EXHIBIT 23I
DAVID JONES & ASSOC., P.C.
Law Firm
[GRAPHIC OMITTED] (281) 367-8409 phone
4747 Research Forest Drive (281) 367-8401 facsimile
Suite 180, # 303 [email protected] email
The Woodlands, TX 77381 [email protected] email
Fairholme Funds, Inc. October 13, 2000
51 JFK Parkway
Short Hills, NJ 07078
Dear Sirs:
As counsel to Fairholme Funds, Inc. (the "Company"), a corporation organized
under the laws of the State of Maryland, I have been asked to render my opinion
with respect to the issuance of an indefinite number of shares of beneficial
interest of the Company (the "Shares") representing proportionate interests in
the Fairholme Fund (the "Fund"). The Shares of the Fund are a series of the
Company consisting of two Classes of shares, known as No-Load shares and Class C
shares. This opinion relates solely to the offering of the Company's Class C
shares, all as more fully described in the Prospectus and Statement of
Additional Information for Class C shares contained in post-effective Amendment
# 1 to the Company's Registration Statement on Form N-1A, to which this opinion
is an exhibit, to be filed with the Securities and Exchange Commission.
I have examined the Company's Articles of Incorporation, the Prospectus and
Statement of Additional Information contained in Post-effective amendment # 1 to
the Registration Statement, and such other documents, records and certificates
as deemed necessary for the purposes of this opinion.
Based on the foregoing, I am of the opinion that the Class C Shares, when
issued, delivered and paid for in accordance with the terms of the Prospectus
and Statement of Additional Information, will be legally issued, fully paid, and
non-assessable by the Company.
Further, I give my permission to include this opinion as an exhibit to the
Company's Registration Statement on Form N-1A.
Very Truly Yours,
/s/ David D. Jones
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DAVID D. JONES