Exhibit 77-M

MERGERS

The Board of Directors of the Registrant,  on behalf of the Fund (on November 2,
2000),  and the Board of Trustees of Pilgrim  Funds  Trust  (formerly  ING Funds
Trust),  on behalf of ING Growth and Income Fund (on  November  16,  2000),  and
Shareholders  of ING Growth and Income Fund (on February 22, 2001),  approved an
Agreement and Plan of Reorganization  under which Pilgrim Growth and Income Fund
acquired  all of the assets  and  liabilities  of ING Growth and Income  Fund in
exchange  for  Classes  A, B, and C  shares,  as  applicable,  of the Fund  (the
"Reorganization"). The Reorganization concluded on February 23, 2001.