Exhibit (h)(1)(b) Amendment to Amended and Restated Fund Accounting and Administration Agreement Dated April 12, 2010 Between ALPS Fund Services, Inc. and Forward Funds

Exhibit (h)(1)(b)

Amendment to Amended and Restated Fund Accounting and Administration Agreement

Dated April 12, 2010

Between

ALPS Fund Services, Inc.

and

Forward Funds

THIS AMENDMENT is made as of November 1, 2012 by and between ALPS Fund Services, Inc. (“ALPS”) and Forward Funds (the “Fund”).

WHEREAS, ALPS and the Fund have entered into an Amended and Restated Fund Accounting and Administration Agreement (the “Agreement”) effective April 12, 2010;

WHEREAS, the Board of Trustees of the Fund approved on September 8, 2011, the Forward Floating NAV Short Duration Fund (“Floating NAV Short Duration Fund”), a new series of the Fund;

WHEREAS, the Board of Trustees of the Fund approved on September 12, 2012, the Forward Core Strategy Long/Short Fund (“Core Strategy Long/Short Fund”), a new series of the Fund;

WHEREAS, the Floating NAV Short Duration Fund and Core Strategy Long/Short Fund will not be open to investors;

WHEREAS, in light of the foregoing, ALPS and the Fund wish to modify the provisions of the Agreement to reflect revised Appendix A – Portfolios List and Appendix C – Fees;

NOW, THEREFORE, the parties hereto, intending to be legally bound, agree as follows:

1. Appendices A – Portfolios List and C - Fees. Appendices A and C are replaced in its entirety with the attached Appendices A and C.

2. Remainder of the Agreement. All services under Section 1 of the Agreement shall continue until such services are no longer rendered. All other provisions of the Agreement shall remain unchanged.

IN WITNESS WHEREOF, this Amendment has been executed by a duly authorized representative of each of the parties hereto as of the date of the Amendment first set forth above.

ALPS Fund Services, Inc.						Forward Funds
By:						By:
Name:		Xxxxxx X. May				Name:		Xxxxxx X. Naka
Title:		President				Title:		Vice President Funds

- 2 -

APPENDIX A

DATED AS OF May 1, 2012

TO THE AMENDED AND RESTATED FUND ACCOUNTING AND ADMINISTRATION AGREEMENT

Portfolio List

Allocation Funds

Forward Aggressive Growth Allocation Fund		Forward Growth & Income Allocation Fund
Forward Balanced Allocation Fund		Forward Income Builder Fund
Forward Growth Allocation Fund		Forward Income & Growth Allocation Fund

Non-Allocation Funds

Forward Commodity Long/Short Strategy Fund		Forward Managed Futures Strategy Fund
Forward Core Strategy Long/Short Fund1		Forward Real Estate Fund
Forward CorePlus Fund		Forward Real Estate Long/Short Fund
Forward Credit Analysis Long/Short Fund		Forward Select EM Dividend Fund
Forward EM Corporate Debt Fund		Forward Select Income Fund
Forward Emerging Markets Fund		Forward Small Cap Equity Fund
Forward Endurance Long/Short Fund		Forward Strategic Alternatives Fund
Forward Extended MarketPlus Fund		Forward Tactical Enhanced Fund
Forward Floating NAV Short Duration Fund1		Forward Tactical Growth Fund
Forward Focus Fund		Forward U.S. Government Money Fund
Forward Frontier Strategy Fund
Forward Global Credit Long/Short Fund
Forward Global Infrastructure Fund
Forward High Yield Bond Fund
Forward International Dividend Fund
Forward International Real Estate Fund
Forward International Small Companies Fund
Forward Investment Grade Fixed Income Fund
Forward Large Cap Dividend Fund

¹ Fund has yet to commence operations.

APPENDIX C AS OF NOVEMBER 1, 2012

TO THE AMENDED AND RESTATED FUND ACCOUNTING AND

ADMINISTRATION AGREEMENT

FEES

Fees paid to ALPS shall be calculated and accrued daily and payable monthly by the Fund at the annual rate of:

The fees will be the greater of the annual minimum fee of $2,304,000 based on the Funds listed on Appendix A or:

Asset Based Fees of the Non-Allocation Funds as defined in Appendix A (each a “Non-Allocation Fund and collectively, the “Non-Allocation Funds”)

• 6.5 basis points of the Non-Allocation Funds’ annual net assets between $0 - $1B

• 3.0 basis points of the Non-Allocation Funds’ annual net assets in excess of $1B; and

Asset Based Fees of the Allocation Funds as defined in Appendix A (each an “Allocation Fund” and collectively, the “Allocation Funds”)

• 1.0 basis point of the Allocation Funds’ annual net assets

Plus:

$15,000 annual fee for the coordination and preparation of Form N-MFP on behalf of the Forward U.S. Government Money Fund;

$72,000 annual fee per each additional Portfolio;

an additional $72,000 annual fee for each of the Forward Core Strategy Long/Short Fund and Forward Floating NAV Short Duration Fund to be billed when the Forward Core Strategy Long/Short Fund and Forward Floating NAV Short Duration Fund commences operations, respectively;

$2,000 annual fee per each additional class of shares per Portfolio;

for each additional Portfolio added after the Effective Date that has more than one portfolio manager, an additional $5,000 per each additional portfolio manager;

Pass-through at cost of out-of-pocket expenses, including: Gainskeeper, third party security pricing fees, Blue Sky state registration fees, SAS 70 report, FINRA advertising/filing fees, registered representative licensing fees and other expenses which may occur at the direction of the Fund; and

The proposed fee does not reflect the cost for an independent auditor to review the income tax provision and tax basis financial statement disclosures, review and sign the federal and state income tax returns, review the distribution calculations or review and sign the excise tax returns.

Minus:

$72,000 annual fee per each Portfolio that is liquidated from the Fund subject to there being at least twenty Portfolios in the Fund. If there are less than twenty Portfolios in the Fund, such reduction in fees does not apply;

$2,000 annual fee per each class of shares per Portfolio that is removed from the Fund ; and

For each additional Portfolio added after the Effective Date that has more than one manager, a reduction of $5,000 per each removal of a portfolio manager.

- 5 -