UNDERWRITING AGREEMENT





         This UNDERWRITING  AGREEMENT,  made this 7th day of February,  1996, by

and  between   Legg  Mason   Global   Trust,   Inc.,   a  Maryland   corporation

("Corporation")  on behalf of Legg Mason Global Equity Trust ("Fund"),  and Legg

Mason Wood Walker, Incorporated, a Maryland corporation (the "Distributor").



         WHEREAS, the Corporation is registered with the Securities and Exchange

Commission as an open-end investment company under the Investment Company Act of

1940, as amended (the "1940 Act") and has  registered its shares of common stock

of the Fund for sale to the public under the  Securities  Act of 1933 (the "1933

Act") and various state securities laws; and



         WHEREAS,  the  Corporation  wishes to  retain  the  Distributor  as the

principal  underwriter in connection with the offering and sale of the shares of

common stock of the Fund ("Shares") and to furnish certain other services to the

Corporation as specified in this Agreement; and



         WHEREAS,  this  Agreement  has been  approved by separate  votes of the

Corporation's  Board of  Directors  and of certain  disinterested  directors  in

conformity  with Section 15 of, and  paragraph  (b)(2) of Rule 12b-1 under,  the

1940 Act; and



         WHEREAS, the Distributor is willing to act as principal underwriter and

to furnish such services on the terms and conditions hereinafter set forth;



         NOW,  THEREFORE,  in consideration of the promises and mutual covenants

herein contained, it is agreed as follows:



         1. (a) The  Corporation  hereby  appoints the  Distributor as principal

underwriter  in  connection  with  the  offering  and  sale  of  the  Fund.  The

Distributor,  as exclusive agent for the  Corporation,  upon the commencement of

operations of the Fund and subject to  applicable  federal and state law and the

Articles of Incorporation and By-Laws of the Corporation, shall: (i) promote the

Fund;  (ii) solicit  orders for the purchase of the Shares subject to such terms

and conditions as the Corporation  may specify;  and (iii) accept orders for the

purchase of the Shares on behalf of the Corporation (collectively, "Distribution

Services").  The Distributor shall comply with all applicable  federal and state

laws and offer the Shares of the Fund on an agency or "best efforts" basis under

which the  Corporation  shall issue only such Shares as are actually  sold.  The



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Distributor  shall  have  the  right  to use  any  list of  shareholders  of the

Corporation  or the Fund or any other  list of  investors  which it  obtains  in

connection  with its  provision  of  services  under this  Agreement;  provided,

however,  that the Distributor  shall not sell or knowingly provide such list or

lists to any unaffiliated  person without the consent of the Corporation's Board

of Directors.



         (b) The Distributor shall provide ongoing shareholder liaison services,

including  responding to  shareholder  inquiries,  providing  shareholders  with

information on their investments, and any other services now or hereafter deemed

to be appropriate subjects for the payments of "service fees" under Article III,

Section  26 of the  Rules  of  Fair  Practice  of the  National  Association  of

Securities Dealers, Inc. (collectively, "Shareholder Services").



         2. The Distributor may enter into dealer agreements with registered and

qualified  securities  dealers it may select for the performance of Distribution

and Shareholder  Services and may enter into  agreements with qualified  dealers

and  other  qualified  entities  to  perform  recordkeeping  and  sub-accounting

services, the form of such agreements to be as mutually agreed upon and approved

by the  Corporation  and the  Distributor.  In  making  such  arrangements,  the

Distributor shall act only as principal and not as agent for the Corporation. No

such dealer or other entity is authorized to act as agent for the Corporation in

connection with the offering or sale of Shares to the public or otherwise.



         3. The public offering price of the Shares of the Fund shall be the net

asset value per share (as  determined  by the  Corporation)  of the  outstanding

Shares  of the  Fund  plus any  applicable  sales  charge  as  described  in the

Registration  Statement of the  Corporation.  The Corporation  shall furnish the

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