EX-99.B9(d)
Amendment No. 2 to the
Transfer Agency and Registrar Agreement
This Amendment is made as of _______, 1993, to the Transfer Agency and
Registrar Agreement between Nations Fund, Inc. (the "Company") and The
Shareholder Services Group, Inc. (MA) (the "Transfer Agent") dated as of April
25, 1992, as amended (the "Agreement").
WHEREAS, the Agreement provides for the Transfer Agent to act as transfer
agent, registrar and dividend disbursing agent for Investor Shares (as therein
defined) of five portfolios of the Company; and
WHEREAS, the Company desires that the Transfer Agent serve in such
capacities with respect to an additional class of shares known as Investor C
Shares for the Nations Prime Fund and Nations Treasury Fund (referred to herein
as the "Money Market Funds").
NOW, THEREFORE, the parties agree as follows:
1. The Company hereby appoints and constitutes the Transfer Agent as
transfer agent, registrar and dividend disbursing agent for Investor C
Shares of the Money Market Funds and the Transfer Agent accepts such
appointments and agrees to perform the duties set forth in the
Agreement.
2. In all other respects the Agreement is confirmed.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to the
Agreement to be executed by their duly authorized officers as of the day and
year first above written.
Very truly yours,
NATIONS FUND, INC.
By /s/ A. Xxx Xxxxxx
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A. Xxx Xxxxxx
Chairman of the Board
THE SHAREHOLDER SERVICES GROUP, INC.
By _______________________
Name:
Title: