Exhibit (a.39)
THE XXXXXX & RYGEL INVESTMENT GROUP
AMENDMENT NO. 38 TO
MASTER TRUST AGREEMENT
This Amendment No. 38 to the Master Trust Agreement of The Xxxxxx &
Rygel Investment Group, dated January 22, 1992, as amended (the "Agreement"), is
made as of June __, 2008.
WHEREAS, pursuant to the Agreement, the Trustees have previously
established and designated twenty-one sub-trusts known as the Xxxxxx Limited
Maturity Fund, Xxxxxx Short Bond Fund, Xxxxxx U.S. Government Fund, Xxxxxx GNMA
Fund, Xxxxxx Core Bond Fund, Xxxxxx Opportunity Bond Fund, Xxxxxx High Income
Fund, Payden Cash Reserves Money Market Fund, Xxxxxx Tax Exempt Bond Fund,
Xxxxxx California Municipal Income Fund, Xxxxxx Growth & Income Fund, Xxxxxx
Market Return Fund, Xxxxxx U.S. Growth Leaders Fund, Xxxxxx Global Short Bond
Fund, Xxxxxx Global Fixed Income Fund, Xxxxxx Emerging Markets Bond Fund,
Xxxxxx/Wilshire Longevity Fund 2010+, Xxxxxx/Wilshire Longevity Fund 2020+,
Xxxxxx/Wilshire Longevity Fund 2030+, Xxxxxx/Wilshire Longevity Fund 2040+ and
Xxxxxx Global Equity Fund; and
WHEREAS, the Trustees have the authority, without shareholder approval,
under Section 7.3 of the Agreement, to amend the Agreement in any manner, so
long as such amendment does not adversely affect the rights of any shareholder
and is not in contravention of applicable law; and
WHEREAS, the Trustees hereby desire to establish and designate an
additional sub-trust, to be known as the Xxxxxx/Kravitz Cash Balance Plan Fund,
and to fix the rights and preferences of the shares of such additional
sub-trust, effective June __, 2008;
NOW THEREFORE:
1. Effective June __, 2008, the first paragraph of Section 4.2 of the
Agreement is hereby amended to read in pertinent part as follow:
"Section 4.2 Establishment and Designation of Sub-Trusts.
Without limiting the authority of the Trustee set forth in Section 4.1 to
establish and designate any further Sub-Trusts, the Trustees hereby establish
and designate twenty-two Sub-trusts and classes
thereof: Xxxxxx Limited Maturity Fund, which shall consist of one class of
shares designated as "Investor Class" shares; Xxxxxx Short Bond Fund, which
shall consist of one class of shares designated as "Investor Class" shares;
Xxxxxx U.S. Government Fund, which shall consist of one class of shares
designated as "Investor Class" shares; Xxxxxx Core Bond Fund, which shall
consist of one class of shares designated as "Investor Class" shares; Xxxxxx
Opportunity Bond Fund, which shall consist of one class of shares designated as
"Investor Class" shares; Xxxxxx GNMA Fund, which shall consist of one class of
shares designated as "Investor Class" shares; Xxxxxx High Income Fund, which
shall consist of one class of shares designated as "Investor Class" shares;
Payden Cash Reserves Money Market Fund, which shall consist of two classes of
shares designated as "Investor Class" shares and "Class D" shares; Xxxxxx Tax
Exempt Bond Fund, which shall consist of one class of shares designated as
"Investor Class" shares; Xxxxxx California Municipal Income Fund, which shall
consist of one class of shares designated as "Investor Class" shares; Xxxxxx
Value Leaders Fund, which shall consist of one class of shares designated as
"Investor Class" shares; Xxxxxx Market Return Fund, which shall consist of one
class of shares designated as "Investor Class" shares; Xxxxxx U.S. Growth
Leaders Fund, which shall consist of one class of shares designated as "Investor
Class" shares; Xxxxxx Global Short Bond Fund, which shall consist of one class
of shares designated as "Investor Class" shares; Xxxxxx Global Fixed Income
Fund, which shall consist of one class of shares designated as "Investor Class"
shares; Xxxxxx Emerging Markets Bond Fund, which shall consist of one class of
shares designated as "Investor Class" shares; Xxxxxx Global Equity Fund, which
shall consist of one class of shares designated as "Investor Class" shares;
Xxxxxx/Wilshire Longevity Fund 2010+, which shall consist of one class of shares
designated as "Investor Class" shares; Xxxxxx/Wilshire Longevity Fund 2020+,
which shall consist of one class of shares designated as "Investor Class"
shares; Xxxxxx/Wilshire Longevity Fund 2030+, which shall consist of one class
of shares designated as "Investor Class" shares; Xxxxxx/Wilshire Longevity Fund
2040+, which shall consist of one class of shares designated as "Investor Class"
shares, and Xxxxxx/Kravitz Cash Balance Plan Fund, which shall consist of two
classes of shares designated as "Institutional Class" shares and "Adviser Class"
shares. The shares of each Sub-Trust and classes thereof and any shares of any
further Sub-Trusts and classes thereof that may from time to time be established
and designated by
the Trustees shall (unless the Trustees otherwise determine with respect to some
further Sub-Trust or class a the time of establishing and designating the same)
have the following relative rights and preferences:".
The undersigned hereby certify that the Amendment set forth above has
been duly adopted in accordance with the provisions of the Master Trust
Agreement.
IN WITNESS WHEREOF, the undersigned have hereunto set their hands for
themselves and their assigns, as of the day and year first above written. This
instrument may be executed in one or more counterparts, all of which shall
together constitute a single instrument.
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Xxxx X. Xxxxxx Xxxxxxxxxxx X. Xxxxxxxx
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X. X. Xxxxxx, Xx. Xxxxxx X. Xxxxxxx
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X. Xxxxxxxx La Force Xxxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxx, M.D. Xxxx Xxxx Xxxx
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Xxxxxx X. XxXxxxxx, Xx.
