GE FUNDS
AMENDED AND RESTATED
EXPENSE LIMITATION AGREEMENT
AGREEMENT, dated as of December , 1999, among GE Funds, a
Massachusetts Business Trust, on behalf of its series portfolios listed on
Appendix A (the "Funds") and GE Investment Management Incorporated, a Delaware
Corporation ("GEIM").
WHEREAS, GEIM serves as investment adviser and administrator to
each of the Funds; and
WHEREAS, the parties to this Agreement have determined that it is in
their own interests to limit certain expenses that may be borne by each Fund and
desire to limit those expenses.
NOW, THEREFORE, in consideration of the mutual promises hereinafter
set forth, the parties to this Agreement agree as follows:
Section 1 "Other Expense" Limitation.
If, in any fiscal year, "other expenses" of a Fund exceed applicable
expense limitations set forth in Appendix B, the excess expenses shall be borne
by GEIM.
For purposes of this Agreement, "other expenses" of a Fund includes fees
for shareholder services other than those borne by a Fund (under a shareholder
servicing and distribution plan or an advisory and administration agreement
adopted by the Funds). Such fees include custodial fees, legal and accounting
fees, printing costs and registration fees, the costs of regulatory compliance
and membership in the mutual fund industry trade organization, the costs
associated with maintaining the GE Funds' legal existence and the costs involved
in communicating with shareholders of the Funds.
Section 2 Amendment.
The provisions of this Agreement may be changed, waived or terminated from
time to time by the parties hereto. No provision of this Agreement may be so
changed, waived or terminated except by an instrument in writing signed by the
party against which such change, waiver or termination is sought.
Section 3 Term.
This Agreement shall become effective January 28, 2000 and shall continue
until 120 days after each Fund's current fiscal year end, and thereafter shall
continue automatically for successive annual periods, provided such continuance
is specifically approved at least annually by the Board of Directors of the
Fund, provided that the continuance is also approved by a majority of the Board
of Directors who are not "interested persons" (as defined in the Investment
Company Act of 1940) of any party to this agreement.
Section 4 Governing Law.
This Agreement shall be governed in accordance with the laws of the State
of New York.
Section 5 Miscellaneous.
The parties hereto agree that this Agreement is for the benefit and
enjoyment of the parties, and that this Agreement confers no right upon any
shareholder of the Fund to enforce any provision of this Agreement.
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(signature page to follow)
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed by their respective duly authorized corporate officers and their
corporate seals to be hereunto affixed, as of the day and year first above
written.
GE Investment Management Incorporated
By:___________________________________
Name: Xxxx X. Xxxxx
Title: Executive Vice President
GE Funds
By:___________________________________
Name: Xxxxxxx X. Xxxxxxxx
Title: Chairman of the Board and President
Appendix A
Series Portfolios of GE Funds (the "Funds")
GE U.S. Equity Fund
GE Premier Growth Equity Fund
GE Value Equity Fund
GE Mid-Cap Growth Fund
GE Mid-Cap Value Equity Fund
GE Small-Cap Value Equity Fund
GE Global Equity Fund
GE International Equity Fund
GE Europe Equity Fund
GE Emerging Markets Fund
GE Fixed Income Fund
GE Government Securities Fund
GE Short-term Government Fund
GE Tax-Exempt Fund
GE High Yield Fund
GE Strategic Investment Fund
GE Money Market Fund
Appendix B
Expense Limitations on "Other Expenses"
(as a percentage of average net assets)
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GE U.S. Equity Fund
All classes 0.25%
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GE Premier Growth Equity Fund
All Classes 0.30%
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GE Value Equity Fund
All Classes 0.30%
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GE Mid-Cap Growth Fund
All Classes 0.30%
--------------------------------------------------------------------------------
GE Mid-Cap Value Equity Fund
All Classes 0.25%
--------------------------------------------------------------------------------
GE Small-Cap Value Equity Fund
All Classes 0.20%
--------------------------------------------------------------------------------
GE Global Equity Fund
All Classes 0.35%
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GE International Equity Fund
All Classes 0.30%
--------------------------------------------------------------------------------
GE Europe Equity Fund
All Classes 0.30%
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GE Emerging Markets Fund
All Classes 0.30%
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GE Fixed Income Fund
All Classes 0.20%
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GE Government Securities Fund
All Classes 0.20%
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GE Short-Term Government Fund
All Classes 0.15%
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GE Tax-Exempt Fund
All Classes 0.25%
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GE High Yield Fund
All Classes 0.20%
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GE Strategic Investment Fund
All Classes 0.30%
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GE Money Market Fund 0.25%
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