EXHIBIT 14(c)

                              CONSENT OF COUNSEL
                              ------------------


     We hereby consent to the use of our name and to the references to our Firm
included in the Registration Statement on Form N-14 under the Securities Act of
1933, as amended (the "1933 Act"), and the Investment Company Act of 1940, as
amended, respectively. This consent does not constitute a consent under section
7 of the 1933 Act, and in consenting to the use of our name and the references
to our Firm we have not certified any part of the Registration Statement and do
not otherwise come within the categories of persons whose consent is required
under said section 7 or the rules and regulations of the Securities and Exchange
Commission thereunder.



                                        /s/ Drinker Biddle & Reath LLP
                                        --------------------------------------
                                        DRINKER BIDDLE & REATH LLP



Philadelphia, Pennsylvania
September 15, 1999