Amendment
The Investment Advisory Agreement by and between Sentinel Group Funds, Inc. and
Sentinel Advisors Company dated March 1, 1993 ("Agreement") is hereby amended as
of _________ to add the following to Paragraph 3 "Compensation of Advisors":
"3. COMPENSATION OF ADVISOR
As compensation in full for services rendered under this Agreement,
Funds will pay to Advisor a monthly fee determined as follows:
FUND FEE
Capital Growth 0.70% per annum on the first $500 million of
the Fund's average daily net assets; 0.65% per
annum on the next $300 million of such assets;
0.60% per annum on the next $200 million of
such assets; 0.50% per annum on the next $1
billion of such assets; and 0.40% of such
assets over $2 billion
Growth Leaders 0.90% per annum on the first $500 million of
the Fund's average daily net assets; 0.85% per
annum on the next $300 million of such assets;
0.80% per annum on the next $200 million of
such assets; 0.70% per annum on the next $1
billion of such assets; and 0.60% of such
assets over $2 billion
The amounts payable to Advisor shall be based upon the value of the net assets
as of the close of business each day. Such amounts shall be paid monthly."
The parties have executed this Amendment to the Agreement effective as of the
date first set forth above.
SENTINEL GROUP FUNDS, INC. SENTINEL ADVISORS COMPANY
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Signature Signature
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Name and Title Name and Title
