1157197.1
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SECOND AMENDMENT TO SUB-INVESTMENT ADVISORY AGREEMENT
Effective as of July 22, 2002
Credit Suisse Asset Management Limited
Xxxxxxxx Xxxxx
00 Xx. Xxxxxxx Xxxxxx
Xxxxxx XX0X 0XX
Ladies and Gentlemen:
This amends the Sub-Investment Advisory Agreement (the
"Sub-Advisory Agreement") dated as of July 14, 2000, as amended
May 14, 2002, by and among Credit Suisse Trust, on behalf of the
Emerging Markets Portfolio, a duly organized series thereof (the
"Portfolio"), Credit Suisse Asset Management, LLC ("CSAM") and
Credit Suisse Asset Management Limited (the "Sub-Adviser").
Capitalized terms used herein but not otherwise defined shall
have the meanings set forth in the Sub-Advisory Agreement.
In consideration of the covenants and agreements
expressed herein, the parties agree as follows:
1. Effective July 22, 2002, the Sub-Advisory
Agreement is hereby amended and restated in its entirety as
follows:
"SCHEDULE A
CSAM will pay the Sub-Adviser a fee of $250,000 per
annum (the "Total Fee"), one quarter of which shall be
payable in U.S. dollars in arrears on the last business day
of each calendar quarter. The fee for the first period
during which this Agreement is in effect shall be pro-rated
for the portion of the calendar quarter that the Agreement
is in effect. The Total Fee shall be an aggregate fee paid
for services rendered with respect to this Portfolio and
such other Credit Suisse Funds for which the Sub-Adviser
has been appointed as such and which CSAM and the
Sub-Adviser agree will be governed by this fee schedule.
The portion of the Total Fee allocable with respect to
the Portfolio for any calendar quarter or portion thereof
is equal to the product of (a) the Total Fee and (b) a
fraction: (i) the numerator of which is the average monthly
net assets of the Portfolio during such calendar quarter or
portion thereof and (ii) the denominator of which is the
aggregate average monthly net assets of the Portfolio and
other registered investment companies for which the Sub-
Adviser has been appointed as such during such calendar
quarter or portion thereof (rounded to the nearest thousand
dollars). "
2. The parties agree that the provisions of the Sub-
Advisory Agreement, as amended May 14, 2002, except as amended by
this Amendment, shall continue in full force and effect.
Please confirm that the foregoing is in accordance with
your understanding by indicating your acceptance hereof at the
place below indicated, whereupon it shall become a binding
agreement between us.
Very truly yours,
CREDIT SUISSE ASSET MANAGEMENT, LLC
By: /s/Xxx Xxxxxx
Name: Xxx Xxxxxx
Title: Managing Director
CREDIT SUISSE TRUST on behalf of its
EMERGING MARKETS PORTFOLIO
By: /s/Xxx Xxxxxx
Name: Xxx Xxxxxx
Title: Vice President and Secretary
CREDIT SUISSE ASSET
MANAGEMENT LIMITED
By: /s/X. Xxxxxxxx X. Xxxxxxx
Name: X. Xxxxxxxx X. Xxxxxxx
Title: Director (Legal) Managing Director
