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EXHIBIT 99.B6(c)
ADDENDUM TO
XXXXXX DISTRIBUTORS, INC.
SELLING GROUP AGREEMENT
Your Selling Group Agreement, including any subsequent amendments
thereto ("Agreement"), with Xxxxxx Distributors, Inc. ("KDI") for
the distribution of shares of the Xxxxxx Funds (the "Funds") is
hereby amended as follows:
(1) Section 3 is revised by the inclusion of the following
condition after the last sentence of said Section. "Our
liability to you with respect to the payment of any service
fee is limited to the proceeds received by us from the Funds
for your services, and you waive any right you may have to
payment of any service fee until we are in receipt of the
proceeds from the Funds that are attributable to your
services."
(2) The third sentence of Section 17 is revised to read as
follows: "Class C Shares are offered at net asset value
without an initial sales charge but are subject to a
contingent deferred sales charge and a Rule 12b-1 fee, and
have no conversion feature.
XXXXXX DISTRIBUTORS, INC.
Date: October 18, 1996
