EXHIBIT K15
XXXXXX BROTHERS INC.
000 XXXXXXX XXXXXX
XXX XXXX, XXX XXXX 00000
October__, 2003
To: THE NEW AMERICA HIGH INCOME FUND, INC.
00 Xxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Re: Broker-Dealer Agreement dated May 6, 1997 and
Letter Agreement dated May 6, 1997
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Ladies and Gentlemen:
Reference is hereby made to (i) the Broker-Dealer Agreement, dated as of
May 6, 1997 (the "Broker-Dealer Agreement"), between Deutsche Bank Trust Company
Americas, as successor to Bankers Trust Company (the "Auction Agent"), not in
its individual capacity but as agent of The New America High Income Fund, Inc.
(the "Fund"), and Xxxxxx Brothers Inc. (the "Broker-Dealer"), relating to Series
A, Series B and Series C Auction Term Preferred Stock of the Fund and (ii) the
Letter Agreement, dated May 6, 1997, regarding Section 2.6 of the Broker-Dealer
Agreement (the "Letter Agreement").
This letter will confirm (i) the Fund's desire to apply the terms of the
Broker-Dealer Agreement to the 1,200 additional shares of the Fund's Auction
Term Preferred Stock Series C that the Fund proposes to issue pursuant to the
Fund's Registration Statement (Securities Act File No. 333-108228 and Investment
Company Act File No. 811-5399), as amended, (the "New Series C") and (ii) the
Broker-Dealer's agreement to act in such capacity with respect to the New Series
C upon the terms and subject to the conditions set forth in the Broker-Dealer
Agreement.
The Letter Agreement references Section 2.6 of the Broker-Dealer Agreement
"relating to certain series of auction term preferred stock" of the Fund. This
letter will further confirm the parties' understanding that, effective on the
date of this letter, (i) the Letter Agreement shall not govern the New Series C
and shall no longer apply to the existing shares of Series C Auction Term
Preferred Stock and (ii) the service charge to be paid by the Auction Agent to
the Broker-Dealer for its services in connection with all outstanding shares of
Series C Auction Term Preferred Stock of the Fund, including the New Series C
and the existing shares of Series C Auction Term Preferred Stock, shall be
calculated in accordance with Section 2.6 of the Broker-Dealer Agreement.
For purposes of clarification, the Letter Agreement remains in full force
and effect with respect to Series A Auction Term Preferred Stock and Series B
Auction Term Preferred Stock of the Fund.
Very truly yours,
XXXXXX BROTHERS INC.
By:
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Name:
Title:
ACKNOWLEDGED AND ACCEPTED:
THE NEW AMERICA HIGH INCOME FUND, INC.
By:
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Name:
Title:
DEUTSCHE BANK TRUST COMPANY AMERICAS
By:
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Name:
Title:
