AMENDMENT TO SUB-ADMINISTRATIVE SERVICES AGREEMENT
among
THE PBHG FUNDS, INC.,
PBHG FUND SERVICES
and
SEI FUND RESOURCES
This Amendment Agreement made this ___ day of __________, 1998, by and
among THE PBHG FUNDS, INC., a Maryland corporation (the "Company"), with respect
to the shares of each portfolio of the Company set forth on Schedule A to this
Amendment, PBHG FUND SERVICES, a Pennsylvania business trust (the
"Administrator"), and SEI FUND RESOURCES, a Delaware business trust (the
"Sub-Administrator").
WITNESSETH
In consideration of the mutual covenants herein contained and other good
and valuable consideration, the receipt whereof is hereby acknowledged, the
parties hereto, intending to be legally bound, agree as follows:
1. Amendment to Agreement. The Company, the Administrator and the
Sub-Administrator agree to amend the Sub-Administrative Services Agreement
between the Company, the Administrator and the Sub-Administrator dated as of
July 1, 1996, as amended, for the sole purpose of adding the PBHG Core Value
Fund, the PBHG New Opportunities Fund, the PBHG Defensive Equity Fund, the PBHG
Enhanced Equity Fund, the PBHG Master Income Fund and the PBHG Short-Term
Government Fund, as follows:
Schedule A to the May 1, 1998 amendment is hereby deleted and replaced with
Schedule A attached to this Amendment.
2. Effect of Amendment. Except as hereinabove modified and amended, the
Sub-Administrative Services Agreement will remain unaltered and in full force
and effect and is hereby ratified and confirmed in all respects as amended.
3. Governing Law. This Amendment shall be governed by and construed
according to the laws of the Commonwealth of Pennsylvania.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed
in duplicate on the day and year first above written.
THE PBHG FUNDS, INC.
Attest: By:
-------------------------- ------------------------------
Name: Name:
Title: Title:
PBHG FUND SERVICES
Attest: By:
-------------------------- ------------------------------
Name: Name:
Title: Title:
SEI FUND RESOURCES
Attest: By:
-------------------------- ------------------------------
Name: Name:
Title: Title:
SCHEDULE A
The following Portfolios are included under the terms of this Amendment:
PBHG Growth Fund
PBHG Emerging Growth Fund
PBHG International Fund
PBHG Large Cap Growth Fund
PBHG Select Equity Fund
PBHG Cash Reserves Fund
PBHG Technology & Communications Fund
PBHG Core Growth Fund
PBHG Limited Fund
PBHG Large Cap 20 Fund
PBHG Large Cap Value Fund
PBHG Mid-Cap Value Fund
PBHG Strategic Small Company Fund
PBHG Small Cap Value Fund
PBHG Focused Value Fund
PBHG New Opportunities Fund
Dated: ________________, 1998
