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                                 Exhibit - 10(a)

                          MUTUAL FUND INVESTMENT TRUST

                           RULE 18f-3 MULTI-CLASS PLAN

         I. Introduction.

         Pursuant to Rule 18f-3 under the Investment Company Act of 1940, as
amended (the "1940 Act"), the following sets forth the method for allocating
fees and expenses among each class of shares of the underlying investment funds
of Mutual Fund Investment Trust (the "Trust") that issues multiple classes of
shares (the "Multi-Class Funds"). In addition, this Rule 18f-3 Multi-Class Plan
(the "Plan") sets forth the shareholder servicing arrangements, distribution
arrangements, conversion features, exchange privileges and other shareholder
services of each class of shares in the Multi-Class Funds.

         The Trust is an open-end series investment company registered under the
1940 Act the shares of which are registered on Form N-1A under the Securities
Act of 1933 (Registration Nos. 33-9421 and 811-5526). Upon the effective date of
this Plan, the Trust hereby elects to offer multiple classes of shares in the
Multi-Class Funds pursuant to the provisions of Rule 18f-3 and this Plan.

         The Trust currently consists of the following twelve separate Funds:
Balanced Fund, Core Equity Fund, Equity Growth Fund, Equity Growth Fund II,
Equity Income Fund, Income Fund, Intermediate Term Bond Fund, Money Market Fund,
Short-Intermediate Term U.S. Government Securities Fund, Small Capitalization
Fund, U.S. Government Securities Fund and H&Q IPO & Emerging Company Fund.

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         Each of the following Funds is a Multi-Class Fund, authorized to issue
the following classes of shares representing interests in the same underlying
portfolio of assets of the respective Fund:

         (1)   the Balanced Fund, Core Equity Fund, Equity Growth Fund and
               Equity Income Fund are authorized to issue Class A, Class B and
               Class C shares and Institutional Class Shares,

         (2)   the Income Fund, Intermediate Term Bond Fund, Money Market Fund,
               Short-Intermediate Term U.S. Government Securities Fund, Small
               Capitalization Fund and U.S. Government Securities Fund are
               authorized to issue Class A and Institutional Class Shares,

         (3)   the Equity Growth Fund II is authorized to issue Institutional
               Class Shares, and

         (4)   the H & Q IPO & Emerging Company Fund is authorized to issue
               Class A and Class B Shares.

         II. Allocation of Expenses.

         Pursuant to Rule 18f-3 under the 1940 Act, the Trust shall allocate to
each class of shares in a Multi-Class Fund (i) any fees and expenses incurred by
the Trust in connection with the distribution of such class of shares under a
distribution plan adopted for such class of shares pursuant to Rule 12b-1, and
(ii) any fees and expenses incurred by the Trust under a shareholder servicing
plan in connection with the provision of shareholder services to the holders of
such class of shares. In addition, pursuant to Rule 18f-3, the Trust may
allocate the following fees and expenses to a particular class of shares in a
single Multi-Class Fund:

         (1)   transfer agent fees identified by the transfer agent as being
               attributable to such class of shares;

         (2)   printing and postage expenses related to preparing and
               distributing materials such as shareholder reports, prospectuses,
               reports, and proxies to current shareholders of such class of
               shares or to regulatory agencies with respect to such class of
               shares;

         (3)   blue sky registration or qualification fees incurred by such
               class of shares;

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         (4)   Securities and Exchange Commission registration fees incurred by
               such class of shares;

         (5)   the expense of administrative personnel and services (including,
               but not limited to, those of a fund accountant or dividend paying
               agent charged with calculating net asset values or determining or
               paying dividends) as required to support the shareholders of such
               class of shares;

         (6)   litigation or other legal expenses relating solely to such class
               of shares;

         (7)   Trustees fees incurred as result of issues relating to such class
               of shares; and

         (8)   independent accountants' fees relating solely to such class of
               shares.

         The initial determination of the class expenses that will be allocated
by the Trust to a particular class of shares and any subsequent changes thereto
will be reviewed by the Board of Trustees and approved by a vote of the Trustees
of the Trust, including a majority of the Trustees who are not interested
persons of the Trust. The Trustees will monitor conflicts of interest among the
classes and agree to take any action necessary to eliminate conflicts.

         Income, realized and unrealized capital gains and losses, and any
expenses of a Multi-Class Fund not allocated to a particular class of such Fund
pursuant to this Plan shall be allocated to each class of the Fund on the basis
of the net asset value of that class in relation to the net asset value of the
Fund.

         The Adviser, Distributor, Administrator and any other provider of
services to the Funds may waive or reimburse the expenses of a particular class
or classes, provided, however, that such waiver shall not result in cross
subsidization between the classes.

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         III.     CLASS ARRANGEMENTS.

         The following summarizes the front-end sales charges, contingent
deferred sales charges, Rule 12b-1 distribution fees, shareholder servicing
fees, exchange privileges and other shareholder services applicable to each
class of shares of the Multi-Class Funds. Additional details regarding such fees
and services are set forth in each Fund's current Prospectus and Statement of
Additional Information.

         a.     CLASS A SHARES -

                i.    INITIAL SALES LOAD: Up to 5.75% (of the offering price).

                ii.   CONTINGENT DEFERRED SALES CHARGE: None.

                iii.  RULE 12b-1 DISTRIBUTION FEES: Up to 0.30% per annum of the
                      average daily net assets.

                iv.   SHAREHOLDER SERVICING FEES: Up to 0.25% per annum of
                      average daily net assets.

                v.    EXCHANGE PRIVILEGES: Subject to restrictions and
                      conditions set forth in the Prospectus, may be exchanged
                      for Class A shares of any other Fund.

                vi.   OTHER SHAREHOLDER SERVICES: As provided in the Prospectus.
                      Services do not differ from those applicable to Class B
                      shares.

          b.    CLASS B SHARES -

                i.    INITIAL SALES LOAD: None.

                ii.   CONTINGENT DEFERRED SALES CHARGE: 5% in the first year,
                      declining to 1% in the sixth year and eliminated
                      thereafter.

                iii.  RULE 12b-1 DISTRIBUTION FEES: Up to 1.00% per annum of the
                      average daily net assets.

                iv.   SHAREHOLDER SERVICING FEES: Up to 0.25% per annum of the
                      average daily net assets.

                v.    CONVERSION FEATURES: convert to Class A shares on the
                      first business day of the month following the eighth
                      anniversary of the original purchase, based on relative
                      net asset values of the two classes. Shares acquired by
                      the reinvestment of dividends and distributions are
                      included in the conversion.

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                vi.   EXCHANGE PRIVILEGES: May be exchanged for Class B shares
                      of other Multi-Class Funds.

                vii.  OTHER SHAREHOLDER SERVICES: As provided in the Prospectus.
                      Services do not differ from those applicable to Class A
                      shares.

          c.    CLASS C SHARES -

                i.    INITIAL SALES LOAD: None.

                ii.   CONTINGENT DEFERRED SALES CHARGE: 1% in the first year and
                      eliminated thereafter.

                iii.  RULE 12b-1 DISTRIBUTION FEES: Up to 0.75% per annum of the
                      average daily net assets.

                iv.   SHAREHOLDER SERVICING FEES: Up to 0.25% per annum of the
                      average daily net assets.

                v.    CONVERSION FEATURES: None.

                vi.   EXCHANGE PRIVILEGES: May be exchanged for Class C shares
                      of other Multi-Class Funds.

                vii.  OTHER SHAREHOLDER SERVICES: As provided in the Prospectus.

          d.    INSTITUTIONAL SHARES CLASS -

                i.    INITIAL SALES LOAD: None.

                ii.   CONTINGENT DEFERRED SALES CHARGE: None.

                iii.  RULE 12b-1 DISTRIBUTION FEES: None.

                iv.   SHAREHOLDER SERVICING FEES: Up to 0.25% per annum of the
                      average daily net assets.

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                v.    EXCHANGE PRIVILEGES: May be exchanged for Institutional
                      shares of other Multi-Class Funds at relative net asset
                      value.

                vi.   OTHER SHAREHOLDER SERVICES: As provided in the Prospectus.

         IV.     CONVERSIONS.

         All Class B Shares of the Funds shall convert automatically to Class A
Shares in the ninth year after the date of purchase, together with the pro rata
portion of all Class B Shares representing dividends and other distributions
paid in additional Class B shares. The conversion will be effected at the
relative net asset values per share of the two classes on the first business day
of the month following the eighth anniversary of the original purchase.

         After conversion, the converted shares will be subject to an
asset-based sales charge and/or service fee (as those terms are defined in
Article III, Section 26 of the National Association Securities Dealers, Inc.
Rules of Fair Practice), if any, that in the aggregate are lower than the
asset-based sales charge and service fee to which they were subject prior to
that conversion. In no event will a class of shares have a conversion feature
that automatically would convert shares of such class into shares of a class
with a distribution arrangement that could be viewed as less favorable to the
shareholder from the point of view of overall cost.

         The implementation of the conversion feature is subject to the
continuing availability of a ruling of the Internal Revenue Service, or of an
opinion of counsel or tax advisor, stating that the conversion of one class of
shares to another does not constitute a taxable event under federal income tax
law. The conversion feature may be suspended if such a ruling or opinion is not
available.

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         If a Fund implements any amendment to a Distribution Plan (or, if
presented to shareholders, adopts or implements any amendment of a shareholder
services plan) that the Board of Trustees determines would materially increase
the charges that may be borne by the Class A Shareholders under such plan, the
Class B Shares will stop converting to the Class A Shares until the Class B
Shares, voting separately, approve the amendment or adoption. The Board of
Trustees shall have sole discretion in determining whether such amendment or
adoption is to be submitted to a vote of the Class B Shareholders. Should such
amendment or adoption not be submitted to a vote of the Class B Shareholders or,
if submitted, should the Class B Shareholders fail to approve such amendment or
adoption, the Board of Trustees shall take such action as is necessary to: (1)
create a new class (the "New Class A Shares") which shall be identical in all
material respects to the Class A Shares as they existed prior to the
implementation of the amendment or adoption; and (2) ensure that the existing
Class B Shares will be exchanged or converted into New Class A Shares no later
than the date such Class B Shares were scheduled to convert to Class A Shares.
If deemed advisable by the Board of Trustees to implement the foregoing, and at
the sole discretion of the Board of Trustees, such action may include the
exchange of all Class B Shares for a new class (the "New Class B Shares"),
identical in all respects to the Class B Shares except that the New Class B
Shares will automatically convert into the New Class A Shares. Such exchanges or
conversions shall be effected in a manner that the Board of Trustees reasonably
believes will not be subject to federal taxation.

      V.       BOARD REVIEW.

         The Board of Trustees of the Trust shall review this Plan as frequently
as it deems necessary. Prior to any material amendment(s) to this Plan, the
Board of Trustees, including a majority of the Trustees that are not interested
persons of the Trust, shall find that the Plan, as

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proposed to be amended (including any proposed amendments to the method of
allocating class and/or fund expenses), is in the best interest of each class
of shares of a Multi-Class Fund individually and the Fund as a whole. In
considering whether to approve any proposed amendment(s) to the Plan, the
Trustees shall request and evaluate such information as they consider
reasonably necessary to evaluate the proposed amendment(s) to the Plan. Such
information shall address the issue of whether any waivers or reimbursements
of fees or expenses could be considered a cross-subsidization of one class by
another, and other potential conflicts of interest between classes.

         In making its determination to approve this Plan, the Trustees have
focused on, among other things, the relationship between or among the classes
and has examined potential conflicts of interest among classes (including those
potentially involving a cross-subsidization between classes) regarding the
allocation of fees, services, waivers and reimbursements of expenses, and voting
rights. The Board has evaluated the level of services provided to each class and
the cost of those services to ensure that the services are appropriate and the
allocation of expenses is reasonable. In approving any subsequent amendments to
this Plan, the Board shall focus on and evaluate such factors as well as any
others deemed necessary by the Board. Adopted effective February 19, 2001.