For the period ended 01/31/06 Series 1, 10
File Number 811-2429
Sub-Item 77Q1(e): Exhibits
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AMENDMENT NO. 1
TO INVESTMENT SUBADVISORY AGREEMENT
AMENDMENT NO. 1 made as of the 1st day of August 2005 to the
Investment Subadvisory Agreement made as of the 1st day of July 2004 between
USAA INVESTMENT MANAGEMENT COMPANY, a corporation organized under the laws of
the state of Delaware and having its principal place of business in San Antonio,
Texas, (IMCO) and XXXXXX, XXXXXX & COMPANY, L.P., a Delaware Limited Partnership
having its principal place of business in Boston, Massachusetts (Xxxxxx Xxxxxx),
with respect to services provided to the First Start Growth and Growth Funds,
each a series of USAA Mutual Fund, Inc.
IMCO and Xxxxxx Xxxxxx agree to modify and amend the Investment
Subadvisory Agreement described above (Agreement) as follows:
1. NEW FUND. IMCO hereby appoints Xxxxxx Xxxxxx as an investment
subadviser of the USAA First Start Growth Fund on the terms and conditions set
forth in the Agreement.
2. SCHEDULE A. Schedule A to the Agreement, setting forth the Funds
of the Company for which Xxxxxx Xxxxxx is appointed as an investment subadviser,
is hereby replaced in its entirety by Schedule A attached hereto.
3. SCHEDULE B. Schedule B to the Agreement, setting forth the fees
payable to Xxxxxx Xxxxxx with respect to each Fund, is hereby replaced in its
entirety by Schedule B attached hereto.
4. RATIFICATION. Except as modified and amended hereby, the
Agreement is hereby ratified and confirmed in full force and effect in
accordance with its terms.
IN WITNESS WHEREOF, IMCO and Xxxxxx Xxxxxx have caused this
Amendment No. 1 to be executed as of the date first set forth above.
Attest: USAA INVESTMENT MANAGEMENT
COMPANY
By: /s/ Xxxx X. Xxxxxx By: /s/ Xxxxxxxxxxx X. Xxxxx
--------------------------------- -----------------------------
Name: Xxxx X. Xxxxxx Name: Xxxxxxxxxxx X. Xxxxx
Title: Secretary Title: President
By: /s/ Xxxx X. Xxxxxx
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Name: Xxxx X. Xxxxxx
Title: Authorized Signatory
Attest: XXXXXX, XXXXXX & COMPANY, L.P.
By: /s/ Xxx Xxxxx By: /s/ Xxxxxx X. Xxxxxxx
--------------------------------- --------------------------------
Name: Xxx Xxxxx Name: Xxxxxx X. Xxxxxxx
Title: Client Intake Administrator Title: Vice President
SCHEDULE A
FUND EFFECTIVE DATE
Growth Fund July 1, 2004
First Start Growth Fund August 1, 2005
Revised August 1, 2005
SCHEDULE B
FUND ACCOUNT RATE PER ANNUM OF THE AVERAGE DAILY
NET ASSETS OF THE FUND ACCOUNT
Growth Fund 0.20%*
First Start Growth Fund 0/20%*
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* Xxxxxx agrees that it will not seek to increase this fee rate during the
four-year period ending July 31, 2009 (the Four-Year Lock). This Four-Year
Lock does not limit the rights of a Fund's shareholders, a Fund's Board, or
IMCO as set forth in Section 6 of the Agreement ("Duration and Termination
of this Agreement").
Revised August 1, 2005
