EXHIBIT l

To Bridgeway Funds, Inc.

         We understand that you are in the process of registering a group of
funds called the Four Corners Funds to be included in your series fund. We are
familiar with the funds, as we have been acting as investment adviser to them
since they were organized as private accounts. We expect that they will soon
become part of a registered investment company under the Investment Company Act
of 1940 as the Small-Cap Growth Fund, Small-Cap Value Fund, Large-Cap Growth
Fund and Large-Cap Value Fund. When that registration statement becomes
effective, you intend to make a public offering of securities representing an
interest in those funds (referred to as "shares"). We request that you convert
the seed capital we have provided to those funds into shares representing our
ownership interest as soon as that registration statement is declared
effective.

         In order to induce you to issue shares to us, we hereby represent to
you as follows:

         In connection with our proposed investment in the shares, we have
reviewed the drafts of the registration statement of Form N-1a which you are
filing with the Securities and Exchange Commission including Exhibits. We have
had an opportunity to ask questions about this proposed investment and have
received satisfactory answers to all such questions.

         We intend to acquire the shares for our own account and not as a
nominee or representative for anyone else. They will be acquired for
investment, and not with a view to the resale or distribution thereof. We
expressly agree not to sell, transfer, assign (except for wholly own subsidiary
or to a parent) nor request redemption of shares for a period of at least 24
months from the date they are issued to us. We agree not to resell the shares,
unless in the opinion of the Fund's counsel, such sale may be made without any
violation of any laws or regulations including the registration provisions of
the Securities Act of 1933.

         As initial shareholder in the shares representing an interest in the
new funds, we hereby approve the management agreement, the distribution
arrangements, the transfer agents, and the Board of Director, all of which are
included in the Form N-1a, on file at the Securities and Exchange Commission.

Sincerely,

/s/ JOHN MONTGOMERY

John Montgomery
President, Bridgeway Capital Management, Inc.