Dean Family of Funds – ‘485B24F’ on 10/1/97 – EX-99.B13

As of:  Wednesday, 10/1/97   ·   Effective:  10/1/97   ·   Accession #:  891804-97-327   ·   File #s:  333-18653, 811-07987

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Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 485B24F     Dean Family of Funds                                 126    426K 
20: EX-27       Balanced Fund - Class A                                2±    11K 
21: EX-27       Balanced Fund - Class C                                2±    11K 
16: EX-27       Large Cap Value Fund - Class A                         2±    11K 
17: EX-27       Large Cap Value Fund - Class C                         2±    11K 
18: EX-27       Small Cap Value Fund - Class A                         2±    11K 
19: EX-27       Small Cap Value Fund - Class C                         2±    11K 
 7: EX-99       Dir. Def. Comp. Plan                                  17     50K 
 2: EX-99       Index to Exhibits                                      2     10K 
 6: EX-99       Underwriting Agreement                                12     28K 
13: EX-99.B13   Stock Letter                                           2     11K 
14: EX-99.B15I  12B1 Plan for Class A Shares                           3     16K 
15: EX-99.B15II  12B1 Plan for Class C Shares                          4     17K 
 3: EX-99.B5I   Advisory Agreement                                    16     36K 
 5: EX-99.B5III  Sub-Advisory Agreement                               21     45K 
 8: EX-99.B8    Custody Agreement                                     24     78K 
 9: EX-99.B9I   Administration Agreement                               8     29K 
10: EX-99.B9II  Accounting Services Agreement                          9     29K 
11: EX-99.B9III  Trans. Div. Disburs. Shldr. Serv. Agreement          17     53K 
 4: EX-99.BII   Advisory Agreement                                    15     34K 
12: EX-99.BII   Auditors Consent                                       1      9K 

EX-99.B13   —   Stock Letter

EX-99.B13
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 AGREEMENT RELATING TO INITIAL CAPITAL

                                                                March 17, 1997

DEAN FAMILY OF FUNDS                                                            
2480 Kettering Tower                                                            
Dayton, Ohio 45423                                                              

Dear Sir/Madam:                                                                 

        In conjunction with the purchase by C.H. Dean & Associates, Inc., (the
"Purchaser") of 3,400 shares of beneficial interest of the Large Cap Value Fund,
3,300 shares of beneficial interest of the Small Cap Value Fund and 3,300 shares
of beneficial interest of the Balanced Fund of the Dean Family of Funds (the    
"Shares"), the Purchaser hereby represents that it is acquiring the Shares for  
investment with no intention of reselling or otherwise distributing the Shares. 
The Purchaser hereby further agrees that any transfer of any of the Shares or   
any interest therein shall be subject to the following conditions:              

      1.       The Purchaser shall furnish you and counsel satisfactory to
               you prior to the time of transfer, a written description of
               the proposed transfer specifying its nature and consequence
   and giving the name of the proposed transferee.

2.       You shall have obtained from your counsel a written  
              opinion stating whether in the opinion of such counsel the
                proposed transfer may be effected without registration under
                the Securities Act of 1933. If such opinion states that such
            transfer may be so effected, the Purchaser shall then be
                entitled to transfer the Shares in accordance with the terms
              specified in its description of the transaction to you. If
                such opinion states that the proposed transfer may not be so
                effected, the Purchaser will not be entitled to transfer the
Shares unless the Shares are registered.    

EX-99.B13
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      The Purchaser hereby authorizes you to take such action as you shall
reasonably deem appropriate to prevent any violation of the Securities Act of   
1933 in connection with the transfer of the Shares, including the imposition of 
a requirement that any transferee of the Shares sign a letter agreement similar 
to this one. The Purchaser agrees that in the event the Shares are redeemed by  
the Purchaser or its successors or any current holder prior to the complete     
amortization of organization expenses by the Large Cap Value Fund, the Small Cap
Value Fund or the Balanced Fund, the redemption proceeds payable in respect of  
the Shares so redeemed shall be reduced by the pro-rata share (based on the     
proportionate share of the Shares redeemed to the total number of the Shares    
outstanding at the time of redemption) of the then unamortized deferred         
organization expenses as of the date of such redemption.                        

                                 Very truly yours,

                                      C.H. DEAN & ASSOCIATES

                                       By:  /S/ ROBERT D. DEAN

                    Its:

                                   - 2 -

Dates Referenced Herein

				Referenced-On Page
This ‘485B24F’ Filing		Date		First		Last			Other Filings
Filed on / Effective on:		10/1/97							None on these Dates
		3/17/97		1
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