Code of Ethics

                     IXIS Asset Management Advisors, L.P.
                   IXIS Asset Management Distributors, L.P.

                                  As Amended
                                 June 30, 2006

                                      1



                                 Introduction

This is the Code of Ethics ("Code") of IXIS Asset Management Advisors, L.P.
("IAMA") and IXIS Asset Management Distributors, L.P. ("IAMD") (the "Firms").

                        Statement of General Principles

It is the policy of the Firms that no Supervised Person shall engage in any
act, practice, or course of conduct that would violate the Code, the fiduciary
duty owed by the Firms and its personnel to clients, any applicable federal
securities laws including but not limited to certain sections of and rules
promulgated under the Investment Advisers Act of 1940 (as amended; the
"Advisers Act"), the Employee Retirement Income Security Act of 1974 (as
amended; "ERISA"), or the provisions of Section 17(j) of the Investment Company
Act of 1940, as amended (the "1940 Act"), and Rule 17j-1 thereunder. The
fundamental position of the Firms is, and has been, that at all times the
interests of its Clients are placed first. Accordingly, Supervised Person's
personal financial transactions (and in some cases, those of members of their
Family/Household) and related activities must be conducted consistently with
this Code and in such a manner as to avoid any actual or potential conflict of
interest or abuse of the Firms' position of trust and responsibility.

It is not intended that the policies in this Code will specifically address
every situation involving personal trading. These policies will be interpreted
and applied, and exceptions and amendments will be made by the Compliance
Officer in a manner considered fair and equitable, in all cases with the view
of placing the Firms Clients' interests paramount. It also bears emphasis that
technical compliance with the procedures, prohibitions, and limitations of this
Code will not automatically insulate a Supervised Person from scrutiny of, and
sanctions for, securities transactions that indicate an abuse of the Firms'
fiduciary duty to any of its Clients.

                   Things You Need to Know to Use This Code

1. Terms - Terms in boldface type have special meanings as used in this Code.
To understand the Code, you need to read the definitions of these terms. The
definitions are at the end of the Code.

2. Purpose of the Code - The policies in this Code reflect the Firms' desire to
detect and prevent not only situations involving actual or potential conflicts
of interest or unethical conduct, but also those situations involving even the
appearance of these. This Code (i) sets forth standards of conduct expected of
Supervised Persons (including compliance with the federal securities laws),
(ii) is intended to safeguard material nonpublic information about client
transactions, (iii) requires Supervised Persons to refrain from frequent
trading of Covered Funds and Covered Securities, and (iv) requires Access
Persons to report personal securities transactions, including transactions in
shares of certain investment companies managed by the Firms or any affiliate of
any of the Firms ("Covered Funds"). A complete list of Covered Funds is
maintained by the Compliance Officer and is posted on the Firms' Intranet; a
printed list is available upon request from the Compliance Officer.

3. Access Persons - All officers, directors, and employees of the Firms are
considered Access Persons, except for any director who is not an officer or
employee of the Firms and who meets all of the following conditions:

.  He or she, in connection with his or her regular functions or duties, does
   not make, participate in or obtain information regarding the purchase or
   sale of Covered Securities by a registered investment

                                      2



   company, and whose functions do not relate to the making of recommendations
   with respect to such purchases or sales;

.  He or she, in connection with his or her regular functions or duties, does
   not make, participate in or obtain information regarding the purchase or
   sale of Covered Securities by a registered investment company, and whose
   functions do not relate to the making of recommendations with respect to
   such purchases or sales;

.  He or she does not have access to nonpublic information regarding any
   clients' purchase or sale of securities, or nonpublic information regarding
   the portfolio holdings of any Covered Fund; and

.  He or she is not involved in making securities recommendations to clients,
   and does not have access to such recommendations that are nonpublic.

While many officers and employees of the Firms do not have regular access to
information regarding the purchase and sale of securities by either Mutual Fund
Clients or Separate Account Clients, they may have occasional access to mutual
fund or separate account portfolio information that has not been aged 30 days.
Therefore, all officers and employees of the Firms have been designated Access
Persons.

4. Compliance Department and Compliance Officer - This Code is administered by
the Compliance Officer and his designee(s). Any significant issues, concerns,
or findings identified by the Compliance Officer are reported to the Firm's
Ethics and Supervisory Committee.

The Compliance Officer has the authority to grant written waivers of certain
provisions of this Code in appropriate instances. However:

.  the Firms expect that waivers will be granted only in rare instances; and

.  some provisions of the Code are mandated by Securities and Exchange
   Commission (SEC) rules and cannot be waived.

5. Ethics and Supervisory Committee ("Committee") - The Committee is comprised
of certain members of senior management of the Firms, including the President,
Chief Operating Officer and Chief Compliance Officer of IAMA. The Committee is
charged with ensuring the Code remains reasonably designed to prevent
Supervised Persons from engaging in any act, practice, or course of conduct
that would violate the fiduciary duty owed to clients or to the Firms, any
applicable federal securities laws including but not limited to certain
sections of and rules promulgated under the Investment Advisers Act of 1940 (as
amended; the "Advisers Act"), the Employee Retirement Income Security Act of
1974 (as amended; "ERISA"), or the provisions of Section 17(j) of the
Investment Company Act of 1940, as amended (the "1940 Act"), and Rule 17j-1
thereunder. The Committee will review the terms and provisions of this Code at
least annually and make amendments as necessary.

The Committee meets quarterly to review any Code violations identified by the
Compliance Officer to (i) make a determination of whether they are indeed
violations under the Code; (ii) establish the degree of severity the violation
represents; and (iii) if necessary mete out disciplinary actions as described
in Section E of this Code.

The Compliance Officer will distribute the Code to all Supervised Persons
annually and upon any amendment. You are required to acknowledge your receipt
and understanding of the Code by submitting a signed Acknowledgement Form to
the Compliance Officer annually (see Section F.4. of this Code).

6. Mutual Fund Clients - Includes all investment companies for which IAMA
serves as adviser, or for which IAMD is the Distributor. All investment company
clients are currently considered Mutual Fund Clients.

7. Separate Account Clients - IAMA markets the investment expertise of its
advisory affiliates and other advisory firms to separate account platforms.
While IAMA primarily relies on model portfolios

                                      3



provided by affiliates or third party subadvisers to manage client assets, it
normally has investment discretion over Separate Account Client portfolios.

For purposes of this Code of Ethics, Mutual Fund Clients and Separate Account
Clients are collectively referred to as Clients.

                       Specific Requirements of the Code

A. General Rules

It is improper for Supervised Persons to:

    .  use for his/her own benefit (or the benefit of anyone other than the
       Clients) information about the trading activity of the Clients or
       recommendations of the advisers or subadvisers; or

    .  take advantage of investment opportunities that would otherwise be
       available for the Clients.

Also, as a matter of business policy, the Firms require that Supervised Persons
adhere to a standard of conduct that: (i) reflects the fiduciary obligations of
the Firms, including preventing access to material nonpublic information about
clients to Supervised Persons not needing such information to perform their
duties; (ii) complies with all securities laws; and (iii) avoids even the
appearance that Supervised Persons receive any improper benefit from
information about trading activity of Clients, the advisers or subadvisers, or
from our relationships with the brokerage and advisory communities.

The Firms expect all Supervised Persons to comply with the spirit of the Code,
as well as the specific rules contained in the Code.

B. Designated Brokerage Requirement

Except as described in paragraphs (i)-(v) below, Access Persons who have
personal accounts that hold or can hold Covered Securities or shares of Covered
Funds in which they have Beneficial Ownership are required to maintain such
accounts at one of the following firms: Charles Schwab, Fidelity Investments,
or Merrill Lynch (collectively, the "Designated Brokers"). New Access Persons
must initiate movement of existing accounts to a Designated Broker within 30
days of being named an Access Person.

Exemptions to the Designated Brokerage Requirement:

     (i) Shares of the IXIS Advisor Funds, Loomis Sayles Funds, and Oakmark
         Funds purchased directly from the Covered Fund if such shares are held
         with the fund's transfer agent.

     (ii)Shares of Covered Funds purchased through one or more of the Firm's
         retirement plans, including the Firms' 401(k) plan.

    (iii)Certain accounts in which the Access Person has Beneficial Ownership,
         including retirement accounts with an Access Person's prior employer,
         retirement accounts of an Access Person's spouse, and DRIP and ESOP
         investment programs.

                                      4



     (iv)Accounts for which the Access Person has Beneficial Ownership but no
         investment influence or control may be eligible for an exemption from
         the Designated Brokerage Requirement. All such exemptions must be
         approved by the Compliance Officer.

     (v) Accounts in which an Access Person may have Beneficial Ownership
         through a member of their Family/Household, which accounts are subject
         to a code of ethics or similar policy requiring the account be held at
         an entity other than a Designated Broker.

For example, if the spouse of an Access Person is employed by a broker-dealer
or registered investment adviser that has adopted a code of ethics that
requires the spouse to maintain personal securities accounts at a
non-designated broker-dealer (including the employer itself), the Firms will
defer to that requirement as to that account so long as the Duplicate
Confirmation Notice and Statement Requirement (see Section F.5. of this Code)
is satisfied.

NOTE: In the occasional instance in which the Compliance Officer grants an
exemption from the Designated Brokerage Requirement to any accounts that hold
or can hold Covered Securities and/or Covered Funds, the Duplicate Confirmation
Notice and Statement Requirement shall apply instead.

C. Gifts to or from Brokers, Clients, or Others

No Access Person may accept or receive on his or her own behalf, or on behalf
of the Firms, any gift or other accommodations from a vendor, broker,
securities salesman, client, or prospective client (a "business contact") that
might create a conflict of interest or interfere with the impartial discharge
of such Access Person's responsibilities to the Firms or the Clients, be
construed as an improper attempt to influence the recipient, or place the
recipient or the Firms in a difficult or embarrassing position. This
prohibition applies equally to gifts to members of the Family/Household of
Access Persons.

In no event should gifts to or from any one business contact have a value that
exceeds the annual limitation on the dollar value of gifts established by the
Compliance Officer from time to time (currently $100).

These policies are not intended to prohibit normal business entertainment such
as meals or tickets to sporting events or the theatre. Please note that
business entertainment is different than giving or receiving gifts. If you are
unsure whether something is a gift or business entertainment, refer to the
Firms Non-Cash Compensation Policy or ask the Compliance Officer.

D. Service on the Board or as an Officer of Another Company

To avoid conflicts of interest, "inside information" concerns, and other
compliance and business issues, the Firms prohibit all Access Persons from
serving as officers or members of the board of any other entity, except with
the advance written approval of the General Counsel or Compliance Officer.
Approval must be obtained through the Compliance Officer, and will ordinarily
require consideration by the Ethics and Supervisory Committee. The Firms can
deny approval for any reason or without providing a reason. This prohibition
does not apply to service as an officer or board member of any parent,
subsidiary, or affiliate of the Firms, nor does it apply to non-employee
members of the Firms' board (i.e. those board members who are not employees of
the Firms).

                                      5



E. Violations and Penalties

The Firms expect all Supervised Persons to comply with the spirit of the Code,
as well as the specific rules contained in the Code. Any violations must be
reported promptly to the Compliance Officer.

The Firms treat violations of this Code (including violations of the spirit of
the Code) very seriously. If you violate either the letter or the spirit of
this Code, the Firms (through the Ethics and Supervisory Committee) might take
a variety of remedial measures. These may include imposing penalties or fines,
cutting your compensation, demoting you, requiring disgorgement of trading
gains, imposing a ban on your personal trading, suspending or terminating your
employment, or reporting the matter to civil or criminal authorities.

Improper trading activity may constitute a violation of this Code. You may also
be considered in violation of this Code by failing to promptly report
violations to the Compliance Officer, by failing to file required reports in a
timely manner, or by making inaccurate or misleading reports or statements
concerning trading activity or securities accounts. You may be considered in
violation of this Code even if no harm results from your conduct.

If you have any doubt or uncertainty about what this Code requires or permits,
you should ask the Compliance Officer. Do not just guess at the answer, since
ignorance of the requirements of the Code or the legal regulations underlying
the Code will not serve as an excuse for a violation.

F. Reporting Requirements -- Applies to All Access Persons

One of the more important aspects of complying with this Code is understanding
which holdings, transactions, and accounts you must report and what accounts
are subject to trading restrictions. For example, accounts of certain members
of your Family/Household are covered, as are certain categories of trust
accounts, certain investment pools in which you might participate, and certain
accounts that others may be managing for you. To be sure you understand which
holdings, transactions, and accounts are covered, it is essential that you
carefully review the definitions of Covered Security, Family/Household, and
Beneficial Ownership in the "Definitions" section of this Code.

NOTE: All reports specified in this Code must be submitted to the Compliance
Department. You must file the reports described below, even if you have no
holdings, transactions, or accounts to list in the reports, and whether or not
your accounts are held at a Designated Broker or duplicate confirmation
statements have been forwarded to the Compliance Department. You can get copies
of any forms or reporting procedures from the Compliance Officer, or the Firms'
Intranet.

1. Initial Holdings Report. No later than 10 days after you become an Access
Person, you must file with the Compliance Officer an Initial Holdings Report.

The Initial Holdings Report requires you to list all Covered Securities and
Covered Funds in which you (or members of your Family/Household) have
Beneficial Ownership. It also requires you to list all brokers, dealers, and
banks where you maintained an account in which any Covered Funds or Covered
Securities were held or could have been held for the direct or indirect benefit
of you or a member of your Family/Household on the date you became an Access
Person.

The Initial Holdings Report also requires you to confirm that you have read and
understand this Code; that you understand that it applies to you and members of
your Family/Household; and that you are considered an Access Person under the
Code.

                                      6



NOTE: It is important for new Access Persons to be familiar with the Designated
Broker Requirement of this Code; any questions concerning this requirement
should be directed to the Compliance Officer.

2. Quarterly Transaction Reports. No later than 15 days after the end of March,
June, September, and December each year, you must file with the Compliance
Officer a Quarterly Transaction Report. While compliance with this requirement
will be monitored, a late report will not be considered a violation of the Code
unless it is filed with the Compliance Officer more than 30 days after the end
of the quarter.

The Quarterly Transaction Report requires you to report all transactions during
the most recent calendar quarter in Covered Securities and Covered Funds
(including the date of the transaction, the title and type of security and, as
applicable, the exchange ticker symbol or CUSIP number, interest rate and
maturity date, the number of shares and principal amount), in which you (or a
member of your Family/Household) had Beneficial Ownership. It also requires you
to report the nature of the transaction (i.e. purchase, sale or any other type
of acquisition or disposition), the price of the security at which the
transaction was effected and the name of the broker, dealer or bank with or
through which the transaction was effected.

The Quarterly Transaction Report also requires you to either confirm or amend
your complete list of brokers, dealers, and banks in which you or a member of
your Family/Household established an account in which any Covered Funds or
Covered Securities were held or could have been held during the quarter for the
direct or indirect benefit of you or a member of your Family/Household.

3. Annual Holdings Reports. By January 30 of each year, you must file with the
Compliance Officer an Annual Holdings Report as of December 31 of the preceding
year.

The Annual Holdings Report requires you to list all Covered Securities and
Covered Funds (including title and type of security and, as applicable, the
exchange ticker symbol or CUSIP number, interest rate and maturity date, the
number of shares and principal amount) in which you (or a member of your
Family/Household) had Beneficial Ownership as of December 31 of the prior year.
It also requires you to list all brokers, dealers, and banks in which you or a
member of your Family/Household maintained an account in which any Covered
Securities or Covered Funds were held, or could have been held, for the direct
or indirect benefit of you or a member of your Family/Household on December 31
of the prior year.

The Annual Holdings Report also requires you to confirm that during the prior
year, except as otherwise indicated therein, you have complied with all
applicable requirements of the Code and have reported all accounts, holdings,
and transactions required to be reported under the Code, that you understand
that it applies to all members of your Family/Household, and that you
understand that you have been designated an Access Person under the Code.

4. Annual Acknowledgement. You must acknowledge your receipt and understanding
of the Code (and any amendments), along with the Firms' Statement of Policies
and Procedures with Respect to the Flow and Use of Material, Non-Public
(Inside) Information by submitting a signed Acknowledgement Form to the
Compliance Officer annually.

5. Duplicate Confirmation Notices and Statements. Any Access Person or member
of his or her Family/Household that has a securities account (in which Covered
Securities or shares of Covered Funds are held, or could be held) with any
broker, dealer, or bank that is subject to an exemption from the Designated
Broker Requirement under Sections B. (iii), (iv), or (v) of this Code, must
direct that

                                      7



broker, dealer, or bank to send, directly to the Compliance Officer,
contemporaneous duplicate copies of all transaction confirmation notices and
statements relating to that account.

NOTE: In certain circumstances Covered Securities may be held in accounts that
are exempt from the Designated Brokerage Requirement, but do not have the
ability to generate duplicate confirmation notices and statements (i.e. ESOP,
DRIP, and 401(k) Plans). In these limited circumstances an Access Person may
satisfy his or her reporting requirement by manually completing quarterly
transaction reports and submitting a copy of the year-end statements for all
such accounts with his or her annual holdings report.

G. Transaction Restrictions

1. Initial Public Offerings and Private Placements. Access Persons may not
acquire securities in an Initial Public Offering ("IPO") or Private Placement
unless prior written approval is obtained from the Compliance Officer, and, in
the determination of the Compliance Officer, participation does not present a
conflict of interest with any Clients or impede the equitable distribution of
the offering to the public. Any request for allocation of an IPO or a Private
Placement to an Access Person that is in any way connected with his or her
position in the Firms will be denied. Further, the Compliance Officer may deny
requests for any reason or without providing a reason.

Access Persons must request approval for participation in an IPO or Private
Placement by submitting a written request to the Compliance Officer. These
requests must include:

    .  A brief description of the Private Placement or IPO opportunity

    .  In the case of a Private Placement, the nature of the employee's
       participation

    .  A statement as to how and why the opportunity was offered to the Access
       Person and other factors relevant, from the perspective of the Firms, to
       the approval decision (e.g. whether participation in the Private
       Placement or IPO is connected with the Access Person's position with the
       Firms or will result in any conflicts of interest with Client
       portfolios.)

2. Short Term Trading of Covered Funds. No Access Person may purchase and sell,
or conversely sell and repurchase shares of the same Covered Fund within 60
calendar days. These restrictions apply to purchases and exchanges in all
accounts including 401(k)'s. Hardship exceptions may be requested in writing
(in advance) from the Compliance Officer. Further, the Compliance Officer may
deny requests for any reason or without providing a reason.

For example, if Covered Fund A was purchased on January 1/st/, because of the
60 day holding period it could not be sold until March 2/nd/ (61 days later).

Non-volitional and automatic trades such as 401(k) contributions (individual
and company match), automatic investment, withdrawal and dividend reinvestment
plans are exempt from this restriction and will not be considered in
determining the 60-day holding period.

For example, if an Access Person has established a monthly investment into
Covered Fund A that is automatically deducted from his or her paycheck, that
investment will not begin or end a 60-day holding period. This same principle
applies to regular 401(k) contributions (individual and company match).

All volitional purchase and sale transactions (including exchanges) of Covered
Funds, in any share class and in any account (i.e., direct account with the
Covered Fund, Designated Broker account, 401(k) account, etc.), will be
evaluated for purposes of applying the Short Term Trading restriction.

                                      8



For example, if Covered Fund A was purchased by an Access Person in a joint
account with his or her spouse on January 1/st/, any sale of Covered Fund A in
the Access Person's 401(k) account before March 2/nd/ would violate the Short
Term Trading restriction.

In applying the 60-day holding period, the most recent purchase (or sale) will
be measured against the sale (or purchase) in question. Further, if fewer than
60 days have elapsed since a purchase (or sale), no shares may be sold (or
purchased) (i.e. not simply the number of shares involved in the earlier
transaction). Exchanges between funds will be considered a sale (exchange from
account) or purchase (exchange to account) under the Code.

NOTE: The 60-day holding period restriction for Covered Funds does not permit
sales at a loss. Further, the 60-day holding period does not apply to money
market funds whether or not IAMA (or any affiliate) serves as the investment
adviser or subadviser.

3. Short Term Trading of Covered Securities. No Access Person may profit from
the purchase and sale, or conversely the sale and repurchase of the same or
equivalent Covered Security within 60 calendar days. These restrictions apply
to purchases and sales in all accounts including 401(k)'s. Hardship exceptions
may be requested (in advance) from the Compliance Officer. Further, the
Compliance Officer may deny requests for any reason or without providing a
reason.

An Access Person may sell a Covered Security at a loss or purchase a Covered
Security to cover a short position at a loss within 60 calendar days. All other
trading restrictions in Section G of this Code continue to apply to
transactions resulting in a loss, including blackout period and preclearance
requirement.

NOTE: In applying the 60-day holding period, the most recent purchase (or sale)
will be measured against the sale (or purchase) in question. Further, if fewer
than 60 days have elapsed since a purchase (or sale), no shares may be sold (or
purchased) (i.e. not simply the number of shares involved in the earlier
transaction).

4. Futures and Related Options. No Access Person shall use derivatives
including futures, options on futures, or options on a Covered Security to
evade the restrictions of the Code. In other words, no Access Person may use
derivative transactions with respect to a Covered Security if the Code would
prohibit the Access Person from taking the same position directly in the
Covered Security.

5. Blackout Period. No Access Person (including any member of the
Family/Household of such Access Person) may purchase or sell any Covered
Security within the seven calendar days immediately before or after a calendar
day on which any Mutual Fund Client or a Separate Account Client purchases or
sells that Covered Security (or any closely related security, such as an option
or a related convertible or exchangeable security), unless the Access Person
had no actual knowledge that the Covered Security (or any closely related
security) was being considered for purchase or sale for any Mutual Fund Client
or Separate Account Client. Note that the total blackout period is 15 days (the
day of the Client trade, plus seven days before and seven days after).

The blackout period does not apply to Access Person transactions concurrent
with Separate Account Client transactions intended merely to rebalance,
liquidate, or open accounts for Separate Account Clients where IAMA acts as the
adviser, for the following reasons: IAMA primarily relies on model portfolios
supplied by investment advisory affiliates and third party investment advisory
firms; due to the nature of IAMA's separate account program, a number of these
Separate Account Clients may add or

                                      9



withdraw funds, and open or close accounts on a daily basis; the trades
generated by these activities are unpredictable; they are not caused by a
change in the investment opinion of IAMA or any of its subadvisers; they tend
to be small in size with little or no market impact; they are of an
administrative nature; and if triggering a blackout period, they would likely
have the effect of "blacking out" every security traded by Separate Account
Clients of IAMA on every trading day. The blackout period does apply, however,
to transactions concurrent with Separate Account Client transactions related to
implementation of changes to model portfolios or related to changes in the
investment opinion of IAMA or any of its subadvisers.

NOTE: All transactions for Access Persons will be compared to transactions
executed by IAMA or a subadviser on behalf of Mutual Fund Clients and Separate
Account Clients. The fact that the Compliance Officer has precleared a trade
does not mean that it is not in violation of the Code. When evaluating a
preclearance request, current open orders for Separate Account Clients as well
as trades executed on behalf of Separate Account Clients over the previous 7
days are considered. Changes to model portfolios over the subsequent 7 days may
create a violation of the blackout period. Due to the nature of IAMA's advisory
activity with respect to Mutual Fund Clients it is impossible to be certain
that there are no open orders for a particular security when granting
preclearance

For example if an Access Person executes a trade in a Covered Security for
which he or she has received proper preclearance on January 1/st/, and a
subadviser changes a model portfolio which results in trades in the same
Covered Security by Separate Account Clients any time before January 8/th/ (the
remainder of the 15 day blackout period), it may result in a violation of the
Code, if the Access Person had knowledge that the Covered Security was being
considered for purchase or sale for any Client account.

Trading within the 15-day blackout period is not automatically considered a
violation of the Code but is instead subject to the knowledge condition set
forth above. The Compliance Officer will monitor personal securities trading
activity and if a pattern appears to exist with respect to the trading activity
of an Access Person and any Mutual Fund Client and/or Separate Account Client
within the 15-day blackout periods, it will be investigated. If it is
determined that a violation has occurred, the Firms will generally require any
profits from the transactions to be disgorged and donated to charity, and may
impose other sanctions as deemed necessary (see Section E of this Code).

6. Preclearance Requirement. Access Persons are required to request and receive
preclearance by the Compliance Officer before executing the purchase or sale of
Covered Securities. Given the nature of IAMA's current advisory operations,
which include oversight of other investment advisers, approving, and in some
cases effecting, transactions for Client accounts, IAMA's role as an
administrator, and IAMD's role as a distributor and underwriter,, the Firms
have incorporated several exemptions to the Preclearance Requirement that you
should be familiar with.

a. Preclearance. Unless specifically exempted by this Code, no Access Person
   shall purchase or sell any Covered Security for his or her own account (or
   the account of any member of his or her Family/Household) without proper
   preclearance. Trades must be completed on the same day that preclearance is
   granted. This requirement applies to all trades in Covered Securities.
   Instruments representing an indirect interest in a Covered Security, such as
   options and warrants, must also be precleared.

b. Exemptions. The preclearance requirement does not apply to the following
   transactions:

    .  Exempt Transactions (as defined in item 8 of this Section of the Code).


                                      10



    .  Transactions of 100 shares or less of common or preferred stocks of a
       class that is publicly traded on a national stock exchange.
    .  Transactions with an aggregate dollar value (excluding commissions) of
       $10,000 or less.
    .  Transactions in Covered Funds.
    .  Transactions in accounts for which the Access Person has Beneficial
       Ownership but no investment influence or control and, if applicable, has
       been granted an exemption from the Designated Brokerage Requirement by
       the Compliance Officer.

c. Process. Access Persons are required to submit a written preclearance
   request to the Compliance Officer and receive written approval for the
   transaction before executing a trade for a Covered Security transaction
   requiring preclearance. Trades in Covered Securities cannot be executed
   until the Compliance Officer provides specific approval. Preclearance will
   not be granted at any time when there are open orders relating to the
   implementation of changes to model portfolios in the same Covered Security
   for Separate Account Clients. Further, preclearance will not be granted for
   any trades that would violate the blackout period restriction as it applies
   to personal transactions effected within 7 days after a Separate Account
   Client trade.

The Firms reserve the right to require any Access Person to preclear exempted
transactions at any time and, if requested by the Firms, an Access Person will
obtain the approval of the Compliance Officer before buying or selling any
security, for such period (which may be indefinite) as the Compliance Officer
shall determine.

NOTE: Access Persons should keep a copy of all completed preclearance approvals
for a period of at least 12 months. You can get copies of any forms or
reporting procedures from the Compliance Officer, or the Firms' Intranet.

7. Good Until Canceled and Limit Orders. No Access Person shall place a "good
until canceled," "limit", or equivalent order with his/her broker for any
Covered Security subject to the preclearance requirement except that an Access
Person may utilize a "day order with a limit" so long as the transaction is
consistent with provisions of this Code, including the preclearance procedures.
All orders must expire at the end of the trading day on which they are
precleared unless otherwise extended by the Compliance Officer.

8. Exempt Transactions. The blackout period, short term trading of Covered
Securities, and preclearance requirements do not apply to Covered Funds and the
following categories of transactions in Covered Securities:

    .  Transactions in any Covered Security guaranteed by the United States
       Government.
    .  Transactions in common or preferred stocks of a class that is publicly
       traded and issued by a company with a stock market capitalization of at
       least $10 billion U.S. (or the equivalent in foreign currency).
    .  Transactions in futures and options contracts on interest rate
       instruments or indexes, and options on such contracts. So long as the
       transactions do not violate Section G.4. of this Code.
    .  Transactions that occur by operation of law or under any other
       circumstance in which no investment discretion is exercised, and no
       recommendations are made by the Access Person or any member of their
       Family/Household.
    .  Purchases pursuant to the exercise of rights issued pro rata to all
       holders of the class of a Covered Security held by the Access Person (or
       Family/Household member) and received by the Access Person (or
       Family/Household member) from the issuer.

                                      11



    .  Purchases of a Covered Security pursuant to an automatic investment,
       withdrawal or dividend reinvestment plan.
    .  Transactions in Exchange Traded Funds ("ETFs"), as well as any related
       options.

NOTE: These transactions are not exempted from the reporting requirements of
this Code.

H. Compliance Officer Approval

The Compliance Officer is charged with responsibility for ensuring that all
Access Persons adhere to the reporting requirements of this Code of Ethics and
that the review requirements of this Code are performed in a prompt manner.

                                      12



                                  Definitions

The following terms have special meanings in this Code of Ethics:

.  Access Person
.  Beneficial Ownership
.  Client
.  Compliance Officer
.  Covered Fund
.  Covered Security
.  Designated Broker
.  Family/Household
.  Initial Public Offering
.  Mutual Fund Client
.  Private Placement
.  Separate Account Client
.  Supervised Person

The special meanings of these terms as used in this Code of Ethics are
explained below. Some of these terms (such as "Beneficial Ownership") are
sometimes used in other contexts, not related to Code of Ethics, where they may
have different meanings. For example, "Beneficial Ownership" has a different
meaning in this Code of Ethics than it does in the SEC's rules for proxy
statement disclosure of corporate directors' and officers' stockholdings, or in
determining whether an investor has to file 13D or 13G reports with the SEC.

IMPORTANT: If you have any doubt or question about whether an investment,
account, or person is covered by any of these definitions, ask the Compliance
Officer. Do not just guess at the answer.

Access Person means Access Person as defined in Rule 17j-1 under the 1940 Act
and/or Rule 204A-1 of the Advisers Act, as those rules are amended from time to
time. The elements of these definitions are outlined on page 2 of this Code.

Due to the nature of the Firms' activities and for the purposes of
administering this Code, the Firms have designated all their officers and
employees as Access Persons.

The term "Access Person" under this Code and relating to the Firms normally
does not include an employee of a company in a control relationship to the
Firms, who is not an employee, officer, or director of any of the Firms, where
such company is required to have a Code of Ethics containing provisions
reasonably necessary to prevent the Access Person from engaging in any act,
practice, or course of business prohibited by Rule 17j-1(a) and such employee
is required to report his or her transactions to such company. However, in
certain instances a person may be an employee of both the Firms and an
affiliated adviser, and may be subject to more than one Code of Ethics.

Beneficial Ownership means beneficial ownership as defined in Rule 17j-1 under
the Investment Company Act, as amended from time to time. Currently this means
any opportunity, directly or indirectly, to profit or share in the profit from
any transaction in securities. Beneficial Ownership is a very broad concept.
Some examples of forms of Beneficial Ownership include:

    .  securities held in a person's own name, or that are held for the
       person's benefit in nominee, custodial, or "street name" accounts.

                                      13



    .  securities owned by a member of your Family/Household.
    .  securities owned by or for a partnership, in which the person is a
       general partner (whether the ownership is under the name of that
       partner, another partner, the partnership, or through a nominee,
       custodial, or "street name" account).
    .  securities that are being managed for a person's benefit on a
       discretionary basis by an investment adviser, broker, bank, trust
       company, or other manager.
    .  securities in a person's individual retirement account.
    .  securities in a person's account in a 401(k) or similar retirement plan,
       even if the person has chosen to give someone else investment discretion
       over the account.
    .  securities owned by a trust of which the person is either a trustee or a
       beneficiary.
    .  securities owned by a corporation, partnership, or other entity that the
       person controls (whether the ownership is under the name of that person,
       under the name of the entity, or through a nominee, custodial, or
       "street name" account).
    .  securities that are traded on behalf of an investment club of which an
       Access Person is a club member or in which a member of their
       Family/Household is a member.

The above is not a complete list of the forms of ownership that could
constitute Beneficial Ownership for purposes of this Code. You should ask the
Compliance Officer if you have any questions or doubts at all about whether you
or a member of your Family/Household would be considered to have Beneficial
Ownership in any particular situation.

Client means any individual, entity, or registered investment company for which
IAMA serves as adviser or subadviser, or IAMD serves as distributor. Client
information includes information obtained from entities contracted by IAMA as
adviser to serve as subadviser for certain Mutual Fund Clients and Separate
Account Clients.

Compliance Officer currently means Anthony Loureiro, Senior Vice President,
Compliance or another person that he has designated to perform the functions of
Compliance Officer. For purposes of reviewing the Compliance Officer's own
transactions and reports under this Code, the functions of the Compliance
Officer are performed by Coleen Downs Dinneen, Senior Vice President, General
Counsel, or her designee.

Covered Fund means (i) any investment company advised or subadvised (as defined
in section 2(a)(20) of the 1940 Act) by IAMA, (ii) mutual funds that are
advised by any investment adviser that controls IAMA, is controlled by IAMA or
is under common control with IAMA (e.g. Loomis Sayles, Harris Associates,
etc.), (iii) mutual funds administered by IAMA, (iv) any investment company
distributed by IAMD. For clarification purposes, Covered Funds include, but are
not limited to, the IXIS Advisor Funds, the Loomis Sayles Funds, and the
Oakmark Funds.

NOTE: Covered Funds do not include money market funds whether or not IAMA (or
any affiliate) serves as the investment adviser or subadviser.

                                      14



NOTE: A 529 plan invested in underlying mutual funds will not be treated as a
Covered Security or as an investment in Covered Funds, so long as the plan is
not distributed, advised or subadvised by IAMA, IAMD or any affiliated firm,
and your 529 plan investments are not in any portfolios distributed, advised or
subadvised by IAMA, IAMD or any affiliated firm.

A complete list of Covered Funds may be obtained from the Compliance Officer or
on the Firms' Intranet. The Compliance Officer may either add or remove funds
from this list if he determines that there is either a heightened risk of
access to portfolio information (in the case of funds that would not be
considered Covered Funds under this definition), or no access to portfolio
information about a fund (for those funds that would otherwise meet the above
criteria of a Covered Fund).

Covered Security means a covered security as defined in Rule 17j-1 under the
Investment Company Act, as amended from time to time. Currently this means
anything that is considered a "security" under the Investment Company Act of
1940, except:

    .  Direct obligations of the U.S. Government.
    .  Bankers' acceptances, bank certificates of deposit, commercial paper and
       high quality short-term debt obligations, including repurchase
       agreements.
    .  Shares of open-end investment companies that are registered under the
       Investment Company Act (mutual funds).

NOTE: A 529 plan invested in underlying mutual funds will not be treated as a
Covered Security or as an investment in Covered Funds, so long as the plan is
not distributed, advised or subadvised by IAMA, IAMD or any affiliated firm,
and your 529 plan investments are not in any portfolios distributed, advised or
subadvised by IAMA, IAMD or any affiliated firm.

Security is a very broad term. It includes most kinds of investment
instruments, including things that you might not ordinarily think of as
"securities", such as:

    .  Options on securities and currencies.
    .  Investments in all kinds of limited partnerships.
    .  Investments in foreign unit trusts, closed end funds, and foreign mutual
       funds.
    .  Investments in private investment funds, hedge funds, and investment
       clubs.

If you have any question or doubt about whether an investment is a considered a
security or a Covered Security under this Code, ask the Compliance Officer.

Designated Broker means Charles Schwab, Fidelity Investments, or Merrill Lynch
(collectively, the "Designated Brokers").

Family/Household means:

    .  Your spouse or live-in partner who shares your household and combines
       his or her financial resources in a manner similar to that of married
       persons (unless he or she does not live in the same household as you and
       you do not contribute in any way to his or her support).

    .  Your children under the age of 18.

    .  Your children who are 18 or older (if they live in the same household as
       you or you contribute in any way to their support).

                                      15



    .  Any of these people who live in your household: your stepchildren,
       grandchildren, parents, stepparents, grandparents, brothers, sisters,
       parents-in-law, sons-in-law, daughters-in-law, brothers-in-law, and
       sisters-in-law, including adoptive relationships.

    .  Any individual for whom you are exercising investment control.

NOTE: There are a number of reasons why this Code covers transactions in which
members of your Family/Household have Beneficial Ownership. First, the SEC
regards any benefit to a person that you help support financially as indirectly
benefiting you, because it could reduce the amount that you might otherwise
need to contribute to that person's support. Second, members of your
Family/Household could, in some circumstances, learn of information regarding
the Firm's trading or recommendations for Client accounts, and must not be
allowed to benefit from that information.

Initial Public Offering ("IPO") means an offering of securities registered
under the Securities Act of 1933, the issuer of which, immediately before the
registration, was not subject to the reporting requirements of sections 13 or
15(d) of the Securities Exchange Act of 1934.

Mutual Fund Client includes all investment companies for which IAMA serves as
adviser, or for which IAMD is the Distributor. All investment company clients
are currently considered Mutual Fund Clients.

Private Placement means an offering of a stock or bond that is exempt from
registration under the Securities Act of 1933 pursuant to Section 4(2) or
Section 4(6) or Pursuant to Rule 504, 505, or 506 thereunder.

Separate Account Client includes all separately managed accounts for which IAMA
provides investment advisory services.

Although IAMA has the ultimate investment decision-making authority with
respect to securities to be purchased or sold, in most cases IAMA generally
follows the recommendations implicit in the model portfolios supplied by its
subadvisers. While IAMA relies primarily on these model portfolios to manage
Client assets, it will retain discretionary authority over Client portfolios.
This discretion will be primarily used to execute trades and manage accounts
according to specific Client requirements.

Supervised Person means any partner, officer, director (or other person
occupying a similar station or performing similar functions) or employee of a
Firm, or other person who provides investment advice on behalf of IAMA and is
subject to the supervision and control of IAMA. All Access Persons are also
Supervised Persons.

                                      16