American Century Capital Portfolios, Inc.
MANAGEMENT AGREEMENT
THIS MANAGEMENT AGREEMENT ("Agreement") is made as of the 28th day of April,
2006, by and between AMERICAN CENTURY CAPITAL PORTFOLIOS, INC., a Maryland
corporation (hereinafter called the "Company"), and AMERICAN CENTURY INVESTMENT
MANAGEMENT, INC., a Delaware corporation (hereinafter called the "Investment
Manager").
WHEREAS, the Investment Manager is registered as an investment advisor with the
Securities and Exchange Commission;
WHEREAS, American Century Capital Portfolios, Inc. has added two new funds, NT
Large Company Value Fund and NT Mid Cap Value Fund; and
WHEREAS, the Company is registered as an open-end management investment company
under the Investment Company Act of 1940, as amended (the "1940 Act"), and has
registered its shares for public offering under the Securities Act of 1933, as
amended; and
WHEREAS, the Company is authorized to create separate funds, each with its own
separate investment portfolio of which the beneficial interests are represented
by a separate series of shares of the Company, including those Funds listed on
Schedule A hereto.
NOW, THEREFORE, IN CONSIDERATION of the mutual promises and agreements herein
contained, the parties agree as follows:
1. Investment Management Services. The Investment Manager shall supervise the
investments of each class of each series of shares of the Company contemplated
as of the date hereof, and each class of each subsequent series of shares as the
Company shall select the Investment Manager to manage. In such capacity, the
Investment Manager shall either directly, or through the utilization of others
as contemplated by Section 7 below, maintain a continuous investment program for
each series, determine what securities shall be purchased or sold by each
series, secure and evaluate such information as it deems proper and take
whatever action is necessary or convenient to perform its functions, including
the placing of purchase and sale orders. In performing its duties hereunder, the
Investment Manager will manage the portfolio of all classes of shares of a
particular series as a single portfolio.
2. Compliance with Laws. All functions undertaken by the Investment Manager
hereunder shall at all times conform to, and be in accordance with, any
requirements imposed by:
(a) the 1940 Act and any rules and regulations promulgated thereunder;
(b) any other applicable provisions of law;
(c) the Articles of Incorporation of the Company as amended from time to
time;
(d) the Bylaws of the Company as amended from time to time;
(e) the Multiple Class Plan; and
(f) the registration statement(s) of the Company, as amended from time to
time, filed under the Securities Act of 1933 and the 1940 Act.
3. Board Supervision. All of the functions undertaken by the Investment Manager
hereunder shall at all times be subject to the direction of the Board of
Directors of the Company, its executive committee, or any committee or officers
of the Company acting under the authority of the Board of Directors.
4. Payment of Expenses. The Investment Manager will pay all of the expenses of
each class of each series of the Company's shares that it shall manage other
than interest, taxes, brokerage commissions, extraordinary expenses, the fees
and expenses of those directors who are not "interested persons" as defined in
the 1940 Act (hereinafter referred to as the "Independent Directors") (including
counsel fees), and expenses incurred in connection with the provision of
shareholder services and distribution services under a plan adopted pursuant to
Rule 12b-1 under the 1940 Act. The Investment Manager will provide the Company
with all physical facilities and personnel required to carry on the business of
each class of each series of the Company's shares that it shall manage,
including but not limited to office space, office furniture, fixtures and
equipment, office supplies, computer hardware and software and salaried and
hourly paid personnel. The Investment Manager may at its expense employ others
to provide all or any part of such facilities and personnel.
5. Account Fees. The Company, by resolution of the Board of Directors, including
a majority of the Independent Directors, may from time to time authorize the
imposition of a fee as a direct charge against shareholder accounts of any class
of one or more of the series, such fee to be retained by the Company or to be
paid to the Investment Manager to defray expenses which would otherwise be paid
by the Investment Manager in accordance with the provisions of paragraph 4 of
this Agreement. At least sixty days prior written notice of the intent to impose
such fee must be given to the shareholders of the affected class and series.
6. Management Fees.
(a) In consideration of the services provided by the Investment Manager, each
class of each series of shares of the Company managed by the Investment Manager
shall pay to the Investment Manager a management fee that is calculated as
described in this Section 6 using the fee schedules set forth on Schedule A.
(b) Definitions
(1) An "Investment Team" is the Portfolio Managers that the Investment
Manager has designated to manage a given portfolio.
(2) An "Investment Strategy" is the processes and policies implemented by
the Investment Manager for pursuing a particular investment objective managed by
an Investment Team.
(3) A "Primary Strategy Portfolio" is each series of the Company, as well
as any other series of any other registered investment company for which the
Investment Manager serves as the investment manager and for which American
Century Investment Services, Inc. serves as the distributor.
(4) A "Secondary Strategy Portfolio" of a series of the Company is another
account managed by the Investment Manager that is managed by the same Investment
Team but is not a Primary Strategy Portfolio.
(5) The "Secondary Strategy Share Ratio" of a series of the Company is
calculated by dividing the net assets of the series by the sum of the Primary
Strategy Portfolios that share a common Investment Strategy.
(6) The "Secondary Strategy Assets" of a series of the Company is the sum
of the net assets of the series' Secondary Strategy Portfolios multiplied by the
series' Secondary Strategy Share Ratio.
(7) The "Investment Strategy Assets" of a series of the Company is the sum
of the net assets of the series and the series' Secondary Strategy Assets.
(8) The "Per Annum Fee Dollar Amount" is the dollar amount resulting from
applying the applicable Fee Schedule for a class of a series of the Company
using the Investment Strategy Assets.
(9) The "Per Annum Fee Rate" for a class of a series of the Company is the
percentage rate that results from dividing the Per Annum Fee Dollar Amount for
the class of a series by the Investment Strategy Assets of the series.
(c) Daily Management Fee Calculation. For each calendar day, each class of
each series of shares set forth on Schedule A shall accrue a fee calculated by
multiplying the Per Annum Fee Rate for that class times the net assets of the
class on that day, and further dividing that product by 365 (366 in leap years).
(d) Monthly Management Fee Payment. On the first business day of each
month, each class of each series of shares set forth on Schedule A shall pay the
management fee to the Investment Manager for the previous month. The fee for the
previous month shall be the sum of the Daily Management Fee Calculations for
each calendar day in the previous month.
(e) Additional Series or Classes. In the event that the Board of Directors
of the Company shall determine to issue any additional series or classes of
shares for which it is proposed that the Investment Manager serve as investment
manager, the Company and the Investment Manager may enter into an Addendum to
this Agreement setting forth the name of the series and/or class, the Fee
Schedule for each and such other terms and conditions as are applicable to the
management of such series of shares.
7. Subcontracts. In rendering the services to be provided pursuant to this
Agreement, the Investment Manager may, from time to time, engage or associate
itself with such persons or entities as it determines is necessary or convenient
in its sole discretion and may contract with such persons or entities to obtain
information, investment advisory and management services, or such other services
as the Investment Manager deems appropriate. Any fees, compensation or expenses
to be paid to any such person or entity shall be paid by the Investment Manager,
and no obligation to such person or entity shall be incurred on behalf of the
Company. Any arrangement entered into pursuant to this paragraph shall, to the
extent required by law, be subject to the approval of the Board of Directors of
the Company, including a majority of the Independent Directors, and the
shareholders of the Company.
8. Continuation of Agreement. This Agreement shall continue in effect until July
31, 2007, unless sooner terminated as hereinafter provided, and shall continue
in effect from year to year thereafter only so long as such continuance is
specifically approved at least annually by the Board of Directors of the Company
(including a majority of those Directors who are not parties hereto or
interested persons of any such party) cast in person at a meeting called for the
purpose of voting on the approval of the terms of such renewal, or by the vote
of a majority of the outstanding class of voting securities of each series. The
annual approvals provided for herein shall be effective to continue this
Agreement from year to year if given within a period beginning not more than
ninety (90) days prior to July 31 of each applicable year, notwithstanding the
fact that more than three hundred sixty-five (365) days may have elapsed since
the date on which such approval was last given.
9. Termination. This Agreement may be terminated by the Investment Manager at
any time without penalty upon giving the Company 60 days' written notice, and
may be terminated at any time without penalty by the Board of Directors of the
Company or by vote of a majority of the outstanding voting securities of each
class of each series on 60 days' written notice to the Investment Manager.
10. Effect of Assignment. This Agreement shall automatically terminate in the
event of assignment by the Investment Manager, the term "assignment" for this
purpose having the meaning defined in Section 2(a)(4) of the 1940 Act.
11. Other Activities. Nothing herein shall be deemed to limit or restrict the
right of the Investment Manager, or the right of any of its officers, directors
or employees (who may also be a director, officer or employee of the Company),
to engage in any other business or to devote time and attention to the
management or other aspects of any other business, whether of a similar or
dissimilar nature, or to render services of any kind to any other corporation,
firm, individual or association.
12. Standard of Care. In the absence of willful misfeasance, bad faith, gross
negligence, or reckless disregard of its obligations or duties hereunder on the
part of the Investment Manager, it, as an inducement to it to enter into this
Agreement, shall not be subject to liability to the Company or to any
shareholder of the Company for any act or omission in the course of, or
connected with, rendering services hereunder or for any losses that may be
sustained in the purchase, holding or sale of any security.
13. Separate Agreement. The parties hereto acknowledge that certain provisions
of the 1940 Act, in effect, treat each series of shares of an investment company
as a separate investment company. Accordingly, the parties hereto hereby
acknowledge and agree that, to the extent deemed appropriate and consistent with
the 1940 Act, this Agreement shall be deemed to constitute a separate agreement
between the Investment Manager and each series of shares of the Company managed
by the Investment Manager.
14. Use of the Name "American Century". The name "American Century" and all
rights to the use of the name "American Century" are the exclusive property of
American Century Proprietary Holdings, Inc. ("ACPH"). ACPH has consented to, and
granted a non-exclusive license for, the use by the Company of the name
"American Century" in the name of the Company and any series of shares thereof.
Such consent and non-exclusive license may be revoked by ACPH in its discretion
if ACPH, the Investment Manager, or a subsidiary or affiliate of either of them
is not employed as the investment adviser of each series of shares of the
Company. In the event of such revocation, the Company and each series of shares
thereof using the name "American Century" shall cease using the name "American
Century" unless otherwise consented to by ACPH or any successor to its interest
in such name.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by
their respective duly authorized officers as of the day and year first above
written.
American Century Investment Management, Inc. American Century Capital Portfolios, Inc.
/s/ Xxxxxxx X. Xxxxxxxxxxx /s/ Xxxxx X. Xxxxxxxxxx
Xxxxxxx X. Xxxxxxxxxxx Xxxxx X. Xxxxxxxxxx
Senior Vice President Vice President
----------------------------------------------------------------------------------------------------------
American Century Capital Portfolios, Inc. Schedule A: Fee Schedules
----------------------------------------------------------------------------------------------------------
Schedule A
Fee Schedules
======================== ================ ===================================================================
Investment
Series Strategy Assets Fee Schedule by Class
======================== ================ -------------------------------------------------------------------
------------------------ ---------------- --------- --------- --------- --------- -------- --------- --------
Investor Institu-tiAdvisor A B C R
======================== ================ ========= ========= ========= ========= ======== ========= ========
------------------------ ---------------- --------- --------- --------- --------- -------- --------- --------
NT Mid Cap Value Fund All Assets n/a 0.800% n/a n/a n/a n/a n/a
------------------------ ---------------- --------- --------- --------- --------- -------- --------- --------
------------------------ ---------------- --------- --------- --------- --------- -------- --------- --------
NT Large Company First $1.0 n/a 0.700% n/a n/a n/a n/a n/a
billion
------------------------ ---------------- --------- --------- --------- --------- -------- --------- --------
------------------------ ---------------- --------- --------- --------- --------- -------- --------- --------
Value Fund Next $4.0 n/a 0.600% n/a n/a n/a n/a n/a
billion
------------------------ ---------------- --------- --------- --------- --------- -------- --------- --------
------------------------ ---------------- --------- --------- --------- --------- -------- --------- --------
Over $5.0 n/a 0.500% n/a n/a n/a n/a n/a
billion
------------------------ ---------------- --------- --------- --------- --------- -------- --------- --------
----------------------------------------------------------------------------------------------------------
American Century Capital Portfolios, Inc.
MANAGEMENT AGREEMENT
THIS MANAGEMENT AGREEMENT ("Agreement") is made as of the 1st day of August,
2006, by and between AMERICAN CENTURY CAPITAL PORTFOLIOS, INC., a Maryland
corporation (hereinafter called the "Company"), and AMERICAN CENTURY INVESTMENT
MANAGEMENT, INC., a Delaware corporation (hereinafter called the "Investment
Manager").
WHEREAS, a majority of those members of the Board of Directors of the Company
(collectively, the "Board of Directors", and each individually a "Director") who
are not "interested persons" as defined in Investment Company Act (hereinafter
referred to as the "Independent Directors"), during its most recent annual
evaluation of the terms of the Agreement pursuant to Section 15(c) of the
Investment Company Act, has approved the continuance of the Agreement as it
relates to each series of shares of the Company set forth on Schedule A attached
hereto (the "Funds").
WHEREAS, the parties hereto now desire to amend and restate the Agreement to
reflect the effective date of the agreement.
NOW, THEREFORE, IN CONSIDERATION of the mutual promises and agreements herein
contained, the parties agree as follows:
1. Investment Management Services. The Investment Manager shall supervise the
investments of each class of each Fund. In such capacity, the Investment Manager
shall either directly, or through the utilization of others as contemplated by
Section 7 below, maintain a continuous investment program for each Fund,
determine what securities shall be purchased or sold by each Fund, secure and
evaluate such information as it deems proper and take whatever action is
necessary or convenient to perform its functions, including the placing of
purchase and sale orders. In performing its duties hereunder, the Investment
Manager will manage the portfolio of all classes of shares of a particular Fund
as a single portfolio.
2. Compliance with Laws. All functions undertaken by the Investment Manager
hereunder shall at all times conform to, and be in accordance with, any
requirements imposed by:
(a) the Investment Company Act and any rules and regulations promulgated
thereunder;
(b) any other applicable provisions of law;
(c) the Articles of Incorporation of the Company as amended from time to
time;
(d) the Bylaws of the Company as amended from time to time;
(e) the Multiple Class Plan; and
(f) the registration statement(s) of the Company, as amended from time to
time, filed under the Securities Act of 1933 and the Investment Company Act.
3. Board Supervision. All of the functions undertaken by the Investment Manager
hereunder shall at all times be subject to the direction of the Board of
Directors, its executive committee, or any committee or officers of the Company
acting under the authority of the Board of Directors.
4. Payment of Expenses. The Investment Manager will pay all of the expenses of
each class of each Fund, other than interest, taxes, brokerage commissions,
extraordinary expenses, the fees and expenses of the Independent Directors
(including counsel fees), and expenses incurred in connection with the provision
of shareholder services and distribution services under a plan adopted pursuant
to Rule 12b-1 under the Investment Company Act. The Investment Manager will
provide the Company with all physical facilities and personnel required to carry
on the business of each class of each Fund that it shall manage, including but
not limited to office space, office furniture, fixtures and equipment, office
supplies, computer hardware and software and salaried and hourly paid personnel.
The Investment Manager may at its expense employ others to provide all or any
part of such facilities and personnel.
5. Account Fees. The Company, by resolution of the Board of Directors, including
a majority of the Independent Directors, may from time to time authorize the
imposition of a fee as a direct charge against shareholder accounts of any class
of one or more of the Funds, such fee to be retained by the Company or to be
paid to the Investment Manager to defray expenses which would otherwise be paid
by the Investment Manager in accordance with the provisions of paragraph 4 of
this Agreement. At least sixty days prior written notice of the intent to impose
such fee must be given to the shareholders of the affected Fund or Fund class.
6. Management Fees.
(a) In consideration of the services provided by the Investment Manager, each
class of each Fund shall pay to the Investment Manager a management fee that is
calculated as described in this Section 6 using the fee schedules set forth on
Schedule A.
(b) Definitions
(1) An "Investment Team" is the Portfolio Managers that the Investment
Manager has designated to manage a given portfolio.
(2) An "Investment Strategy" is the processes and policies implemented by
the Investment Manager for pursuing a particular investment objective managed by
an Investment Team.
(3) A "Primary Strategy Portfolio" is each Fund, as well as any other
series of any other registered investment company for which the Investment
Manager, or an affiliated investment advisor, serves as the investment manager
and for which American Century Investment Services, Inc. serves as the
distributor.
(4) A "Secondary Strategy Portfolio" of a Fund is another account managed
by the Investment Manager that is managed by the same Investment Team but is not
a Primary Strategy Portfolio.
(5) The "Secondary Strategy Share Ratio" of a Fund is calculated by
dividing the net assets of the Fund by the sum of the Primary Strategy
Portfolios that share a common Investment Strategy.
(6) The "Secondary Strategy Assets" of a Fund is the sum of the net assets
of the Fund's Secondary Strategy Portfolios multiplied by the Fund's Secondary
Strategy Share Ratio.
(7) The "Investment Strategy Assets" of a Fund is the sum of the net assets
of the Fund and the Fund's Secondary Strategy Assets.
(8) The "Per Annum Fee Dollar Amount" is the dollar amount resulting from
applying the applicable Fee Schedule for a class of a Fund using the Investment
Strategy Assets.
(9) The "Per Annum Fee Rate" for a class of a Fund is the percentage rate
that results from dividing the Per Annum Fee Dollar Amount for the class of a
Fund by the Investment Strategy Assets of the Fund.
(c) Daily Management Fee Calculation. For each calendar day, each class of
each Fund shall accrue a fee calculated by multiplying the Per Annum Fee Rate
for that class by the net assets of the class on that day, and further dividing
that product by 365 (366 in leap years).
(d) Monthly Management Fee Payment. On the first business day of each
month, each class of each Fund shall pay the management fee to the Investment
Manager for the previous month. The fee for the previous month shall be the sum
of the Daily Management Fee Calculations for each calendar day in the previous
month.
(e) Additional Series or Classes. In the event that the Board of Directors
shall determine to issue any additional series or classes of shares for which it
is proposed that the Investment Manager serve as investment manager, the Company
and the Investment Manager may enter into an Addendum to this Agreement setting
forth the name of the series and/or class, the Fee Schedule for each and such
other terms and conditions as are applicable to the management of such series
and/or classes, or, in the alternative, enter into a separate management
agreement that relates specifically to such series and/or classes of shares.
7. Subcontracts. In rendering the services to be provided pursuant to this
Agreement, the Investment Manager may, from time to time, engage or associate
itself with such persons or entities as it determines is necessary or convenient
in its sole discretion and may contract with such persons or entities to obtain
information, investment advisory and management services, or such other services
as the Investment Manager deems appropriate. Any fees, compensation or expenses
to be paid to any such person or entity shall be paid by the Investment Manager,
and no obligation to such person or entity shall be incurred on behalf of the
Company. Any arrangement entered into pursuant to this paragraph shall, to the
extent required by law, be subject to the approval of the Board of Directors,
including a majority of the Independent Directors, and the shareholders of the
Company.
8. Continuation of Agreement. This Agreement shall become effective for each
Fund as of the date first set forth above and shall continue in effect for each
Fund until August 1, 2007, unless sooner terminated as hereinafter provided, and
shall continue in effect from year to year thereafter for each Fund only as long
as such continuance is specifically approved at least annually (i) by either the
Board of Directors or by the vote of a majority of the outstanding voting
securities of such Fund, and (ii) by the vote of a majority of the Directors who
are not parties to the Agreement or interested persons of any such party, cast
in person at a meeting called for the purpose of voting on such approval. The
annual approvals provided for herein shall be effective to continue this
Agreement from year to year if given within a period beginning not more than 90
days prior to August 1st of each applicable year, notwithstanding the fact that
more than 365 days may have elapsed since the date on which such approval was
last given.
9. Termination. This Agreement may be terminated, with respect to any Fund, by
the Investment Manager at any time without penalty upon giving the Company 60
days' written notice, and may be terminated, with respect to any Fund, at any
time without penalty by the Board of Directors or by vote of a majority of the
outstanding voting securities of each class of each Fund on 60 days' written
notice to the Investment Manager.
10. Effect of Assignment. This Agreement shall automatically terminate with
respect to any Fund in the event of its assignment by the Investment Manager.
The term "assignment" for this purpose having the meaning defined in Section
2(a)(4) of the Investment Company Act.
11. Other Activities. Nothing herein shall be deemed to limit or restrict the
right of the Investment Manager, or the right of any of its officers, directors
or employees (who may also be a director, officer or employee of the Company),
to engage in any other business or to devote time and attention to the
management or other aspects of any other business, whether of a similar or
dissimilar nature, or to render services of any kind to any other corporation,
firm, individual or association.
12. Standard of Care. In the absence of willful misfeasance, bad faith, gross
negligence, or reckless disregard of its obligations or duties hereunder on the
part of the Investment Manager, it, as an inducement to it to enter into this
Agreement, shall not be subject to liability to the Company or to any
shareholder of the Company for any act or omission in the course of, or
connected with, rendering services hereunder or for any losses that may be
sustained in the purchase, holding or sale of any security.
13. Separate Agreement. The parties hereto acknowledge that certain provisions
of the Investment Company Act, in effect, treat each series of shares of an
investment company as a separate investment company. Accordingly, the parties
hereto hereby acknowledge and agree that, to the extent deemed appropriate and
consistent with the Investment Company Act, this Agreement shall be deemed to
constitute a separate agreement between the Investment Manager and each Fund.
14. Use of the Name "American Century". The name "American Century" and all
rights to the use of the name "American Century" are the exclusive property of
American Century Proprietary Holdings, Inc. ("ACPH"). ACPH has consented to, and
granted a non-exclusive license for, the use by the Company of the name
"American Century" in the name of the Company and any Fund. Such consent and
non-exclusive license may be revoked by ACPH in its discretion if ACPH, the
Investment Manager, or a subsidiary or affiliate of either of them is not
employed as the investment adviser of each Fund. In the event of such
revocation, the Company and each Fund using the name "American Century" shall
cease using the name "American Century" unless otherwise consented to by ACPH or
any successor to its interest in such name.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by
their respective duly authorized officers as of the day and year first above
written.
American Century Investment Management, Inc. American Century Capital Portfolios, Inc.
/s/ Xxxxxxx X. Xxxxxxxxxxx /s/ Xxxxx X. Xxxxxxxxxx
Xxxxxxx X. Xxxxxxxxxxx Xxxxx X. Xxxxxxxxxx
Senior Vice President Vice President
-------------------------------------------------------------------------------------------------------------------
American Century Capital Portfolios, Inc. Schedule A: Fee Schedules
-------------------------------------------------------------------------------------------------------------------
Schedule A
Fee Schedules
===================== ================= ===================================================================
Investment
Series Strategy Assets Fee Schedule by Class
===================== ================= -------------------------------------------------------------------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Investor Institu-tiAdvisor A B C R
===================== ================= ========= ========= ========= ======== ========= ========= ========
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Value Fund First $2.5 1.000% 0.800% 0.750% 1.000% 1.000% 1.000% 1.000%
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Next $2.5 0.950% 0.750% 0.700% 0.950% 0.950% 0.950% 0.950%
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Next $2.5
billion 0.900% 0.700% 0.650% 0.900% 0.900% 0.900% 0.900%
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Over $7.5 0.850% 0.650% 0.600% 0.850% 0.850% 0.850% 0.850%
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Small Cap Value First $2.5 1.250% 1.050% 1.000% n/a n/a 1.250% n/a
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Fund Over $2.5 1.000% 0.800% 0.750% n/a n/a 1.000% n/a
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Mid Cap Value Fund All Assets 1.000% 0.800% 0.750% n/a n/a n/a 1.000%
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
First $1.0
Large Company billion 0.900% 0.700% 0.650% 0.900% 0.900% 0.900% 0.900%
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Value Fund Next $4.0 0.800% 0.600% 0.550% 0.800% 0.800% 0.800% 0.800%
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Over $5.0 0.700% 0.500% 0.450% 0.700% 0.700% 0.700% 0.700%
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Equity Income Fund First $2.5 1.000% 0.800% 0.750% n/a n/a 1.000% 1.000%
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Next $2.5 0.950% 0.750% 0.700% n/a n/a 0.950% 0.950%
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Next $5.0 n/a n/a
billion 0.900% 0.700% 0.650% 0.900% 0.900%
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Next $5.0 n/a n/a
billion 0.850% 0.650% 0.600% 0.850% 0.850%
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Over $15.0 0.800% 0.600% 0.550% n/a n/a 0.800% 0.800%
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Equity Index Fund First $1.0 0.490% 0.290% n/a n/a n/a n/a n/a
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Next $1.0 0.470% 0.270% n/a n/a n/a n/a n/a
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Next $1.0 n/a n/a n/a n/a n/a
billion 0.455% 0.255%
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Next $1.0 n/a n/a n/a n/a n/a
billion 0.445% 0.245%
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Next $1.0 n/a n/a n/a n/a n/a
billion 0.435% 0.235%
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Over $5.0 0.430% 0.230% n/a n/a n/a n/a n/a
billion
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Real Estate Fund First $100 1.200% 1.000% 0.950% n/a n/a n/a n/a
million
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Next $900 1.150% 0.950% 0.900% n/a n/a n/a n/a
million
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Next $1 billion 1.100% 0.900% 0.850% n/a n/a n/a n/a
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
--------------------- ----------------- --------- --------- --------- -------- --------- --------- --------
Over $2 billion 1.050% 0.850% 0.800% n/a n/a n/a n/a
===================== ================= ========= ========= ========= ======== ========= ========= ========
------------------------------------------------------------------------------------------------------------
