), with its principal place of business at One International Place, Boston, Massachusetts 02110, on behalf of its series CGM Focus Fund (the “Successor Fund”), CGM Capital Development Fund, a Massachusetts business trust (the “Predecessor Entity”), with its principal place of business at One International Place, Boston, Massachusetts 02110, and, solely for purposes of paragraph 10.2 hereof, Capital Growth Management L.P. (“CGM”).

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