Exhibit d(xiii) under Form N-1A
Exhibit 10 under Item 601/Reg. S-K
ASSIGNMENT of
INVESTMENT ADVISORY CONTRACT and
TERMINATION OF SUB-ADVISORY AGREEMENT
Federated Large Cap Growth Fund
THIS ASSIGNMENT is entered into as of January 1, 2004 by and
between FEDERATED INVESTMENT MANAGEMENT COMPANY, a Delaware statutory
trust ("FIMC"), and FEDERATED GLOBAL INVESTMENT MANAGEMENT CORP., a
Delaware corporation ("FGIMCO").
WHEREAS, FIMC, then known as Federated Management, entered into
an Investment Advisory Contract dated as of June 1, 1995 and an
amendment thereto dated as of June 1, 2001 with Federated Equity Funds,
a Massachusetts business trust (the "Trust"), including Exhibit D
thereto dated as of December 1, 1998 making the Contract applicable to
the Federated Large Cap Growth Fund (the "Fund") a portfolio of the
Trust:
WHEREAS, FIMC has entered into a Sub-Advisory Agreement with
FGIMCO dated as of June 1, 2003 with respect to the Fund (the
"Sub-Advisory Agreement");
WHEREAS, FIMC desires to assign to FGIMCO its rights, duties and
responsibilities with respect to the Fund under the Advisory Contract,
and FGIMCO desires to accept such assignment from FIMC;
WHEREAS, in view of the assignment to FGIMCO of the Advisory
Contract with respect to the Fund, the Sub-Advisory Agreement with
respect to the Fund will be terminated; and
WHEREAS, the Board of Trustees of the Trust has approved the
assignment of the Advisory Contract with respect to the Fund from FIMC
to FGIMCO and the termination of the Sub-Advisory Agreement;
KNOW ALL MEN BY THESE PRESENTS THAT:
In consideration of the sum of One Dollar ($1.00) and other good
and valuable consideration, receipt of which is hereby acknowledged,
FIMC does hereby assign to FGIMCO all of its rights, duties and
responsibilities with respect to the Fund under the Advisory Contract,
and FGIMCO does hereby accept such assignment. In view of such
assignment, the Sub-Advisory Agreement between FIMC and FGIMCO with
respect to the Fund is hereby terminated.
IN WITNESS WHEREOF, the parties hereto have caused this
Assignment to be executed by their authorized representatives as of the
date first hereinabove set forth.
FEDERATED INVESTMENT FEDERATED GLOBAL INVESTMENT
MANAGEMENT COMPANY MANAGEMENT CORP.
By: /s/ G. Xxxxxx Xxxxxxxxx By: /s/ Xxxxx X. Xxxxxxxxx
--------------------------- ---------------------------
Name: G. Xxxxxx Xxxxxxxxx Name: Xxxxx X. Xxxxxxxxx
Title: Vice President Title: President
