EXHIBIT (h)(3)
Amended Exhibit B
to the
Amended and Restated Administration Agreement
EXCELSIOR INSTITUTIONAL TRUST
-----------------------------
Income Fund
Equity Fund
Total Return Bond Fund
International Equity Fund
Optimum Growth Fund
Value Equity Fund
High Yield Fund
In consideration of the mutual covenants set forth in the Amended and
Restated Administration Agreement dated as of July 31, 1998 among Excelsior
Institutional Trust (the "Company"), Chase Global Funds Services Company
("CGFSC"), Federated Administrative Services ("FAS") and U.S. Trust Company
("U.S. Trust") (formerly known as U.S. Trust Company of Connecticut), the
Company and U.S. Trust execute and deliver this Exhibit on behalf of the Funds,
and with respect to any class or series thereof, first set forth in this
Exhibit. Federated Services Company assumed all of the rights and obligations
of FAS on _________, 2000 pursuant to an Assumption Agreement dated as of the
same date.
Pursuant to Section 3 of the Agreement, U.S. Trust agrees to provide
facilities, equipment, and personnel to carry out the following administrative
services to the Funds:
Providing guidance and assistance in the preparation of SEC required
reports and notices to shareholders of record and to the SEC including, without
limitation, Semi-Annual and Annual Reports to Shareholders, Semi-Annual Reports
on Form N-SAR, Proxy Statements and SEC share registration notices;
Reviewing the Company's Registration Statement on Form N-1A or any
replacement therefor;
Consulting with the Funds and the Company's Board of Trustees, as
appropriate, on matters concerning the administration and operation of the
Funds;
Monitoring the Company's arrangements with respect to services
provided by certain organizations ("Service Organizations") under its
Administrative Services Plan, provided that U.S. Trust will only be responsible
for monitoring arrangements with Service Organizations with whom U.S. Trust has
established the servicing relationship on behalf of the Company. With respect
to such Service Organizations, U.S. Trust shall specifically monitor and review
the services rendered by Service Organizations to their customers who are the
beneficial owners of shares, pursuant to agreements between the Company and such
Service Organizations ("Servicing Agreements"), including, without limitation,
reviewing the qualifications of financial institutions wishing to be Service
Organizations, assisting in the execution and delivery of Servicing Agreements,
reporting to the Company's Board of Trustees with respect to the amounts
paid or payable by the Company from time to time under the Servicing Agreements
and the nature of the services provided by Service Organizations, and
maintaining appropriate records in connection with such duties.
Witness the due execution hereof this ____ day of ________, 2000.
EXCELSIOR INSTITUTIONAL TRUST
____________________________________
Name:
Title:
U.S. TRUST COMPANY
____________________________________
Name:
Title:
-2-