Exhibit 9(b)
XXXXXX BROTHERS FUNDS, INC.
AMENDMENT TO TRANSFER AGENCY AGREEMENT
This Amendment to the Transfer Agency Agreement (the "Transfer Agency
Agreement") dated August 2, 1993 by and between Xxxxxx Brothers Funds, Inc.
(the "Company") and The Shareholder Services Group Inc. is entered into as of
the 27th day of January, 1994.
WHEREAS, the Company currently anticipates adding several new portfolios
to the Company's two existing portfolios, Daily Income Fund and Municipal
Income Fund (together, the "Existing Funds"); and
WHEREAS, the Transfer Agency Agreement makes reference to the Existing
Funds only;
NOW, THEREFORE, the parties hereto hereby agree to amend the Transfer
Agency Agreement as follows:
1. The phrase "composed of: Daily Income Fund and Municipal Income
Fund" contained in the first sentence of the introductory paragraph of the
Transfer Agency Agreement is hereby deleted and the phrase "on behalf of each
investment portfolio offered by the Company and to be offered by the Company"
is hereby substituted therefor.
2. The first sentence of paragraph (a) of Section 15 of the Transfer
Agency Agreement is hereby deleted in its entirety and the following sentence
is substituted therefor:
"This Agreement shall be effective with respect to a series of the
Company as of the day on which such series commences its investment operations
and shall continue in effect until August 2, 1995; provided, however, that it
may be terminated by the Company in the event of a material breach, as set
forth in Section 2 of Schedule D attached hereto."
3. All other terms and conditions of the Transfer Agency Agreement
shall remain in full force and effect.
* * * * * * * * *
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed on the date set forth above.
XXXXXX BROTHERS FUNDS, INC.
By: /s/ Xxxxxxx X. Xxxxxxxx
Name: Xxxxxxx X. Xxxxxxxx
Title: Chairman of the Board
THE SHAREHOLDERS SERVICES GROUP INC.
By: /s/ Xxxxxxx X. XxXxxxxx
Name: Xxxxxxx X. XxXxxxxx
Title: Vice President
SHARED\GLOBAL\LEHMBROS\AGRMTS\AMENTRAN.DOC