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EXHIBIT 9(s)
AMENDMENT NO. 5 TO ADMINISTRATION AGREEMENT
This Amendment No. 5, dated as of the 1st day of
November, 1995, is entered into between PACIFIC HORIZON FUNDS, INC.
(the "Company"), a Maryland corporation, and Concord Holding
Corporation, a Delaware corporation ("Concord").
WHEREAS, the Company and Concord have entered into an
Administration Agreement dated as of November 13, 1989, as amended (the
"Administration Agreement"), wherein Concord has agreed to provide
administrative services for the Company's Blue Chip Fund, Flexible Bond Fund,
Asset Allocation Fund, National Municipal Bond Fund, Utilities Fund, Growth and
Income Fund, Corporate Bond Fund, Short-Term Government Fund, International Bond
Fund, International Equity Fund, Aggressive Growth Fund, Capital Income Fund,
U.S. Government Securities Fund and California Tax-Exempt Bond Fund (each, a
"Fund"); and
WHEREAS, the parties wish to amend the Agreement in
certain respects;
NOW THEREFORE, the parties agree, intending to be legally
bound, that effective immediately the Agreement is amended to read as follows:
1) Section IV is hereby amended and restated in its
entirety as follows: "This Agreement shall become effective
November 1, 1995 and, unless sooner terminated as provided
herein, shall continue until October 31, 1996. Thereafter, if
not terminated, this Agreement shall continue automatically as
to a particular Fund for successive terms of one year,
provided that such continuance is specifically approved at
least annually (a) by a vote of a majority of those members of
the Board of Directors of the Company who are not parties to
this Agreement or "interested persons" of any such party, cast
in person at a meeting called for the purpose of voting on
such approval, and (b) by the Board of Directors of the
Company or by vote of a "majority of the outstanding voting
securities" of such Fund; PROVIDED, HOWEVER, that this
Agreement may be terminated by the Company at any time with
respect to any Fund, without cause and without payment of any
penalty, by vote of a majority of the entire Board of
Directors of the Company or by a vote of a "majority of the
outstanding voting securities" of such Fund on 60 days'
written notice to Concord, or by Concord at any time, without
payment of any penalty, on 90 days' written notice to the
Company. This Agreement will automatically and immediately
terminate in the event of
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its "assignment." (As used in this Agreement, the terms
"majority of the outstanding voting securities," "interested
person" and "assignment" shall have the same meanings as such
terms have in the 1940 Act.)
Except as expressly amended and modified hereby, all
provisions of the Agreement shall remain in full force and effect.
This Agreement may be executed in one or more counterparts and
all such counterparts will constitute one and the same instrument.
IN WITNESS WHEREOF, intending to be legally bound hereby, the
parties have executed this Amendment No. 5 as of the 1st day of November, 1995.
PACIFIC HORIZON FUNDS, INC.
By: /s/ Xxxxxxxxx X. Pings
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Xxxxxxxxx X. Pings
President
CONCORD HOLDING CORPORATION
By: /s/ J. Xxxxx Xxxxx
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Title: EVP
