Amendment No.1 to Advisory Agreement
------------------------------------
Amendment No. 1 dated December 1, 1996 to the Advisory Agreement (the
"Agreement") dated August 30, 1996 by and between Xxxxxx Xxxxxx Funds, a
Massachusetts business trust, on behalf of its Growth Fund series (the "Series")
and Xxxxxx, Xxxxxx & Company, L.P., a Delaware limited partnership (the
"Adviser"). The Agreement is hereby amended as follows:
Effective January 1, 1997 the annual rate of compensation to be paid to
the Advisor pursuant to Section 7 of the Agreement shall be reduced to
0.50%.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 1
on the day and year first above written.
XXXXXX XXXXXX FUNDS,
on behalf of its Growth Fund series
By:
----------------------------------
Xxxxxx X. Xxxx
President
XXXXXX, XXXXXX & COMPANY, L.P.
By: XXXXXX, XXXXXX & COMPANY,
INC., its general partner
By:
----------------------------------
Name:
Title:
A copy of the Agreement and Declaration of Trust establishing the Trust is
on file with the Secretary of State of The Commonwealth of Massachusetts, and
notice is hereby given that this Agreement is executed with respect to the
Trust's Growth Fund series on behalf of the Trust by officers of the Trust as
officers and not individually and that the obligations of or arising out of this
Agreement are not binding upon any of the Trustees, officers or shareholders
individually but are binding only upon the assets and property belonging to the
Series.
