AMENDMENT TO OPERATING EXPENSES AGREEMENT

AMENDMENT TO OPERATING EXPENSES AGREEMENT

This Amendment, dated as of the 30th day of November, 2009, made by and between Xxxxxxxx International Funds (the “Trust”) and Xxxxxxxx International Capital Management, LLC (“Xxxxxxxx,” and together with the Trust, the “Parties”).

Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Operating Expenses Agreement, dated as of November 4, 2003, as amended August 12, 2005, August 11, 2006, April 23, 2007 and September 15, 2008, by and between the Trust and Xxxxxxxx (the “Agreement”).

WITNESSETH THAT:

WHEREAS, the Parties originally entered into this Agreement, wherein Xxxxxxxx agreed to provide certain services to the Trust; and

WHEREAS, the Parties wish to amend the Agreement to provide for the addition of a separate series of the Trust and to update a series name.

NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the Parties hereto, intending to be legally bound, do hereby agree as follows:

1.           The addition of the Xxxxxxxx China Dividend Fund as set forth on the attached amended Appendix A.

IN WITNESS WHEREOF, the Parties hereto have caused this Agreement consisting of one typewritten page, together with the updated Appendix A, to be signed by their duly authorized officers as of the day and year first above written.

XXXXXXXX INTERNATIONAL FUNDS			XXXXXXXX INTERNATIONAL
			CAPITAL MANAGEMENT, LLC
By	/s/ Xxxxxxx X. Xxxxxxx		By	/s/ Xxxxxxx X. Xxxxxxx
Name:  Xxxxxxx X. Xxxxxxx			Name:  Xxxxxxx X. Xxxxxxx
Title:     President			Title:     Chief Executive Officer

Appendix A

(updated November 30, 2009)

Fund		Operating Expense Limit		Effective Date
· Xxxxxxxx Asia Pacific Fund		1.90%		October 31, 2003
· Xxxxxxxx Asia Dividend Fund (formerly, Xxxxxxxx Asia Pacific Equity Income Fund)		1.50%		August 11, 2006
· Xxxxxxxx Pacific Tiger Fund		1.90%		September 12, 1994
· Xxxxxxxx Asian Growth and Income Fund		1.90%		September 12, 1994
· Xxxxxxxx Asian Technology Fund		2.00%		December 27, 1999
· Xxxxxxxx China Fund		2.00%		February 19, 1998
· Xxxxxxxx India Fund		2.00%		Xxxxxx 00, 0000
· Xxxxxxxx Xxxxx Fund		2.00%		December 31, 1998
· Xxxxxxxx Korea Fund		2.00%		April 3, 2002
· Xxxxxxxx Asia Small Companies Fund		2.00%		September 15, 2008
· Xxxxxxxx China Dividend Fund		1.50%		November 30, 2009