Naic Growth Fund Inc Sample Contracts

5,000,000 SHARES COMMON STOCK
Naic Growth Fund Inc • September 17th, 2002 • Iowa
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RECITALS
Escrow Agreement • April 28th, 2003 • Naic Growth Fund Inc • Michigan
5,000,000 SHARES COMMON STOCK
Naic Growth Fund Inc • January 17th, 2003 • Iowa
WITNESSETH
Custodial Agreement • September 17th, 2002 • Naic Growth Fund Inc • Michigan
INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • August 29th, 2007 • Naic Growth Fund Inc • Michigan

This Agreement made this 16th day of February, 2007, but effective as of May 1, 2007 (subject to shareholder approval as set forth below) between NAIC Growth Fund, Inc. a Maryland corporation ("Investment Company"), and Sims Capital Management LLC, a Wisconsin limited liability company ("Adviser").

5,000,000 SHARES COMMON STOCK
Naic Growth Fund Inc • September 17th, 2002 • Iowa

We (the "Underwriter") have agreed, subject to the terms and conditions of the Underwriting Agreement dated ___________, 2002 (the "Underwriting Agreement"), to offer on a "best efforts" basis up to 5,000,000 shares (the "Maximum Amount") of common stock, par value $0.001 per share (the "Common Shares"), in minimum purchases of $500 pursuant to a Prospectus and Statement of Additional Information ("SAI"), as they may be amended or supplemented from time to time. Additional copies of the Prospectus and SAI as then in effect will be supplied to you in reasonable quantities upon request.

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