Exhibit (d)(6)
EXCELSIOR FUNDS TRUST
AMENDMENT NO. 2
TO
INVESTMENT ADVISORY AGREEMENT
WHEREAS, Excelsior Funds Trust (the "Company"), U.S. Trust Company, N.A.
(formerly U.S. Trust Company) ("UST") and United States Trust Company of New
York ("USTNY") desire to amend the Investment Advisory Agreement dated as of May
31, 2000 (the "Agreement") by and among them to include the Enhanced Tax
Advantaged International Fund and the Equity Income Fund as investment
portfolios for which UST and USTNY render investment advisory and other
services; and
WHEREAS, UST and USTNY are willing to render such services to the Company
with respect to the Enhanced Tax Advantaged International Fund and the Equity
Income Fund;
WHEREAS, the Investment Advisory Agreement, as expressly amended hereby,
shall continue in full force and effect.
The parties hereto, intending to be legally bound hereby, agree that the
Agreement is amended as follows:
The following sentence should be added directly after the first sentence of
Section 10(a) of the Agreement:
This agreement, as it relates to the Enhanced Tax Advantaged International
Fund and the Equity Income Fund, shall be effective as of the date hereof and,
unless terminated sooner as provided herein, shall continue until July 31, 2005.
Exhibit A to the Agreement is hereby amended and restated as follows:
EXHIBIT A TO INVESTMENT ADVISORY AGREEMENT
SCHEDULE OF SERIES AND FEES
UNDER INVESTMENT ADVISORY AGREEMENT
Annual Fee (as
percentage of the
average daily net assets
Series Names of the Series)
------------------------------------------ ------------------------
Equity Fund 0.65%
Income Fund 0.65%
Total Return Bond Fund 0.65%
Mid Cap Value Fund 0.65%
Optimum Growth Fund 0.65%
High Yield Fund 0.80%
International Equity Fund 1.00%
Enhanced Tax Advantaged International Fund 0.65%
Equity Income Fund 0.75%
IN WITNESS WHEREOF, intending to be legally bound hereby, the parties
hereto have caused this instrument to be executed by their officers designated
below as of __________, 2003.
EXCELSIOR FUNDS TRUST
Name: _______________________
Title: _______________________
UNITED STATES TRUST COMPANY OF
NEW YORK
Name: _______________________
Title: _______________________
U.S. TRUST COMPANY, N.A.
Name: _______________________
Title: _______________________