Exhibit 99.d(i)(p)
SUPPLEMENTAL TERMS AND CONDITIONS
TO THE
MANAGEMENT AGREEMENT
BETWEEN
AMERICAN BEACON FUNDS
(FORMERLY KNOWN AS AMERICAN AADVANTAGE FUNDS)
AND
AMERICAN BEACON ADVISORS, INC.
(FORMERLY KNOWN AS AMR INVESTMENT SERVICES, INC.)
The attached amended Schedule A is hereby incorporated into the Management
Agreement dated April 3, 1987, as supplemented on August 1, 1994, November 1,
1995, December 17, 1996, July 25, 1997, September 1, 1998, January 1, 1999, May
19, 2000, November 16, 2000, October 17, 2001, May 28, 2002, May 13, 2003, and
February 9, 2004 (the "Agreement") between the American Beacon Funds, formerly
known as the American AAdvantage Funds, and American Beacon Advisors, formerly
known as AMR Investment Services, Inc. To the extent that there is any conflict
between the terms of the Agreement and these Supplemental Terms and Conditions
("Supplement"), this Supplement shall govern.
Dated: February 17, 2006
American Beacon Funds
By:
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Xxxxxxxx X. Xxxxx
Vice President and Secretary
American Beacon Advisors, Inc.
By:
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Xxxxxxx X. Xxxxx
President
AMENDED
SCHEDULE A
TO THE
MANAGEMENT AGREEMENT
BETWEEN
AMERICAN BEACON FUNDS
(FORMERLY KNOWN AS AMERICAN AADVANTAGE FUNDS)
AND
AMERICAN BEACON ADVISORS, INC.
(FORMERLY KNOWN AS AMR INVESTMENT SERVICES, INC.)
I. BASE FEE
As compensation pursuant to section 6 of the Management Agreement between
American Beacon Funds (the "Beacon Trust") and American Beacon Advisors, Inc.
(the "Manager"), the Beacon Trust shall pay to the Manager a fee, computed daily
and paid monthly, at the following annual rates as percentages of each Fund's
average daily net assets:
(1) 0.10% of the net assets of the Balanced Fund, the Large Cap Value Fund,
the International Equity Fund, the Small Cap Value Fund, the S&P 500 Index
Fund, the Large Cap Growth Fund, the Emerging Markets Fund, the Small Cap
Index Fund, the International Equity Index Fund, the Enhanced Income Fund,
the High Yield Bond Fund, the Treasury Inflation Protected Securities Fund,
the Mid-Cap Value Fund, and the Small Cap Value Opportunity Fund plus all
fees payable by the Manager with respect to such Funds pursuant to any
Investment Advisory Agreement entered into pursuant to Paragraph 2(d) of
said Management Agreement;
(2) 0.10% of the net assets of the Money Market Fund, the Municipal Money
Market Fund and the U.S. Government Money Market Fund; and
(3) 0.25% of the net assets of the Intermediate Bond Fund and the
Short-Term Bond Fund.
To the extent that a Fund invests all of its investable assets (i.e.,
securities and cash) in another registered investment company, however, the
Beacon Trust will not pay the Manager any fee pursuant to Section 6 of the
Agreement.
II. MANAGEMENT OF BALANCED FUND AND ENHANCED INCOME FUND
In addition to the fee set forth above, as compensation for directly
managing a portion of the assets of the Balanced Fund and the Enhanced Income
Fund, pursuant to section 6 of the Management Agreement between the Manager and
the Beacon Trust, the Beacon Trust shall pay
to the Manager a fee quarterly, on an annualized basis, of 0.15% of the average
month-end assets of the fixed income portion of the Balanced Fund and Enhanced
Income Fund directly managed by the Manager. The fee will be adjusted for any
cash flows of $10 million or greater into or out of the Manager's account for
each Fund on a particular day during a quarter.
To the extent that the Balanced Fund or Enhanced Income Fund invests all of
its investable assets (i.e., securities and cash) in another registered
investment company, however, the Beacon Trust will not pay the Manager any fee
pursuant to Section 6 of the Agreement for these Funds.
III. SECURITIES LENDING DUTIES AND FEES
A. Manager Duties
The Manager agrees to provide the following services in connection with the
investment of cash collateral received from the securities lending activities of
each Fund of the Beacon Trust: (a) assist the securities lending agent (the
"Agent") in determining which specific securities are available for loan, (b)
monitor the Agent to ensure that securities loans are effected in accordance
with its instructions and within the procedures adopted by the Board of Trustees
of the Beacon Trust, (c) prepare appropriate periodic reports for, and seek
appropriate approvals from, the Board of Trustees of the Beacon Trust with
respect to securities lending activities, (d) respond to Agent inquiries
concerning Agent's compliance with applicable guidelines, and (e) perform such
other duties as necessary.
B. Securities Lending Fees
As compensation for services provided by the Manager in connection with
securities lending activities of each Fund of the Beacon Trust, the lending Fund
shall pay to the Manager, with respect to cash collateral posted by borrowers, a
fee up to 25% of the net monthly interest income (the gross interest income
earned by the investment of cash collateral, less the amount paid to borrowers
as well as related expenses) from such activities and, with respect to loan fees
paid by borrowers when a borrower posts collateral other than cash, a fee up to
25% of such loan fees.
To the extent that a Fund invests all of its investable assets (i.e.,
securities and cash) in another registered investment company, however, the
Beacon Trust will not pay the Manager any fee for services provided by the
Manager in connection with securities lending activities.
DATED: February 17, 2006
