FMC SELECT FUND
FMC STRATEGIC VALUE FUND
AMENDMENT DATED AUGUST 17, 1998 TO
SCHEDULE DATED MAY 8, 1995
TO THE ADMINISTRATION AGREEMENT
DATED NOVEMBER 14, 1991
AS AMENDED AND RESTATED MAY 17, 1994
BETWEEN
THE ADVISORS' INNER CIRCLE FUND
AND
SEI FINANCIAL MANAGEMENT CORPORATION
Fees: Pursuant to Article 6, Section A, the Trust shall pay the
Administrator compensation for services rendered to the FMC
Select Fund and the FMC Strategic Value Fund (the "Portfolios")
at an annual rate equal 0.15% of the Portfolios' total average
daily net assets. There is a minimum annual administration fee
of $75,000 per portfolio.
Term: Pursuant to Article 9, the term of this Agreement shall commence
on May 8, 1995 and shall remain in effect with respect to the
Portfolios for 5 years (the "Initial Term"). This Agreement
shall continue in effect for successive periods of 2 years after
the Initial Term, unless terminated by either party on not less
than 90 days prior written notice to the other party. In the
event of a material breach of this Agreement by either party, the
non-breaching party shall notify the breaching party in writing
of such breach and upon receipt of such notice, the breaching
party shall have 45 days to remedy the breach or the nonbreaching
party may immediately terminate this Agreement.