Exhibit 77-Q1

EXHIBITS

(g)(1) Form of Agreement and Plan of Reorganization  between the Registrant,  on
behalf of the Fund,  and  Pilgrim  Advisory  Funds,  Inc.,  on behalf of Pilgrim
LargeCap  Leaders  Fund,  is  incorporated  by  reference  to  the  Registration
Statement on Form N-14 as filed on November 28, 2000.

(g)(2) Form of Agreement and Plan of Reorganization  between the Registrant,  on
behalf of the Fund,  and  Pilgrim  Advisory  Funds,  Inc.,  on behalf of Pilgrim
MidCap Value Fund, is incorporated by reference to the Registration Statement on
Form N-14 as filed on November 28, 2000.