CONCERT INVESTMENT SERIES

BROKER DEALER CONTRACT
CFBDS, Inc.
21 Milk Street
Boston, Massachusetts  02109


		
	
PFS Distributors, Inc.
3100 Breckinridge Boulevard
Duluth, Georgia 30199-0062

Ladies and Gentlemen:

		We, CFBDS, Inc. ("CFBDS"), have agreements with the 
Concert Investment Series for which Mutual Management Corp. serves as 
investment adviser (the "Trust") pursuant to which we act as 
nonexclusive principal underwriter and distributor for the sale of 
shares of capital stock ("shares") of the various series of the 
Trust, and as such have the right to distribute shares for resale.  
The Trust is an open-end investment company registered under the 
Investment Company Act of 1940, as amended (the "1940 Act") and the 
shares being offered to the public are registered under the 
Securities Act of 1933, as amended (the "1933 Act").  Each series of 
the Trust covered by a Distribution Agreement from time to time is 
referred to in this agreement as a "Fund" and collectively as the 
"Funds."  The term "Prospectus", as used herein, refers to the 
prospectus and related statement of additional information (the 
"Statement of Additional Information") incorporated therein by 
reference (as amended or supplemented) on file with the Securities 
and Exchange Commission at the time in question.  As a broker in the 
capacity of principal underwriter and distributor for the Trust, we 
offer to sell to you, as a broker or dealer, shares of each Fund upon 
the following terms and conditions:

1.   In all sales to the public you shall act as broker 
for your customers or as dealer for your own account, and in no 
transaction shall you have any authority to act as agent for the 
Trust, for us or for any other dealer. 

2.   Orders received from you will be accepted through us 
only at the public offering price per share (i.e. the net asset value 
per share plus the applicable front-end sales charge, if any) 
applicable to each order, and all orders for redemption of any shares 
shall be executed at the net asset value per share less any 
contingent deferred sales charge, if any, in each case as set forth 
in the Prospectus.  You will be entitled to receive and retain any 
contingent deferred sales charge amounts in partial consideration of 
your payment to financial consultants of commission amounts at the 
time of sale and we will obligate any other brokers with whom we 
enter into similar agreements to pay such amounts directly to you.  
The procedure relating to the handling of orders shall be subject to 
paragraph 4 hereof and instructions which we or the Trust shall 
forward from time to time to you.  All orders are subject to 
acceptance or rejection by the applicable Fund or us in the sole 
discretion of either.  The minimum initial purchase and the minimum 
subsequent purchase of any shares shall be as set forth in the 
Prospectus pertaining to the relevant Fund.

		3.   You shall not place orders for any shares unless you 
have already received purchase orders for those shares at the 
applicable public offering price and subject to the terms hereof.  
You agree that you will not offer or sell any shares except under 
circumstances that will result in compliance with the applicable 
Federal and state securities laws, the applicable rules and 
regulations thereunder and the rules and regulations of applicable 
regulatory agencies or authorities and that in connection with sales 
and offers to sell shares you will furnish to each person to whom any 
such sale or offer is made, a copy of the Prospectus and, upon 
request, the Statement of Additional Information, and will not 
furnish to any person any information relating to shares which is 
inconsistent in any respect with the information contained in the 
Prospectus or Statement of Additional Information (as then amended or 
supplemented).  You shall not furnish or cause to be furnished to any 
person or display or publish any information or materials relating to 
the shares (including, without limitation, promotional materials and 
sales literature, advertisements, press releases, announcements, 
statements, posters, signs or other similar material), except such 
information and materials as may be furnished to you by or on behalf 
of us or the Trust, and such other information and materials as may 
be approved in writing by or on behalf of us or the Trust.  

4.   As a broker dealer, you are hereby authorized (i) to 
place orders directly with the Trust for shares subject to the 
applicable terms and conditions governing the placement of orders by 
us set forth in the Prospectus and (ii) to tender shares directly to 
the Trust or its agent for redemption subject to the applicable terms 
and conditions governing the redemption of shares applicable to us 
set forth in the Prospectus.

5.   You shall not withhold placing orders received from 
your customers so as to profit yourself as a result of such 
withholding, e.g., by a change in the "net asset value" from that 
used in determining the offering price to your customers.
6.   In determining the amount of any sales concession 
payable to you hereunder, we reserve the right to exclude any sales 
which we reasonably determine are not made in accordance with the 
terms of the Prospectus and the provisions of this Agreement.  Unless 
at the time of transmitting an order we advise you or the transfer 
agent to the contrary, the shares ordered will be deemed to be the 
total holdings of the specified investor. 

7.  (a)  You agree that payment for orders from you for 
the purchase of shares will be made in accordance with the terms of 
the Prospectus.  On or before the business day following the 
settlement date of each purchase order for shares, you shall transfer 
same day funds to an account designated by us with the transfer agent 
in an amount equal to the public offering price on the date of 
purchase of the shares being purchased less your sales concession, if 
any, with respect to such purchase order determined in accordance 
with the Prospectus.  If payment for any purchase order is not 
received in accordance with the terms of the Prospectus, we reserve 
the right, without notice, to cancel the sale and to hold you 
responsible for any loss sustained as a result thereof.

(b)  If any shares sold under the terms of this Agreement 
are sold with a sales charge and are redeemed or are tendered for 
redemption within seven (7) business days after confirmation of your 
purchase order for such shares:  (i) you shall forthwith refund to us 
the full sales concession received by you on the sale; and (ii) we 
shall forthwith pay to the applicable Fund our portion of the sales 
charge on the sale which has been retained by us, if any, and shall 
also pay to the applicable Fund the amount refunded by you.

(c)  We will not be obligated to pay or cause to be paid 
to you any ongoing trail commission or shareholder service fees with 
respect to shares of the Funds purchased through you and held by or 
for your customers, which you shall collect directly from the Trust.

(d)  Certificates evidencing shares shall be available 
only upon request.  Upon payment for shares in accordance with 
paragraph 7(a) above, the transfer agent will issue and transmit to 
you or your customer a confirmation statement evidencing the purchase 
of such shares.  Any transaction in uncertificated shares, including 
purchases, transfers, redemptions and repurchases, shall be effected 
and evidenced by book-entry on the records of the transfer agent.

8.   No person is authorized to make any representations 
concerning shares except those contained in the current Prospectus 
and Statement of Additional Information and in printed information 
subsequently issued by us or the Trust as information supplemental to 
the Prospectus and the Statement of Additional Information.  In 
purchasing or offering shares pursuant to this Agreement you shall 
rely solely on the representations contained in the Prospectus, the 
Statement of Additional Information and the supplemental information 
above mentioned.

9.   You agree to deliver to each purchaser making a 
purchase of shares from or through you a copy of the Prospectus at or 
prior to the time of offering or sale, and, upon request, the 
Statement of Additional Information.  You may instruct the transfer 
agent to register shares purchased in your name and account as 
nominee for your customers.  You agree thereafter to deliver to any 
purchaser whose shares you or your nominee are holding as record 
holder copies of the annual and interim reports and proxy 
solicitation materials and any other information and materials 
relating to the Trust and prepared by or on behalf of us, the Trust 
or the investment adviser, custodian, transfer agent or dividend 
disbursing agent for distribution to beneficial holders of shares.  
The Trust shall be responsible for the costs associated with 
forwarding such reports, materials and other information and shall 
reimburse you in full for such costs.  You further agree to make 
reasonable efforts to endeavor to obtain proxies from such purchasers 
whose shares you or your nominee are holding as record holder.  You 
further agree to obtain from each customer to whom you sell shares 
any taxpayer identification number certification required under 
Section 3406 of the Internal Revenue Code of 1986, as amended (the 
"Code"), and the regulations promulgated thereunder, and to provide 
us or our designee with timely written notice of any failure to 
obtain such taxpayer identification number certification in order to 
enable the implementation of any required backup withholding in 
accordance with Section 3406 of the Code and the regulations 
thereunder.  Additional copies of the Prospectus, Statement of 
Additional Information, annual or interim reports, proxy solicitation 
materials and any such other information and materials relating to 
the Trust will be supplied to you in reasonable quantities upon 
request.

10.  (a)  In accordance with the terms of the Prospectus, 
a reduced sales charge may be available to customers, depending on 
the amount of the investment or proposed investment.  In each case 
where a reduced sales charge is applicable, you agree to furnish to 
the transfer agent sufficient information to permit confirmation of 
qualification for a reduced sales charge, and acceptance of the 
purchase order is subject to such confirmation.  Reduced sales 
charges may be modified or terminated at any time in the sole 
discretion of the Trust.

(b)  You acknowledge that certain classes of investors 
may be entitled to purchase shares at net asset value without a sales 
charge as provided in the Prospectus and Statement of Additional 
Information.

(c)  You agree to advise us promptly as to the amount of 
any and all sales by you qualifying for a reduced sales charge or no 
sales charge. 

(d)  Exchanges (i.e., the investment of the proceeds from 
the liquidation of shares of one Fund in the shares of another Fund, 
each of which is managed by the same or an affiliated investment 
adviser) shall, where available, be made in accordance with the terms 
of each Prospectus.

11.   We and the Trust reserve the right in our 
discretion, without notice, to suspend sales or withdraw the offering 
of any shares entirely.  Each party hereto has the right to cancel 
the portions of this Agreement to which it is party upon notice to 
the other parties; provided, however, that no cancellation shall 
affect any party's obligations hereunder with respect to any 
transactions or activities occurring prior to the effective time of 
cancellation.  We reserve the right to amend this Agreement in any 
respect effective on notice to you. 

12.  We shall have full authority to take such action as we 
may deem advisable in respect of all matters pertaining to the 
continuous offering of shares.  We shall be under no liability to you 
except for lack of good faith and for obligations expressly assumed by 
us herein.  Nothing contained in this paragraph 12 is intended to 
operate as, and the provisions of this paragraph 12 shall not in any way 
whatsoever constitute a waiver by you of compliance with, any provisions 
of the 1933 Act or of the rules and regulations of the Securities and 
Exchange Commission issued thereunder.  

13.   You agree that:  (a) you shall not effect any 
transactions (including, without limitation, any purchases and 
redemptions) in any shares registered in the name of, or beneficially 
owned by, any customer unless such customer has granted you full 
right, power and authority to effect such transactions on his behalf, 
(b) we shall have full authority to act upon your express 
instructions to sell, repurchase or exchange shares through us on 
behalf of your customers under the terms and conditions provided in 
the Prospectus and (c) we, the Trust, the investment adviser, the 
administrator, the transfer agent, the sub-transfer agent and our and 
their respective officers, directors or trustees, agents, employees 
and affiliates shall not be liable for, and shall be fully 
indemnified and held harmless by you from and against, any and all 
claims, demands, liabilities and expenses (including, without 
limitation, reasonable attorneys' fees) which may be incurred by us 
or any of the foregoing persons entitled to indemnification from you 
hereunder arising out of or in connection with (i) the execution of 
any transactions in shares registered in the name of, or beneficially 
owned by, any customer in reliance upon any oral or written 
instructions believed to be genuine and to have been given by or on 
behalf of you, (ii) any statements or representations that you or 
your employees or representatives make concerning the Trust that are 
inconsistent with the Trust's Prospectus, (iii) any written materials 
used by you or your employees or representatives in connection with 
making offers or sales of shares that were not furnished by us, the 
Trust or the investment adviser or an affiliate thereof and (iv) any 
sale of shares of the Trust where the Trust or its shares were not 
properly registered or qualified for sale in any state, any U.S. 
territory or the District of Columbia, when we have indicated to you 
that the Trust or its shares were not properly registered or 
qualified.  The indemnification agreement contained in this Paragraph 
13 shall survive the termination of this Agreement.

14.  You represent that:  (a) you are a member in good 
standing of the National Association of Securities Dealers, Inc. (the 
"NASD"), or, if a foreign dealer who is not eligible for membership 
in the NASD, that (i) you will not make any sales of shares in, or to 
nationals of, the United States of America, its territories or its 
possessions, and (ii) in making any sales of shares you will comply 
with the NASD's Conduct Rules and (b) you are a member in good 
standing of the Securities Investor Protection Corporation ("SIPC").  
You agree that you will provide us with timely written notice of any 
change in your NASD or SIPC status.

15.   We shall inform you as to the states or other 
jurisdictions in which the Trust has advised us that shares have been 
qualified for sale under, or are exempt from the requirements of, the 
respective securities laws of such states, but we assume no 
responsibility or obligation as to your qualification to sell shares 
in any jurisdiction.

		16.	Any claim, controversy, dispute or deadlock arising 
under this Agreement (collectively, a "Dispute") shall be settled by 
arbitration administered under the rules of the American Arbitration 
Association ("AAA") in New York, New York.  Any arbitration and award 
of the arbitrators, or a majority of them, shall be final and the 
judgment upon the award rendered may be entered in any state or 
federal court having jurisdiction.  No punitive damages are to be 
awarded.

17.   All communications to us should be sent, postage 
prepaid, to 21 Milk Street, Boston, Massachusetts 02109 Attention: 
Philip Coolidge.  Any notice to you shall be duly given if mailed, 
telegraphed or telecopied to you at the address specified by you 
below.  Communications regarding placement of orders for shares 
should be sent, postage prepaid, to First Data Investor Services 
Group, Inc., P.O. Box 5128, Westborough, Massachusetts 01581-5128.

18.   This Agreement shall be binding upon both parties 
hereto when signed by us and accepted by you in the space provided 
below.

19. 	This Agreement and the terms and conditions set 
forth herein shall be governed by, and construed in accordance with, 
the laws of the State of New York. 

						CFBDS, INC.


						By:					
	(Authorized Signature)




Accepted:

	Firm Name:									

	Address:  									

												

	Accepted By (signature):  						

	Name (print):		                           	 

	Title: 			     		 Date:  			






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