EXHIBIT m


              CREDIT SUISSE WARBURG PINCUS CASH RESERVE FUND, INC.

           CREDIT SUISSE WARBURG PINCUS NEW YORK TAX-EXEMPT FUND, INC.


                   PLAN OF DISTRIBUTION PURSUANT TO RULE 12b-1

                                 CLASS A SHARES

         Each of Credit Suisse Warburg Pincus Cash Reserve Fund, Inc. and Credit
Suisse Warburg Pincus New York Tax-Exempt Fund, Inc. (each a "Fund") is an
open-end management investment company registered as such under the Investment
Company Act of 1940, as amended (the "Act"). The Funds intend to employ Credit
Suisse Asset Management Securities, Inc. and/or others as the principal
underwriter and distributor (the "Distributor") of the Class A shares of the
Funds pursuant to a written distribution agreement and desires to adopt a plan
of distribution pursuant to Rule 12b-1 under the Act to assist in the
distribution of Class A shares of the Funds.

         The Board of Directors (the "Board") of each Fund having determined
that a plan of distribution containing the terms set forth herein is reasonably
likely to benefit the Fund and its shareholders, the Fund hereby adopts a
compensation-type plan of distribution for the Fund's Class A shares (the
"Plan") pursuant to Rule 12b-1 under the Act on the following terms and
conditions:

        1. Each Fund is hereby authorized to pay to the Distributor as
compensation for its services, distribution payments (the "Payments") in
connection with the distribution of Class A shares of the Fund in an aggregate
amount equal to 0.25% per year of the average daily net assets of Class A shares
of the Fund. Such Payments shall be accrued daily and paid monthly in arrears.

        2. Payments under this Plan are not limited to the expenses actually
incurred in providing services hereunder, and such payments may exceed expenses
actually incurred. Furthermore, any portion of any fee paid to the Distributor
or to any of its affiliates by the Funds, or any of their past profits or other
revenue, may be used in their sole discretion to provide services to
shareholders of the Funds or to foster distribution of Class A shares. The
Distributor or the Funds' investment adviser or their affiliates may, from such
entity's own resources, pay a fee to an organization whose clients or customers
own or may own Class A shares.

        3. Payments may be made by the Funds under this Plan for the purpose of
financing or assisting in the financing of any activity which is primarily
intended to result in the sale of Class A shares of the Funds. The scope of the
foregoing shall be interpreted by the Board from time to time, including the
selection of those activities for which payment can be made, whose decision
shall be conclusive. Without in any way limiting the discretion of the Board,
the following activities are hereby declared to be primarily intended to result
in the sale of Class A shares of the Funds: advertising the Funds either alone
or together with other funds; compensating underwriters, dealers, brokers, banks
and other selling entities and sales and marketing personnel of any of them for
sales of Class A shares of the Funds, whether in a lump sum or on a continuous,
periodic, contingent, deferred or other basis; compensating underwriters,



dealers, brokers, banks and other servicing entities and servicing personnel
(including the Distributor, the Funds' investment adviser and their personnel)
of any of them for providing services to shareholders of the Funds relating to
their investment in the Funds, including assistance in connection with inquiries
relating to shareholder accounts; the production and dissemination of
prospectuses and statements of additional information of the Funds and the
preparation, production and dissemination of sales, marketing and shareholder
servicing materials; third party consultancy or similar expenses relating to any
activity for which Payment is authorized by the Board; and the financing of any
activity for which Payment is authorized by the Board.

        4. Amounts paid to the Distributor by each Fund under the Plan will not
be used to pay the distribution expenses incurred with respect to any other
class of shares of the Fund, except that distribution expenses attributable to
the Fund as a whole will be allocated to the Class A shares according to the
ratio of the sales of Class A shares to the total sales of the Fund's shares
over the Fund's fiscal year or such other allocation method approved by the
Board.

        5. Each Fund is hereby authorized and directed to enter into
appropriate written agreements with the Distributor and each other person to
whom a Fund intends to make any Payment, and the Distributor is hereby
authorized and directed to enter into appropriate written agreements with each
person to whom the Distributor intends to make any payments in the nature of a
Payment. The foregoing requirement is not intended to apply to any agreement or
arrangement with respect to which the party to whom Payment is to be made does
not have the purpose set forth in Section 2 above (such as the printer in the
case of the printing of a prospectus or a newspaper in the case of an
advertisement) unless the Board determines that such an agreement or
arrangement should be treated as a "related agreement" for purposes of Rule
12b-1 under the Act.

        6. Each agreement required to be in writing by Section 5 must contain
the provisions required by Rule 12b-1 under the Act and must be approved by a
majority of the Board ("Board Approval") and by a majority of the directors
("Disinterested Director Approval") who are not "interested persons" of a Fund
and have no direct or indirect financial interest in the operation of the Plan
or any such agreement, by vote cast in person at a meeting called for the
purposes of voting on such agreement.

        7. The officers, investment adviser or Distributor of the Funds, as
appropriate, shall provide to the Board and the Board shall review, at least
quarterly, a written report of the amounts expended pursuant to this Plan and
the purposes for which such Payments were made.

        8. To the extent any activity is covered by Section 2 and is also an
activity which the Fund may pay for on behalf of a Fund without regard to the
existence or terms and conditions of a plan of distribution under Rule 12b-1 of
the Act (such as the printing of prospectuses for existing Fund shareholders),
this Plan shall not be construed to prevent or restrict the Fund from paying
such amounts outside of this Plan and without limitation hereby and without such
payments being included in the calculation of Payments subject to the limitation
set forth in Section 1.


                                      -2-


        9. This Plan shall not take effect until it has been approved by a vote
of at least a majority of the outstanding voting securities of the Class A
shares of a Fund. This Plan may not be amended in any material respect without
Board Approval and Disinterested Director Approval and may not be amended to
increase the maximum level of Payments permitted hereunder without such
approvals and further approval by a vote of at least a majority of the
outstanding voting securities of a Fund. This Plan may continue in effect for
longer than one year after its approval by the shareholders of a Fund only as
long as such continuance is specifically approved at least annually by Board
Approval and by Disinterested Director Approval.

        10. While the Plan is in effect with respect to a Fund, the selection
and nomination of the directors who are not "interested persons" of the Fund
will be committed to the discretion of such disinterested directors.

        11. This Plan may be terminated with respect to a Fund at any time by a
vote of the directors who are not interested persons of the Fund and have no
direct or indirect financial interest in the operation of the Plan or any
agreement hereunder, cast in person at a meeting called for the purposes of
voting on such termination, or by a vote of at least a majority of the
outstanding voting securities of the Class A shares of the Fund.

        12. For purposes of this Plan the terms "interested person" and "related
agreement" shall have the meanings ascribed to them in the Act and the rules
adopted by the Securities and Exchange Commission thereunder and the term "vote
of a majority of the outstanding voting securities" of the Class A shares of a
Fund shall mean the vote, at the annual or a special meeting of the holders of
Class A shares of the Fund duly called, of the lesser of (a) 67% or more of the
voting securities of the Class A shares of the Fund present at such meeting, if
the holders of more than 50% of the outstanding voting securities of the Class A
shares of the Fund are present or represented by proxy, or (b) more than 50% of
the outstanding voting securities of the Class A shares of the Fund.



October 2, 2001


                                      -3-