JOINDER AND FIRST AMENDMENT TO SECURITIES LENDING AUTHORIZATION AGREEMENT BETWEEN AMERICAN BEACON FUNDS AND AMERICAN BEACON INSTITUTIONAL FUNDS TRUST, EACH ON BEHALF OF ITS RESPECTIVE SERIES, AS LISTED ON SCHEDULE B, AND STATE STREET BANK AND TRUST...

Exhibit 99.(h)(2)(B)

JOINDER AND FIRST AMENDMENT TO

SECURITIES LENDING AUTHORIZATION AGREEMENT

BETWEEN

AMERICAN BEACON FUNDS AND AMERICAN BEACON INSTITUTIONAL FUNDS

TRUST, EACH ON BEHALF OF ITS RESPECTIVE SERIES, AS LISTED ON SCHEDULE B,

AND

STATE STREET BANK AND TRUST COMPANY

This First Amendment (this "Amendment") dated June 21, 2017 is between each AMERICAN BEACON investment company listed on Schedule B (each, a “Trust”), severally and not jointly, each acting solely on behalf of its series listed on Schedule B, severally and not jointly (a Trust acting on behalf of one of its series, a “Fund,” and the Trusts acting on behalf of their respective series, collectively, the “Funds”), and STATE STREET BANK AND TRUST COMPANY, acting either directly or through any State Street affiliates (collectively "State Street").

Reference is made to a Securities Lending Authorization Agreement dated the 16^th day of February 2017, as in effect immediately prior to the date of this Amendment Street (the “Agreement”), between the Funds and State Street.

WHEREAS, the Trust and State Street desire to amend the Agreement as set forth below.

NOW, THEREFORE, for value received, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties mutually agree to amend the Agreement as follows:

1.         Definitions.  All capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Agreement.

2.          Joinder of American Beacon Institutional Funds Trust.

(i)  American Beacon Institutional Funds Trust, for itself and on behalf of its series listed on Schedule B, agrees that, upon the execution of this Amendment, it shall become a party to the Agreement and shall be fully bound by, and subject to, all of the covenants, terms and conditions of the Agreement and shall be deemed a “Trust” thereunder for all purposes and each series thereof shall be a “Fund” thereunder for all purposes.

(ii)  American Beacon Funds, a party hereto hereby agrees to the addition of American Beacon Institutional Funds Trust, on behalf of its series listed on Schedule B, as amended and attached hereto, as a Trust and as one of the Trusts under the Agreement.

3.         Amendments.

(i)  American Beacon Institutional Funds Trust, on behalf of its series listed on Schedule B, as amended and attached hereto, is hereby added as a Trust and as one of the Trusts under the Agreement.

(ii) Schedule B to the Agreement is hereby amended by deleting it in its entirety and replacing it with the Schedule B attached to this Amendment.

4.         Representations and Warranties.  Each party hereto represents and warrants that (a) it has the power to execute and deliver this Amendment, to enter into the transactions contemplated hereby, and to perform its obligations hereunder; (b) it has taken all necessary action to authorize such execution, delivery, and performance; (c) this Amendment constitutes a legal, valid and binding obligation enforceable against it; and (d) the execution, delivery, and performance by it of the Agreement will at all times comply with all applicable laws and regulations.  Each of American Beacon Institutional Funds Trust and American Beacon Funds represents and warrants it has taken all necessary action to join the Agreement and that the Agreement, as amended hereby, is a legal, valid and binding Agreement enforceable per its terms and further makes each representations and warranty made by a Fund included in the Agreement.

5.         Governing Law; Miscellaneous.  This Amendment shall be governed and construed in accordance with the governing law of the Agreement.  Except to the extent specifically amended by this Amendment, the provisions of the Agreement shall remain unmodified, and the Agreement is ratified and affirmed as being in full force and effect.  This Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original, but such counterparts, together, constitute only one (1) instrument.

6.         Effective Date.  This Amendment shall be effective as of the date first written above.

IN WITNESS WHEREOF, the parties hereto execute this First Amendment by affixing their duly authorized signatures below.

EACH TRUST, acting solely on behalf of each of its respective series as listed on Schedule B, severally and not jointly				STATE STREET BANK AND TRUST COMPANY
By:	/s/Xxxx X. Needles, Jr.			By:	/s/Francesco Sqillacioti
Name: Xxxx X. Needles, Jr.				Name: Xxxxxxxxx Xxxxxxxxxxxx
Title:   President				Title:  Senior Managing Director

Amended and Restated

Schedule B

This Amended and Restated Schedule is attached to and made part of the Securities Lending Authorization Agreement dated the 16^th day of February 2017 between each AMERICAN BEACON investment company listed on Schedule B (each, a “Trust”), severally and not jointly, each acting solely on behalf of its series listed on Schedule B, severally and not jointly (a Trust acting on behalf of one of its series, a “Fund,” and the Trusts acting on behalf of their respective series, collectively, the “Funds”), and STATE STREET BANK AND TRUST COMPANY acting either directly or through any State Street Affiliates (collectively, “State Street”).

List of Trusts, Funds and Investment Managers

Trust Name and Jurisdiction	Fund Name	Taxpayer Identification Number/Tax Year-End	Fund ID	Investment Manager Name
American Beacon Funds, a Massachusetts business trust	American Beacon Balanced Fund	00-0000000 10/31	DVA1 Equities only DVA2 Equities Only DVA4	Barrow, Hanley, Xxxxxxxxx & Xxxxxxx Brandywine Global Investment Management LLC Hotchkis and Wiley Capital Management
American Beacon Funds, a Massachusetts business trust	American Beacon Large Cap Value Fund	00-0000000 10/31	DVB1 DVB2 XXX0 XXX0	Barrow, Hanley, Xxxxxxxxx & Xxxxxxx Brandywine Global Investment Management LLC Hotchkis and Wiley Capital Management MFS Institutional Advisors
American Beacon Funds, a Massachusetts business trust	American Beacon Mid-Cap Value Fund	00-0000000 10/31	DVU1 DVU2 DVU3	Barrow, Hanley, Xxxxxxxxx & Xxxxxxx Pzena Investment Management, LLC WEDGE Capital Management, LLP

American Beacon Funds, a Massachusetts business trust	American Beacon Small Cap Value Fund	00-0000000 10/31	DVJ3 DVJ8 DVJ4 DVJ1 DVJ7 DVJA DVJ2	Barrow, Hanley, Xxxxxxxxx & Xxxxxxx Barrow, Hanley, Xxxxxxxxx & Xxxxxxx The Boston Company Asset Management Brandywine Global Investment Management LLC Foundry Partners, LLC Hillcrest Asset Management Hotchkis and Wiley Capital Management
American Beacon Funds, a Massachusetts business trust	American Beacon Bridgeway Large Cap Value Fund	00-0000000 12/31	YAF1	Bridgeway Capital Management
American Beacon Funds, a Massachusetts business trust	American Beacon Bridgeway Large Cap Growth Fund	00-0000000 12/31	DV81	Bridgeway Capital Management
American Beacon Funds, a Massachusetts business trust	American Beacon Holland Large Cap Growth Fund	00-0000000 12/31	YAL1	Holland Capital Management
American Beacon Funds, a Massachusetts business trust	American Beacon Xxxxxxxx Mid-Cap Growth Fund	00-0000000 12/31	YAJ1	Xxxxxxxx Investment Management Group, LLC
American Beacon Funds, a Massachusetts business trust	American Beacon Xxxxxxxx Small Cap Growth Fund	00-0000000 12/31	YAG1	Xxxxxxxx Investment Management Group, LLC
American Beacon Funds, a Massachusetts business trust	American Beacon Xxxx & Xxxxxx Small Cap Growth Fund	00-0000000 12/31	ABX1	Xxxx & Xxxxxx Investment Counsel

American Beacon Funds, a Massachusetts business trust	American Beacon Zebra Small Cap Equity Fund	00-0000000 8/31	DVR2	Zebra Capital Management, LLC
American Beacon Funds, a Massachusetts business trust	American Beacon The London Company Income Equity Fund	00-0000000 8/31	YAN1	The London Company Investment Counsel
American Beacon Funds, a Massachusetts business trust	American Beacon International Equity Fund	00-0000000 10/31	DVD1 DVD4 DVD3	Causeway Capital Management Lazard Asset Management Xxxxxxxxx Investment Counsel, LLC
American Beacon Funds, a Massachusetts business trust	American Beacon Acadian Emerging Markets Managed Volatility Fund	00-0000000 1/31	ABH1	Acadian Asset Management LLC
American Beacon Funds, a Massachusetts business trust	American Beacon SGA Global Growth Fund	00-0000000 1/31	ABJ1	Sustainable Growth Advisers, LP
American Beacon Funds, a Massachusetts business trust	American Beacon ARK Transformational Innovation Strategy Fund	00-0000000 6/30	DVK7	ARK Investment Management LLC
American Beacon Funds, a Massachusetts business trust	American Beacon Alpha Quant Core Fund	00-0000000 6/30	YAC3	Alpha Quant Advisors, LLC
American Beacon Funds, a Massachusetts business trust	American Beacon Alpha Quant Dividend Fund	00-0000000 6/30	YAC6	Alpha Quant Advisors, LLC
American Beacon Funds, a Massachusetts business trust	American Beacon Alpha Quant Quality Fund	00-0000000 6/30	YAC5	Alpha Quant Advisors, LLC
American Beacon Funds, a Massachusetts business trust	American Beacon Alpha Quant Value Fund	00-0000000 6/30	YAC4	Alpha Quant Advisors, LLC

American Beacon Institutional Funds Trust, a Delaware business trust American Beacon Diversified  Fund 00-0000000   00/00 XXXX     XXXX     XXXX     XXXX     XXXX       DVIF     DVIG     DVIH Aristotle Capital Management LLC   Barrow, Hanley, Xxxxxxxxx & Xxxxxxx, LLC – Equity   Barrow, Hanley, Xxxxxxxxx & Xxxxxxx, LLC - Fixed Income   Brandywine Global Investment Management, LLC – Equity   Brandywine Global Investment Management, LLC - Fixed Income   Hotchkis and Wiley Capital Management, LLC   Lazard Asset Management, LLC   Xxxxxxxxx Investment Counsel, LLC