EXHIBIT 99.(d)(ii)(BB)
AMENDMENT TO
AMERICAN AADVANTAGE FUNDS
INVESTMENT ADVISORY AGREEMENT
This Amendment to the Investment Advisory Agreement ("Amendment") is
effective as of June 30, 2004 by and between AMR Investment Services, Inc., a
Delaware corporation ("AMRIS"), and Barrow, Hanley, Xxxxxxxxx & Xxxxxxx, Inc.
(the "Investment Manager"), a registered investment adviser under the Investment
Advisers Act of 1940, as amended.
Whereas, AMRIS and the Investment Manager entered into an Investment
Advisory Agreement dated November 1, 1995, as subsequently amended on January 1,
2003 and September 1, 2003 (the "Agreement"), and they desire to further amend
the Agreement as provided herein;
Now therefore, in consideration of the mutual covenants and promises set
forth herein, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereby agree as
follows:
1. Amendment. Schedule A of the Agreement is hereby amended and
replaced with Schedule A, dated as of June 30, 2004 (attached
hereto).
2. Ratification and Confirmation of Agreement. Except as specifically
set forth herein, the Agreement is hereby ratified and confirmed in
all respects and shall remain in full force and effect.
3. Counterparts. This amendment may be executed in counterparts, each
of which shall be deemed to be an original, but all of which
together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have duly executed this
Amendment to be effective as of the 30th day of June, 2004.
BARROW, HANLEY, AMR INVESTMENT SERVICES, INC.
XXXXXXXXX & XXXXXXX, INC.
By: _______________________ By: ____________________________
Name: Xxxxxxx X. Xxxxx
Title: President
Address: Address:
0000 XxXxxxxx Xxxxxx, 15th Floor 0000 Xxxx Xxxxxx Xxxx., XX 0000
Xxxxxx, XX 00000 Ft. Xxxxx, XX 00000
Attn: Xxxxx Xxxxx Attn: Xxxxxxx X. Xxxxx
Fax: (000) 000-0000 Fax: (000) 000-0000
Schedule A
to the
American AAdvantage Funds
Investment Advisory Agreement
between
AMR Investment Services, Inc.
and
Barrow, Hanley, Xxxxxxxxx & Xxxxxxx, Inc.
AMR Investment Services, Inc. ("AMRIS") shall pay compensation to Barrow,
Hanley, Xxxxxxxxx & Xxxxxxx, Inc. ("Xxxxxx") pursuant to section 3 of the
Investment Advisory Agreement between said parties in accordance with the
following annual percentage rates for all Balanced and Large Cap Value assets
under Xxxxxx'x management:
0.30% per annum on the first $200 million
0.20% per annum on the next $300 million
0.15% per annum on the next $500 million
0.125% per annum on the excess over $1 billion.
In calculating the amount of Balanced and Large Cap Value assets under
management solely for the purpose of determining the applicable percentage rate,
there shall be included all other assets or trust assets of American Airlines,
Inc. also under management by the Investment Manager (except assets managed by
the Investment Manager under the HALO Bond Program).
AMRIS shall pay compensation to Xxxxxx pursuant to section 3 of the
Investment Advisory Agreement between said parties in accordance with the
following annual percentage rates for all Small Cap Value assets under Xxxxxx'x
management:
0.45% per annum on the first $200 million
0.35% per annum on the next $200 million
0.25% per annum on the excess over $400 million
AMRIS shall pay compensation to Xxxxxx pursuant to section 3 of the
Investment Advisory Agreement between said parties in accordance with the
following annual percentage rates for all Mid Cap Value assets under Xxxxxx'x
management:
0.45% per annum on the first $100 million
0.40% per annum on the next $200 million
0.30% per annum on the excess over $300 million
If the management of the accounts commences or terminates at any time
other than the beginning or end of a calendar quarter, the fee shall be prorated
based on the portion of such calendar quarter during which the Agreement was in
force.
Dated: as of June 30, 2004
BARROW, HANLEY, AMR INVESTMENT SERVICES, INC.
XXXXXXXXX & XXXXXXX, INC.
By: __________________________ By: ______________________________
Name: Xxxxxxx X. Xxxxx
Title: President