AMENDMENT TO DISTRIBUTION AGREEMENT
THIS AMENDMENT, dated as of _______________, 2003, modifies the Distribution
Agreement by and between Quasar Distributors, LLC (the "Distributor") and LKCM
Funds (the "Trust"), such Agreement being hereinafter referred to as the
"Agreement."
WHEREAS, the Bank Secrecy Act, as amended by the USA PATRIOT Act, and the
regulations thereunder (together, the "BSA") require the Trust and the
Distributor to develop and implement anti-money laundering programs and monitor
the operation of those programs and assess their effectiveness; and
WHEREAS, The Distributor acts as principal underwriter in connection with the
offering and sale of shares of beneficial interests of each series of the Trust
(as amended from time to time) (each a "Fund", collectively the "Funds");
NOW THEREFORE, the parties agree, and the Agreement is hereby modified, as
follows:
1. The Distributor represents and warrants that it (a) has adopted an
anti-money laundering compliance program ("AML Program") that satisfies the
requirements of all applicable laws and regulations; (b) undertakes to
carry out its AML Program to the best of its ability; and (c) will notify
the Trust promptly if an inspection by regulatory authorities of its AML
Program identifies any material deficiency, and will promptly remedy any
material deficiency of which it learns.
2. The Distributor represents and warrants that it will take reasonable steps,
including amending its dealer agreements and/or obtaining certifications
from its dealers, to establish that dealers selling the Funds on behalf of
the Distributor have anti-money laundering programs in place.
3. The Distributor's AML Program is attached hereto as Exhibit A. The
Distributor will notify the Trust promptly of all amendments to its AML
Program.
4. The Distributor further agrees to cooperate with the Trust's Compliance
Officer with respect to the Trust's Anti-Money Laundering Program ("Trust's
AML Program"), including, but not limited to, sharing information with
respect to any suspicious activity detected by the Distributor and
involving the Funds, as appropriate and necessary.
5. The Distributor consents to: (i) provide to federal examiners information
and records relating to the Trust's AML Program maintained by the
Distributor upon request by federal examiners or the Trust; and (ii) the
inspection of the Distributor by federal examiners for purposes of the
Trust's Anti-Money Laundering Program.
6. This Amendment constitutes the written instructions of the Trust pursuant
to the terms of the Agreement. Except to the extent supplemented hereby,
the Agreement shall remain in full force and effect.
IN WITNESS HEREOF, the undersigned have executed this Amendment as of the date
and year first above written.
LKCM FUNDS QUASAR DISTRIBUTORS, LLC
By: _____________________________ By: _____________________________
Authorized Officer Authorized Officer