SPITZER & FELDMAN P.C.
                               COUNSELLORS AT LAW

                                 405 PARK AENUE
                          NEW YORK, NEW YORK 10022-4405
                                 (212) 888-6680








                                 August 7, 2002



VIA EDGAR CORRESPONDENCE

United States Securities and Exchange Commission
450 Fifth Street N.W.
Washington, DC  20549-0305

                     Re:   Company Name:   EIS Fund, Inc.
                           Form Type:      Form N-14
                           Filing Date:    August 5, 2002
                           File No.:       333-97667


Gentlemen:

           In connection with the above-captioned registration statement (the
"Registration Statement"), and in accordance with your instruction, please be
advised as follows:

           The Registrant hereby amends this Registration Statement on such date
or dates as may be necessary to delay its effective date until the Registrant
shall file a further amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933, as amended, or until the Registration Statement
shall become effective on such date as the Securities and Exchange Commission,
acting pursuant to said Section 8(a), may determine.

                                             Very truly yours,


                                             /S/ RALPH W. BRADSHAW
                                            ------------------------------------
                                            Name:     Ralph W. Bradshaw
                                            Title:    President