Exhibit (e)(3)
THE XXXXX FUND
AMENDMENT TO
DISTRIBUTION AGREEMENT
AGREEMENT made as of the 28th day of July, 1999, by and between The
Xxxxx Fund (the "Trust") and Xxxxx Funds, Inc. (the "Distributor").
WHEREAS, the Trust is registered as an open-end investment company
under the Investment Company Act of 1940, as amended, and consists of one or
more separate investment portfolios, as may be designated from time to time (the
"Xxxxx Funds"); and
WHEREAS, the Distributor serves as the Trust's distributor pursuant to
a Distribution Agreement dated as of January 16, 1996 (the "Agreement"); and
WHEREAS, the Trustees of the Trust, at a meeting held on April 27,
1999, duly approved an amendment to the Agreement to include the Class A and
Class S shares (collectively with the shares of the Xxxxx Funds, the "Shares")
of Xxxxx Millennium Opportunity Fund (the "Millennium Fund" and, collectively
with the Xxxxx Funds, the "Funds" ); and
NOW THEREFORE, the Trust and the Distributor hereby agree as follows:
Paragraph 6 is hereby replaced in its entirety by the following:
6. PUBLIC OFFERING PRICE. All Shares offered for sale and sold by the
Distributor shall be offered for sale and sold to investors at the price per
Share specified and determined as provided in the Funds' prospectuses, including
any applicable reduction or elimination of sales charges with respect to Class A
shares of the Millennium Fund as provided in the Millennium Fund's prospectuses
(the "public offering price").
The Distributor shall be entitled to deduct a commission on all Class A
shares of the Millennium Fund sold equal to the difference, if any, between the
public offering price and the net asset value on which such price is based. If
any such commission is received by the Millennium Fund, it will pay such
commission to the Distributor. Out of such commission, the Distributor may allow
to dealers such concession as the Distributor may determine from time to time.
Notwithstanding anything in this Agreement otherwise provided, sales may be made
at net asset value as provided in the prospectuses for the Funds.
IN WITNESS WHEREOF, the Trust and the Distributor have adopted this
amendment as of the date first set forth above.
THE XXXXX FUND
BY: /S/XXXX X. XXXXXXXXX
Xxxx X. Xxxxxxxxx, President
XXXXX FUNDS, INC.
BY: /S/XXXX X. XXXXXXXXX
Xxxx X. Xxxxxxxxx, President
