EXHIBIT (1)
PURCHASE AGREEMENT
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Pacific Funds (the "Trust"), a Delaware business trust, on behalf of
each of its series, and Pacific Asset Management LLC, a wholly owned subsidiary
of Pacific Life Insurance Company (the "Purchaser") hereby agree as follows:
1. The Trust hereby offers the Purchaser and the Purchaser hereby
purchases: (i) 250 shares of each of the Class A Shares, Class B Shares and
Class C Shares of the following series of the Trust (without par value) for
consideration of $10.00 per share: PF AIM Blue Chip Fund; PF AIM Aggressive
Growth Fund; PF INVESCO Health Sciences Fund; PF INVESCO Technology Fund; ▇▇
▇▇▇▇▇ Strategic Value Fund; ▇▇ ▇▇▇▇▇ Growth LT Fund; ▇▇ ▇▇▇▇▇▇ International
Value Fund; PF MFS Mid-Cap Growth Fund; PF MFS Global Growth Fund; PF PIMCO
Managed Bond Fund; and ▇▇ ▇▇▇▇▇▇▇ Brothers Large-Cap Value Fund; and (ii) 12,500
Class A Shares and 2,500 of each of Class B Shares and Class C Shares (without
par value) of the PF Pacific Life Money Market Fund for consideration of $1.00
per share (collectively, the "Shares").
2. The Purchaser hereby acknowledges receipt of a purchase
confirmation reflecting the purchase of the Shares, and the Trust hereby
acknowledges receipt from the Purchaser of funds in the amount of $100,000 in
full payment for the Shares.
3. The Purchaser represents and warrants to the Trust that the Shares
are being acquired for investment purposes and not with a view to the
distribution thereof.
4. This Agreement has been executed on behalf of the Trust by the
undersigned officer of the Trust in his or her capacity as an officer of the
Trust. The obligations of this Agreement shall be binding only upon the assets
and property of the respective series of
the Trust and shall not be binding upon any individual Trustee, officer,
shareholder of any series of the Trust, or the Trust.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the 20th day of June, 2001.
PACIFIC FUNDS
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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Vice President and Treasurer
PACIFIC ASSET MANAGEMENT LLC
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇
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Vice President