FOLEY & LARDNER
ATTORNEYS AT LAW
CHICAGO FIRSTAR CENTER SACRAMENTO
DENVER 777 EAST WISCONSIN AVENUE SAN DIEGO
JACKSONVILLE MILWAUKEE, WISCONSIN 53202-5367 SAN FRANCISCO
LOS ANGELES TELEPHONE (414) 271-2400 TALLAHASSEE
MADISON FACSIMILE (414) 297-4900 TAMPA
MILWAUKEE WASHINGTON, D.C.
ORLANDO WEST PALM BEACH
WRITER'S DIRECT LINE
414/297-5660
EMAIL ADDRESS CLIENT/MATTER NUMBER
[email protected] 012156/0101
October 31, 2000
The Primary Trend Fund, Inc.
700 North Water Street
Milwaukee, Wisconsin 53202
Gentlemen:
We have acted as counsel for The Primary Trend Fund, Inc. in
connection with the preparation of an amendment to your Registration Statement
on Form N-1A relating to the sale by you of an indefinite amount of The Primary
Trend Fund, Inc. Common Stock (such Common Stock being hereinafter referred to
as the "Stock") in the manner set forth in the Amended Registration Statement to
which reference is made. In this connection we have examined: (a) the Amended
Registration Statement on Form N-1A; (b) your Articles of Incorporation and
Bylaws, as amended to date; (c) corporate proceedings relative to the
authorization for issuance of the Stock; and (d) such other proceedings,
documents and records as we have deemed necessary to enable us to render this
opinion.
Based upon the foregoing, we are of the opinion that the shares of
Stock when sold as contemplated in the Amended Registration Statement will be
legally issued, fully paid and nonassessable, except insofar as statutory
liability may be imposed under Section 180.0622(2)(b) of the Wisconsin Statutes.
We hereby consent to the use of this opinion as an exhibit to the Form
N-1A Registration Statement. In giving this consent, we do not admit that we are
experts within the meaning of Section 11 of the Securities Act of 1933, as
amended, or within the category of persons whose consent is required by Section
7 of said Act.
Very truly yours,
/s/ Foley & Lardner
Foley & Lardner
