CODE OF ETHICS
of
PIC BALANCED PORTFOLIO, PIC GROWTH PORTFOLIO,
PIC PINNACLE GROWTH PORTFOLIO, PIC SMALL CAP. PORTFOLIO
and
PIC INVESTMENT TRUST
ADOPTION OF THIS CODE. This Code of Ethics ("Code") has been adopted by PIC
BALANCED PORTFOLIO, PIC GROWTH PORTFOLIO, PIC GROWTH PORTFOLIO, PIC SMALL CAP.
PORTFOLIO and PIC INVESTMENT TRUST (the "Funds") and PROVIDENT INVESTMENT
COUNSEL (the "Advisor") pursuant to Rule 17j-1 (the "Rule") under the Investment
Company Act of 1940 (the "1940 Act").
INCORPORATION OF THE ADVISOR'S CODE OF ETHICS. This Code incorporates the
Advisor's Code of Ethics for use in connection with the requirements of the Rule
with respect to the Funds. All provisions of the Advisor's Code of Ethics,
including but not limited to the quarterly reporting of securities transactions,
apply to investment activities of any "access person" of the Funds as defined
below.
DEFINITION OF "ACCESS PERSON". "Access person" of the Funds means any
Trustee, officer or "advisory person" of the Funds. "Advisory person" means any
employee of the Funds, the Advisor, or the Funds' Distributor or Administrator
who, in connection with his or her regular functions or duties, makes,
participates in, or obtains information regarding the purchase or sale of an
security by the Funds, or whose functions relate to the making of any
recommendations with respect to such purchases or sales.
REPORTING REQUIREMENTS AS TO INDEPENDENT TRUSTEES. Notwithstanding the
definition of access person set forth above, each independent Trustee (that is,
one who is not an "interested person" of the Funds as defined in the 1940 Act)
must file a report under the applicable reporting provisions of the Advisor's
Code only if at the time of entering into a transaction involving the purchase
or sale of securities the independent Trustee knew, or in the ordinary course of
fulfilling his or her official duties as a Trustee of the Fund should have
known, that, during the 15-day period immediately preceding or after the date of
the transaction in a security by the individual such security is or was
purchased or sold by the Funds or was considered for such purchase or sale.
REPORTING REQUIREMENTS AS TO OTHERS. With respect to those access persons
or advisory persons of the Funds who are also officers of the Funds' Advisor,
Administrator, Distributor or Administrator, the reporting requirements of this
Code may be satisfied by their compliance with the reporting requirements of the
Advisor's, Distributor's or Administrator's Code of Ethics.
