EXHIBIT A
SUBADVISORY AGREEMENT
BETWEEN
GARTMORE MUTUAL FUND CAPITAL TRUST
GARTMORE MUTUAL FUNDS
AND GARTMORE GLOBAL PARTNERS
EFFECTIVE JUNE 29, 2004
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Funds of the Trust Advisory Fees
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Gartmore China Opportunities Fund(1) .625% on assets up to $500 million
.600% on assets of $500 million
and more but less than $2 billion
.575% on assets of $2 billion and more
Gartmore Global Natural Resources Fund(1) .45% on assets up to $500 million
.425% on assets of $500 million
and more but less than $2 billion
.40% on assets of $2 billion and more
(1)Performance Fees for the Funds.
The base subadvisory fee for each of these Funds, as set forth above,
is adjusted each quarter beginning one year after implementation of the
Performance Fee, depending upon a Fund's investment performance for the 12
months preceding the end of that month relative to the investment performance of
each respective Fund's benchmark as listed [below]. The base fee is either
increased or decreased proportionately by the following amounts at each
breakpoint, based upon whether a Fund has out-performed or under-performed its
respective benchmark (using the performance of each such Fund's Class A Shares
to measure), by more or less than a maximum of 500 basis points over the
preceding rolling 12 month period as follows:
+/- 100 bps under/outperformance 2bps
+/- 200 bps under/outperformance 4bps
+/- 300 bps under/outperformance 6bps
+/- 400 bps under/outperformance 8bps
+/- 500 bps or more under/outperformance 10bps
The investment performance of each Fund will be the sum of: (1) the
change in each Fund's value during such period; (2) the value of the Fund's cash
distributions (from net income and realized net gains) having an ex-dividend
date during such calculation period; and (3) the value of any capital gains
taxes paid or accrued during such calculation period for undistributed realized
long-term capital gains from the Fund. For this purpose, the value of
distributions per share of realized capital gains, of dividends per share paid
from investment income and of capital gains taxes per share reinvested in the
Fund will be the Fund's value in effect at the close of business on the record
date for the payment of such distributions and the date on which provision is
made for such taxes, after giving effect to such distribution, dividends and
taxes.
1
Benchmark Index Performance:
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The performance of each respective benchmark Index for a calculation
period, expressed as a percentage of each Index, at the beginning of such period
will be the sum of: (1) the change in the level of the Index during such period;
and (2) the value, as calculated consistent with the Index, of cash
distributions having an ex-dividend date during such period made by those
companies whose securities comprise the Index. For this purpose, cash
distributions on the securities that comprise the Index will be treated as if
they were reinvested in the Index at least as frequently as the end of each
calendar quarter following payment of the dividend.
Benchmark Index:
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1. Gartmore China Opportunities Fund MSCI Xxxxx Xxx Index
2. Gartmore Global Natural Resources Fund Xxxxxxx Sachs Natural
Resources Index
2