EXHIBIT - 6b.2
Michigan Heritage Fund
Amendment No. 1
to
Distribution Agreement
This Amendment No. 1 to the Distribution Agreement by and between
Declaration Fund with respect to the Michigan Heritage Fund; Xxxxxxxxx Asset
Management, Inc., and Declaration Distributors, Inc. is made as of the 19th day
of December, 1997.
WHEREAS, the Shares issued with respect to the Michigan Heritage Fund
Series (the "Fund") are now to be issued in two separate classes, designated
respectively as Class A and No-Load Class, and
WHEREAS, the shares of the Fund that were formerly issued are now converted
into No-Load Class shares, and
WHEREAS, Class A shares will be offered and sold at net asset value plus a
sales charge and the No-Load Class shares will be offered and sold at net asset
value and both Classes of Shares will be subject to a Rule 12b-1 Distribution
Plan which provides for an annual deduction from the assets of the Fund of .25%
for share disbtibution expenses.
NOW, THEREFORE, this Amendment No. 1 witnesseth:
1. Section 3. Distribution Service, subsection a. is amended by the
addition of the following after the word "effect:" ... in the case of the
No-Load Class Shares and shall be the net asset value of the shares plus a sales
charge in the case of the Class A Shares determined as follows:
Selling Price As
Percentage of Public Payable to
Dollar Amount Invested Offering Price Selling Institution Distributor
---------------------- -------------- ------------------- -----------
Up to $50,000 5.25% 4.75% 0.50%
$50,000 but less than $250,000 4.00% 3.50% 0.50%
$250,000 but less than $500,000 3.00% 2.50% 0.50%
$500,000 and above 2.25% 1.75% 0.50%
2. Section 3 is further amended by the addition of the following subsection
designated 8:
8. The Distributor is authorized to enter into selling agreements with
broker-dealers that are registered with the U. S. Securities and Exchange
Commission, are members of The National Association of Securities Dealers,
Inc. and are fully registered or otherwise qualified under the laws of the
jurisdiction in which such broker-dealers will be offering and selling the
Class A shares of the Fund.
3. Section 6, subsection C. shall be amended by deleting the word "Trust"
wherever the same shall appear and by substituting the word "Advisor" in its
place and stead.
4. Section 7, subsection a. is hereby amended by the addition of the words
"and out of the assets of" between the words "of" and "this" in the first line
of subsection a. and is further amended by the addition of the following at the
end of subsection a.
Those of the above described expenses which relate to the distribution of
the shares of a Class or the services provided to that Class shall be
allocated and paid by that Class; other expenses shall be allocated among
different Classes in different amounts to the extent that they are incurred
by one Class in a different amount or reflect differences in the amounts
and kinds of services that different Classes receive, and expenses that are
not assigned or assignable to a specific Class, shall be allocated based on
net assets.
5. Section 7, subsection b. is hereby amended by the addition of the
parenthetical "(with respect to Class A Shares)" after the term "broker-dealers"
in the tenth line of the text.
6. Section 8, is amended by the addition of the following at the end of the
text:
The portion of the net assets of the Fund which are attributable to the
Class A Shares is subject to a Rule 12b-1 fee in the amount of 1/4 of 1%
per annum. Broker-dealers and other institutions may be reimbursed from
this fee for providing services to existing Class A shareholders of the
Fund. Any expenses reimbursed to the Distributor shall be subject to the
allocation requirements set forth in Section 7, subsection a.
IN WITNESS WHEREOF, the parties have executed this Amendment No. 1 to the
Distribution Agreement dated the day and year first above written.
Declaration Fund with respect to
Michigan Heritage Fund
By: /s/ Xxxxxxx X. Xxxxx
------------------------------
Xxxxxxx X. Xxxxx, President
Declaration Distributors, Inc.
By: /s/ Xxxxxxx X. Xxxxx
------------------------------
Xxxxxxx X. Xxxxx, President
Xxxxxxxxx Asset Management, Inc.
By: /s/ C. Xxxxx Xxxxxxxxx
------------------------------
C. Xxxxx Xxxxxxxxx
