July 17, 1997

Gentlemen:

The Lynde and Harry Bradley Foundation, Inc. (Bradley Foundation) is in the process of reviewing and evaluating its small cap equity portfolio style allocation and investment managers. In this connection your firm is requested to respond to the attached request for proposal if you believe your firm can fulfill the investment objectives of the Bradley Foundation.

The Bradley Foundation is a nonprofit private foundation organized to raise, invest and reinvest money and devote the principal and net earnings therefrom perpetually and exclusively for charitable, scientific, literary and educational purposes. The Foundation's total portfolio at May 31, 1997 is approximately $535,000,000 of which $91,500,000 is invested in U.S. small cap equity stocks. The Foundation's current small equity portfolio has a bias to a growth style.

The Bradley Foundation has an 18% target allocation to the small cap equity sector. In general, the small cap portfolio would consist of investments in companies with a market capitalization of $900,000,000 and below. Principal objectives are to achieve style neutrality with the addition of a small cap equity manager and changes in other small cap managers as deemed necessary.

To the extent possible, please indicate your responses directly on the attached request for proposal or indicate the reference where the information can be located. Handwritten responses are acceptable.

Your response is requested by July 13, 1997. Please advise if you intend to respond to the request for proposal.

If you have any questions please call me at 414-291-9915.

Very truly yours,

Robert N. Berkopec

RNB/ye

Enclosure

THE LYNDE AND HARRY BRADLEY FOUNDATION, INC.

Request for Proposal

Small Cap Equity Manager Search

Investment Manager: ___________________________

I.	FIRM ORGANIZATION

1.	Please list the name and address of your firm and any affiliates. Also provide a brief history of the firm, including the past and current ownership.

2.	Does the firm qualify as an investment manager pursuant to section 3(38) of ERISA (applicable to ERISA and non-ERISA searches)?

3.	Please describe your business/organizational structure and affiliates.

4.	Please identify your capitalization structure.

II.	FIDUCIARY RESPONSIBILITY

1.	Does the firm have fidelity bond coverage?

2.	Does the firm have fiduciary liability or other insurance that would protect our interests in the event of a breach of fiduciary duty?

3.	Has there been any litigation or enforcement actions initiated against the firm, the firm's officers or directors or the firm's investment professionals?

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III.	FIRM PERSONAL

1.	Please list your firm's principals, their professional backgrounds, and years in the investment management business (including time with your firm). How many total professionals are employed with the firm? How many are dedicated to Small Cap Equity?

2.	Who will be directly involved with our account and what will their roles be?

3.	Please inform us of the personnel turnover (additions and departures) in professional staff during the last five years.

IV.	MANAGER PERFORMANCE AND STYLE

1.	Please describe the firm's Small Cap Equity management style.

2.	Explain the research process employed by the firm and specifically the process involved in the generation of new ideas.

3.	Explain in detail the self discipline utilized.

4.	Please provide quarterly information on fully discretionary Small Cap Equity account performance (Small Cap Equity and cash) for the past 10 years (or as far back as possible) and explain how the numbers were compiled. Are the performance results in compliance with AIMR standards?

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5.	Please provide the following and any other significant statistics for a typical small cap equity portfolio:

Average earnings per share (trailing 12 months)

Average P/E (trailing 12 months)

Average price to book value

Weighted average market cap

V.	CLIENT INFORMATION

1.	Please provide a client reference list and include specific information for contacting three of the references.

2.	Please provide a list of Small Cap Equity accounts acquired or terminated over the last five years. (If terminated, please indicate reason.)

3.	Briefly describe your current client mix including the total number of client relationships. Specifically state the number of Small Cap Equity accounts that the firm managers, the average account size, and the total and Small Cap Equity account dollars under management.

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VII.	GENERAL

1.	What type of investment vehicle (separate, institutional commingled, mutual fund, ...) would you propose for this account?

2.	Please enclose a company brochure and Form ADV parts I and II with your response.

3.	Please provide any other appropriate or relevant information.

VIII.	INVESTMENT MANAGER CONTACT PERSON

Name:	______________________________

Phone:	______________________________

Fax:	______________________________

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