Exhibit 11

                                [Form of Opinion]
                                     Dechert
                              1775 Eye Street, N.W.
                             Washington, D.C. 20006

_____________, 2000


Board of Directors
Pilgrim GNMA Fund, Inc.
7337 E. Doubletree Ranch Road
Scottsdale, AZ 85258-2034

     Re:  Pilgrim GNMA Income Fund, Inc., on behalf of Pilgrim GNMA Income Fund

Dear Gentlepersons:

We have acted as counsel to Pilgrim GNMA Income Fund, Inc. (formerly Lexington
GNMA Income Fund, Inc.), a Maryland corporation (the "Company"), and we have a
general familiarity with the Company's business operations, practices and
procedures. You have asked for our opinion regarding the issuance of shares of
beneficial interest by the Company in connection with the acquisition by Pilgrim
GNMA Income Fund, a series of the Company, of the assets of Pilgrim Government
Securities Income Fund, a series of Pilgrim Government Securities Income Fund,
Inc., which will be registered on a Form N-14 Registration Statement (the
"Registration Statement") to be filed by the Company with the Securities and
Exchange Commission.

We have examined originals or certified copies, or copies otherwise identified
to our satisfaction as being true copies, of various corporate records of the
Company and such other instruments, documents and records as we have deemed
necessary in order to render this opinion. We have assumed the genuineness of
all signatures, the authenticity of all documents examined by us and the
correctness of all statements of fact contained in those documents.

On the basis of the foregoing, it is our opinion that the shares of beneficial
interest of the Company being registered under the Securities Act of 1933 in the
Registration Statement, have been duly authorized and will be legally and
validly issued, fully paid and non-assessable by the Company upon transfer of
the assets of Pilgrim Government Securities Income Fund pursuant to the terms of
the Agreement and Plan of Reorganization included in the Registration Statement.

We hereby consent to use of this opinion as an exhibit to the Registration
Statement and to all references to our firm therein.

Very truly yours,