Exhibit 23(e)(xiv) under Form N-1A
Exhibit 1 under Item 601/Reg. S-K
EXHIBIT M
to the
Distribution Agreement
THE WACHOVIA FUNDS
CLASS A SHARES
CLASS Y SHARES
Wachovia Intermediate Fixed Income Fund
In consideration of the mutual covenants set forth in the Distribution
Agreement (the "Agreement") dated March 9, 1992 between The Wachovia Funds and
Federated Securities Corp. ("FSC"), The Wachovia Funds executes and delivers
this Exhibit on behalf of the Portfolios first set forth in this Exhibit.
FSC shall retain the initial sales charge, if any, on purchases of shares
of the above Portfolios as set forth in The Wachovia Funds' Registration
Statement. FSC is authorized to collect the gross proceeds derived from the sale
of such shares, remit the net asset value thereof to the applicable Portfolio
upon receipt of the proceeds and retain the initial sales charge, if any.
FSC may reallow any or all of the initial sales charges which it is paid
under the Agreement to such brokers and other financial institutions as FSC may
from time to time determine.
Witness the due execution hereof this 4th day of March, 1998.
The Wachovia Funds
By:./S/ XXXX X. XXXXXXXXX
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Name: Xxxx X. XxXxxxxxx
Title: President
Federated Securities Corp.
By: /S/ XXXXX X. XXXXXX
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Name: Xxxxx X. Xxxxxx
Title: Vice President