Exhibit 2(k)(ii)
AMENDMENT TO
ADMINISTRATION AGREEMENT
This is an amendment dated November 2, 2001 to the Administration Agreement
("Agreement") between Pilgrim Prime Rate Trust ("Trust") and ING Pilgrim Group,
LLC, which was made the 20th day of October 1992, and amended and restated as of
February 17, 1995, April 7, 1995, May 2, 1996, April, 7, 1997, February 2, 1999,
and April 27, 2000.
WHEREAS, The Board of Trustees has determined that it is in the best interest of
the Trust to synchronize the annual renewal of this Agreement with the renewal
of the Trust's investment management agreement, which also requires annual
renewal by the Trust's Board of Trustees, to facilitate the Trust's compliance
schedule and administration.
THEREFORE, the parties agree that this Agreement, as amended, shall be dated
September 1, 2001.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed by their officers designated below as of the day and year set forth
above.
PILGRIM PRIME RATE TRUST
By: /s/ Xxxxxx X. Naka
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Xxxxxx X. Naka
Senior Vice President
ING PILGRIM GROUP, LLC
By: /s/ Xxxxxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx
Senior Vice President
