BELL, BOYD & LLOYD LLC THREE FIRST NATIONAL PLAZA
70 WEST MADISON STREET, SUITE 3300
CHICAGO, ILLINOIS 60602-4207
312.372.1121 FAX 312.372.2098
OFFICES IN CHICAGO
AND WASHINGTON, D.C.
September 5, 2000
Harris Insight Funds Trust
3200 Horizon Drive
King of Prussia, PA 19406
Ladies and Gentlemen:
We have acted as counsel for Harris Insight Funds Trust (the "Trust")
in connection with the registration under the Securities Act of 1933 (the "Act")
of an indefinite number of Institutional shares of beneficial interest (the
"Shares") of each of the series of the Trust designated Harris Insight Large-Cap
Aggressive Growth Fund, Harris Insight Small-Cap Aggressive Growth Fund and
Harris Insight Technology Fund in post-effective amendment no. 16 to the Trust's
registration statement no. 33-649915 on form N-1A (the "Registration
Statement").
In this connection, we have examined originals, or copies certified or
otherwise identified to our satisfaction, of such documents, corporate and other
records, certificates and other papers as we deemed it necessary to examine for
the purpose of this opinion, including the amended and restated agreement and
declaration of trust, as amended (the "Trust Agreement"), actions of the board
of trustees of the Trust (the "Trustees") authorizing the issuance of the Shares
and the Registration Statement.
Based on such examination, we are of the opinion that upon the issuance
and delivery of the Shares after the post-effective amendment has been declared
effective and in accordance with the Trust Agreement and the actions of the
Trustees authorizing the issuance of the Shares, and the receipt by the Trust of
the authorized consideration therefor, the Shares so issued will be validly
issued, fully paid and nonassessable by the Trust.
The Trust is an entity of the type commonly known as a "Massachusetts
business trust". Under Massachusetts law, shareholders could, under certain
circumstances, be held personally liable for the obligations of the Trust or any
series of the Trust (each, a "Series"). However, the Trust Agreement disclaims
shareholder liability for acts or obligations of the Trust and any Series and
requires that notice of such disclaimer be given in each agreement, obligation
or instrument entered into or executed by the Trust or the Trustees. The Trust
Agreement provides for indemnification out of the property of a Series for all
loss and expense of any shareholder of a Series held personally liable for the
obligations of the Trust or a Series. Thus, the risk of a shareholder incurring
financial loss on account of
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shareholder liability is limited to circumstances in which a Series itself would
be unable to meet its obligations.
We consent to the filing of this opinion as an exhibit to the
Registration Statement. In giving this consent, we do not admit that we are in
the category of persons whose consent is required under section 7 of the Act.
Very truly yours,
/s/ Bell, Boyd & Lloyd LLC
