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EXHIBIT (h) (2)
FUND ACCOUNTING AGREEMENT
THIS AGREEMENT, dated May 31, 1997, by and between the parties set
forth in Schedule A hereto (designated collectively hereafter as the "Funds")
and ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY CORP., a Delaware
corporation ("Advisory Corp.").
W I T N E S S E T H:
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WHEREAS, each of the Funds is registered as a management investment
company under the Investment Company Act of 1940, as amended (the "1940 Act");
and
WHEREAS, Advisory Corp. has the capability of providing certain
accounting services to the Funds; and
WHEREAS, each desires to utilized Advisory Corp. in the provision of
such accounting services; and
WHEREAS, Advisory Corp. intends to maintain its staff in order to
accommodate the provision of all such services.
NOW THEREFORE, in consideration of the premises and the mutual
covenants spelled out herein, it is agreed between the parties hereto as
follows:
1. Appointment of Advisory Corp.. As agent, Advisory Corp. shall provide each of
the Funds the accounting services ("Accounting Services") as set forth in
Paragraph 2 of this Agreement. Advisory Corp. accepts such appointment and
agrees to furnish the Accounting Services in return for the compensation
provided in Paragraph 3 of this Agreement.
2. Accounting Services to be Provided. Advisory Corp. will provide to each
respective Fund accounting related services in connection with the maintenance
of the financial records of such Fund, including without limitation: (i)
maintenance of the general ledger and other financial books and records; (ii)
processing of portfolio transactions; (iii) coordination of the valuation of
portfolio securities; (iv) calculation of the Fund's net asset value; (v)
coordination of financial and regulatory reporting; (vi) preparation of
financial reports for each Fund's Board of Trustees; (vii) coordination of tax
and financial compliance issues; (viii) the establishment and maintenance of
accounting policies; (ix) recommendations with respect to dividend policies; (x)
preparation of each Fund's financial reports and other accounting and tax
related notice information to shareholders; and (xi) the assimilation and
interpretation of accounting data for meaningful management review. Advisory
Corp. shall provide accurate maintenance of each Fund's financial books and
records as required by the applicable securities statutes and regulations, and
shall hire persons (collectively the "Accounting Service Group") as needed to
provide such Accounting Services.
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3. Expenses and Reimbursements. Advisory Corp. shall be reimbursed by the Funds
for all costs and services incurred in connection with the provision of the
aforementioned Accounting Services ("Accounting Service Expenses"), including
but not limited to all salary and related benefits paid to the personnel of the
Accounting Service Group, overhead and expenses related to office space and
related equipment and out-of-pocket expenses.
The Accounting Services Expenses will be paid by Advisory Corp. and
reimbursed by the Funds. Advisory Corp. will tender to each Fund a monthly
invoice as of the last business day of each month which shall certify the total
support service expenses expended. Except as provided herein, Advisory Corp.
will receive no other compensation in connection with Accounting Services
rendered in accordance with this Agreement.
4. Payment for Accounting Service Expenses Among the Funds. As to one quarter
(25%) of the Accounting Service Expenses incurred under the Agreement, the
expense shall be allocated between all Funds based on the number of classes of
shares of beneficial interest that each respective Fund has issued. As to the
remaining three quarters (75%) of the Accounting Service Expenses incurred under
the Agreement, the expense shall be allocated between all Funds based on their
relative net assets. For purposes of determining the percentage of expenses to
be allocated to any Fund, the liquidation preference of any preferred shares
issued by any such Fund shall not be considered a liability of such Fund for the
purposes of calculating relative net assets of such Fund.
5. Maintenance of Records. All records maintained by Advisory Corp. in
connection with the performance of its duties under this Agreement will remain
the property of each respective Fund and will be preserved by Advisory Corp. for
the periods prescribed in Section 31 of the 1940 Act and the rules thereunder or
such other applicable rules that may be adopted from time to time under the act.
In the event of termination of the Agreement, such records will be promptly
delivered to the respective Funds. Such records may be inspected by the
respective Funds at reasonable times.
6. Liability of Advisory Corp. Advisory Corp. shall not be liable to any Fund
for any action taken or thing done by it or its agents or contractors on behalf
of the fund in carrying out the terms and provisions of the Agreement if done in
good faith and without gross negligence or misconduct on the part of Advisory
Corp., its agents or contractors.
7. Indemnification By Funds. Each Fund will indemnify and hold Advisory Corp.
harmless from all lost, cost, damage and expense, including reasonable expenses
for legal counsel, incurred by Advisory Corp. resulting from: (a) any claim,
demand, action or suit in connection with Advisory Corp.'s acceptance of this
Agreement; (b) any action or omission by Advisory Corp. in the performance of
its duties hereunder; (c) Advisory Corp.'s acting upon instructions believed by
it to have been executed by a duly authorized officer of the Fund; or (d)
Advisory Corp.'s acting upon information provided by the Fund in form and under
policies agreed to by Advisory Corp. and the Fund. Advisory Corp. shall not be
entitled to such indemnification in respect of actions or omissions constituting
gross negligence or willful misconduct of Advisory Corp. or its agents or
contractors. Prior to confessing any claim against it which may be subject to
this indemnification, Advisory Corp. shall give the Fund reasonable opportunity
to defend against said claim in its own name or in the name of Advisory Corp.
8. Indemnification By Advisory Corp. Advisory Corp. will indemnify and hold
harmless each Fund from all loss, cost, damage and expense, including reasonable
expenses for legal counsel, incurred by the Fund resulting from any claim,
demand, action or suit arising out of Advisory Corp.'s failure to comply with
the terms of this Agreement or which arises out of the gross negligence or
willful misconduct of Advisory Corp. or its agents or contractors; provided that
such negligence or misconduct is not attributable to the Funds, their agents or
contractors. Prior to confessing any claim against it which may be subject to
this indemnification, the Fund shall give Advisory Corp. reasonable opportunity
to defend against said claim in its own name or in the name of such Fund.
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9. Further Assurances. Each party agrees to perform such further acts and
execute such further documents as are necessary to effectuate the purposes
hereof.
10. Dual Interests. It is understood that some person or persons may be
directors, trustees, officers or shareholders of both the Funds and Advisory
Corp. (including Advisory Corp.'s affiliates), and that the existence of any
such dual interest shall not affect the validity hereof or of any transactions
hereunder except as otherwise provided by a specific provision of applicable
law.
11. Execution, Amendment and Termination. The term of this Agreement shall begin
as of the date first above written, and unless sooner terminated as herein
provided, this Agreement shall remain in effect through May, 1998, and
thereafter from year to year, if such continuation is specifically approved at
least annually by the Board of Trustees of each Fund, including a majority of
the independent Trustees of each Fund. This Agreement may be modified or amended
from time to time by mutual agreement between the parties hereto and may be
terminated after May, 1998, by at least sixty (60) days' written notice given by
one party to the others. Upon termination hereof, each Fund shall pay to
Advisory Corp. such compensation as may be due as of the date of such
termination and shall likewise reimburse Advisory Corp. for its costs, expenses
and disbursements payable under this Agreement to such date. This Agreement may
be amended in the future to include as additional parties to the Agreement other
investment companies for with Advisory Corp., any subsidiary or affiliate serves
as investment advisor or distributor if such amendment is approved by the
President of each Fund.
12. Assignment. Any interest of Advisory Corp. under this Agreement shall not be
assigned or transferred, either voluntarily or involuntarily, by operation of
law or otherwise, without the prior written consent of the Funds. This Agreement
shall automatically and immediately terminate in the event of its assignment
without the prior written consent of the Funds.
13. Notice. Any notice under this Agreement shall be in writing, addressed and
delivered or sent by registered or certified mail, postage prepaid, to the other
party at such address as such other party may designate for the receipt of such
notices. Until further notice to the other parties, it is agreed that for this
purpose the address of each Fund is ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: President and that of Advisory Corp. for this purpose
is ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention:
President.
14. Personal Liability. As provided for in the Agreement and Declaration of
Trust of the various Funds, under which the Funds are organized as
unincorporated trusts, the shareholders, trustees, officers, employees and other
agents of the Fund shall not personally be found by or liable for the matters
set forth hereto, nor shall resort be had to their private property for the
satisfaction of any obligation or claim hereunder.
15. Interpretative Provisions. In connection with the operation of this
Agreement, Advisory Corp. and the Funds may agree from time to time on such
provisions interpretative of or in addition to the provisions of this Agreement
as may in their joint opinion be consistent with the general tenor of this
Agreement.
16. State Law. This Agreement shall be construed and enforced in accordance with
and governed by the laws of the State of Illinois.
17. Captions. The captions in this Agreement are included for convenience of
reference only and in no way define or limit any of the provisions hereof or
otherwise affect their construction or effect.
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IN WITNESS WHEREOF, the parties have caused this amended and restated
Agreement to be executed as of the day and year first above written.
ALL OF THE PARTIES SET FORTH IN SCHEDULE A
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Vice President
▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY CORP.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, President
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SCHEDULE A
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I. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY CORP.
("INVESTMENT ADVISORY CORP.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇
FUNDS"):
CLOSED END FUNDS
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▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Income Trust ▇▇▇ ▇▇▇▇▇▇ American
Capital California Municipal Trust ▇▇▇ ▇▇▇▇▇▇ American Capital High Income
Trust ▇▇▇ ▇▇▇▇▇▇ American Capital High Income Trust II ▇▇▇ ▇▇▇▇▇▇ American
Capital Investment Grade Municipal Trust ▇▇▇ ▇▇▇▇▇▇ American Capital
Municipal Trust ▇▇▇ ▇▇▇▇▇▇ American Capital California Quality Municipal
Trust ▇▇▇ ▇▇▇▇▇▇ American Capital Florida Quality Municipal Trust ▇▇▇
▇▇▇▇▇▇ American Capital New York Quality Municipal Trust ▇▇▇ ▇▇▇▇▇▇
American Capital Ohio Quality Municipal Trust ▇▇▇ ▇▇▇▇▇▇ American Capital
Pennsylvania Quality Municipal Trust ▇▇▇ ▇▇▇▇▇▇ American Capital Trust For
Insured Municipals ▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade
Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade California
Municipals ▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade Florida
Municipals ▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade New
Jersey Municipals ▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade
New York Municipals ▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade
Pennsylvania Municipals ▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Opportunity
Trust ▇▇▇ ▇▇▇▇▇▇ American Capital Advantage Municipal Income Trust ▇▇▇
▇▇▇▇▇▇ American Capital Advantage Pennsylvania Municipal Income Trust ▇▇▇
▇▇▇▇▇▇ American Capital Strategic Sector Municipal Trust ▇▇▇ ▇▇▇▇▇▇
American Capital Value Municipal Income Trust ▇▇▇ ▇▇▇▇▇▇ American Capital
California Value Municipal Income Trust ▇▇▇ ▇▇▇▇▇▇ American Capital
Massachusetts Value Municipal Income Trust ▇▇▇ ▇▇▇▇▇▇ American Capital New
Jersey Value Municipal Income Trust ▇▇▇ ▇▇▇▇▇▇ American Capital New York
Value Municipal Income Trust ▇▇▇ ▇▇▇▇▇▇ American Capital Ohio Value
Municipal Income Trust ▇▇▇ ▇▇▇▇▇▇ American Capital Pennsylvania Value
Municipal Income Trust ▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Opportunity
Trust II ▇▇▇ ▇▇▇▇▇▇ American Capital Florida Municipal Opportunity Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Advantage Municipal Income Trust II ▇▇▇ ▇▇▇▇▇▇
American Capital Select Sector Municipal Trust
INSTITUTIONAL FUNDS
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II. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL MANAGEMENT, INC.
("MANAGEMENT, INC.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
The Explorer Institutional Trust
on behalf of its series
Explorer Institutional Active Core Fund
Explorer Institutional Limited Duration Fund
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OPEN END FUNDS
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III. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL ASSET MANAGEMENT,
INC. ("ASSET MANAGEMENT, INC.") (COLLECTIVELY, THE "FORMER AMERICAN
CAPITAL FUNDS"):
▇▇▇ ▇▇▇▇▇▇ American Capital ▇▇▇▇▇▇▇▇ Fund ("▇▇▇▇▇▇▇▇ Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Corporate Bond Fund ("Corporate Bond Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Emerging Growth Fund ("Emerging Growth
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Enterprise Fund ("Enterprise Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Equity Income Fund ("Equity Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Global Managed Assets Fund ("Global Managed
Assets Funds")
▇▇▇ ▇▇▇▇▇▇ American Capital Government Securities Fund ("Government
Securities Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Government Target Fund ("Government Target
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Growth and Income Fund ("Growth and Income
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Harbor Fund ("Harbor Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital High Income Corporate Bond Fund ("High
Income Corporate Bond Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Life Investment Trust ("Life Investment
Trust" or "LIT") on behalf of its Series
Enterprise Portfolio ("LIT Enterprise Portfolio")
Domestic Income Portfolio ("LIT Domestic Income Portfolio")
Emerging Growth Portfolio ("LIT Emerging Growth Portfolio")
Government Portfolio ("LIT Government Portfolio")
Asset Allocation Portfolio ("LIT Asset Allocation
Portfolio") Money Market Portfolio ("LIT Money Market Portfolio")
Real Estate Securities Portfolio ("LIT Real Estate Securities
Portfolio") Growth and Income Portfolio ("LIT Growth and Income
Portfolio")
▇▇▇ ▇▇▇▇▇▇ American Capital Limited Maturity Government Fund ("Limited
Maturity Government Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Pace Fund ("Pace Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Real Estate Securities Fund ("Real Estate
Securities Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Reserve Fund ("Reserve Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Small Capitalization Fund ("Small
Capitalization Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax-Exempt Trust ("Tax-Exempt Trust") on
behalf of its Series
▇▇▇ ▇▇▇▇▇▇ American Capital High Yield Municipal Fund ("High Yield
Municipal Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital U.S. Government Trust for Income ("U.S.
Government Trust for Income")
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IV. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY
CORP. ("INVESTMENT ADVISORY CORP.") (COLLECTIVELY, THE "FORMER ▇▇▇
▇▇▇▇▇▇ FUNDS"):
▇▇▇ ▇▇▇▇▇▇ American Capital U.S. Government Trust ("U.S. Government
Trust") on behalf of its series
▇▇▇ ▇▇▇▇▇▇ American Capital U.S. Government Fund ("U.S. Government
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax Free Trust ("Tax Free Trust") on
behalf of its series
▇▇▇ ▇▇▇▇▇▇ American Capital Insured Tax Free Income Fund ("Insured Tax
Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax Free High Income Fund ("Tax Free High
Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital California Insured Tax Free Fund
("California Insured Tax Free Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Income Fund ("Municipal Income
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Intermediate Term Municipal Income Fund
(Intermediate Term Municipal Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Florida Insured Tax Free Income Fund
("Florida Insured Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital New Jersey Tax Free Income Fund ("New
Jersey Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital New York Tax Free Income Fund ("New York
Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital California Tax Free Income Fund
("California Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Michigan Tax Free Income Fund ("Michigan
Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Missouri Tax Free Income Fund ("Missouri
Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Ohio Tax Free Income Fund ("Ohio Tax Free
Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Trust ("VKAC Trust")
▇▇▇ ▇▇▇▇▇▇ American Capital High Yield Fund ("High Yield Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Short-Term Global Income Fund ("Short-Term
Global Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Strategic Income Fund ("Strategic Income
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Equity Trust ("Equity Trust")
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ American Capital Utility Fund ("Utility Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Growth Fund ("Growth Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Value Fund ("Value Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Great American Companies Fund ("Great
American Companies Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Prospector Fund ("Prospector Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Aggressive Growth Fund ("Aggressive Growth
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Foreign Securities Fund ("Foreign
Securities Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Pennsylvania Tax Free Income Fund
("Pennsylvania Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax Free Money Fund ("Tax Free Money
Fund")
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AMENDMENT NUMBER ONE
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TO THE
FUND ACCOUNTING AGREEMENT
THIS AMENDMENT NUMBER ONE, dated July 24, 1997, to the Fund Accounting
Agreement dated May 31, 1997 (the "Agreement") by and between the parties set
forth in Schedule A, attached hereto and incorporated by reference and ▇▇▇
▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY CORP., a Delaware corporation
("Advisory Corp.").
W I T N E S S E T H
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WHEREAS, the following party, being an open-end management investment
company as that term is defined in the Investment Company Act of 1940, as
amended, wishes to become party to the Agreement:
ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL ASSET MANAGEMENT, INC. ("ASSET
MANAGEMENT, INC.") (COLLECTIVELY, THE "FORMER AMERICAN CAPITAL FUNDS"):
▇▇▇ ▇▇▇▇▇▇ American Capital Life Investment Trust ("Life Investment
Trust" or "LIT") on behalf of its Series
Strategic Stock Portfolio ("LIT Strategic Stock Portfolio")
WHEREAS, the original parties desire to add the aforementioned
additional entity as party to the Agreement;
NOW, THEREFORE, in consideration of the promises and mutual covenants
spelled out in the Agreement and herein, it is hereby agreed that Schedule A of
the Agreement be amended to add the party mentioned above as party to the
Agreement.
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IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed as of the day and year first above written.
ALL OF THE PARTIES SET FORTH IN SCHEDULE A
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Vice President
▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY CORP.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
----------------------------------------------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, President
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SCHEDULE A
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I. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY CORP.
("INVESTMENT ADVISORY CORP.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇
FUNDS"):
CLOSED END FUNDS
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▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital California Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital High Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital High Income Trust II
▇▇▇ ▇▇▇▇▇▇ American Capital Investment Grade Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital California Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Florida Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital New York Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Ohio Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Pennsylvania Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Insured Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade California
Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade Florida Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade New Jersey
Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade New York Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade Pennsylvania
Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Opportunity Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Advantage Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Advantage Pennsylvania Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Strategic Sector Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital California Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Massachusetts Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital New Jersey Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital New York Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Ohio Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Pennsylvania Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Opportunity Trust II
▇▇▇ ▇▇▇▇▇▇ American Capital Florida Municipal Opportunity Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Advantage Municipal Income Trust II
▇▇▇ ▇▇▇▇▇▇ American Capital Select Sector Municipal Trust
INSTITUTIONAL FUNDS
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II. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL MANAGEMENT, INC.
("MANAGEMENT, INC.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
The Explorer Institutional Trust
on behalf of its series
Explorer Institutional Active Core Fund
Explorer Institutional Limited Duration Fund
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OPEN END FUNDS
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III. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL ASSET MANAGEMENT,
INC. ("ASSET MANAGEMENT, INC.") (COLLECTIVELY, THE "FORMER AMERICAN
CAPITAL FUNDS"):
▇▇▇ ▇▇▇▇▇▇ American Capital ▇▇▇▇▇▇▇▇ Fund ("▇▇▇▇▇▇▇▇ Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Corporate Bond Fund ("Corporate Bond Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Emerging Growth Fund ("Emerging Growth
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Enterprise Fund ("Enterprise Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Equity Income Fund ("Equity Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Global Managed Assets Fund ("Global Managed
Assets Funds")
▇▇▇ ▇▇▇▇▇▇ American Capital Government Securities Fund ("Government
Securities Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Government Target Fund ("Government Target
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Growth and Income Fund ("Growth and Income
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Harbor Fund ("Harbor Fund") ▇▇▇ ▇▇▇▇▇▇
American Capital High Income Corporate Bond Fund ("High Income
Corporate Bond Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Life Investment Trust ("Life Investment
Trust" or "LIT") on behalf of its Series
Enterprise Portfolio ("LIT Enterprise Portfolio")
Domestic Income Portfolio ("LIT Domestic Income Portfolio")
Emerging Growth Portfolio ("LIT Emerging Growth Portfolio")
Government Portfolio ("LIT Government Portfolio")
Asset Allocation Portfolio ("LIT Asset Allocation
Portfolio")
Money Market Portfolio ("LIT Money Market Portfolio")
Real Estate Securities Portfolio ("LIT Real Estate Securities
Portfolio")
Growth and Income Portfolio ("LIT Growth and Income Portfolio")
▇▇▇ ▇▇▇▇▇▇ American Capital Limited Maturity Government Fund ("Limited
Maturity Government Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Pace Fund ("Pace Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Real Estate Securities Fund ("Real Estate
Securities Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Reserve Fund ("Reserve Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Small Capitalization Fund ("Small
Capitalization Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax-Exempt Trust ("Tax-Exempt Trust") on
behalf of its Series
▇▇▇ ▇▇▇▇▇▇ American Capital High Yield Municipal Fund ("High Yield
Municipal Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital U.S. Government Trust for Income ("U.S.
Government Trust for Income")
4
12
IV. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY
CORP. ("INVESTMENT ADVISORY CORP.") (COLLECTIVELY, THE "FORMER ▇▇▇
▇▇▇▇▇▇ FUNDS"):
▇▇▇ ▇▇▇▇▇▇ American Capital U.S. Government Trust ("U.S. Government
Trust") on behalf of its series
▇▇▇ ▇▇▇▇▇▇ American Capital U.S. Government Fund ("U.S. Government
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax Free Trust ("Tax Free Trust") on behalf
of its series
▇▇▇ ▇▇▇▇▇▇ American Capital Insured Tax Free Income Fund ("Insured Tax
Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax Free High Income Fund ("Tax Free High
Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital California Insured Tax Free Fund
("California Insured Tax Free Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Income Fund ("Municipal Income
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Intermediate Term Municipal Income Fund
(Intermediate Term Municipal Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Florida Insured Tax Free Income Fund
("Florida Insured Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital New Jersey Tax Free Income Fund ("New
Jersey Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital New York Tax Free Income Fund ("New York
Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital California Tax Free Income Fund
("California Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Michigan Tax Free Income Fund ("Michigan
Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Missouri Tax Free Income Fund ("Missouri
Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Ohio Tax Free Income Fund ("Ohio Tax Free
Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Trust ("VKAC Trust")
▇▇▇ ▇▇▇▇▇▇ American Capital High Yield Fund ("High Yield Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Short-Term Global Income Fund ("Short-Term
Global Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Strategic Income Fund ("Strategic Income
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Equity Trust ("Equity Trust") on behalf of
its series
▇▇▇ ▇▇▇▇▇▇ American Capital Utility Fund ("Utility Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Growth Fund ("Growth Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Value Fund ("Value Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Great American Companies Fund ("Great
American Companies Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Prospector Fund ("Prospector Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Aggressive Growth Fund ("Aggressive Growth
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Foreign Securities Fund ("Foreign
Securities Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Pennsylvania Tax Free Income Fund
("Pennsylvania Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax Free Money Fund ("Tax Free Money Fund")
5
13
AMENDMENT NUMBER TWO
--------------------
TO THE
FUND ACCOUNTING AGREEMENT
THIS AMENDMENT NUMBER TWO, dated April 23, 1998, to the Fund Accounting
Agreement dated May 31, 1997 (the "Agreement") by and between the parties set
forth in Schedule A, attached hereto and incorporated by reference and ▇▇▇
▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY CORP., a Delaware corporation
("Advisory Corp.").
W I T N E S S E T H
-------------------
WHEREAS, the following party, being an open-end management investment
company as that term is defined in the Investment Company Act of 1940, as
amended, wishes to become party to the Agreement:
ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL ASSET MANAGEMENT, INC.
("ASSET MANAGEMENT, INC."):
▇▇▇ ▇▇▇▇▇▇ American Capital Life Investment Trust ("Life Investment
Trust" or "LIT") on behalf of its Series
▇▇▇▇▇▇▇▇ Portfolio ("LIT ▇▇▇▇▇▇▇▇ Portfolio")
WHEREAS, the original parties desire to add the aforementioned
additional entity as party to the Agreement;
NOW, THEREFORE, in consideration of the promises and mutual covenants
spelled out in the Agreement and herein, it is hereby agreed that Schedule A of
the Agreement be amended to add the party mentioned above as party to the
Agreement.
1
14
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed as of the day and year first above written.
ALL OF THE PARTIES SET FORTH IN SCHEDULE A
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
----------------------------------------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Vice President
▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY CORP.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
----------------------------------------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, President
2
15
SCHEDULE A
I. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY CORP.
("INVESTMENT ADVISORY CORP.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
CLOSED END FUNDS
▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital California Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital High Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital High Income Trust II
▇▇▇ ▇▇▇▇▇▇ American Capital Investment Grade Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital California Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Florida Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital New York Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Ohio Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Pennsylvania Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Insured Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade California Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade Florida Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade New Jersey Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade New York Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Trust For Investment Grade Pennsylvania Municipals
▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Opportunity Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Advantage Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Advantage Pennsylvania Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Strategic Sector Municipal Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital California Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Massachusetts Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital New Jersey Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital New York Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Ohio Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Pennsylvania Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Opportunity Trust II
▇▇▇ ▇▇▇▇▇▇ American Capital Florida Municipal Opportunity Trust
▇▇▇ ▇▇▇▇▇▇ American Capital Advantage Municipal Income Trust II
▇▇▇ ▇▇▇▇▇▇ American Capital Select Sector Municipal Trust
INSTITUTIONAL FUNDS
II. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL MANAGEMENT, INC. ("MANAGEMENT,
INC.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
The Explorer Institutional Trust
on behalf of its series
Explorer Institutional Active Core Fund
Explorer Institutional Limited Duration Fund
16
OPEN END FUNDS
III. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL ASSET MANAGEMENT,
INC. ("ASSET MANAGEMENT, INC.") (COLLECTIVELY, THE "FORMER AMERICAN
CAPITAL FUNDS"):
▇▇▇ ▇▇▇▇▇▇ American Capital ▇▇▇▇▇▇▇▇ Fund ("▇▇▇▇▇▇▇▇ Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Corporate Bond Fund ("Corporate Bond Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Emerging Growth Fund ("Emerging Growth Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Enterprise Fund ("Enterprise Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Equity Income Fund ("Equity Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Global Managed Assets Fund ("Global Managed
Assets Funds")
▇▇▇ ▇▇▇▇▇▇ American Capital Government Securities Fund ("Government
Securities Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Government Target Fund ("Government Target
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Growth and Income Fund ("Growth and Income
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Harbor Fund ("Harbor Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital High Income Corporate Bond Fund ("High Income
Corporate Bond Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Life Investment Trust ("Life Investment
Trust" or "LIT") on behalf of its Series
Enterprise Portfolio ("LIT Enterprise Portfolio")
Domestic Income Portfolio ("LIT Domestic Income Portfolio")
Emerging Growth Portfolio ("LIT Emerging Growth Portfolio")
Government Portfolio ("LIT Government Portfolio")
Asset Allocation Portfolio ("LIT Asset Allocation Portfolio")
Money Market Portfolio ("LIT Money Market Portfolio")
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Real Estate Securities Portfolio ("LIT ▇▇▇▇▇▇
▇▇▇▇▇▇▇ Real Estate Securities Portfolio")
Growth and Income Portfolio ("LIT Growth and Income Portfolio")
Strategic Stock Portfolio ("LIT Strategic Stock Portfolio")
▇▇▇ ▇▇▇▇▇▇ American Capital Limited Maturity Government Fund ("Limited
Maturity Government Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Pace Fund ("Pace Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Real Estate Securities Fund ("Real Estate
Securities Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Reserve Fund ("Reserve Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Small Capitalization Fund ("Small
Capitalization Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax-Exempt Trust ("Tax-Exempt Trust")
on behalf of its Series
▇▇▇ ▇▇▇▇▇▇ American Capital High Yield Municipal Fund ("High Yield
Municipal Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital U.S. Government Trust for Income ("U.S.
Government Trust for Income")
4
17
IV. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ AMERICAN CAPITAL INVESTMENT ADVISORY CORP.
("INVESTMENT ADVISORY CORP.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
▇▇▇ ▇▇▇▇▇▇ American Capital U.S. Government Trust ("U.S. Government Trust")
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ American Capital U.S. Government Fund ("U.S. Government Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax Free Trust ("Tax Free Trust")
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ American Capital Insured Tax Free Income Fund ("Insured Tax Free
Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax Free High Income Fund ("Tax Free High Income
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital California Insured Tax Free Fund ("California
Insured Tax Free Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Municipal Income Fund ("Municipal Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Intermediate Term Municipal Income Fund
(Intermediate TermMunicipal Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Florida Insured Tax Free Income Fund ("Florida
Insured Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital New Jersey Tax Free Income Fund ("New Jersey Tax
Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital New York Tax Free Income Fund ("New York Tax Free
Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital California Tax Free Income Fund ("California Tax
Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Michigan Tax Free Income Fund ("Michigan Tax Free
Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Missouri Tax Free Income Fund ("Missouri Tax Free
Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Ohio Tax Free Income Fund ("Ohio Tax Free Income
Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Trust ("VKAC Trust")
▇▇▇ ▇▇▇▇▇▇ American Capital High Yield Fund ("High Yield Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Short-Term Global Income Fund ("Short-Term Global
Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Strategic Income Fund ("Strategic Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Equity Trust ("Equity Trust") on behalf of its
series
▇▇▇ ▇▇▇▇▇▇ American Capital Utility Fund ("Utility Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Growth Fund ("Growth Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Value Fund ("Value Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Great American Companies Fund ("Great American
Companies Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Prospector Fund ("Prospector Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Aggressive Growth Fund ("Aggressive Growth Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Foreign Securities Fund ("Foreign Securities Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Pennsylvania Tax Free Income Fund ("Pennsylvania Tax
Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ American Capital Tax Free Money Fund ("Tax Free Money Fund")
5
18
AMENDMENT NUMBER THREE
----------------------
TO THE
FUND ACCOUNTING AGREEMENT
THIS AMENDMENT NUMBER THREE, dated February 4, 1999, to the Fund
Accounting Agreement dated May 31, 1997 (the "Agreement") by and between the
parties set forth in Schedule A, attached hereto and incorporated by reference
and ▇▇▇ ▇▇▇▇▇▇ Investment Advisory Corp., a Delaware corporation ("Advisory
Corp.").
W I T N E S S E T H
-------------------
WHEREAS, the following parties, each being an open-end management
investment company as that term is defined in the Investment Company Act of
1940, as amended, wishes to become party to the Agreement:
ADVISED BY ▇▇▇ ▇▇▇▇▇▇ INVESTMENT ADVISORY CORP.
("ADVISORY CORP."):
▇▇▇ ▇▇▇▇▇▇ Equity Trust
on behalf of its Series
▇▇▇ ▇▇▇▇▇▇ Small Cap Value Fund ("Small Cap Value Fund")
▇▇▇ ▇▇▇▇▇▇ Trust
on behalf of its Series
▇▇▇ ▇▇▇▇▇▇ Managed Short Term Income Fund ("Managed Short Term
Income Fund")
WHEREAS, the original parties desire to add the aforementioned
additional entities as parties to the Agreement;
NOW, THEREFORE, in consideration of the promises and mutual covenants
spelled out in the Agreement and herein, it is hereby agreed that Schedule A of
the Agreement be amended to add the parties mentioned above as parties to the
Agreement.
1
19
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed as of the day and year first above written.
ALL OF THE PARTIES SET FORTH IN SCHEDULE A
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
----------------------------------------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, President
▇▇▇ ▇▇▇▇▇▇ INVESTMENT ADVISORY CORP.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
----------------------------------------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, President
2
20
SCHEDULE A
----------
I. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ INVESTMENT ADVISORY CORP. ("INVESTMENT
ADVISORY CORP.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
CLOSED END FUNDS
----------------
▇▇▇ ▇▇▇▇▇▇ Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ California Municipal Trust
▇▇▇ ▇▇▇▇▇▇ High Income Trust
▇▇▇ ▇▇▇▇▇▇ High Income Trust II
▇▇▇ ▇▇▇▇▇▇ Investment Grade Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Municipal Trust
▇▇▇ ▇▇▇▇▇▇ California Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Florida Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ New York Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Ohio Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Pennsylvania Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Trust For Insured Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade California Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade Florida Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade New Jersey Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade New York Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade Pennsylvania Municipals
▇▇▇ ▇▇▇▇▇▇ Municipal Opportunity Trust
▇▇▇ ▇▇▇▇▇▇ Advantage Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Advantage Pennsylvania Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Strategic Sector Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ California Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Massachusetts Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ New Jersey Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ New York Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Ohio Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Pennsylvania Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Municipal Opportunity Trust II
▇▇▇ ▇▇▇▇▇▇ Florida Municipal Opportunity Trust
▇▇▇ ▇▇▇▇▇▇ Advantage Municipal Income Trust II
▇▇▇ ▇▇▇▇▇▇ Select Sector Municipal Trust
INSTITUTIONAL FUNDS
-------------------
II. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ MANAGEMENT INC. ("MANAGEMENT INC.")
(COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
The Explorer Institutional Trust
on behalf of its series
Explorer Institutional Active Core Fund
Explorer Institutional Limited Duration Fund
3
21
OPEN END FUNDS
III. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ ASSET MANAGEMENT INC.
("ASSET MANAGEMENT INC.") (COLLECTIVELY, THE "FORMER AMERICAN CAPITAL
FUNDS"):
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Fund ("▇▇▇▇▇▇▇▇ Fund")
▇▇▇ ▇▇▇▇▇▇ Corporate Bond Fund ("Corporate Bond Fund")
▇▇▇ ▇▇▇▇▇▇ Emerging Growth Fund ("Emerging Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Enterprise Fund ("Enterprise Fund")
▇▇▇ ▇▇▇▇▇▇ Equity Income Fund ("Equity Income Fund")
▇▇▇ ▇▇▇▇▇▇ Global Managed Assets Fund ("Global Managed Assets Funds")
▇▇▇ ▇▇▇▇▇▇ Government Securities Fund ("Government Securities Fund")
▇▇▇ ▇▇▇▇▇▇ Government Target Fund ("Government Target Fund")
▇▇▇ ▇▇▇▇▇▇ Growth and Income Fund ("Growth and Income Fund")
▇▇▇ ▇▇▇▇▇▇ Harbor Fund ("Harbor Fund")
▇▇▇ ▇▇▇▇▇▇ High Income Corporate Bond Fund ("High Income Corporate Bond
Fund")
▇▇▇ ▇▇▇▇▇▇ Life Investment Trust ("Life Investment Trust" or "LIT")
on behalf of its Series
Enterprise Portfolio ("LIT Enterprise Portfolio")
Domestic Income Portfolio ("LIT Domestic Income Portfolio")
Emerging Growth Portfolio ("LIT Emerging Growth Portfolio")
Government Portfolio ("LIT Government Portfolio")
Asset Allocation Portfolio ("LIT Asset Allocation Portfolio")
Money Market Portfolio ("LIT Money Market Portfolio")
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Real Estate Securities Portfolio ("LIT ▇▇▇▇▇▇
▇▇▇▇▇▇▇ Real Estate Securities Portfolio")
Growth and Income Portfolio ("LIT Growth and Income Portfolio")
Strategic Stock Portfolio ("LIT Strategic Stock Portfolio")
▇▇▇▇▇▇▇▇ Portfolio ("LIT ▇▇▇▇▇▇▇▇ Portfolio")
▇▇▇ ▇▇▇▇▇▇ Limited Maturity Government Fund ("Limited Maturity
Government Fund")
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ Fund ("Pace Fund")
▇▇▇ ▇▇▇▇▇▇ Real Estate Securities Fund ("Real Estate Securities Fund")
▇▇▇ ▇▇▇▇▇▇ Reserve Fund ("Reserve Fund")
▇▇▇ ▇▇▇▇▇▇ Small Capitalization Fund ("Small Capitalization Fund")
▇▇▇ ▇▇▇▇▇▇ Tax-Exempt Trust ("Tax-Exempt Trust")
on behalf of its Series
▇▇▇ ▇▇▇▇▇▇ High Yield Municipal Fund ("High Yield Municipal Fund")
▇▇▇ ▇▇▇▇▇▇ U.S. Government Trust for Income ("U.S. Government Trust for
Income")
4
22
IV. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ INVESTMENT ADVISORY CORP.
("INVESTMENT ADVISORY CORP.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇
FUNDS"):
▇▇▇ ▇▇▇▇▇▇ U.S. Government Trust ("U.S. Government Trust")
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ U.S. Government Fund ("U.S. Government Fund")
▇▇▇ ▇▇▇▇▇▇ Tax Free Trust ("Tax Free Trust")
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ Insured Tax Free Income Fund ("Insured Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ Tax Free High Income Fund ("Tax Free High Income Fund")
▇▇▇ ▇▇▇▇▇▇ California Insured Tax Free Fund ("California Insured Tax
Free Fund")
▇▇▇ ▇▇▇▇▇▇ Municipal Income Fund ("Municipal Income Fund")
▇▇▇ ▇▇▇▇▇▇ Intermediate Term Municipal Income Fund (Intermediate Term
Municipal Income Fund")
▇▇▇ ▇▇▇▇▇▇ Florida Insured Tax Free Income Fund ("Florida Insured Tax
Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ New York Tax Free Income Fund ("New York Tax Free
Income Fund")
▇▇▇ ▇▇▇▇▇▇ California Tax Free Income Fund ("California Tax Free Income
Fund")
▇▇▇ ▇▇▇▇▇▇ Michigan Tax Free Income Fund ("Michigan Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ Missouri Tax Free Income Fund ("Missouri Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ Ohio Tax Free Income Fund ("Ohio Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ Trust ("VK Trust")
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ High Yield Fund ("High Yield Fund")
▇▇▇ ▇▇▇▇▇▇ Short-Term Global Income Fund ("Short-Term Global Income Fund")
▇▇▇ ▇▇▇▇▇▇ Strategic Income Fund ("Strategic Income Fund")
▇▇▇ ▇▇▇▇▇▇ Managed Short Term Income Fun d ("Managed Short Term Income
Fund")
▇▇▇ ▇▇▇▇▇▇ Equity Trust ("Equity Trust")
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ Utility Fund ("Utility Fund")
▇▇▇ ▇▇▇▇▇▇ Growth Fund ("Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Mid Cap Value Fund ("Mid Cap Value Fund")
▇▇▇ ▇▇▇▇▇▇ Great American Companies Fund ("Great American Companies Fund")
▇▇▇ ▇▇▇▇▇▇ Prospector Fund ("Prospector Fund")
▇▇▇ ▇▇▇▇▇▇ Aggressive Growth Fund ("Aggressive Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Small Cap Value Fund ("Small Cap Value Fund")
▇▇▇ ▇▇▇▇▇▇ Pennsylvania Tax Free Income Fund ("Pennsylvania Tax Free
Income Fund")
▇▇▇ ▇▇▇▇▇▇ Tax Free Money Fund ("Tax Free Money Fund")
5
23
AMENDMENT NUMBER FOUR
TO THE
FUND ACCOUNTING AGREEMENT
THIS AMENDMENT NUMBER FOUR, dated May 26, 1999, to the Fund Accounting
Agreement dated May 31, 1997 (the "Agreement") by and between the parties set
forth in Schedule A, attached hereto and incorporated by reference and ▇▇▇
▇▇▇▇▇▇ Investment Advisory Corp., a Delaware corporation ("Advisory Corp.").
W I T N E S S E T H
WHEREAS, the following party, being an open-end management investment
company as that term is defined in the Investment Company Act of 1940, as
amended, wishes to become a party to the Agreement:
▇▇▇ ▇▇▇▇▇▇ Equity Trust II ("Equity Trust II")
on behalf of its Series
▇▇▇ ▇▇▇▇▇▇ Technology Fund ("Technology Fund")
WHEREAS, the original parties desire to add the aforementioned
additional entity as party to the Agreement;
NOW, THEREFORE, in consideration of the promises and mutual covenants
spelled out in the Agreement and herein, it is hereby agreed that Schedule A of
the Agreement be amended to add the parties mentioned above as party to the
Agreement.
1
24
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed as of the day and year first above written.
ALL OF THE PARTIES SET FORTH IN SCHEDULE A
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
----------------------------------------------
▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Treasurer, Vice President
and Chief Financial Officer
▇▇▇ ▇▇▇▇▇▇ INVESTMENT ADVISORY CORP.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
----------------------------------------------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
President
2
25
SCHEDULE A
I. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ INVESTMENT ADVISORY CORP. ("INVESTMENT
ADVISORY CORP.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
CLOSED END FUNDS
▇▇▇ ▇▇▇▇▇▇ Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ California Municipal Trust
▇▇▇ ▇▇▇▇▇▇ High Income Trust
▇▇▇ ▇▇▇▇▇▇ High Income Trust II
▇▇▇ ▇▇▇▇▇▇ Investment Grade Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Municipal Trust
▇▇▇ ▇▇▇▇▇▇ California Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Florida Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ New York Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Ohio Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Pennsylvania Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Trust For Insured Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade California Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade Florida Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade New Jersey Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade New York Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade Pennsylvania Municipals
▇▇▇ ▇▇▇▇▇▇ Municipal Opportunity Trust
▇▇▇ ▇▇▇▇▇▇ Advantage Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Advantage Pennsylvania Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Strategic Sector Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ California Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Massachusetts Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ New Jersey Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ New York Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Ohio Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Pennsylvania Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Municipal Opportunity Trust II
▇▇▇ ▇▇▇▇▇▇ Florida Municipal Opportunity Trust
▇▇▇ ▇▇▇▇▇▇ Advantage Municipal Income Trust II
▇▇▇ ▇▇▇▇▇▇ Select Sector Municipal Trust
INSTITUTIONAL FUNDS
II. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ MANAGEMENT INC. ("MANAGEMENT INC.")
(COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
The Explorer Institutional Trust
on behalf of its series
Explorer Institutional Active Core Fund
Explorer Institutional Limited Duration Fund
3
26
OPEN END FUNDS
III. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ ASSET MANAGEMENT INC. ("ASSET
MANAGEMENT INC.") (COLLECTIVELY, THE "FORMER AMERICAN CAPITAL FUNDS"):
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Fund ("▇▇▇▇▇▇▇▇ Fund")
▇▇▇ ▇▇▇▇▇▇ Corporate Bond Fund ("Corporate Bond Fund")
▇▇▇ ▇▇▇▇▇▇ Emerging Growth Fund ("Emerging Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Enterprise Fund ("Enterprise Fund")
▇▇▇ ▇▇▇▇▇▇ Equity Income Fund ("Equity Income Fund")
▇▇▇ ▇▇▇▇▇▇ Global Managed Assets Fund ("Global Managed Assets Funds")
▇▇▇ ▇▇▇▇▇▇ Government Securities Fund ("Government Securities Fund")
▇▇▇ ▇▇▇▇▇▇ Government Target Fund ("Government Target Fund")
▇▇▇ ▇▇▇▇▇▇ Growth and Income Fund ("Growth and Income Fund")
▇▇▇ ▇▇▇▇▇▇ Harbor Fund ("Harbor Fund")
▇▇▇ ▇▇▇▇▇▇ High Income Corporate Bond Fund ("High Income Corporate Bond
Fund")
▇▇▇ ▇▇▇▇▇▇ Life Investment Trust ("Life Investment Trust" or "LIT") on
behalf of its Series
Enterprise Portfolio ("LIT Enterprise Portfolio")
Domestic Income Portfolio ("LIT Domestic Income Portfolio")
Emerging Growth Portfolio ("LIT Emerging Growth Portfolio")
Government Portfolio ("LIT Government Portfolio")
Asset Allocation Portfolio ("LIT Asset Allocation Portfolio")
Money Market Portfolio ("LIT Money Market Portfolio")
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Real Estate Securities Portfolio ("LIT ▇▇▇▇▇▇
▇▇▇▇▇▇▇ Real Estate Securities Portfolio")
Growth and Income Portfolio ("LIT Growth and Income Portfolio")
Strategic Stock Portfolio ("LIT Strategic Stock Portfolio")
▇▇▇▇▇▇▇▇ Portfolio ("LIT ▇▇▇▇▇▇▇▇ Portfolio")
▇▇▇ ▇▇▇▇▇▇ Limited Maturity Government Fund ("Limited Maturity
Government Fund")
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ Fund ("Pace Fund")
▇▇▇ ▇▇▇▇▇▇ Real Estate Securities Fund ("Real Estate Securities Fund")
▇▇▇ ▇▇▇▇▇▇ Reserve Fund ("Reserve Fund")
▇▇▇ ▇▇▇▇▇▇ Small Capitalization Fund ("Small Capitalization Fund")
▇▇▇ ▇▇▇▇▇▇ Tax-Exempt Trust ("Tax-Exempt Trust") on behalf of its
Series
▇▇▇ ▇▇▇▇▇▇ High Yield Municipal Fund ("High Yield Municipal Fund")
▇▇▇ ▇▇▇▇▇▇ Equity Trust II ("Equity Trust II") on behalf of its Series
▇▇▇ ▇▇▇▇▇▇ Technology Fund
▇▇▇ ▇▇▇▇▇▇ U.S. Government Trust for Income ("U.S. Government Trust for
Income")
4
27
IV. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ INVESTMENT ADVISORY CORP. ("INVESTMENT
ADVISORY CORP.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
▇▇▇ ▇▇▇▇▇▇ U.S. Government Trust ("U.S. Government Trust")
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ U.S. Government Fund ("U.S. Government Fund")
▇▇▇ ▇▇▇▇▇▇ Tax Free Trust ("Tax Free Trust")
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ Insured Tax Free Income Fund ("Insured Tax Free Income
Fund")
▇▇▇ ▇▇▇▇▇▇ Tax Free High Income Fund ("Tax Free High Income Fund")
▇▇▇ ▇▇▇▇▇▇ California Insured Tax Free Fund ("California Insured Tax
Free Fund")
▇▇▇ ▇▇▇▇▇▇ Municipal Income Fund ("Municipal Income Fund")
▇▇▇ ▇▇▇▇▇▇ Intermediate Term Municipal Income Fund (Intermediate Term
Municipal Income Fund")
▇▇▇ ▇▇▇▇▇▇ Florida Insured Tax Free Income Fund ("Florida Insured Tax
Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ New York Tax Free Income Fund ("New York Tax Free Income
Fund")
▇▇▇ ▇▇▇▇▇▇ California Tax Free Income Fund ("California Tax Free Income
Fund")
▇▇▇ ▇▇▇▇▇▇ Michigan Tax Free Income Fund ("Michigan Tax Free Income
Fund")
▇▇▇ ▇▇▇▇▇▇ Missouri Tax Free Income Fund ("Missouri Tax Free Income
Fund")
▇▇▇ ▇▇▇▇▇▇ Ohio Tax Free Income Fund ("Ohio Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ Trust ("VK Trust")
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ High Yield Fund ("High Yield Fund")
▇▇▇ ▇▇▇▇▇▇ Short-Term Global Income Fund ("Short-Term Global Income
Fund")
▇▇▇ ▇▇▇▇▇▇ Strategic Income Fund ("Strategic Income Fund")
▇▇▇ ▇▇▇▇▇▇ Managed Short Term Income Fun d ("Managed Short Term Income
Fund")
▇▇▇ ▇▇▇▇▇▇ Equity Trust ("Equity Trust")
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ Utility Fund ("Utility Fund")
▇▇▇ ▇▇▇▇▇▇ Growth Fund ("Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Mid Cap Value Fund ("Mid Cap Value Fund")
▇▇▇ ▇▇▇▇▇▇ Great American Companies Fund ("Great American Companies
Fund")
▇▇▇ ▇▇▇▇▇▇ Prospector Fund ("Prospector Fund") ▇▇▇ ▇▇▇▇▇▇ Aggressive
Growth Fund ("Aggressive Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Small Cap Value Fund ("Small Cap Value Fund")
▇▇▇ ▇▇▇▇▇▇ Pennsylvania Tax Free Income Fund ("Pennsylvania Tax Free
Income Fund")
▇▇▇ ▇▇▇▇▇▇ Tax Free Money Fund ("Tax Free Money Fund")
5
28
AMENDMENT NUMBER FIVE
---------------------
TO THE
FUND ACCOUNTING AGREEMENT
THIS AMENDMENT NUMBER FIVE, dated January 28, 2000, to the Fund
Accounting Agreement dated May 31, 1997 (the "Agreement") by and between the
parties set forth in Schedule A, attached hereto and incorporated by reference
and ▇▇▇ ▇▇▇▇▇▇ Investment Advisory Corp., a Delaware corporation ("Advisory
Corp.").
WITNESSETH
WHEREAS, the following parties, each being an open-end management
investment company as that term is defined in the Investment Company Act of
1940, as amended, wishes to become party to the Agreement:
▇▇▇ ▇▇▇▇▇▇ Equity Trust ("Equity Trust")
-----------------------
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ Small Company Growth Fund ("Small Company Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Select Growth Fund ("Select Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Small Cap Growth Fund ("Small Cap Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Equity Trust II ("Equity Trust II")
--------------------------
on behalf of its Series
▇▇▇ ▇▇▇▇▇▇ Tax Managed Equity Growth Fund
WHEREAS, the original parties desire to add the aforementioned
additional entities as parties to the Agreement;
NOW, THEREFORE, in consideration of the promises and mutual covenants
spelled out in the Agreement and herein, it is hereby agreed that Schedule A of
the Agreement be amended to add the parties mentioned above as parties to the
Agreement.
1
29
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed as of the day and year first above written.
ALL OF THE PARTIES SET FORTH IN SCHEDULE A
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
------------------------------------------------------
▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Treasurer, Vice President
and Chief Financial Officer
▇▇▇ ▇▇▇▇▇▇ INVESTMENT ADVISORY CORP.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
------------------------------------------------------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
President
2
30
SCHEDULE A
I. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ INVESTMENT ADVISORY CORP. ("INVESTMENT ADVISORY
CORP.") (COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
CLOSED END FUNDS
----------------
▇▇▇ ▇▇▇▇▇▇ Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ California Municipal Trust
▇▇▇ ▇▇▇▇▇▇ High Income Trust
▇▇▇ ▇▇▇▇▇▇ High Income Trust II
▇▇▇ ▇▇▇▇▇▇ Investment Grade Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Municipal Trust
▇▇▇ ▇▇▇▇▇▇ California Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Florida Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ New York Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Ohio Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Pennsylvania Quality Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Trust For Insured Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade California Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade Florida Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade New Jersey Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade New York Municipals
▇▇▇ ▇▇▇▇▇▇ Trust For Investment Grade Pennsylvania Municipals
▇▇▇ ▇▇▇▇▇▇ Municipal Opportunity Trust
▇▇▇ ▇▇▇▇▇▇ Advantage Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Advantage Pennsylvania Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Strategic Sector Municipal Trust
▇▇▇ ▇▇▇▇▇▇ Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ California Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Massachusetts Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ New Jersey Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ New York Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Ohio Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Pennsylvania Value Municipal Income Trust
▇▇▇ ▇▇▇▇▇▇ Municipal Opportunity Trust II
▇▇▇ ▇▇▇▇▇▇ Florida Municipal Opportunity Trust
▇▇▇ ▇▇▇▇▇▇ Advantage Municipal Income Trust II
▇▇▇ ▇▇▇▇▇▇ Select Sector Municipal Trust
INSTITUTIONAL FUNDS
-------------------
II. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ MANAGEMENT INC. ("MANAGEMENT INC.")
(COLLECTIVELY, THE "FORMER ▇▇▇ ▇▇▇▇▇▇ FUNDS"):
The Explorer Institutional Trust
--------------------------------
on behalf of its series
Explorer Institutional Active Core Fund
Explorer Institutional Limited Duration Fund
3
31
OPEN END FUNDS
--------------
III. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ ASSET MANAGEMENT INC.
(COLLECTIVELY, THE "ASSET MANAGEMENT FUNDS")
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Fund ("▇▇▇▇▇▇▇▇ Fund")
▇▇▇ ▇▇▇▇▇▇ Corporate Bond Fund ("Corporate Bond Fund")
▇▇▇ ▇▇▇▇▇▇ Emerging Growth Fund ("Emerging Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Enterprise Fund ("Enterprise Fund")
▇▇▇ ▇▇▇▇▇▇ Equity Income Fund ("Equity Income Fund")
▇▇▇ ▇▇▇▇▇▇ Global Managed Assets Fund ("Global Managed Assets Funds")
▇▇▇ ▇▇▇▇▇▇ Government Securities Fund ("Government Securities Fund")
▇▇▇ ▇▇▇▇▇▇ Government Target Fund ("Government Target Fund")
▇▇▇ ▇▇▇▇▇▇ Growth and Income Fund ("Growth and Income Fund")
▇▇▇ ▇▇▇▇▇▇ Harbor Fund ("Harbor Fund")
▇▇▇ ▇▇▇▇▇▇ High Income Corporate Bond Fund ("High Income Corporate Bond Fund")
▇▇▇ ▇▇▇▇▇▇ Life Investment Trust ("Life Investment Trust" or "LIT")
--------------------------------
on behalf of its Series
Enterprise Portfolio ("LIT Enterprise Portfolio")
Domestic Income Portfolio ("LIT Domestic Income Portfolio")
Emerging Growth Portfolio ("LIT Emerging Growth Portfolio")
Government Portfolio ("LIT Government Portfolio")
Asset Allocation Portfolio ("LIT Asset Allocation Portfolio")
Money Market Portfolio ("LIT Money Market Portfolio")
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Real Estate Securities Portfolio ("LIT ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Real
Estate Securities Portfolio")
Growth and Income Portfolio ("LIT Growth and Income Portfolio")
Strategic Stock Portfolio ("LIT Strategic Stock Portfolio")
▇▇▇▇▇▇▇▇ Portfolio ("LIT ▇▇▇▇▇▇▇▇ Portfolio")
▇▇▇ ▇▇▇▇▇▇ Limited Maturity Government Fund ("Limited Maturity Government Fund")
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ Fund ("Pace Fund")
▇▇▇ ▇▇▇▇▇▇ Real Estate Securities Fund ("Real Estate Securities Fund")
▇▇▇ ▇▇▇▇▇▇ Reserve Fund ("Reserve Fund")
▇▇▇ ▇▇▇▇▇▇ Tax-Exempt Trust ("Tax-Exempt Trust")
---------------------------
on behalf of its Series
▇▇▇ ▇▇▇▇▇▇ High Yield Municipal Fund ("High Yield Municipal Fund")
▇▇▇ ▇▇▇▇▇▇ Equity Trust II ("Equity Trust II")
--------------------------
on behalf of its Series
▇▇▇ ▇▇▇▇▇▇ Technology Fund
▇▇▇ ▇▇▇▇▇▇ U.S. Government Trust for Income ("U.S. Government Trust for Income")
4
32
IV. FUNDS ADVISED BY ▇▇▇ ▇▇▇▇▇▇ INVESTMENT ADVISORY CORP.
(COLLECTIVELY, THE "INVESTMENT ADVISORY CORP. FUNDS")
▇▇▇ ▇▇▇▇▇▇ U.S. Government Trust ("U.S. Government Trust")
--------------------------------
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ U.S. Government Fund ("U.S. Government Fund")
▇▇▇ ▇▇▇▇▇▇ Tax Free Trust ("Tax Free Trust")
-------------------------
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ Insured Tax Free Income Fund ("Insured Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ Tax Free High Income Fund ("Tax Free High Income Fund")
▇▇▇ ▇▇▇▇▇▇ California Insured Tax Free Fund ("California Insured Tax Free Fund")
▇▇▇ ▇▇▇▇▇▇ Municipal Income Fund ("Municipal Income Fund")
▇▇▇ ▇▇▇▇▇▇ Intermediate Term Municipal Income Fund (Intermediate Term Municipal
Income Fund")
▇▇▇ ▇▇▇▇▇▇ Florida Insured Tax Free Income Fund ("Florida Insured Tax Free
Income Fund")
▇▇▇ ▇▇▇▇▇▇ New York Tax Free Income Fund ("New York Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ California Municipal Income Fund ("California Municipal Income Fund")
▇▇▇ ▇▇▇▇▇▇ Michigan Tax Free Income Fund ("Michigan Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ Missouri Tax Free Income Fund ("Missouri Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ Ohio Tax Free Income Fund ("Ohio Tax Free Income Fund")
▇▇▇ ▇▇▇▇▇▇ Trust ("VK Trust")
-----------------
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ High Yield Fund ("High Yield Fund")
▇▇▇ ▇▇▇▇▇▇ Strategic Income Fund ("Strategic Income Fund")
▇▇▇ ▇▇▇▇▇▇ Managed Short Term Income Fun d ("Managed Short Term Income Fund")
▇▇▇ ▇▇▇▇▇▇ Equity Trust ("Equity Trust")
-----------------------
on behalf of its series
▇▇▇ ▇▇▇▇▇▇ Utility Fund ("Utility Fund")
▇▇▇ ▇▇▇▇▇▇ Growth Fund ("Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Mid Cap Value Fund ("Mid Cap Value Fund")
▇▇▇ ▇▇▇▇▇▇ Great American Companies Fund ("Great American Companies Fund")
▇▇▇ ▇▇▇▇▇▇ Prospector Fund ("Prospector Fund")
▇▇▇ ▇▇▇▇▇▇ Aggressive Growth Fund ("Aggressive Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Small Cap Value Fund ("Small Cap Value Fund")
▇▇▇ ▇▇▇▇▇▇ Small Company Growth Fund ("Small Company Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Select Growth Fund ("Select Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Small Cap Growth Fund ("Small Cap Growth Fund")
▇▇▇ ▇▇▇▇▇▇ Equity Trust II ("Equity Trust II")
--------------------------
on behalf of its Series
▇▇▇ ▇▇▇▇▇▇ Tax Managed Equity Growth Fund
▇▇▇ ▇▇▇▇▇▇ Pennsylvania Tax Free Income Fund ("Pennsylvania Tax Free Income
Fund")
▇▇▇ ▇▇▇▇▇▇ Tax Free Money Fund ("Tax Free Money Fund")
5
