INSTITUTE INITIATIVE/BLUE RIBBON ADVISORY GROUP CREATED TO REVIEW PERSONAL SECURITIES TRADING

February 16, 1994 TO: BOARD OF GOVERNORS NO. 17-94 EXECUTIVE COMMITTEE NO. 5-94 MEMBERS - ONE PER COMPLEX NO. 13-94 RE: INSTITUTE INITIATIVE/BLUE RIBBON ADVISORY GROUP CREATED TO REVIEW PERSONAL SECURITIES TRADING __________________________________________________________ As you may be aware, the Institute has created an industry blue ribbon Advisory Group to review current industry codes of conduct and develop recommendations concerning standards governing personal trading activities of mutual fund portfolio managers, including any needed changes in fund codes of ethics adopted pursuant to Rule 17j-1. Today, in letters to SEC Chairman Levitt and to the Congress, the Institute made this decision public. While it is envisioned that the Advisory Group will focus primarily on the adequacy and effectiveness of the current codes of conduct in place at all mutual funds, it is also expected that the work of the Advisory Group will assist in the formulation of recommendations regarding other money managers who perform functions akin to those performed by mutual fund portfolio managers. The Advisory Group's findings and recommendations will be reported to the Congress and the SEC and be made public. The Advisory Group includes the following members: Charles A. Fiumefreddo Chairman and Chief Executive Officer Dean Witter InterCapital, Inc. Jon S. Fossel Chairman and Chief Executive Officer Oppenheimer Management Corp. Robert H. Graham President AIM Advisors, Inc. Ronald P. Lynch Managing Partner Lord, Abbett & Co. Robert C. Pozen Managing Director and General Counsel FMR Corporation James S. Riepe Managing Director T. Rowe Price Associates, Inc. The Advisory Group's work will be completed within 90 days. This will allow time for a comprehensive analysis of industry standards and a thorough formulation of appropriate recommendations. We expect to work closely with the Congress, the SEC and respective staff on this important issue and will keep you apprised of the panel's progress. We anticipate that the Advisory Group will complete its report by May 13, 1994. Your participation in the development of the work of the Advisory Group is important and welcome. Therefore, you may address your views on this matter to me, Institute General Counsel Paul Stevens, or any member of the Advisory Group. Finally, if in the last few days, you have received a request from the SEC to participate in a survey about your firm's practices regarding personal trading by portfolio managers, please immediately call Paul S. Stevens, the Institute's General Counsel, at (202) 326-5810. (Please see Memorandum to Members -One Per Complex No. 11-94). Matthew P. Fink Attachment