Exhibit 99.d(ii)(GG)
THIRD AMENDMENT TO
AMERICAN AADVANTAGE FUNDS
INVESTMENT ADVISORY AGREEMENT
This Amendment to the Investment Advisory Agreement ("Amendment") is
effective as of November 29, 2004 by and between AMR Investment Services, Inc.,
a Delaware corporation ("AMRIS"), and The Boston Company Asset Management, LLC
(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 July 31, 2000, as subsequently amended on January 1,
2003 and August 27, 2004 (the "Agreement"), and they desire to further amend
this 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 November 29, 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 29th day of November, 2004.
THE BOSTON COMPANY ASSET AMR INVESTMENT SERVICES, INC.
MANAGEMENT, LLC
By: By:
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Xxxxx X. Xxxxxxx Xxxxxxx X. Xxxxx
President and Chief Executive Officer President
Address: Address:
One Boston Place 4151 Xxxx Xxxxxx Blvd., MD 2450
Xxxxxx, XX 00000 Ft. Xxxxx, XX 00000
Attn: Xxxxxxxx Xxxxxxx 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
The Boston Company Asset Management, LLC
AMR Investment Services, Inc. shall pay compensation to The Boston
Company Asset Management, LLC pursuant to section 3 of the Investment Advisory
Agreement for rendering investment management services in accordance with the
following annual percentage rates:
>> With respect to the Emerging Markets Portfolio:
0.69% on all assets
>> With respect to the International Equity Portfolio:
0.50% on the first $100 million in assets
0.30% on the next $100 million in assets
0.25% on the next $100 million in assets
0.20% assets above $300 million
>> With respect to the Small Cap Value Portfolio:
0.50% on the first $100 million in assets
0.45% on the next $150 million in assets
0.40% on assets above $250 million
To the extent that a Portfolio invests all of its investable assets
(i.e., securities and cash) in another investment company, however, no portion
of the advisory fee attributable to the Portfolio as specified above shall be
paid for the period that the Portfolio's assets are so invested.
In calculating the amount of assets under management solely for the
purpose of determining the applicable percentage rate, there shall be included
all other assets with the same investment strategies managed by the Investment
Manager on behalf of the employee benefit plans of AMR Corporation and its
subsidiaries and affiliates.
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 November 29, 2004
