AMENDMENT NO. 8 TO
TRANSFER AGENCY AND SERVICES AGREEMENT
This Amendment No. 8, dated as of June 26, 2000, is entered into between
THE GALAXY FUND (the "Fund"), a Massachusetts business trust, and PFPC INC.
("PFPC") (formerly known as First Data Investor Services Group, Inc.), a
Massachusetts corporation.
WHEREAS, the Fund and PFPC have entered into a Transfer Agency and Services
Agreement, dated as of June 1, 1997, as subsequently amended (as so amended, the
"Transfer Agency Agreement"), pursuant to which the Fund appointed PFPC to act
as the transfer agent, dividend disbursing agent and agent in connection with
certain other activities for the Fund's portfolios; and
WHEREAS, Section 25.1 of the Transfer Agency Agreement provides, in part,
that no change, termination, modification or waiver of any term or condition of
the Transfer Agency Agreement shall be valid unless in writing signed by each
party;
NOW THEREFORE, the parties hereto, intending to be legally bound, hereby
agree as follows:
1. The section of Schedule B of the Transfer Agency Agreement entitled
"Shareholder Services - Annual Maintenance Fee" is amended and restated to read
as follows:
"ANNUAL MAINTENANCE FEE
Fees are billed on a monthly basis at the rate of 1/12 of the annual fee. A
charge is made for an account in the month that an account opens or closes.
The Annual Maintenance Fee is as follows:
Type of Account Annual Maintenance Fee
--------------- ----------------------
Open Accounts
Non-Networked Accounts $14.00
Networked Accounts
0-100,000 $11.00
over 100,000 $ 8.00
Closed Accounts
0-100,000 $14.00
over 100,000 $11.00"
2. Except to the extent amended hereby, the Transfer Agency Agreement
shall remain unchanged and in full force and effect and is hereby ratified and
confirmed in all respects as amended hereby.
IN WITNESS WHEREOF, the undersigned have executed this Amendment No. 8 as
of the day and year first above written.
THE GALAXY FUND
By: /s/ Xxxx X. X'Xxxxx
------------------------------
Name: Xxxx X. X'Xxxxx
Title: President
PFPC INC.
By: /s/ Xxxxxxx X. Xxxxx
------------------------------
Name: Xxxxxxx X. Xxxxx
Title:
-2-
