Exhibit (e)(3)
AMENDMENT NO. 1 TO
UNDERWRITING AND DISTRIBUTION
SERVICES AGREEMENT
This Amendment No. 1 to the Underwriting and Distribution Services
Agreement (the "Agreement") made as of September 7, 1998, by and between
Investment Trust, a Massachusetts business Trust (the "Fund"), on behalf of
Classic Growth Fund, a series of the Fund, and Xxxxxx Distributors, Inc., a
Delaware Corporation, is made as of August 9, 1999.
Pursuant to Section 10 of the Agreement, the Agreement is hereby
amended by adding a new paragraph at the end of Section 8 to read as follows:
"Notwithstanding anything in this Agreement to the contrary, KDI shall
be contractually bound hereunder by the terms of any publicly announced waiver
of or cap on the compensation received for its distribution services under the
Plan or by the terms of any written document provided to the Board of Trustees
of the Fund announcing a waiver or cap, as if such waiver or cap were fully set
forth herein."
Except as provided herein, the terms and provisions of the Agreement
shall remain in full force and effect without amendment.
Executed under seal this 31st day of August, 1999.
INVESTMENT TRUST,
on behalf of Classic Growth Fund ATTEST:
By: /s/Xxxx X. Xxxxxxxx /s/Xxxx Xxxxxxxx
---------------------------- ----------------------------
Xxxx X. Xxxxxxxx Title: Secretary
President
XXXXXX DISTRIBUTORS, INC. ATTEST:
By: /s/Xxxxxxx X. Xxxxxx /s/Xxxxxxx X. Xxxxx
----------------------------- ----------------------------
Xxxxxxx X. Xxxxxx Title:
Vice President
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