AMENDMENT TO
EXPENSE UNDERTAKING
DATED AUGUST 25, 2004
Amendment made this 22nd day of March, 2007 to the expense undertaking (the
"Agreement") dated as of August 25, 2004 made by Adelante Capital Management
LLC, a Delaware limited liability company ("ACM"), to Adelante Funds, a Delaware
business trust registered as an open-end management investment company under the
Investment Company Act of 1940, as amended (the "1940 Act"), with respect to
Adelante U.S. Real Estate Securities Fund (the "Fund"), a series of the Trust:
WHEREAS, ACM desires to continue the current term of the Agreement until at
least May 31, 2008 and for automatic one year term terms thereafter provided it
does not serve notice of termination in the thirty days prior to the expiration
of the then current term; and
WHEREAS, Paragraph 3(e) of the Agreement provides that it may not be modified
except by a writing signed by the parties thereto;
NOW THEREFORE, the parties hereby amend the Agreement to provide as follows:
1. Paragraph 2 of the Agreement is amended to the extent necessary to
provide that the current term of the Agreement shall continue through May 31,
2008 and shall automatically renew for one-year terms unless ACM provides notice
to the Trust of the Agreement's termination at least thirty days prior to the
end of the then current term; provided, however, that the Agreement shall
terminate automatically upon termination of the advisory agreement dated August
25, 2004 between ACM and the Trust.
[Remainder of page intentionally left blank]
IN WITNESS WHEREOF, the parties hereto have caused this amendment to be
executed by their duly authorized officers as of the date first set forth above.
ADELANTE CAPITAL MANAGEMENT LLC
By: /s/Xxxx X. Xxxx
------------------------------------------
Name: Xxxx X. Xxxx
Title: Chief Operating Officer
Acknowledged:
ADELANTE FUNDS, on behalf of its series
ADELANTE U.S. REAL ESTATE SECURITIES FUND
By: /s/Xxxx X. Xxxxxx
-------------------------------------
Name: Xxxx X. Xxxxxx
Title: Chief Compliance Officer
