EXHIBIT 6(c) AMENDMENT NO. 1 MASTER DISTRIBUTION AGREEMENT The Master Distribution Agreement (the "Agreement"), dated October 18, 1993, by and between Short-Term Investments Co., a Maryland corporation, and Fund Management Company, a Texas...

                                                                    EXHIBIT 6(c)
 
                                AMENDMENT NO. 1

                         MASTER DISTRIBUTION AGREEMENT


     The Master Distribution Agreement (the "Agreement"), dated October 18,
1993, by and between Short-Term Investments Co., a Maryland corporation, and
Fund Management Company, a Texas corporation, is hereby amended as follows:

     Appendix A of the Agreement is hereby deleted in its entirety and replaced
with the following:

                                  "APPENDIX A

Prime Portfolio

      Institutional Class
      Personal Investment Class
      Private Investment Class
      Cash Management Class
      Resource Class

Liquid Assets Portfolio"


     All other terms and provisions of the Agreement not amended herein shall
remain in full force and effect.

Dated: September 19, 1995

                                                 SHORT-TERM INVESTMENTS CO.


Attest:  /s/ Xxxxx X. Xxxxxx                     By: /s/ Xxxxxx X. Xxxxxx
         -----------------------------               ---------------------------
             Assistant Secretary                         President

(SEAL)

                                                 FUND MANAGEMENT COMPANY



Attest:  /s/ Xxxxx X. Xxxxxx                     By: /s/ X. Xxxxxx Xxxxxxx
         -----------------------------               ---------------------------
             Assistant Secretary                         President

(SEAL)