Exhibit 11
[Form of Opinion]
Dechert
1775 Eye Street, N.W.
Washington, D.C. 2006
November 30, 2000
Board of Directors
Pilgrim Gold Fund, Inc.
7337 E. Doubletree Ranch Road
Scottsdale, AZ 85258-2034
Re: Pilgrim Gold Fund, Inc., on behalf of Pilgrim Gold Fund
Dear Gentlepersons:
We have acted as counsel to Pilgrim Gold Fund, Inc. (formerly Lexington
Goldfund, Inc.), a Maryland corporation (the "Company"), and we have a general
familiarity with the Company's business operations, practices and procedures.
You have asked for our opinion regarding the issuance of shares of beneficial
interest by the Company in connection with the acquisition by Pilgrim Gold Fund,
a series of the Company, of the assets of Pilgrim Silver Fund, a series of
Pilgrim Silver Fund, Inc., which will be registered on a Form N-14 Registration
Statement (the "Registration Statement") to be filed by the Company with the
Securities and Exchange Commission.
We have examined originals or certified copies, or copies otherwise identified
to our satisfaction as being true copies, of various corporate records of the
Company and such other instruments, documents and records as we have deemed
necessary in order to render this opinion. We have assumed the genuineness of
all signatures, the authenticity of all documents examined by us and the
correctness of all statements of fact contained in those documents.
On the basis of the foregoing, it is our opinion that the shares of beneficial
interest of the Company being registered under the Securities Act of 1933 in the
Registration Statement have been duly authorized and will be legally and validly
issued, fully paid and non-assessable by the Company upon transfer of the assets
of Pilgrim Silver Fund pursuant to the terms of the Agreement and Plan of
Reorganization included in the Registration Statement.
We hereby consent to use of this opinion as an exhibit to the Registration
Statement and to all references to our firm therein.
Very truly yours,
