AMENDMENT TO EXPENSE LIMITATION AGREEMENT
AMENDMENT TO EXPENSE LIMITATION AGREEMENT (the "Amendment"), effective
as of February 11, 2003, by and between Xxxxxxx Xxxxx & Company, L.L.C., an
Illinois limited liability company (the "Adviser") and Xxxxxxx Xxxxx Funds (the
"Trust"), on behalf of the Xxxxxxx Xxxxx Large Cap Growth Fund series of the
Trust (the "Fund").
WHEREAS, the Trust and the Adviser have entered into an Expense
Limitation Agreement dated December 15, 1999 ("Expense Limitation Agreement");
WHEREAS, the Trust and the Adviser desire to change the Operating
Expense Limit from 1.11% to 1.20% for the period May 1, 2003 to April 30, 2004;
NOW THEREFORE, the parties hereto agree that Section 1.2 of the Expense
Limitation Agreement is hereby amended and restated to read as follows:
"1.2. OPERATING EXPENSE LIMIT.
The Operating Expense Limit for the period May 1, 2003 to April
30, 2004 shall be 1.20% (annualized) of the average daily net assets of
the Fund for its Class I shares. For the Fund's Class A, B, C and N
shares, the Operating Expense Limit shall be 1.20% plus any
shareholder/distribution service fees under Rule 12b-1 and/or
shareholder service fees as described in the then current registration
statement offering shares of the Fund."
IN WITNESS WHEREOF, the parties have caused this Agreement to be signed
by their respective officers thereunto duly authorized and their respective
corporate seals to be hereunto affixed, as of the day and year first above
written.
XXXXXXX XXXXX FUNDS
By: /s/ Xxxxx Xxxxx
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Name: Xxxxx Xxxxx
Title: President
XXXXXXX XXXXX & COMPANY, L.L.C.
By: /s/ Xxxxxxx Xxxxx
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Name: Xxxxxxx Xxxxx
Title: Principal
