FORM OF
AMENDMENT NO. 1 TO INVESTMENT ADVISORY AGREEMENT
This Amendment No. 1 to the Investment Advisory Agreement (the "Agreement")
dated July 23, 1999, by and between Xxxxxxxxxx Asset Management, LLC (the
"Adviser") and Endeavor Management Co. (the "Manager"), is entered into
effective the 1st day of May, 2000.
WHEREAS the Agreement provides for the Adviser to provide certain
services to the Manager and is to receive agreed upon fees; and
WHEREAS the Manager and the Adviser desire to make certain changes to the
Agreement;
NOW, THEREFORE, the Manager and the Adviser hereby agree that the
Agreement is amended as follows:
1. Endeavor Select 50 Portfolio shall now be known as Endeavor Select
Portfolio.
2. Schedule A of the Agreement regarding the advisory fee is amended as
follows, to be effective May 1, 2000:
Portfolio Percentage of daily net assets
--------- ------------------------------
Endeavor Select Portfolio 0.60%
3. All other terms and conditions of the Agreement shall remain in full
force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed on the 28th day of April, 2000.
XXXXXXXXXX ASSET MANAGEMENT, LLC
By:
Name:
Title:
ENDEAVOR MANAGEMENT CO.
By:
Name:
Title: