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Exhibit 23(p)(vi)
TATTERSALL ADVISORY GROUP, INC.
CODE OF ETHICS
I. INTRODUCTION
A. GENERAL PRINCIPLES
This Code of Ethics ("Code") establishes rules of conduct for
"Covered Persons" (as defined herein) of Tattersall Advisory Group,
Inc., and is designed to govern the personal securities activities
of Covered Persons. In general, in connection with personal
securities transactions, Covered Persons should (1) always place the
interest of the firm's clients first; (2) ensure that all personal
securities transactions are conducted consistent with this Code and
in such a manner as to avoid any actual or potential conflict of
interest or any abuse of a Covered Person's position of trust and
responsibility; and (3) not take inappropriate advantage of their
positions.
B. LEGAL REQUIREMENT
Rule 17j-1(a) under the Investment Company Act of 1940 (the "Act")
makes it unlawful for any employee:
1. To employ any device, scheme or artifice to defraud any client
of the Adviser;
2. To make to any client of the Adviser any untrue statement of a
material fact or omit to state to such client a material fact
necessary in order to make the statements made, in light of
the circumstances under which they are made, not misleading;
3. To engage in any act, practice, or course of business which
operates or would operate as a fraud or deceit upon any client
of the Adviser; or
4. To engage in any manipulative practice with respect to any
client of Adviser.
C. APPLICABILITY
For purposes of this Code, "Covered Person" shall mean:
All employees of (the firm).
Those whose functions relate to the making of any recommendations
regarding the purchase or sale of securities including the person or
persons with the direct responsibility and authority to make
investment decisions are considered "Advisory Persons."
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II. RESTRICTIONS ON ACTIVITIES
A. BLACKOUT PERIODS
1. No Covered Person shall purchase or sell, directly or
indirectly, any security in which he or she has, or by reason
of such transaction acquires, any direct or indirect
beneficial ownership on a day during which the firm has a
pending "buy" or "sell" order in that same security until that
order is executed or withdrawn;
2. No Advisory Person shall purchase or sell, directly or
indirectly, any security in which he or she has, or by reason
of such transaction acquires, any direct or indirect
beneficial ownership within seven (7) calendar days after the
firm trades in that security unless the firm's entire position
in that security has been sold prior to such transaction and
the Advisory Person is also selling the security. If a
securities transaction is executed by the firm within 7
calendar days after a Advisory Person executed a transaction
in the same security, The Compliance Officer will review the
Advisory Person's and the firms' transactions to determine
whether the Advisory Person did not meet his or her fiduciary
duties to the firm's clients in violation of this code.
B. INTERESTED TRANSACTIONS
No Advisory Person shall recommend any securities transactions
without having disclosed to the Managing Director his or her
interest, if any, in such securities or the issuer thereof,
including without limitation:
a. any direct or indirect beneficial ownership of any securities
of such issuer;
b. any contemplated transaction by such person in such
securities;
c. any position with such issuer or its affiliates; and
d. any present or proposed business relationship between such
issuer or its affiliates and such person or any party in which
such person has a significant interest.
C. INITIAL PUBLIC OFFERINGS
No Advisory Person shall acquire directly or indirectly, any
beneficial ownership in any securities in an initial public offering
for his or her personal account without the prior approval of the
Compliance Officer who has been provided by such Advisory Person
with full details of the proposed
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II. RESTRICTIONS ON ACTIVITIES (cont.)
C. INITIAL PUBLIC OFFERINGS (cont.)
transaction (including written certification that the investment
opportunity did not arise by virtue of the Advisory Person's
activities on behalf of the firm) and has concluded after
consultation with other investment advisory personnel that the firm
has no foreseeable interest in purchasing such securities.
D. PRIVATE PLACEMENTS
No Advisory Person shall acquire, directly or indirectly, any
beneficial ownership of any securities in a private placement
without the prior approval of the Compliance Director who has been
provided by such Advisory Person with full details of the proposed
transaction (including written certification that the investment
opportunity did not arise by virtue of the Advisory Person's
activities on behalf of the firm) and has concluded after
consultation with other investment advisory personnel that the firm
has no foreseeable interest in purchasing such securities.
E. SHORT-TERM TRADING PROFITS
No Advisory Person shall profit from the purchase and sale, or sale
and purchase, of the same (or equivalent) securities of which are
the same or equivalent to those securities purchased by the firm
within 60 calendar days. Any profit so realized shall be disgorged.
Notwithstanding the foregoing provision, an Advisory person, subject
to advance approval of the Compliance Officer on a case-by-case
basis, may profit from the purchase and sale, or sale and purchase,
of the same securities within 60 calendar days.
F. GIFTS
No Advisory Person shall receive any gift or other things of more
than de minimis value from any person or entity that does business
with or on behalf of the firm.
G. SERVICE AS A DIRECTOR
No Advisory Persons shall serve on the board of directors of any
publicly traded company without prior authorization by the firm's
Managing Directors based upon a determination that such board
service would be consistent with the interests of the firm's
advisory clients.
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III. EXEMPT TRANSACTIONS (All active and contemplated client orders must be
completed prior to employee transaction.)
A. For purposes of this Code, the term "security" shall not include the
following:
1. securities issued by the Government of the United States;
2. bankers' acceptances;
3. bank certificates of deposit;
4. commercial paper;
5. fixed-income securities, provided that (a) the security has a
credit rating of at least Aa or Aaa from Moody's Investors
Service, AA or AAA from Standard & Poor's Ratings Group, or an
equivalent rating from another rating service, or is unrated
but comparably creditworthy, (b) the security matures within
twelve months of purchase, (c) the market is very broad so
that a large volume of transactions on a given day will have
relatively little effect on yields, and (d) the market for the
instrument features highly efficient machinery permitting
quick and convenient trading in virtually any volume; and
6. shares of unaffiliated registered open-end investment
companies.
B. The prohibitions described in paragraphs (A) and (E) of Article II
and paragraph (A) of Article IV shall not apply to the following
transactions:
1. Purchases or sales effected in any account over which the
Covered Person has no direct or indirect influence or control;
2. Purchase or sales of fixed-income securities of investment
grade with an outstanding issue size of $100,000,000 or more;
3. Purchases or sales that are non-volitional on the part of the
Covered Person;
4. Purchases that are part of an automatic dividend reinvestment
plan;
5. Purchases effected upon the exercise of rights issued by an
issuer pro rata to all holders of a class of its securities,
to the extent such rights were acquired from the issuer, and
sales of such rights so acquired;
6. Purchases or sales of currencies, currency futures, interest
rate futures, index futures, options on any of the foregoing;
7. Purchases or sales of securities issued or guaranteed as to
principal and interest by any government or its agencies or
instrumentalities;
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III. EXEMPT TRANSACTIONS (cont.)
B. (cont.)
8. Transactions in securities not approved for purchase for
Tattersall clients.
9. Purchases or sales of an equity security, approved for
purchase for Tattersall clients, traded on the NYSE, AMEX, or
the NASDAQ if the number of shares purchased or sold, when
aggregated with purchases or sales of the same security within
15 days before or after such transaction, is 500 shares or
fewer and all other requirements of this code have been
satisfied.
IV. COMPLIANCE PROCEDURES
A. PRECLEARANCE
A Covered Person may directly or indirectly, acquire or dispose of
beneficial ownership of a security, only if (1) such purchase or
sale has been approved by the Compliance Director, (2) the approved
transaction is completed by the close of business on the second
trading day after approval is received. (3) the Compliance Director
has not rescinded such approval prior to execution of the
transaction.
B. REPORTING
Each Covered Person is required to direct his/her brokers to supply
to the Compliance Director, on a timely basis, duplicate copies of
all confirmations of all personal securities transactions and copies
of periodic statements for all securities accounts.
C. DISCLOSURE OF PERSONAL HOLDINGS
Upon commencement of employment and annually thereafter, each
Advisory Person shall be required to disclose his or her current
personal securities holdings to the Compliance Director.
Personnel becoming Advisory Person will be required, no later than
10 days after becoming an Advisory Person, to provide the Compliance
Director with a listing of all securities beneficially owned.
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IV. COMPLIANCE PROCEDURES (cont.)
D. CERTIFICATION OF COMPLIANCE
Each Covered Person is required to certify annually that he or she
has read and understood this Code and recognizes that he or she is
subject to such Code. Further, each Covered Person is required to
certify quarterly that he or she has complied with all the
requirements of the Code and that he or she has disclosed or
reported all personal securities transactions required to be
disclosed or reported pursuant to the requirements of the Code.
E. NOTIFICATION OF SUBJECT PERSONS
The Compliance Director shall notify each Covered Person of the firm
who may be required to make reports pursuant to this Code that such
person is subject to this Code and its reporting requirements and
shall deliver a copy of this Code to each such person.
F. REVIEW BY THE MANAGEMENT
1. The Compliance Director shall report to the Executive
Committee any violations requiring significant remedial
action.
V. SANCTIONS
Upon discovering that a Covered Person has not complied with the
requirements of this Code, the Compliance Director shall report the
violation to the management personnel of the Advisor for appropriate
remedial action which, in addition to the actions specifically delineated
in other sections of this Code, may include a reprimand of the Covered
Person, a monetary fine, suspension, or termination.
VI. CONFIDENTIALITY
All information obtained from any Covered Person hereunder shall be kept
in strict confidence, except that reports of securities transactions
hereunder may be made available to the Securities and Exchange Commission
or any other regulatory or self-regulatory organization, and may otherwise
be disclosed to the extent required by law or regulation.
VII. OTHER LAWS, RULES AND STATEMENTS OF POLICY
Nothing contained in this Code shall be interpreted as relieving any
Covered Person from acting in accordance with the provision of any
applicable law, rule, or regulation or any other statement of policy or
procedures governing the conduct of such person adopted by the Firm.
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VIII. FURTHER INFORMATION
If any person has any questions with regard to the applicability of the
provisions of this Code generally or with regard to any securities
transaction or transactions such person should consult the Compliance
Director.
IX. RECORDS
This Code, a copy of each report by a Covered Person, any written report
hereunder by the Firm, and lists of all persons required to make reports
shall be preserved with the Firm's records for the period required by the
Security and Exchange Commission.
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