EXHIBIT A
Investment Advisory Agreement
Between Gartmore Mutual Funds and
Gartmore Mutual Fund Capital Trust
Amended, Effective September 29, 2006
Page 1
Funds of the Trust Advisory Fees
------------------ ----------------------------------------
Gartmore Nationwide Fund 0.60% on assets up to $250 million
(formerly Gartmore Total Return Fund) 0.575% on assets of $250 million and
more but less than $1 billion
Gartmore Growth Fund 0.55% on assets of $1 billion and more
but less than $2 billion
(formerly Nationwide Growth Fund) 0.525% on assets of $2 billion and
more but less than $5 billion
0.50% for assets of $5 billion and more
Gartmore Value Opportunities Fund 0.70% on assets up to $250 million
(formerly Nationwide Value Opportunities Fund) 0.675% on assets of $250 million and
more but less than $1 billion 0.65% on
assets of $1 billion and more but less
than $2 billion
0.625% on assets of $2 billion and
more but less than $5 billion
0.60% for assets of $5 billion and more
Gartmore Mid Cap Growth Leaders 0.80% on assets up to $250 million
(formerly Millennium Growth Fund and 0.77% on assets of $250 million and
Nationwide Mid Cap Growth Fund) more but less than $1 billion 0.74% on
assets of $1 billion and more but less
than $2 billion
0.71% on assets of $2 billion and more
but less than $5 billion
0.68% for assets of $5 billion and more
Gartmore Global Technology and 0.88% on assets up to $500 million
Communications Fund1 0.83% on assets of $500 million and
more but less than $2 billion
(formerly Nationwide Global Technology and 0.78% for assets of $2 billion and more
Communications Fund)
Gartmore Global Health Sciences Fund1 0.90% on assets up to $500 million
(formerly Nationwide Global Life Sciences 0.85% on assets of $500 million and
Fund) more but less than $2 billion 0.80% for
assets of $2 billion and more
Gartmore U.S. Growth Leaders Fund2 0.90% on assets up to $500 million
(formerly Nationwide Focus Fund and Gartmore 0.80% on the next $1.5 billion in assets
Growth 20 Fund) 0.75% on assets of $2 billion and more
Gartmore Nationwide Leaders Fund1 0.80% on assets up to $500 million
(formerly Gartmore U.S. Leaders Fund) 0.70% on the next $2 billion in assets
0.65% on assets of $2 billion or more
Gartmore Micro Cap Equity Fund 1.25% of the Fund's average daily net
assets
Gartmore Mid Cap Growth Fund 0.75% on assets up to $250 million
0.725% on assets of $250 million and
more but less than $1 billion
0.70% on assets of $1 billion and more
but less than $2 billion
0.675% on assets of $2 billion and
more but less than $5 billion
0.65% for assets of $5 billion and more
EXHIBIT A
Investment Advisory Agreement
Between Gartmore Mutual Funds and
Gartmore Mutual Fund Capital Trust
Amended, Effective September 29, 2006
Page 2
Funds of the Trust Advisory Fees
------------------ ---------------------------------------------------------
Gartmore Small Cap Leaders Fund 0.95% of the Fund's average daily net assets
Gartmore U.S. Growth Leaders 1.50% on assets up to $250 million
Long-Short Fund 1.25% on assets of $250 million and more
Gartmore China Opportunities Fund1 1.25% on assets up to $500 million
1.20% on assets of $500 million and more but less than $2
billion
1.15% on assets of $2 billion and more
Gartmore Global Natural Resources Fund1 0.70% on assets up to $500 million
0.65% on assets of $500 million and more but less than $2
billion
0.60% on assets of $2 billion and more
Gartmore Optimal 0.15% of the Fund's average daily net assets
Allocations Fund:
Aggressive (formerly Gartmore
Actively
Managed Aggressive Asset
Allocation Fund)
Gartmore Optimal 0.15% of the Fund's average daily net assets
Allocations Fund: Moderately
Aggressive
(formerly Gartmore Actively
Managed
Moderately Aggressive Asset
Allocation Fund)
Gartmore Optimal 0.15% of the Fund's average daily net assets
Allocations Fund:
Moderate (formerly Gartmore
Actively
Managed Moderate Asset
Allocation Fund)
Gartmore Optimal 0.15% of the Fund's average daily net assets
Allocations Fund:
Specialty (formerly Gartmore Actively
Managed Specialty Asset Allocation Fund)
NorthPointe Small Cap Value Fund 0.85% of the Fund's average daily net assets
NorthPointe Small Cap Growth Fund 0.95% of the Fund's average daily net assets
EXHIBIT A
Investment Advisory Agreement
Between Gartmore Mutual Funds and
Gartmore Mutual Fund Capital Trust
Amended, Effective September 29, 2006
Page 3
Funds of the Trust Advisory Fees
------------------ --------------------------------------
Gartmore Bond Fund 0.50% on assets up to $250 million
(formerly Nationwide Bond Fund) 0.475% on assets of $250 million and
more but less than $1 billion
Gartmore Tax-Free Income Fund 0.45% on assets of $1 billion and
more but less than $2 billion
(formerly Nationwide Tax Free Income
Fund) 0.425% on assets of $2 billion and
more but less than $5 billion 0.40%
for assets of $5 billion and more
Gartmore Government Bond Fund
(formerly Nationwide Government Bond
Fund)
Gartmore High Yield Bond Fund
0.55% on assets up to $250 million
(formerly Nationwide High Yield Bond
Fund) 0.525% on assets of $250 million and
more but less than $1 billion 0.50%
on assets of $1 billion and more but
less than $2 billion
0.475% on assets of $2 billion and
more but less than $5 billion
0.45% for assets of $5 billion and
more
Gartmore Money Market Fund
0.40% on assets up to $1 billion
(formerly Nationwide Money Market
Fund) 0.38% on assets of $1 billion and
more but less than $2 billion 0.36%
on assets of $2 billion and more but
less than $5 billion
0.34% for assets of $5 billion and
more
Gartmore S&P 500 Index Fund
0.13% on assets up to $1.5 billion
(formerly Nationwide S&P 500 Index
Fund) 0.12% on assets of $1.5 billion and
more but less than $3 billion 0.11%
on assets of $3 billion and more but
less than $4.5 billion
0.10% on assets of $4.5 billion and
more
Gartmore Small Cap Index Fund
0.20% on assets up to $1.5 billion
(formerly Nationwide Small Cap Index
Fund) 0.19% on assets of $1.5 billion and
more but less than $3 billion 0.18%
on assets of $3 billion and more
Gartmore Mid Cap Market Index Fund
0.22% on assets up to $1.5 billion
(formerly Nationwide Mid Cap Market
Index Fund) 0.21% on assets of $1.5 billion and
more but less than $3 billion 0.20%
on assets of $3 billion and more
Gartmore International Index Fund
0.27% on assets up to $1.5 billion
(formerly Nationwide International
Index Fund) 0.26% on assets of $1.5 billion and
more but less than $3 billion 0.25%
on assets of $3 billion and more
Gartmore Bond Index Fund
0.22% on assets up to $1.5 billion
(formerly Nationwide Bond Index Fund) 0.21% on assets of $1.5 billion and
more but less than $3 billion
0.20% on assets of $3 billion and more
Gartmore Large Cap Value Fund
0.75% on assets up to $100 million
(formerly Prestige Large Cap Value
Fund and Nationwide Large Cap Value
Fund) 0.70% on assets of $100 million and
more
EXHIBIT A
Investment Advisory Agreement
Between Gartmore Mutual Funds and
Gartmore Mutual Fund Capital Trust
Amended, Effective September 29, 2006
Page 4
Funds of the Trust Advisory Fees
------------------ -------------------------------------
Gartmore Small Cap Fund 0.95% on assets up to $100 million
(formerly Nationwide Small Cap Fund 0.80% on assets of $100 million and
and Prestige Small Cap Fund) more
Gartmore Convertible Fund 0.65% on assets up to $500 million
0.60% on assets of $500 million and
more but less than $1 billion
0.55% for assets of $1 billion and
more
Gartmore Investor Destinations 0.13% of average daily net assets
Aggressive Fund
(formerly Investor Destinations
Aggressive Fund and Nationwide
Investor Destinations Aggressive Fund)
Gartmore Investor Destinations
Moderately Aggressive Fund
(formerly Investor Destinations
Moderately Aggressive Fund and
Nationwide Investor Destinations
Moderately Aggressive Fund)
Gartmore Investor Destinations
Moderate Fund
(formerly Investor Destinations
Moderate Fund and Nationwide Investor
Destinations Moderate Fund)
Gartmore Investor Destinations
Moderately Conservative Fund
(formerly Investor Destinations
Moderately Conservative Fund and
Nationwide Investor Destinations
Moderately Conservative Fund)
Gartmore Investor Destinations
Conservative Fund
(formerly Investor Destinations
Conservative Fund and Nationwide
Investor Destinations Conservative
Fund)
Gartmore Hedged Core Equity Fund. 1.25% of average daily net assets
Gartmore Small Cap Growth 0.95% on assets up to $500 million
Opportunities Fund+
0.85% on assets of $500 million and
more but less than $2 billion
0.80% for assets of $2 billion and
more
Gartmore Small Cap Value Fund+ 0.95% on assets up to $500 million
0.85% on assets of $500 million and
more but less than $2 billion
0.80% for assets of $2 billion and
more
Gartmore Small Cap Core Fund+ 0.85% on assets up to $500 million
0.75% on assets of $500 million and
more but less than $2 billion
0.70% for assets of $2 billion and
more
EXHIBIT A
Investment Advisory Agreement
Between Gartmore Mutual Funds and
Gartmore Mutual Fund Capital Trust
Amended, Effective September 29, 2006
Page 5
Funds of the Trust Advisory Fees
------------------ --------------------------------------
Gartmore Market Neutral Fund+ 1.25% of average daily net assets
Gartmore Emerging Markets Fund1++ 1.05% on assets up to $500 million
1.00% on assets of $500 million and
more but less than $2 billion
0.95% for assets of $2 billion and
more
Gartmore International Growth Fund1++ 0.90% on assets up to $500 million
0.85% on assets of $500 million and
more but less than $2 billion
0.80% for assets of $2 billion and
more
Gartmore Worldwide Leaders Fund1++ 0.90% on assets up to $500 million
0.85% on assets of $500 million and
more but less than $2 billion
0.80% for assets of $2 billion and
more
Gartmore Global Financial Services 0.90% on assets up to $500 million
Fund1++
0.85% on assets of $500 million and
more but less than $2 billion
0.80% for assets of $2 billion and
more
Gartmore Global Utilities Fund1++ 0.70% on assets up to $500 million
0.65% on assets of $500 million and
more but less than $2 billion
0.60% for assets of $2 billion or more
--------
.. Effective September 29, 2006 following approval at the June 14, 2006 Board
Meeting.
+ Effective September 29, 2006 following Board approval at the September 13,
2006 Board meeting
++ As approved at June 14, 2006 Board meeting and will be effective upon the
closing of the U.K. Sale
1 Performance Fees for the Gartmore Technology and Communications Funds;
Gartmore Global Health Sciences Fund; Gartmore Nationwide Leaders Fund;
Gartmore China Opportunities Fund; Gartmore Global Natural Resources Fund;
Gartmore Global Financial Services Fund; Gartmore Global Utilities Fund;
Gartmore International Growth Fund; Gartmore Emerging Markets Fund; and
Gartmore Worldwide Leaders Fund.
The base advisory fee for each of these Funds, as set forth above, is adjusted
each quarter beginning one year after implementation of the Performance Fee,
depending upon a Fund's investment performance for the 12 months preceding the
end of that month relative to the investment performance of each respective
Fund's benchmark as listed below. The base fee is either increased or decreased
proportionately by the following amounts at each breakpoint, based upon whether
a Fund has out-performed or under-performed its respective benchmark (using the
performance of each such Fund's Class A Shares to measure), by more or less
than a maximum of 500 basis points over the preceding rolling 12 month period
as follows:
+/- 100 bps under/outperformance 2bps
+/- 200 bps under/outperformance 4bps
EXHIBIT A
Investment Advisory Agreement
Between Gartmore Mutual Funds and
Gartmore Mutual Fund Capital Trust
Amended, Effective September 29, 2006
Page 6
+/- 300 bps under/outperformance........ 6bps
+/- 400 bps under/outperformance........ 8bps
+/- 500 bps or more under/outperformance 10bps
The investment performance of each Fund will be the sum of: (1) the change in
each Fund's value during such period; (2) the value of the Fund's cash
distributions (from net income and realized net gains) having an ex-dividend
date during such calculation period; and (3) the value of any capital gains
taxes paid or accrued during such calculation period for undistributed realized
long-term capital gains from the Fund. For this purpose, the value of
distributions per share of realized capital gains, of dividends per share paid
from investment income and of capital gains taxes per share reinvested in the
Fund will be the Fund's value in effect at the close of business on the record
date for the payment of such distributions and the date on which provision is
made for such taxes, after giving effect to such distribution, dividends and
taxes.
Benchmark Index Performance:
The performance of each respective benchmark Index for a calculation period,
expressed as a percentage of each Index, at the beginning of such period will
be the sum of: (1) the change in the level of the Index during such period; and
(2) the value, as calculated consistent with the Index, of cash distributions
having an ex-dividend date during such period made by those companies whose
securities comprise the Index. For this purpose, cash distributions on the
securities that comprise the Index will be treated as if they were reinvested
in the Index at least as frequently as the end of each calendar quarter
following payment of the dividend.
Benchmark Indices:
1. Gartmore Global Technology and Communications Fund Xxxxxxx Xxxxx Technology Composite Index
2. Gartmore Global Health Sciences Fund Xxxxxxx Xxxxx Health Care Index
3. Gartmore Nationwide Leaders Fund S&P 500 Index
4. Gartmore China Opportunities Fund MSCI Xxxxx Xxx Index
5. Gartmore Global Natural Resources Fund Xxxxxxx Xxxxx Natural Resources Index
6. Gartmore Emerging Markets Fund MSCI Emerging Markets Index
7. Gartmore International Growth Fund MSCI All Country World Free ex U.S. Index
8. Gartmore Worldwide Leaders Fund MSCI World Index
9. Gartmore Global Financial Services Fund MSCI World Financial Index
10. Gartmore Global Utilities Fund 60% MSCI World Telecom Service Index/40% MSCI World
Utilities Index
2 Performance fee for the Gartmore U.S. Growth Leaders Fund
This base advisory fee listed above is adjusted each quarter, beginning one
year after commencement of operations, depending on the Fund's investment
performance for the 36 months preceding the end of that month, relative to the
investment performance of the Fund's benchmark, the S&P 500 Index. The base fee
is either increased or decreased by the following amounts at each breakpoint,
based on whether the Fund has out- or under-performed the S&P 500 Index by more
or less than 1200 basis points over the preceding rolling 36 month period:
For assets up to $500 million +/- 22 basis points
Next $1.5 billion in assets +/- 18 basis points
Assets of $2 billion and more +/- 16 basis points
The investment performance of the Gartmore U.S. Growth Leaders Fund will be the
sum of: (1) the change in the Fund's value during such period; (2) the value of
the Fund's cash distributions (from net income and realized net gains) having
an ex-dividend date during such calculation period; and (3) the value of any
capital gains taxes paid or accrued during such calculation period for
undistributed realized long-term capital gains from the Fund. For this purpose,
the value of distributions per share of realized capital gains, of dividends
per share paid from investment income and of capital gains taxes per share
reinvested in the Fund at the Fund's value in effect at the close of business
on the record date for the payment of such distributions and dividends and the
date on which provision is made for such taxes, after giving effect to such
distribution, dividends and taxes.
EXHIBIT A
Investment Advisory Agreement
Between Gartmore Mutual Funds and
Gartmore Mutual Fund Capital Trust
Amended, Effective September 29, 2006
Page 7
S&P 500 Index Performance:
The performance of the S&P 500 Index for a calculation period, expressed as a
percentage of S&P 500 Index, at the beginning of such period will be the sum
of: (1) the change in the level of the S&P 500 Index during such period; and
(2) the value, as calculated consistent with the S&P 500 Index, of cash
distributions having an ex-dividend date during such period made by those
companies whose securities comprise the S&P 500 Index. For this purpose, cash
distributions on the securities that comprise the S&P 500 Index will be treated
as if they were reinvested in the S&P 500 Index at least as frequently as the
end of each calendar quarter following payment of the dividend.
TRUST
GARTMORE MUTUAL FUNDS
By:
-----------------------------
Name:
Title:
ADVISER
GARTMORE MUTUAL FUND CAPITAL TRUST
By:
-----------------------------
Name:
Title:
