FORM OF] LETTER AGREEMENT Investment Company Capital Corp. One South Street Baltimore, MD 21202

EX.99.H(2)

                           [FORM OF] LETTER AGREEMENT
                         Investment Company Capital Corp.
                                Xxx Xxxxx Xxxxxx
                               Xxxxxxxxx, XX 00000



                                                                          (date)


Flag Investors Series Funds, Inc.
Xxx Xxxxx Xxxxxx
Xxxxxxxxx, XX 00000


RE: Administration Services Fee

Dear Sirs:

     In regards to the Administration Services Appendix to the Master Services
Agreement dated September 1, 2000, (the "Agreement") between FLAG INVESTORS
SERIES FUNDS, INC. (on behalf of FLAG INVESTORS INTERNATIONAL EQUITY FUND) and
Investment Company Capital Corp. each party to the Agreement agrees the
administration fee will be 0.20% of the Fund's average daily net assets.

                              Very truly yours,
                              INVESTMENT COMPANY CAPITAL CORP.

                              By: /s/ Xxxxxxx X. Xxxx
                                  -------------------
                              Name: Xxxxxxx X. Xxxx
                              Title: President

                              ACCEPTED AND CONFIRMED:

                              FLAG INVESTORS SERIES FUNDS, INC.

                                           By: /s/ Xxx X. Xxxxxx
                                               -----------------
                                           Name: Xxx X. Xxxxxx
                                           Title: Secretary



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