AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Exhibit 99.(d)(3)
AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Amendment dated as of August 22, 2008 to the Investment Advisory Agreement dated as of May 1, 2000, as amended as of May 1, 2002, between Penn Series Funds, Inc. (“Penn Series”) and Independence Capital Management, Inc. (the “Adviser”).
WITNESSETH:
WHEREAS, Penn Series and Adviser entered into an Investment Advisory Agreement (the “Agreement”) dated as of May 1, 2000, as amended as of May 1, 2002;
WHEREAS, in accordance with Section 1 of the Agreement, Schedule A to the Agreement lists certain portfolios of Penn Series with respect to which Adviser renders investment advisory services pursuant to the terms and conditions of the Agreement;
WHEREAS, in accordance with Section 3 of the Agreement, Schedule B to the Agreement sets forth the investment advisory fees to be paid by Penn Series to the Adviser for such services; and
WHEREAS, Penn Series and the Adviser wish to amend and restate Schedules A and B of the Agreement for the purpose of adding additional portfolios of Penn Series to the Agreement and setting forth investment advisory fees that Penn Series will pay to the Adviser for providing investment advisory services to such additional portfolios:
NOW THEREFORE, Penn Series and the Adviser hereby amend and restate Schedules A and B to the Agreement as set forth in Schedules A and B attached to this Amendment.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their officers designated below as of the day and year first written above.
PENN SERIES FUNDS, INC. |
INDEPENDENCE CAPITAL MANAGEMENT, INC. |
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By: |
/s/ Xxxxx X. Xxxxxxx |
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By: |
/s/ Xxxxx X. Xxxxxxxx |
Name: |
Xxxxx X. Xxxxxxx |
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Name: |
Xxxxx X. Xxxxxxxx |
Title: |
President |
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Title: |
Vice President |
Schedule A
to
between
PENN SERIES FUNDS, INC.
and
INDEPENDENCE CAPITAL MANAGEMENT, INC.
Penn Series Funds
Money Market Fund
Limited Maturity Bond Fund
Quality Bond Fund
High Yield Bond Fund
Flexibly Managed Fund
Growth Stock Fund (to be renamed Large Growth Stock Fund effective August 25, 2008)
Large Cap Value Fund
Index 500 Fund
Mid Cap Growth Fund
Mid Cap Value Fund
Small Cap Growth Fund
Small Cap Value Fund
International Equity Fund
Large Cap Growth Fund
Strategic Value Fund (to be renamed Mid Core Value Fund effective August 25, 2008)
REIT Fund
Large Core Growth Fund
Large Core Value Fund
XXXX Cap Growth Fund
XXXX Cap Value Fund
Emerging Markets Equity Fund
Small Cap Index Fund
Developed International Index Fund
Balanced Fund
Aggressive Allocation Fund
Moderately Aggressive Allocation Fund
Moderate Allocation Fund
Moderately Conservative Allocation Fund
Conservative Allocation Fund
A-1
Schedule B
to
between
PENN SERIES FUNDS, INC.
and
INDEPENDENCE CAPITAL MANAGEMENT, INC.
NAME OF FUND |
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INVESTMENT ADVISORY FEES |
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Money Market Fund |
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0.20% with respect to the first $100,000,000 of average daily net assets of the Fund; 0.15% with respect to average daily net assets of the Fund in excess of $100,000,000. |
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Limited Maturity Bond Fund |
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0.30% |
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Quality Bond Fund |
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0.35% with respect to the first $100,000,000 of average daily net assets of the Fund; 0.30% with respect to average daily net assets of the Fund in excess of $100,000,000. |
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High Yield Bond Fund |
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0.50% |
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Flexibly Managed Fund |
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0.60% |
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Growth Stock
Fund |
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0.65% with respect to the first $100,000,000 of average daily net assets of the Fund; 0.60% with respect to average daily net assets of the Fund in excess of $100,000,000. |
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Large Cap Value Fund |
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0.60% |
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Index 500 Fund |
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0.07% |
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Mid Cap Growth Fund |
|
0.70% |
B-1
NAME OF FUND |
|
INVESTMENT ADVISORY FEES |
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Mid Cap Value Fund |
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0.55% of the first $250 million of average net assets; 0.525% of the next $250 million; 0.50% of the next $250 million; 0.475% of the next $250 million; 0.45% of the next $500 million; and 0.425% of average daily net assets in excess of $1.5 billion. |
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Small Cap Growth Fund |
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0.80% of the first $25,000,000 of average daily net assets of the Fund; 0.75% of the next $25,000,000 of average daily net assets of the Fund; and 0.70% of average daily net assets of the Fund in excess of $50,000,000. |
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Small Cap Value Fund |
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0.85% |
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|
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International Equity Fund |
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0.85% |
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Large Cap Growth Fund |
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0.55% |
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Strategic Value Fund |
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0.72% |
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REIT Fund |
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0.70% |
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Large Core Growth Fund |
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0.56% |
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Large Core Value Fund |
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0.46% |
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XXXX Cap Growth Fund |
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0.75% |
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XXXX Cap Value Fund |
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0.95% |
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Emerging Markets Equity Fund |
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1.18% on net assets up to $2.5 billion |
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Small Cap Index Fund |
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0.30% |
B-2
NAME OF FUND |
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INVESTMENT ADVISORY FEES |
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Developed International Index Fund |
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0.30% |
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Balanced Fund |
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0.00% |
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Aggressive Allocation Fund |
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0.10% |
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Moderately Aggressive Allocation Fund |
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0.10% |
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Moderate Allocation Fund |
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0.10% |
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Moderately Conservative Allocation Fund |
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0.10% |
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Conservative Allocation Fund |
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0.10% |
B-3