EXHIBIT d(1)(c)
AMENDMENT NO. 2
MASTER INVESTMENT ADVISORY AGREEMENT
The Master Investment Advisory Agreement (the "Agreement"), dated
_________, 2003, by and between Short-Term Investments Trust, a Delaware
statutory trust, and A I M Advisors, Inc., a Delaware corporation.
WITNESSETH:
WHEREAS, the parties desire to amend the Agreement to add the following
portfolios: Cash Assets Portfolio, Liquid Assets Portfolio and STIC Prime
Portfolio.
NOW, THEREFORE, the parties agree as follows;
1. Schedule A and Schedule B to the Agreement are hereby deleted
in their entirety and replaced with the following:
"SCHEDULE A
FUNDS AND EFFECTIVE DATES
NAME OF FUND EFFECTIVE DATE OF ADVISORY AGREEMENT
------------ ------------------------------------
Cash Assets Portfolio [ , 2003]
Government & Agency Portfolio June 1, 2000
Government TaxAdvantage Portfolio June 1, 2000
Liquid Assets Portfolio [ , 2003]
STIC Prime Portfolio [ , 2003]
Treasury Portfolio June 1, 2000
SCHEDULE B
COMPENSATION TO THE ADVISOR
The Trust shall pay the Advisor, out of the assets of a Fund, as full
compensation for all services rendered, an advisory fee for such Fund set forth
below. Such fee shall be calculated by applying the following annual rates to
the average daily net assets of such Fund for the calendar year computed in the
manner used for the determination of the net asset value of shares of such Fund.
CASH ASSETS PORTFOLIO
LIQUID ASSETS PORTFOLIO
STIC PRIME PORTFOLIO
TREASURY PORTFOLIO
NET ASSETS ANNUAL RATE
---------- -----------
All Assets ........................................................ 0.15%
GOVERNMENT & AGENCY PORTFOLIO
NET ASSETS ANNUAL RATE
---------- -----------
All Assets ........................................................ 0.10%
GOVERNMENT TAXADVANTAGE PORTFOLIO
NET ASSETS ANNUAL RATE
---------- -----------
First $250 million ................................................ 0.20%
Over $250 million up to and including $500 million ................ 0.15%
Over $500 million ................................................. 0.10%"
2. In all other respects, the Agreement is hereby confirmed and
remains in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed by their respective officers on the date first written above.
SHORT-TERM INVESTMENTS TRUST
Attest: By:
-------------------------------- -------------------------------
Assistant Secretary Xxxxxx X. Xxxxxx
President
(SEAL)
A I M ADVISORS, INC.
Attest: By:
-------------------------------- -------------------------------
Assistant Secretary Xxxx X. Xxxxxxxxxx
President
(SEAL)