<DOCUMENT>
<TYPE>EX-99.P
<SEQUENCE>8
<FILENAME>g12747exhibit_r.txt
<DESCRIPTION>CODE OF ETHICS
<TEXT>
                                                                  Exhibit (r)

                                 CODE OF ETHICS

                            ADVANTAGE ADVISERS, INC.

                        OPPENHEIMER ASSET MANAGEMENT INC.

                              FAHNESTOCK & CO. INC.

                                       AND

               CERTAIN AFFILIATED REGISTERED INVESTMENT COMPANIES

                                  JULY 26, 2001

                              AMENDED JULY 14, 2003

SECTION I   STATEMENT OF GENERAL PRINCIPLES

            This Code of Ethics (the "Code") has been adopted by Advantage
Advisers, Inc., (the "Advantage Adviser") a registered investment adviser, and
will be adopted by each of the registered investment advisers indicated on
Schedule A (each, a "Non-Advantage Adviser", and together with the Advantage
Adviser the "Advisers") in order to satisfy the requirements of Section 204A of
the Investment Advisers Act of 1940 (the "Advisers Act") and Rule 17j-1 under
the Investment Company Act of 1940 (the "1940 Act") as applicable to the
Advisers. Oppenheimer Asset Management Inc. ("OAM"), a registered investment
adviser, is the controlling person of Advantage Adviser.

            This Code will also be adopted by the registered investment
companies listed on Schedule B, as such Schedule may be amended (each, a "Fund"
and collectively, the "Funds"), each of which has retained the Advantage Adviser
to serve as investment adviser, and, as indicated, one of the Non-Advantage
Advisers to serve as country-adviser, in order to satisfy the requirements of
Rule 17j-1 as applicable to the Funds.

            The Code has also been adopted by Fahnestock & Co. Inc.
("Fahnestock"), a registered broker-dealer and investment adviser and parent
company of the Advantage Adviser, but only with respect to those individuals who
are Fahnestock Access Persons (as defined herein).

            As it relates to Rule 17j-1 of the 1940 Act, the purpose of the Code
is to establish standards and procedures that are reasonably designed for the
detection and prevention of activities by which persons having knowledge of the
investments and investment intentions of a Fund may abuse their fiduciary duties
to the Fund and otherwise to deal with the types of conflict of interest
situations to which Rule 17j-1 is addressed. As it relates to Section 204A of
the Advisers Act, the purpose of this Code is to establish procedures that,
taking into consideration the nature of each Adviser's business, are reasonably
designed to prevent the misuse of material non-public information in violation
of the federal securities laws by persons associated with the Advisers.

<PAGE>

                                                                               2

            The Code is based on the principle that the persons serving as
managers or officers of the Funds, persons who comprise the boards of the Funds
(the "Board Members"), and persons who are directors, partners, officers and
employees of the Advantage Adviser, Fahnestock or a Non-Advantage Adviser who
provide services to the Advantage Adviser or any Fund or who in the course of
their duties obtain information regarding investment recommendations made to any
Fund or with respect to any Fund's investment transactions, each owes a
fiduciary duty to the Fund to conduct personal securities transactions in a
manner that does not interfere with the Fund's transactions or otherwise take
unfair advantage of his or her position. All Board Members and such other
persons (collectively, "Fund Employees") are expected to adhere to this general
principle as well as to comply with all of the specific provisions of this Code
that are applicable to them; provided, however, that Fund Employees who are
associated with a Non-Advantage Adviser shall, in addition, be expected to
comply with the provisions of the code of ethics governing personal trading that
has been adopted by that Non-Advantage Adviser, as such Code may be amended
(each, a "Non-Advantage Adviser Code").

            All Fund Employees shall place the interests of each Fund before
their own personal interests. Technical compliance with the Code will not
automatically insulate any Fund Employee from scrutiny of transactions that show
a pattern of compromise or abuse of the individual's fiduciary duties to any
Fund. Accordingly, all Fund Employees must seek to avoid any actual or potential
conflicts between their personal interests and the interests of each Fund and
its investors.

            The provisions of this Code reflect the facts that: (1) each
Non-Advantage Adviser Code governs any proprietary transactions by such
Non-Advantage Adviser and the personal securities transactions of its associated
persons; (2) the Funds themselves have no employees; (3) the Advantage Adviser
does not engage in any proprietary trading; (4) recommendations by the Advantage
Adviser regarding the purchase or sale of investments for certain Funds are made
by persons who are directors, partners, officers or employees of a Non-Advantage
Adviser, (5) Fahnestock, a registered broker-dealer, in a control relationship
to the Advantage Adviser; and (6) Fahnestock Access Persons (as defined below),
as employees of a registered broker-dealer, are subject to additional
regulations regarding their personal trading.

            Every Fund Employee must read and retain this Code of Ethics, and
should recognize that he or she is subject to its provisions.

SECTION II  DEFINITIONS

         "Access Person" means: (i) each of the Advisers; (ii) any Board Member
         or Advisory Person (as defined below); (iii) any director, partner or
         officer of a Fund or Adviser who, with respect to any Fund, makes any
         recommendation, participates in the determination of which
         recommendation will be made, or whose principal functions or duties
         relate to the determination of which recommendation will be made, or
         who, in connection with his or her duties, obtains any information
         concerning recommendations of Securities being made by any Adviser to

<PAGE>

                                                                               3

         any Fund; and (iv) any director, officer or general partner of
         Fahnestock who in the ordinary course of business makes, participates
         in, or obtains information regarding the purchase or sale of Securities
         for any Fund or whose functions or duties in the ordinary course of
         business relate to the making of recommendations with respect to such
         purchases and sales.

         An "Advisory Person" means: (i) any employee of a Fund, Adviser or
         Fahnestock who in connection with his or her regular functions or
         duties makes, participates in, or obtains current information regarding
         the purchase or sale of any Security by a Fund, or whose functions
         relate to the making of any recommendations with respect to such
         purchases or sales; and (ii) any natural person in a Control
         relationship to a Fund, Adviser or Fahnestock who obtains current
         information concerning recommendations made to a Fund with regard to
         the purchase or sale of any Security. "Current information" regarding
         investment transactions means information regarding the purchase or
         sale of investments that is received within seven (7) days before or
         after the transactions.

         "Annual Certification" means an Annual Certification of Compliance with
         Code of Ethics, in the form attached as Schedule F.

         "Beneficial Ownership" has the meaning set forth in paragraph (a)(2) of
         Rule 16a-1 under the Securities Exchange Act of 1934, and for purposes
         of this Code should be deemed to include, but not be limited to, any
         interest by which an Access Person or any Immediate Family Member of an
         Access Person can directly or indirectly derive a monetary or other
         economic benefit from the purchase, sale (or other acquisition or
         disposition) or ownership of a Security, including for this purpose any
         such interest that arises as a result of: a general partnership
         interest in a general or limited partnership; an interest in a trust; a
         right to dividends that is separated or separable from the underlying
         Security; a right to acquire equity Securities through the exercise or
         conversion of any derivative Security (whether or not presently
         exercisable); and a performance related advisory fee (other than an
         asset based fee) unless (i) the performance related fee, regardless of
         when payable, is calculated based upon net capital gains and/or net
         capital appreciation generated from the portfolio or from the
         fiduciary's overall performance over a period of one year or more and
         (ii) equity securities of the issuer do not account for more than 10%
         of the market value of the portfolio.1

         "Board Member" means each individual who serves as a director of a
         Fund.

------------------------------
1        Beneficial Ownership will not be deemed to exist solely as a result
         of any indirect interest an Access Person may have in the investment
         performance of an account or investment fund managed by such person,
         or over which such person has supervisory responsibility, that
         arises solely from such person's compensation arrangement with
         Fahnestock or an Adviser pursuant to which the performance of the
         account or investment fund, or the profits or revenues derived from
         its management or supervision, is a factor in the determination of
         such person's compensation from Fahnestock or an Adviser.

<PAGE>

                                                                               4

         "Fahnestock Access Person" means an Access Person who is a director,
         officer or employee of Fahnestock.

         "Compliance Officer" means the person designated by Fahnestock to serve
         as the chief compliance officer of the Advantage Adviser.

         "Control" shall have the same meaning as that set forth in Section
         2(a)(9) of the 1940 Act, and includes the power to exercise a
         controlling influence over the management or policies of a company,
         unless such power is solely the result of an official position with the
         company. Control shall be presumed to exist where a person owns
         beneficially, either directly or through one or more companies, more
         than 25% of the voting Securities of a company.

         "Fund Employee" means any person who: (i) is an Access Person; or (ii)
         is a director, partner, officer or employee of an Adviser or Fahnestock
         and provides services to an Adviser or a Fund or in the course of his
         or her duties obtains information regarding investment recommendations
         made to any Fund or any Fund's investment transactions.

         "Immediate Family Member of an Access Person" means a person who shares
         the same household as the Access Person and is related to the Access
         Person by blood, marriage or adoption.

         "Independent Board Member" means a Board Member who is not an
         "interested person", as defined by Section 2(a)(19) of the 1940 Act, of
         a Fund.

         "Initial Certification" means an Initial Certification of Compliance
         with Code of Ethics, in the form attached as Schedule E.

         "Initial Public Offering" means an offering of securities registered
         under the Securities Act of 1933, the issuer of which, immediately
         before the registration, was not subject to the reporting requirements
         of Section 13 or 15(d) of the Securities Exchange Act of 1934.

         "Investment Personnel" means any Fund Employee who, in connection with
         his or her regular functions or duties, makes or participates in making
         recommendations regarding the purchase and sale of Securities by a
         Fund.

         "Limited Offering" means an offering that is exempt from registration
         pursuant to Section 4(2) or Section 4(6) of the Securities Act of 1933
         or Rule 504, 505 or 506 thereunder.

         "Non-Advantage Adviser Access Person" means an Access Person who is a
         director, partner, officer or employee of a Non-Advantage Adviser.

         "Non-Advantage Adviser Code" means a code of ethics governing personal
         trading that has been adopted by a Non-Advantage Adviser, as such code
         may be amended. Copies of the Non-Advantage Adviser Codes are attached
         as Exhibit A.

<PAGE>

                                                                               5

         "Security" shall have the meaning set forth in Section 2(a)(36) of the
         1940 Act and should be deemed to include any and all stock, debt
         obligations, and similar instruments of whatever kind, including any
         right or warrant to purchase a security, or option to acquire or sell a
         security, a group or index of securities or a foreign currency.
         References to a Security in this Code (e.g., a prohibition or
         requirement applicable to the purchase or sale of a Security) shall be
         deemed to refer to and to include any warrant for, option in, or
         Security immediately convertible into that Security, and shall also
         include any financial instrument which has an investment return or
         value that is based, in whole or part, on that Security (collectively,
         "Derivatives"). Therefore, except as otherwise specifically provided by
         this Code: (i) any prohibition or requirement of this Code applicable
         to the purchase or sale of a Security shall also be applicable to the
         purchase or sale of a Derivative relating to that Security; and (ii)
         any prohibition or requirement of this Code applicable to the purchase
         or sale of a Derivative shall also be applicable to the purchase or
         sale of a Security relating to that Derivative.

         A Security is "being considered for purchase or sale" when a
         recommendation to purchase or sell that Security has been made or
         communicated and, with respect to the person making the recommendation,
         when such person seriously considers making such a recommendation.

SECTION III   OBJECTIVE AND GENERAL PROHIBITIONS

              Although certain provisions of this Code apply only to Access
Persons, all Fund Employees must recognize that they are expected to conduct
their personal activities in accordance with the standards set forth in Section
I, III, IV and XI of this Code. Therefore, a Fund Employee may not engage in any
personal investment transaction under circumstances where the Fund Employee
benefits from or interferes with the purchase or sale of investments by a Fund.
In addition, Fund Employees may not use information concerning the investments
or investment intentions of a Fund, or their ability to influence such
investment intentions, for personal gain or in a manner detrimental to the
interests of any Fund. Disclosure by a Fund Employee of such information to any
person outside of the course of the responsibilities of the Fund Employee to a
Fund, an Adviser or Fahnestock will be deemed to be a violation of this
prohibition. All Fund Employees must also comply with the policies regarding the
misuse of material, non-public information, which are set forth in Section IV.

              Fund Employees may not engage in conduct that is deceitful,
fraudulent, or manipulative, or which involves false or misleading statements,
in connection with the purchase or sale of investments by a Fund. In this
regard, Fund Employees should recognize that Rule 17j-1 makes it unlawful for
any affiliated person or principal underwriter of a Fund, or any affiliated
person of such a person, directly or indirectly, in connection with the purchase
or sale of a Security held or to be acquired by a Fund to:

                        (i)     employ any device, scheme or artifice to defraud
                                the Fund;

                        (ii)    make any untrue statement of a material fact to
                                the Fund or omit to state to the Fund a material
                                fact necessary in order to make the statements
                                made, in light of the circumstances under which
                                they are made, not misleading;

<PAGE>

                                                                               6

                        (iii)   engage in any act, practice, or course of
                                business that operates or would operate as a
                                fraud or deceit upon the Fund; or

                        (iv)    engage in any manipulative practice with respect
                                to the Fund.

              Fund Employees should also recognize that a violation of this Code
or of Rule 17j-1 may result in the imposition of: (1) sanctions as provided by
Section XIII below; or (2) administrative, civil and, in certain cases, criminal
fines, sanctions or penalties.

SECTION IV    PROHIBITION AGAINST INSIDER TRADING

        (A)   INTRODUCTION

              This Section IV of the Code is intended to satisfy the
requirements of Section 204A of the Advisers Act, which is applicable to the
Advisers and requires that the Advisers establish and enforce procedures
designed to prevent the misuse of material, non-public information by their
associated persons. It applies to all Fund Employees.

              Trading Securities while in possession of material, non-public
information, or improperly communicating that information to others, may expose
a Fund Employee to severe penalties. Criminal sanctions may include a fine of up
to $1,000,000 and/or ten years imprisonment. The Securities and Exchange
Commission (the "SEC") can recover the profits gained or losses avoided through
the violative trading, impose a penalty of up to three times the illicit
windfall, and issue an order permanently barring a Fund Employee from the
securities industry. Finally, a Fund Employee may be sued by investors seeking
to recover damages for insider trading violations.

        (B)   POLICY ON INSIDER TRADING

              No Fund Employee may trade a Security, either personally or on
behalf of any other person or account (including any Fund), while in possession
of material, non-public information concerning that Security or the issuer
thereof, nor may any Fund Employee communicate material, non-public information
to others in violation of the law.

              (1)   DEFINITION OF MATERIAL INFORMATION

              Information is material where there is a substantial likelihood
that a reasonable investor would consider it important in making his or her
investment decisions. Generally, this includes any information the disclosure of
which will have a substantial effect on the price of a Security. No simple test
exists to determine when information is material; assessments of materiality
involve a highly fact specific inquiry. For this reason, Fund Employees should
direct any questions about whether information is material to the Compliance
Officer.

              Material information often relates to a company's results and
operations, including, for example, dividend changes, earnings results, changes
in previously released earnings estimates, significant merger or acquisition

<PAGE>

                                                                               7

proposals or agreements, major litigation, liquidation problems, and
extraordinary management developments. Material information may also relate to
the market for a company's Securities. Information about a significant order to
purchase or sell Securities may, in some contexts, be material. Pre-publication
information regarding reports in the financial press may also be material.

              (2)   DEFINITION OF NON-PUBLIC INFORMATION

              Information is "public" when it has been disseminated broadly to
investors in the marketplace. For example, information is public after it has
become available to the general public through a public filing with the SEC or
some other government agency, the Dow Jones "tape" or The Wall Street Journal or
some other publication of general circulation, and after sufficient time has
passed so that the information has been disseminated widely.

              (3)   APPLICABLE PROCEDURES

              A Fund Employee, before executing any trade for himself or
herself, or others, including a Fund or other accounts managed by an Adviser or
by a director, officer, member or partner of such Adviser, or any affiliate of
such director, officer, member or partner ("Client Accounts"), must determine
whether he or she has material, non-public information. A Fund Employee who
believes he or she is in possession of material, non-public information must
take the following steps:

              o     Report the information and proposed trade immediately to the
                    Compliance Officer.

              o     Do not purchase or sell the securities on behalf of anyone,
                    including Client Accounts.

              o     Do not communicate the information to any person, other than
                    to the Compliance Officer.

              After the Compliance Officer has reviewed the issue, the affected
Adviser will determine whether the information is material and non-public and,
if so, what action such Adviser and the Fund Employee should take.

              Fund Employees must consult with the Compliance Officer before
taking any action. This degree of caution will protect Fund Employees, clients
and the Advisers.

              In lieu of following the foregoing procedures, Fund Employees who
are Non-Advantage Adviser Access Persons may follow the procedures of the
applicable Non-Advantage Adviser that would apply in similar circumstances.

              (4)   CONTACTS WITH PUBLIC COMPANIES

              Contacts with public companies will sometimes be a part of an
Adviser's research efforts. Persons providing investment advisory services to a
Fund may make investment decisions on the basis of conclusions formed through
such contacts and analysis of publicly available information. Difficult legal

<PAGE>

                                                                               8

issues arise, however, when, in the course of these contacts, a Fund Employee
becomes aware of material, non-public information. This could happen, for
example, if a company's chief financial officer prematurely discloses quarterly
results to an analyst, or an investor relations representative makes selective
disclosure of adverse news to a handful of investors. In such situations, the
affected Adviser must make a judgment as to its further conduct. To protect
yourself, clients and the Advisers, you should contact the Compliance Officer
immediately if you believe that you may have received material, non-public
information.

              (5)   TENDER OFFERS

              Tender offers represent a particular concern in the law of insider
trading for two reasons. First, tender offer activity often produces
extraordinary gyrations in the price of the target company's Securities. Trading
during this time period is more likely to attract regulatory attention (and
produces a disproportionate percentage of insider trading cases). Second, the
SEC has adopted a rule that expressly forbids trading and "tipping" while in
possession of material, non-public information regarding a tender offer received
from the tender offeror, the target company or anyone acting on behalf of
either. Fund Employees should exercise particular caution any time they become
aware of non-public information relating to a tender offer.

SECTION V     PRE-CLEARANCE OF INVESTMENTS IN INITIAL PUBLIC OFFERINGS AND
              LIMITED OFFERINGS

              Investment Personnel are required to obtain pre-clearance prior to
investing in an Initial Public Offering ("IPO") or in a Limited Offering (see
Section II - Definitions).

              Investment Personnel who are Fahnestock Access Persons, as
associated persons of a member firm of the National Association of Securities
Dealers ("NASD"), are prohibited by the rules of the NASD from investing in any
IPO that qualifies as a "hot issue" under NASD rules. In addition, in accordance
with NASD rules and Fahnestock policy, Fahnestock Access Persons must obtain
written approval of the appropriate signatory at Fahnestock, as determined by
Fahnestock, prior to investing in a Limited Offering. In the event that
Fahnestock Access Persons are not prohibited by the foregoing from investing in
an IPO or are permitted by the foregoing to invest in a Limited Offering,
Fahnestock Access Persons are required to obtain pre-clearance for any such
transaction in accordance with the applicable procedures specified by Section
VII.

              Investment Personnel who are Non-Advantage Adviser Access Persons
are required to obtain pre-clearance for investments in IPOs and Limited
Offerings in accordance with the procedures in the applicable Non-Advantage
Adviser Code.

SECTION VI    PROHIBITED TRANSACTIONS

        (A)   THE FOLLOWING PROHIBITIONS APPLY TO BOARD MEMBERS WHO
              ARE NOT FAHNESTOCK ACCESS PERSONS:

              A Board Member of a Fund may-not purchase or otherwise acquire
direct or indirect Beneficial Ownership of any Security, and may not sell or
otherwise dispose of any Security in which he or she has direct or indirect
Beneficial Ownership, if he or she knows or should know at the time of entering

<PAGE>

                                                                               9

into the transaction that: (i) the Fund has purchased or sold the Security
within the last fifteen (15) calendar days, or is purchasing or selling or is
going to purchase or sell the Security in the next fifteen (15) calendar days;
or (ii) any person, on behalf of an Adviser, has within the last fifteen (15)
calendar days considered purchasing or selling the Security or the Fund or is
considering purchasing or selling the Security for the Fund or within the next
fifteen (15) calendar days is going to consider purchasing or selling the
Security for the Fund, unless the Board Member:

              (1)   obtains pre-clearance of such transaction in accordance
                    with the procedures outlined in Section VII; and

              (2)   reports to the Compliance Officer the information
                    described in Section VIII of this Code.2

              BECAUSE THE INDEPENDENT BOARD MEMBERS ARE NOT INVOLVED IN THE
              DAY-TO-DAY INVESTMENT ACTIVITIES OF ANY FUND, INDEPENDENT BOARD
              MEMBERS WILL, IN THE ABSENCE OF EVIDENCE TO THE CONTRARY, BE
              PRESUMED NOT TO HAVE THE REQUISITE KNOWLEDGE OF THE FUNDS'
              TRANSACTIONS SO AS TO REQUIRE PRE-CLEARANCE OF TRANSACTIONS.
              ACCORDINGLY, INDEPENDENT BOARD MEMBERS SHALL NOT BE REQUIRED TO
              OBTAIN PRE-CLEARANCE OF A TRANSACTION UNLESS AT THE TIME OF THE
              TRANSACTION THEY HAVE ACTUAL KNOWLEDGE OF THE MATTERS DESCRIBED
              ABOVE.

              HOWEVER, THOSE BOARD MEMBERS WHO ARE NOT INDEPENDENT BOARD
              MEMBERS SHALL BE PRESUMED TO HAVE SUCH KNOWLEDGE AS IS DESCRIBED
              ABOVE AND MUST THEREFORE OBTAIN PRE-CLEARANCE OF TRANSACTIONS IN
              SECURITIES IN ACCORDANCE WITH SECTION VII EXCEPT IN THE CASE OF A
              TRANSACTION AS TO WHICH ONE OF THE EXCEPTIONS FROM PRE-CLEARANCE
              SET FORTH IN SECTION VI(D) BELOW APPLIES.

              Any transaction that is (i) effected without pre-clearance where
the Board Member of a Fund had actual knowledge that the Fund had purchased or
sold the Security within the fifteen (15) calendar day period described above,
or (ii) effected (with or without pre-clearance) where the Board Member had
actual knowledge that the Security was at the time being considered for purchase
or sale by the Fund and without disclosure of such knowledge by the Board Member
in seeking pre-clearance, is prohibited by this Code.

        (B)   THE FOLLOWING PROHIBITIONS APPLY TO FAHNESTOCK ACCESS
              PERSONS:

              As determined by the Compliance Officer, Fahnestock Access Persons
are subject to the prohibitions of this Section VI(B) of this Code with regard
to their personal investment transactions.

------------------------
2       The prohibitions of this Section VI apply to Securities acquired or
        disposed of in any type of transaction, including non-brokered
        transactions, such as purchases and sales of privately placed Securities
        and Securities acquired directly from an issuer, except to the extent
        that one of the exceptions from the prohibitions set forth in Section
        VI(D) is applicable.

<PAGE>

                                                                              10

              If subject to this Section VI(B), a Fahnestock Access Person may
not purchase or otherwise acquire direct or indirect Beneficial Ownership of any
Security, and may not sell or otherwise dispose of any Security in which he or
she has direct or indirect Beneficial Ownership, if he or she knows or should
know at the time of entering into the transaction that: (i) a Fund has purchased
or sold the Security within the last seven (7) calendar days, or is purchasing
or selling or is going to purchase or sell the Security in the next seven (7)
calendar days; or (ii) any person, on behalf of any of the Advisers, has within
the last seven (7) calendar days considered purchasing or selling the Security
for a Fund or is considering purchasing or selling the Security for a Fund or
within the next seven (7) calendar days is going to consider purchasing or
selling the Security for a Fund, unless the Fahnestock Access Person:

              (1)   obtains pre-clearance of such transaction pursuant to
                    Section VII and

              (2)   reports to the Compliance Officer the information described
                    in Section IX of this Code.3

        (C)   THE FOLLOWING PROHIBITIONS APPLY TO NON-ADVANTAGE ADVISER ACCESS
              PERSONS:

              Non-Advantage Adviser Access Persons are subject to the
prohibitions contained in the Non-Advantage Adviser Code adopted by their
organization with regard to their personal investment transactions.
Non-Advantage Adviser Access Persons shall comply with the policies and
procedures set forth in the applicable Non-Advantage Adviser Code. Non-Advantage
Adviser Access Persons shall not discuss the current investment transactions of
a Fund with any other Fund Employees (including personnel of Fahnestock), or
provide other Fund Employees with information as to Securities being considered
for purchase or sale by a Fund, except as may be required in connection with
providing services to the Fund.

        (D)   THE PROHIBITIONS OF THIS SECTION VI DO NOT APPLY TO:

              (1)   Purchases that are made by reinvesting cash dividends
                    pursuant to an automatic dividend reinvestment program
                    ("DRIP") (however, this exception does not apply to optional
                    cash purchases pursuant to a DRIP);

              (2)   Purchases and redemptions of shares of registered, open-end
                    mutual funds (but not shares of or interests in closed-end
                    funds, including interests in any Fund);

              (3)   Bank certificates of deposit and bankers' acceptances;

              (4)   Commercial paper and high quality debt instruments
                    (including repurchase agreements) with a stated maturity of
                    12 months or less;

-------------------------------
3       The prohibitions of this Section VI apply to Securities acquired or
        disposed of in any type of transaction, including non-brokered
        transactions, such as purchases and sales of privately placed Securities
        and Securities acquired directly from an issuer, except to the extent
        that one of the exceptions from the prohibitions set forth in Section
        VI(D) is applicable.

<PAGE>

                                                                              11

              (5)   U.S. Treasury obligations;

              (6)   Purchases of rights issued by an issuer pro rata to all
                    holders of a class of its Securities, if such rights are
                    acquired from such issuer, and the exercise of any such
                    rights;

              (7)   Involuntary (i.e., non-volitional) purchases and sales of
                    Securities;

              (8)   Transactions in an account over which the Access Person does
                    not exercise, directly or indirectly, any influence or
                    control; provided, however, that such influence or control
                    shall be presumed to exist in the case of the account of an
                    Immediate Family Member of the Access Person, absent an
                    advance written determination by the Compliance Officer to
                    the contrary; and

              (9)   Transactions in a Security (which shall for the purpose of
                    this exemption be deemed to include a series of related
                    transactions in a Security) involving 500 shares or less of
                    the stock of an issuer that has a market capitalization
                    (i.e., outstanding shares multiplied by the current price
                    per share) of $1 billion or more, unless the Access Person
                    has actual knowledge at the time of the transaction or
                    transactions that: (i) a Fund purchased or sold the Security
                    within the past seven (7) calendar days; or (ii) the
                    Security is being considered for purchase or sale by a Fund.

SECTION VII   PRE-CLEARANCE PROCEDURES

              The procedures in this Section VII apply where pre-clearance is
required by Section V, Section VI(A) or Section VI(B). All personal transactions
by any Non-Advantage Adviser Access Persons are subject to the provisions of the
applicable Non-Advantage Adviser Code, including provisions related to
pre-clearance.

        (A)   OBTAINING PRE-CLEARANCE

              Pre-clearance of a personal transaction in a Security may be
obtained only from the Compliance Officer or a person who has been designated by
the Compliance Officer to pre-clear transactions. The Compliance Officer and
these designated persons are each referred to as a "Clearing Officer." A
Clearing Officer seeking pre-clearance with respect to his or her own
transaction shall obtain such clearance from another Clearing Officer.

        (B)   TIME OF CLEARANCE

              (1)   An Access Person may pre-clear a trade only where such
                    person has a present intention to effect a transaction in
                    the Security for which pre-clearance is sought. It is not
                    appropriate for an Access Person to obtain a general or
                    open-ended pre-clearance to cover the eventuality that he or
                    she may buy or sell a Security at some future time depending
                    upon market developments. Consistent with the foregoing,
                    Access Persons may not simultaneously request pre-clearance
                    to buy and sell the same Security.

<PAGE>

                                                                              12

              (2)   Pre-clearance of a trade shall be valid and in effect only
                    for a period of two trading days, including the day
                    pre-clearance is given; provided, however, that a
                    pre-clearance expires upon the Access Person receiving
                    pre-clearance becoming aware of facts or circumstances that
                    would prevent a proposed trade from being pre-cleared were
                    such facts or circumstances made known to a Clearing
                    Officer. Accordingly, if an Access Person becomes aware of
                    new or changed facts or circumstances that give rise to a
                    question as to whether pre-clearance could be obtained if a
                    Clearing Officer was aware of such facts or circumstances,
                    the Access Person shall be required to so advise a Clearing
                    Officer and obtain a new pre-clearance before proceeding
                    with such transaction.

        (C)   FORM

              Pre-clearance must be obtained in writing by completing and
signing the form provided for that purpose, which form shall set forth the
details of the proposed transaction, and by obtaining the signature of a
Clearing Officer. The form to be used in seeking pre-clearance is attached as
Schedule C.

        (D)   FILING

              Copies of all completed pre-clearance forms, with the required
signatures, shall be retained by the Compliance Officer.

        (E)   FACTORS CONSIDERED IN PRE-CLEARANCE OF PERSONAL TRANSACTIONS

              A Clearing Officer may refuse to grant pre-clearance of a
personal transaction in his or her sole discretion without being required to
specify any reason for the refusal. Generally, a Clearing Officer will consider
the following factors in determining whether or not to pre-clear a proposed
transaction:

              (1)   Whether the amount or nature of the transaction or person
                    making it is likely to affect the price or market for the
                    Security;

              (2)   Whether the person making the proposed purchase or sale is
                    likely to benefit from purchases or sales being made or
                    being considered on behalf of a Fund;

              (3)   Whether the chance of a conflict of interest is remote; and

              (4)   Whether the transaction is likely to affect a Fund
                    adversely.

SECTION VIII  REPORTS BY BOARD MEMBERS

              Board Members shall file the reports set forth in this Section
VIII; provided, however, that Independent Board Members are not required to file
Initial Holdings Reports or Annual Holdings Reports.

<PAGE>

                                                                              13

        (A)   INITIAL CERTIFICATIONS AND INITIAL HOLDINGS REPORTS

              Within ten (10) days after a person becomes a Board Member, such
person shall complete and submit to the Compliance Officer an Initial
Certification in the form attached as Schedule F, and except as otherwise
provided above, an Initial Holdings Report (as defined by Rule 17j-1) containing
such information as is required by Rule 17j-1.

        (B)   QUARTERLY TRANSACTION REPORTS

              (1)   Within ten (10) days after the end of each calendar quarter,
                    each Board Member shall make a written report to the
                    Compliance Officer of all transactions occurring in the
                    quarter by which he or she acquired or disposed of
                    Beneficial Ownership of any Security, except that the report
                    need not set forth information regarding the following types
                    of transactions:

                    (a)   Purchases and redemptions of shares of registered,
                          open-end mutual funds (but not shares of or interests
                          in closed-end funds, including interests in any Fund);

                    (b)   Bank certificates of deposit and bankers acceptances;

                    (c)   Commercial paper and high quality debt instruments
                          (including repurchase agreements) with a stated
                          maturity of 12 months or less;

                    (d)   U.S. Treasury obligations; and

                    (e)   Transactions in an account over which the Board Member
                          does not exercise, directly or indirectly, any
                          influence or control.4

              Such report is hereinafter called a "Quarterly Transaction
              Report."

              (2)   A Quarterly Transaction Report shall be on the form attached
                    as Schedule E and must contain the following information
                    with respect to each reportable transaction:

                    (a)   Date and nature of the transaction (purchase, sale or
                          any other type of acquisition or disposition);

                    (b)   Title, number of shares or principal amount of each
                          Security and the price at which the transaction was
                          effected; and

--------------------------------
4       The reporting requirements of this Section VIII apply to Securities
        acquired or disposed of in all types of transactions, including
        non-brokered transactions, such as purchases and sales of privately
        based Securities and Securities acquired directly from an issuer,
        except to the extent that one of the exemptions from the reporting
        requirement applies.

<PAGE>

                                                                              14

                    (c)   Name of the broker, dealer or bank with or through
                          whom the transaction was effected. Transactions
                          effected in accounts as to which the Compliance
                          Officer is being furnished with confirmations and
                          statements need not be included in the Quarterly
                          Transaction Report, provided that the report includes
                          a certification that there are no reportable
                          transactions other than those set forth in the
                          Quarterly Transaction Report and in confirmations and
                          statements for such accounts.

              (3)   A Quarterly Transaction Report may contain a statement that
                    the report is not to be construed as an admission that the
                    person making it has or had any direct or indirect
                    Beneficial Ownership in any Security to which the report
                    relates.

              (4)   An Independent Board Member is not required to file a
                    Quarterly Transaction Report unless he or she knew or, in
                    the ordinary course of fulfilling his or her official duties
                    as a Board Member, should have known that, during the seven
                    (7) day period immediately before or after the Board
                    Member's transaction in a Security, a Fund purchased or sold
                    that Security or a Fund or an Adviser considered purchasing
                    or selling that Security.

        (C)   ANNUAL CERTIFICATIONS AND ANNUAL HOLDINGS REPORTS

              Annually, each Board Member shall complete and submit to the
Compliance Officer an Annual Certification in the form attached as Schedule F,
and except as otherwise provided above, an Annual Holdings Report (as defined by
Rule 17j-1) containing such information as is required by Rule 17j-1.

SECTION IX    REPORTS BY FAHNESTOCK ACCESS PERSONS

              It is the responsibility of each Fahnestock Access Person to take
the initiative to comply with the requirements of this Section IX. Any effort by
a Fund, by an Adviser or by Fahnestock to facilitate the reporting process does
not change or alter that responsibility.

        (A)   INITIAL CERTIFICATIONS AND INITIAL HOLDINGS REPORTS

              Within ten (10) days of becoming an Access Person, Fahnestock
Access Persons are required to complete and submit to the Compliance Officer an
Initial Certification in the form attached as Schedule E and an Initial Holdings
Report.

              The Initial Certification includes a list of all brokerage
accounts through which Securities in which an Access Person has Beneficial
Ownership are held, purchased or sold ("Personal Securities Accounts"), along
with a listing of any such Securities that are not held in a Personal Securities
Account.

              Any Personal Securities Account not held at Fahnestock must be
transferred to Fahnestock, unless an exemption from this requirement is granted
in writing by the Compliance Officer and other appropriate signatory of
Fahnestock, as determined by Fahnestock. Further, Fahnestock Access Persons must

<PAGE>

                                                                              15

make arrangements so that duplicate confirmations and statements relating to all
Personal Securities Accounts are sent to the Compliance Officer, unless an
exemption from this requirement is granted in writing by the Compliance Officer.

              Timely submission of the Initial Certification, along with a copy
of the most recent monthly statement for each Personal Securities Account and
copies of all confirmations of transactions effected after the date of such
statement, shall satisfy the requirements of this Section IX(A) regarding
submission of an Initial Holdings Report.

        (B)   QUARTERLY TRANSACTION REPORTS

              (1)   Within ten (10) days after the end of each calendar quarter,
                    each Fahnestock Access Person shall make a written report to
                    the Compliance Officer of all transactions occurring in the
                    quarter by which he or she acquired or disposed of
                    Beneficial Ownership of any Security, except that the report
                    need not set forth information regarding the following types
                    of transactions:

                    (a)   Purchases and redemptions of shares of registered,
                          open-end mutual funds (but not shares of or interests
                          in closed-end funds, including interests in any Fund);

                    (b)   Bank certificates of deposit and bankers' acceptances;

                    (c)   Commercial paper and high quality debt instruments
                          (including repurchase agreements) with a stated
                          maturity of 12 months or less;

                    (d)   U.S. Treasury obligations; and

                    (e)   Transactions in an account over which the Access
                          Person does not exercise, directly or indirectly, any
                          influence or control.5

              Such report is hereinafter called a "Quarterly Transaction
              Report."

              (2)   A Quarterly Transaction Report shall be on the form attached
                    as Schedule D and must contain the following information
                    with respect to each reportable transaction:

                    (a)   Date and nature of the transaction (purchase, sale or
                          any other type of acquisition or disposition);

------------------------------
5       The reporting requirements of this Section IX apply to Securities
        acquired or disposed of in all types of transactions, including
        non-brokered transactions, such as purchases and sales of privately
        placed Securities and Securities acquired from an issuer, except to the
        extent that one of the exemptions from the reporting requirements
        applies.

<PAGE>

                                                                              16

                    (b)   Title, number of shares or principal amount of each
                          Security and the price at which the transaction was
                          effected; and

                    (c)   Name of the broker, dealer or bank with or through
                          whom the transaction was effected.

              (3)   An Access Person shall not be required to file a Quarterly
                    Transaction Report for a calendar quarter if the Compliance
                    Officer is being furnished with confirmations and statements
                    for all Personal Securities Accounts of such Access Person,
                    provided that the Access Person has no reportable
                    transactions other than those reflected in the confirmations
                    and statements for such accounts.

              (4)   A Quarterly Transaction Report may contain a statement that
                    the report is not to be construed as an admission that the
                    person making it has or had any direct or indirect
                    Beneficial Ownership in any Security to which the report
                    relates.

              (5)   Notwithstanding the quarterly reporting requirement set
                    forth in this Section IX(B), compliance by Fahnestock Access
                    Persons with the reporting requirements of any comparable
                    procedures to which such Fahnestock Access Persons are
                    subject shall be deemed to satisfy the requirements of this
                    Section and the requirements of Rule 17j-1 regarding
                    Quarterly Transaction Reports (as defined in the Rule).

        (C)   ANNUAL CERTIFICATIONS AND ANNUAL HOLDINGS REPORTS

              Annually, each Fahnestock Access Person is required to complete
and submit to the Compliance Officer an Annual Certification in the form
attached as Schedule F and an Annual Holdings Report. The Annual Certification
includes a list of all Personal Securities Accounts, along with a listing of any
Securities in which the Fahnestock Access Person has Beneficial Ownership that
are not held in a Personal Securities Account.

              Submission of the Annual Certification, along with copies of the
most recent monthly statement for each Personal Securities Account, shall
satisfy the requirements of this Section IX(A) regarding submission of an Annual
Holdings Report.

SECTION X     REPORTS BY NON-ADVANTAGE ADVISERS AND NON-ADVANTAGE ADVISER ACCESS
              PERSONS

        (A)   REPORTS BY NON-ADVANTAGE ADVISERS

              To enable the Advisers to monitor compliance with Rule 17j-1
under the 1940 Act, Section 204A of the Advisers Act, and the provisions of this
Codes and the Non-Advantage Adviser Code, the Compliance Officer may obtain at
his or her discretion from each Non-Advantage Adviser, on a quarterly basis: (i)
a certification executed and delivered by an appropriate officer of the
Non-Advantage Adviser certifying that the Non-Advantage Adviser Code of such
Non-Advantage Adviser satisfies the requirements of Rule 17j-1 as applicable to

<PAGE>

                                                                              17

Non-Advantage Adviser Access Persons of such Non-Advantage Adviser and that all
such Non-Advantage Adviser Access Persons have complied with such Non-Advantage
Adviser Code (or, if any violations of such Non-Advantage Adviser Code have
occurred during the relevant quarter, a statement describing such violations),
(ii) such other information as the Compliance Officer may reasonably deem
necessary to confirm whether Non-Advantage Adviser Access Persons have complied
with the provisions of this Code as applicable to them and with the provisions
of the applicable Non-Advantage Adviser Code; and (iii) such other information
regarding any detected violation by Non-Advantage Adviser Access Persons of this
Code or the applicable Non-Advantage Adviser Code.

        (B)   REPORTS BY NON-ADVANTAGE ADVISER ACCESS PERSONS

              Non-Advantage Adviser Access Persons shall comply with the
certification and reporting requirements of the applicable Non-Advantage Adviser
Code.

SECTION XI    ADDITIONAL PROHIBITIONS

        (A)   CONFIDENTIALITY OF FUND TRANSACTIONS

              Until disclosed in a public report to investors of a Fund or in a
report filed with the SEC in the normal course, all information concerning the
Securities being considered for purchase or sale by the Funds shall be kept
confidential by all Fund Employees and disclosed by them only on a "need to
know" basis. It shall be the responsibility of the Compliance Officer to report
any inadequacy found in this regard to the boards of the Funds.

        (B)   OUTSIDE BUSINESS ACTIVITIES, RELATIONSHIPS AND DIRECTORSHIPS

              (1)   Access Persons may not: (i) engage in any outside business
                    activities or maintain a business relationship with any
                    person or company that may give rise to conflicts of
                    interest or jeopardize the integrity or reputation of each
                    Fund or Adviser with which they are associated; or (ii)
                    engage in outside business activities or maintain
                    relationships with any person or company that may be
                    inconsistent with the interests of any such Fund or Adviser.

              (2)   Access Persons shall promptly notify the Compliance Officer
                    after becoming a member of the board of a public or private
                    company. Fahnestock Access Persons are required to obtain
                    the written approval of the appropriate signatory of
                    Fahnestock, as determined by Fahnestock, prior to accepting
                    any such board membership.

              (3)   Notwithstanding the foregoing, nothing in this paragraph (B)
                    shall preclude Non-Advantage Advisers or Non-Advantage
                    Adviser Access Persons from acting as investment advisers to
                    various investment funds and managed accounts.

<PAGE>

                                                                              18

        (C)   GRATUITIES

              Fund Employees shall not, directly or indirectly, take, accept or
receive gifts or other consideration in merchandise, services or otherwise,
except: (i) customary business gratuities such as meals, refreshments, beverages
and entertainment that are associated with a legitimate business purpose,
reasonable in cost, appropriate as to time and place, do not influence or give
the appearance of influencing the recipient and cannot be viewed as a bribe,
kickback or payoff; and (ii) business related gifts of nominal value.

SECTION XII   CERTIFICATION BY ACCESS PERSONS

              The certifications of each Access Person required to be made
pursuant to Section VIII and Section IX of this Code shall include
certifications that the Access Person has read and understands this Code and
recognizes that he or she is subject to it. Access Persons shall also be
required to certify annually that they have complied with the requirements of
this Code. The form of Initial Certification is attached as Schedule E, and the
form of Annual Certification is attached as Schedule F.

SECTION XIII  SANCTIONS

              Any violation of this Code shall be subject to the imposition of
such sanctions by the affected Fund and Adviser as may be deemed appropriate
under the circumstances to achieve the purposes of Rule 17j-1 and this Code. Any
sanctions to be imposed by a Fund shall be determined by the Board Members of
such Fund, including a majority of the Independent Board Members. Any sanction
to be imposed by an Adviser shall be determined by such Adviser. Sanctions may
include, but are not limited to, suspension or termination of employment, a
letter of censure and/or restitution of an amount equal to the difference
between the price paid or received by the Fund and the more advantageous price
paid or received by the offending person.

SECTION XIV   ADMINISTRATION AND CONSTRUCTION

        (A)   The administration of this Code shall be the responsibility of the
              Compliance Officer.

        (B)   The duties of the Compliance Officer are as follows:

              (1)   Continuous maintenance of current lists of the names of all
                    Fund Employees and Access Persons, with an appropriate
                    description in each case of the titles or employments of
                    such persons, including a notation of any directorships held
                    by Access Persons, and the date each such person became an
                    Access Person;

              (2)   On an annual basis, providing each Fund Employee with a copy
                    of this Code and informing such persons of their duties and
                    obligations hereunder;

<PAGE>

                                                                              19

              (3)   Obtaining Initial and Annual Certifications and Initial and
                    Annual Holdings Reports from Access Persons and reviewing
                    Initial and Annual Holdings Reports of Access Persons;

              (4)   Maintaining or supervising the maintenance of all records
                    and reports required to be kept by any Fund or Adviser
                    pursuant to this Code;

              (5)   Preparing listings of all transactions effected by Access
                    Persons who are subject to the requirement to file Quarterly
                    Transaction Reports and reviewing such transactions against
                    a listing of all transactions effected by the Funds;

              (6)   Issuance, either personally or with the assistance of
                    counsel as may be appropriate, of any interpretation of this
                    Code which may appear consistent with the objectives of Rule
                    17j-1 or Section 204A and this Code;

              (7)   Conduct of such inspections or investigations as shall
                    reasonably be required to detect and report, with
                    recommendations, any apparent violations of this Code to the
                    Board Members of the affected Fund;

              (8)   Submission of a quarterly report to the Board Members of
                    each Fund containing a description of: any violation of this
                    Code by a Fund Employee, noting in each case any sanction
                    imposed; any transactions that suggest the possibility of a
                    violation of interpretations issued by the Compliance
                    Officer; and any other significant information concerning
                    the appropriateness of and actions taken under this Code;

              (9)   Submission of a quarterly report to the Board Members of
                    each Fund regarding the reports, if any, made by
                    Non-Advantage Advisers of such Fund pursuant to Section X
                    of the Code and the presentation of such other information
                    as such Board Members may deem necessary in reviewing
                    compliance with the provisions of this Code or of Rule 17j-1
                    by Fund Employees who are associated with Non-Advantage
                    Advisers;

              (10)  Submission of an annual issues and certification report, as
                    described in paragraph (c)(2)(ii) of Rule 17j-1 (the "Annual
                    Issues and Certification Report"), to the Board Members of
                    each Fund; and

              (11)  Such other duties as are set forth in this Code.

        (C)   The Compliance Officer shall maintain and cause to be maintained
              in an easily accessible place, the following records:

              (1)   Copies of all codes of ethics of the Funds and of all
                    Non-Advantage Adviser Codes that have been in effect at any
                    time during the past five (5) years (however, this
                    requirement shall not apply to any Non-Advantage Adviser

<PAGE>

                                                                              20

                    Code that was not in effect at any time subsequent to its
                    becoming a Non-Advantage Adviser);

              (2)   A record of each violation of each code described in (C)(1),
                    above, and of any action taken as a result of such violation
                    for a period of not less than five (5) years following the
                    end of the year in which the violation occurred;

              (3)   A copy of each report made by an Access Person, the
                    Compliance Officer or a Non-Advantage Adviser pursuant to
                    each code described in (C)(1), above, for a period of not
                    less than five (5) years from the end of the year in which
                    such report or interpretation was made or issued, the last
                    three (3) years in a place that need not be easily
                    accessible;

              (4)   A list of all persons, currently or within the past five (5)
                    years, who are or were required to make reports pursuant to
                    Rule 17j-1 and each code described in (C)(1), above, or who
                    are or were responsible for reviewing such reports; and

              (5)   A record of any decision, and the reasons supporting the
                    decision, to approve any investment in IPOs or Limited
                    Offerings by Investment Personnel, for at least five (5)
                    years after the end of the year in which such approval is
                    granted.

        (D)   Review and Approval of Code by Fund Boards

              (1)   Prior to initial approval of this Code with respect to a
                    Fund, the Board Members of that Fund must receive a
                    certification from the Compliance Officer certifying that
                    procedures reasonably necessary to prevent Access Persons
                    from violating the Code have been adopted.

              (2)   On an annual basis, and at such other times deemed to be
                    necessary or appropriate by the Board Members of each Fund,
                    the Board Members shall review the operation of this Code,
                    and shall adopt such amendments to this Code as may be
                    necessary to assure that the provisions of this Code
                    establish standards and procedures that are reasonably
                    designed to detect and prevent activities that would
                    constitute violations of Rule 17j-1.

              (3)   In connection with the annual review of the Code by the
                    Board Members of each Fund, the Board Members shall consider
                    the Annual Issues and Certifications Report submitted by the
                    Compliance Officer.

        (E)   Amendments to Code

              This Code may not be amended or modified except in a written form
              that is specifically approved by the Board Members of each Fund,
              including a majority of the Independent Board Members, within six
              months after such amendment or modification.

<PAGE>

                                                                              21

              In connection with any such amendment or modification, the Board
              Members must receive a certification from the Compliance Officer
              certifying that procedures reasonably necessary to prevent Access
              Persons from violating the Code, as proposed to be amended or
              modified, have been adopted.

        (F)   The Compliance Officer may delegate to one or more other officers
              or employees of Fahnestock such responsibilities of the Compliance
              Officer as he or she may deem appropriate; provided, that: (i) any
              such delegation shall be set forth in writing and retained as part
              of the records of the applicable Fund and the Adviser; and (ii) it
              shall be the responsibility of the Compliance Officer to supervise
              the performance by such persons of the responsibilities that have
              been delegated to them.

SECTION XV    COORDINATION WITH OTHER CODES OF ETHICS

              Certain of the Board Members and Fahnestock Access Persons are
also subject to similar codes of ethics adopted by other registered investment
companies organized as limited partnerships or limited liability companies,
which other companies have as their adviser a limited liability company in which
Fahnestock is the managing member ("Affiliated Funds"). The use by such persons
of any form prescribed under the code of ethics of an Affiliated Fund, in lieu
of the corresponding form specified herein, shall be deemed to satisfy the
requirements of this Code.

<PAGE>

                                   SCHEDULE A

                             NON-ADVANTAGE ADVISERS
                             ----------------------


IMPERIAL INVESTMENT ADVISORS PRIVATE LIMITED




<PAGE>

                                   SCHEDULE B

                INVESTMENT COMPANIES ADOPTING THIS CODE OF ETHICS
                -------------------------------------------------


INVESTMENT COMPANY                                EFFECTIVE DATE/AMENDMENT DATE
------------------                                -----------------------------
The India Fund, Inc.                              July 26, 2001/July 14, 2003
The Asia Tigers Fund, Inc.                        July 26, 2001/July 14, 2003

<PAGE>

                                   SCHEDULE C

            REQUEST FOR PERMISSION TO ENGAGE IN PERSONAL TRANSACTION
            --------------------------------------------------------


              I hereby request permission to effect the following transaction(s)
in Securities in which I have or will acquire Beneficial Ownership:

                           PURCHASES AND ACQUISITIONS
                           --------------------------

--------------------------------------------------------------------------------
            No. of Shares or                Current Market
 Date       Principal          Name of      Price Per Share     Account
            Amount             Security     or Unit
--------------------------------------------------------------------------------

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------


                          SALES AND OTHER DISPOSITIONS
                          ----------------------------

--------------------------------------------------------------------------------
            No. of Shares or                Current Market
 Date       Principal          Name of      Price Per Share     Account
            Amount             Security     or Unit
--------------------------------------------------------------------------------

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------


 Date: ______________________________   Signature: ____________________________

                                        Print Name: ___________________________

 Permission Granted ________            Permission Denied ________

 Date and Time: _____________________   Signature: ____________________________
                                                      (Clearing Officer)

<PAGE>

                                   SCHEDULE D

                          QUARTERLY TRANSACTION REPORT
                          ----------------------------


              I certify that this report, together with the confirmations and
statements for any Personal Securities Account(s) as to which I have arranged
for the Compliance Officer to receive duplicate confirmations and statements,
identifies all transactions during the calendar quarter in which I acquired or
disposed of any Security in which I had or have any direct or indirect
Beneficial Ownership that are required to be reported by me pursuant to the
Code. (If no such transactions took place write "NONE".) Please sign and date
this report and return it to the Compliance Officer no later than the 10th day
of the month following the end of each quarter. Use reverse side if additional
space is needed.

                           PURCHASES AND ACQUISITIONS
                           --------------------------

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------
            No. of Shares or                Purchase
 Date       Principal          Name of      Price Per          Account       Executing
            Amount             Security     Share or Unit                    Broker
--------------------------------------------------------------------------------------------
<S>         <C>                <C>          <C>                <C>           <C>

--------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------
</TABLE>


                          SALES AND OTHER DISPOSITIONS
                          ----------------------------

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------
            No. of Shares or
 Date       Principal          Name of      Sale Price Per     Account       Executing
            Amount             Security     Share or Unit                    Broker
--------------------------------------------------------------------------------------------
<S>         <C>                <C>          <C>                <C>           <C>

--------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------
</TABLE>

Date Completed: __________________    Signature: _______________________________

                                      Print Name: ______________________________

<PAGE>

                                   SCHEDULE E

             INITIAL CERTIFICATION OF COMPLIANCE WITH CODE OF ETHICS
             -------------------------------------------------------

              I have read and understand the Code of Ethics of Advantage
Advisers, Inc., and certain of its affiliates (the "Code"), a copy of which has
been provided to me. I recognize that the provisions of the Code apply to me and
agree to comply in all respects with the procedures described therein.

              I certify that all my Personal Securities Accounts are listed
below, and that if such Accounts are not held by Fahnestock & Co., Inc., the
most recent monthly statement for each Account, along with confirmations of any
transactions effected since the date of such statements, are attached.* I
further certify that, other than those Securities listed below, I hold no
Securities in which I may be deemed to have Beneficial Ownership other than in
my Personal Securities Accounts.*

TITLE OF ACCOUNT              NAME OF BROKER             ACCOUNT NUMBER






              I HOLD THE FOLLOWING SECURITIES IN ADDITION TO THOSE IN MY
PERSONAL SECURITIES ACCOUNTS (If none, write NONE):*





             I AM A DIRECTOR OF THE FOLLOWING PUBLIC AND PRIVATE COMPANIES:



Date Completed: __________________  Signature: _______________________________

                                    Print Name: ______________________________

<PAGE>

                                   SCHEDULE F

             ANNUAL CERTIFICATION OF COMPLIANCE WITH CODE OF ETHICS
             ------------------------------------------------------

              I have read and understand the Code of Ethics of Advantage
Advisers, Inc., and certain of its affiliates (the "Code"), a copy of which has
been provided to me. I recognize that the provisions of the Code apply to me and
agree to comply in all respects with the procedures described therein.

              I certify that I have complied in all respects with the
requirements of the Code as in effect during the past year. I also certify that
all transactions during the past year that were required to be reported by me
pursuant to the Code have been reported in Quarterly Transactions Reports that I
have filed or in confirmations and statements for my Personal Securities
Accounts that have been sent to you.

              I certify that all my Personal Securities Accounts are listed
below, and that if such Accounts are not held by Fahnestock & Co., Inc., that
the most recent monthly statement for each Account is attached.* I further
certify that, other than those Securities listed below, I hold no Securities in
which I may be deemed to have Beneficial Ownership other than in my Personal
Securities Accounts.*

TITLE OF ACCOUNT              NAME OF BROKER             ACCOUNT NUMBER






              I HOLD THE FOLLOWING SECURITIES IN ADDITION TO THOSE IN MY
PERSONAL SECURITIES ACCOUNTS (If none, write NONE):*





              I AM A DIRECTOR OF THE FOLLOWING PUBLIC AND PRIVATE COMPANIES:





Date Completed: __________________    Signature: _______________________________

                                      Print Name: ______________________________

</TEXT>
</DOCUMENT>
