FORM OF
AMENDMENT NO. 1
to the
SUB-ADMINISTRATION AGREEMENT
The Sub-Administration Agreement ("Agreement") dated February 3, 1999 by
and between E*TRADE FUNDS (the "Fund"), E*TRADE ASSET MANAGEMENT, INC. and
INVESTORS BANK & TRUST COMPANY (the "Bank"), is hereby amended as follows.
(a) Appendix A is hereby amended and substituted with the attached Appendix
A;
(b) Section 1 is hereby deleted and replaced with the following:
Appointment. The Fund hereby appoints the Bank to act as Sub-Administrator
of the Fund with respect to the Portfolios listed on Appendix A attached
hereto on the terms set forth in the Agreement. The Bank accepts such
appointment and agrees to render the services herein set forth for the
compensation herein provided.
(c) Section 7 is hereby deleted and replaced with the following:
(a) The term of this Agreement for the E*Trade S&P 500 Index Fund shall be
for a period of two years which commenced on February 3, 1999 and ends on
February 3, 2001 unless earlier terminated as provided herein. The terms
of this Agreement with respect to the other Portfolios shall be an initial
term of two (2) years commencing upon the date of the Amendment to the
Agreement adding the respective Portfolio(s) to Appendix A, unless earlier
terminated as provided herein. After the expiration of a Portfolio's
two-year initial term, the terms of this Agreement shall automatically
renew for successive one-year terms (each a "Renewal Term") unless notice
of non-renewal is delivered by the non-renewing party to the other party
no later than ninety days prior to the expiration of such initial two-year
term or any Renewal Term, as the case may be.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to
the Sub-Administration Agreement to be duly executed and delivered by their duly
authorized officers as of ________________, 1999.
E*TRADE FUNDS E*TRADE ASSET MANAGEMENT, INC.
By: __________________________ By: __________________________________
Name: Name:
Title: Title:
INVESTORS BANK & TRUST COMPANY
By: ______________________________
Name:
Title:
APPENDIX A
TO THE
SUB-ADMINISTRATION AGREEMENT
Portfolios
E*TRADE S&P 500 Index Fund
E*TRADE Extended Market Index Fund
E*TRADE Bond Index Fund
E*TRADE International Index Fund
