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EXHIBIT 99.B5(a)
SUPPLEMENTAL TERMS AND CONDITIONS TO
THE MANAGEMENT AGREEMENT BETWEEN
THE AMERICAN AADVANTAGE MILEAGE FUNDS
AND
AMR INVESTMENT SERVICES, INC.
The attached amended Schedule A is hereby incorporated into the
Management Agreement dated October 1, 1995 (the "Agreement") between the
American AAdvantage Mileage Funds (the "Trust") and AMR Investment Services,
Inc. (the "Manager"). To the extent that there is any conflict between the
terms of the Agreement and these Supplemental Terms and Conditions
("Supplement"), this Supplement shall govern.
Dated: December 17, 1996
American AAdvantage Mileage Funds
By: /s/ Xxxxxxx X. Xxxxx
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Title: President
AMR Investment Services, Inc.
By: /s/ Xxxxxxx X. Xxxxx
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Title: President
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AMENDED
SCHEDULE A
TO THE
MANAGEMENT AGREEMENT
BETWEEN
AMR INVESTMENT SERVICES, INC.
AND THE
AMERICAN AADVANTAGE MILEAGE FUNDS
I. BASE FEE
As compensation pursuant to section 7 of the Management Agreement
between AMR Investment Services, Inc. (the "Manager") and the American
AAdvantage Mileage Funds (the "Mileage Trust"), the Mileage Trust shall pay to
the Manager a fee, computed daily and paid monthly, at the following annual
rates as percentages of each Portfolio's average daily net assets:
(1) 0.15% of the net assets of the Money Market Portfolio, the
Municipal Money Market Portfolio and the U.S. Treasury Money Market
Portfolio;
(2) 0.25% of the net assets of the Limited-Term Income Portfolio;
(3) 0.10% of the net assets of the Balanced Portfolio, the Growth
and Income Portfolio and the International Equity Portfolio;
(4) plus all fees payable by the Manager with respect to such
Portfolios pursuant to any Investment Advisory Agreement entered into
pursuant to Paragraph 2(d) of said Management Agreement.
II. SECURITIES LENDING DUTIES AND FEES
A. Manager Duties
The Manager agrees to provide the following services in connection
with the investment of cash collateral received from the securities lending
activities of each Portfolio of the Mileage Trust: (a) assist the securities
lending agent (the "Agent") in determining which specific securities are
available for loan, (b) monitor the Agent to ensure that securities loans are
effected in accordance with its instructions and within the procedures adopted
by the Board of Trustees of the Mileage Trust, (c) prepare appropriate periodic
reports for, and seek appropriate approvals from, the Board of Trustees of the
Mileage Trust with respect to securities lending activities, (d) respond to
Agent inquiries concerning Agent's compliance with applicable guidelines, and
(e) perform such other duties as necessary.
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B. Securities Lending Fees
As compensation for services provided by the Manager in connection
with securities lending activities of each Portfolio of the Mileage Trust, a
lending Portfolio shall pay to the Manager, with respect to cash collateral
posted by borrowers, a fee equal to 25% of the net monthly interest income (the
gross interest income earned by the investment of cash collateral, less the
amount paid to borrowers as well as related expenses) from such activities and,
with respect to loan fees paid by borrowers when a borrower posts collateral
other than cash, a fee equal to 25% of such loan fees.
DATED: December 17, 1996
