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Exhibit 99.b.5.c
SUPPLEMENTAL TERMS AND CONDITIONS TO
THE ADMINISTRATIVE SERVICES AGREEMENT BETWEEN THE
AMERICAN AADVANTAGE FUNDS
AND
AMR INVESTMENT SERVICES, INC.
The following terms and conditions hereby are incorporated into the
Administrative Services Agreement ("Agreement") dated November 1, 1995 as
supplemented July 25, 1997, between the American AAdvantage Funds ("Trust") and
AMR Investment Services, Inc. ("Manager") as they relate to the American
AAdvantage S&P 500 Index Fund. To the extent that there is any conflict between
the terms and conditions of the Agreement and these Supplemental Terms and
conditions ("Supplement"), this Supplement shall govern.
1. Paragraph 3 of the Agreement is hereby amended to read, in its
entirety, as follows:
3. Fees for Administrative Services. As compensation for its
administrative services pursuant to Section 2 of this Agreement, the
Trust shall pay AMR an annualized fee equal as follows:
a. If a Fund manages its assets directly or invests all of its
investable assets (i.e., securities and cash) in another registered
investment company where AMR does not act as Manager and
Administrator, the Trust shall pay AMR an annualized fee equal to: (1)
0.05% of the net assets of the AMR Class of the Balanced Fund, the
Growth and Income Fund, the International Equity Fund, the
Intermediate Bond Fund, the Limited-Term Income Fund, and the S&P 500
Index Fund and 0.30% of the net assets of all other classes of the
Balanced Fund, the Growth and Income Fund, the International Equity
Fund, the Intermediate Bond Fund the Limited-Term Income Fund and the
S&P 500 Index Fund; (2) 0.05% of the net assets of the Money Market
Fund, the Municipal Money Market Fund and the U.S. Government Money
Market Fund; and (3) such percentage of any other class or Fund
encompassed by this Agreement as specified by one or more schedules
attached hereto.
b. If a Fund invests all of its investable assets (i.e.,
securities and cash) in another registered investment company for
which AMR acts as Manager and Administrator, the Trust shall pay AMR
an annualized fee equal to: (1) 0.00% of the net assets of the AMR
Class and 0.25% of the net assets of all other classes of the Balanced
Fund, the Growth and Income Fund, the International Equity Fund, the
Intermediate Bond Fund, the Limited-Term Income Fund and the S&P 500
Index Fund; (2) 0.05% of the net assets of the Money Market Fund, the
Municipal Money Market Fund and the U.S. Government Money Market Fund;
and (3) such percentage of any other class or Fund encompassed by this
Agreement as specified by one or more schedules attached hereto.
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The above-described compensation shall be calculated and accrued daily
and be payable quarterly. The Trust acknowledges that none of the compensation
paid pursuant to this Agreement is compensation for portfolio allocation or
investment advisory functions performed by AMR pursuant to its separate
Management Agreement with the Trust; rather, AMR is compensated for those
services pursuant to a separate Management Agreement between the Trust and AMR.
2. Notice is hereby given that the Agreement and this Supplement
are executed on behalf of the Trustees of the Trust and not individually and
that the obligations of the Agreement and the Supplement are not binding upon
any of the Trustees, officers, or shareholders of the Trust, but are binding
only upon the assets and property of the Fund to which the Agreement and this
Supplement relate.
Dated: November 21, 1997
AMERICAN AADVANTAGE FUNDS
By: /s/ Xxxxx X. Xxxxxxxxx
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Xxxxx X. Xxxxxxxxx
Vice President and Assistant Secretary
AMR INVESTMENT SERVICES, INC.
By: /s/ Xxxxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx
President
