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Exhibit 99.B (9)(c)(ii)
AMENDMENT TO TRANSFER AGENT SERVICES AGREEMENT
This Agreement, dated as of the 2nd day of February, 1999 made by and
between Trainer, Xxxxxxx First Mutual Funds, a Delaware Business Trust (the
"Trust") operating as an open-end management investment company registered under
the Investment Company Act of 1940, as amended, duly organized and existing
under the laws of the State of Delaware and First Data Investor Services Group
Inc. ("FDISG" formerly FPS Services, Inc.), a corporation duly organized and
existing under the laws of the State of Delaware (collectively, the "Parties").
WITNESSETH THAT:
WHEREAS, the Trust and FPS Services have entered into an agreement
dated July 25, 1996 wherein FPS Services agreed to provide stock transfer
agency, shareholder services and related other services to the Trust (Transfer
Agent Services Agreement); and
WHEREAS, the Parties wish to amend the Transfer Agent Services
Agreement to include under its terms one additional separate series of shares
identified as TRAINER, XXXXXXX CALIFORNIA INTERMEDIATE TAX-FREE FUND;
NOW THEREFORE, in consideration of the premises and mutual covenants
contained herein, the Parties hereto, intending to be legally bound, do hereby
agree:
1. To amend Schedule "C" to the Transfer Agent Services Agreement in
the form attached hereto as Schedule "C".
This Agreement shall take effect upon the date which the amendment to
the registration statement of the Trust registering TRAINER, XXXXXXX CALIFORNIA
INTERMEDIATE TAX-FREE FUND becomes effective.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement
consisting of one typewritten page, together with Schedule "C", to be signed by
their duly authorized officers and their corporate seals hereunto duly affixed
and attested, as of the day and year first above written.
TRAINER, XXXXXXX FIRST MUTUAL FUNDS FIRST DATA INVESTOR SERVICES GROUP, INC.
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BY: XXXXX X. XXXX BY: XXXXXXX X. XXXXX
PRESIDENT SENIOR VICE PRESIDENT
ACCOUNT MANAGEMENT AND DEVELOPMENT
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SCHEDULE "C"
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AS AMENDED ON FEBRUARY 2, 1999
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IDENTIFICATION OF SERIES
Below are listed the "Series" to which services under this Agreement are to be
performed as of the execution date of this Agreement:
TRAINER, XXXXXXX FIRST MUTUAL FUNDS
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1. FIRST MUTUAL FUND
2. TRAINER, XXXXXXX TOTAL RETURN BOND FUND
3. TRAINER, XXXXXXX CALIFORNIA INTERMEDIATE TAX-FREE FUND
This Schedule "C" may be amended from time to time by agreement of the Parties.
