<DOCUMENT>
<TYPE>EX-99.77E LEGAL
<SEQUENCE>2
<FILENAME>legal.txt
<DESCRIPTION>LEGAL
<TEXT>
Exhibit 77E

Legal Proceedings

As has been previously reported, the staff of the U.S. Securities and
Exchange Commission (SEC) and the Office of the New York Attorney General
(NYAG) have been investigating practices in the mutual fund industry
identified as market timing and late trading of mutual fund shares. Certain
other regulatory authorities have also been conducting investigations into
these practices within the industry and have requested that the Adviser
provide information to them. The Adviser has been cooperating and will
continue to cooperate with all of these authorities. The shares of the
Fund are not redeemable by the Fund, but are traded on an exchange at
prices established by the market. Accordingly, the Fund and its
shareholders are not subject to the market timing and late trading
practices that are the subject of the investigations mentioned above or
the lawsuits described below.

Numerous lawsuits have been filed against the Adviser and certain other
defendants in which plaintiffs make claims purportedly based on or related
to the same practices that are the subject of the SEC and NYAG
investigations referred to above. Some of these lawsuits name the Fund as
a party. The lawsuits are now pending in the United States District Court
for the District of Maryland pursuant to a ruling by the Judicial Panel
on Multidistrict Litigation transferring and centralizing all of the
mutual funds involving market and late trading in the District of Maryland.

The Adviser believes that these matters are not likely to have a material
adverse effect on the Fund or the Advisers ability to perform advisory
services relating to the Fund.
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</DOCUMENT>
