EXHIBIT 99.d(i)(H)
SUPPLEMENTAL TERMS AND CONDITIONS TO
THE MANAGEMENT AGREEMENT BETWEEN
THE AMERICAN AADVANTAGE MILEAGE FUNDS
AND
AMR INVESTMENT SERVICES, INC.
The attached amended Schedule A is hereby incorporated into the
Management Agreement dated October 1, 1995 as amended December 17, 1996, July
25, 1997, November 21, 1997, September 1, 1998, January 1, 1999, and May 19,
2000 (the "Agreement") between the American AAdvantage Mileage Funds (the
"Trust") and AMR Investment Services, Inc. (the "Manager"). 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: October 17, 2001
American AAdvantage Mileage Funds
By:
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Xxxxx X. Xxxxxxxxx
Vice President and Assistant Secretary
AMR Investment Services, Inc.
By:
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Xxxxxxx X. Xxxxx
President
AMENDED
SCHEDULE A
TO THE
MANAGEMENT AGREEMENT
BETWEEN
AMR INVESTMENT SERVICES, INC.
AND THE
AMERICAN AADVANTAGE MILEAGE FUNDS
I. MANAGEMENT FEE
As compensation pursuant to Section 7 of the Management Agreement
between AMR Investment Services, Inc. (the "Manager") and the American
AAdvantage Mileage Funds (the "Mileage Trust"), the Mileage Trust shall pay to
the Manager for performing its duties as Investment Adviser 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 Money Market Fund, the Municipal
Money Market Fund and the U.S. Government Money Market Fund;
(2) 0.25% of the net assets of the Intermediate Bond Fund and the
Short-Term Bond Fund;
(3) 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, and the International Equity Index Fund;
(4) 0.15% of the net assets of the fixed income portion of the Balanced
Fund managed by the Manager;
(4) plus all fees payable by the Manager with respect to the Balanced
Fund, the Large Cap Value Fund, the Small Cap Value Fund, the
International Equity Fund, the Large Cap Growth Fund, and the Emerging
Markets Fund pursuant to any Investment Advisory Agreement entered into
pursuant to Paragraph 2(d) of said Management Agreement.
To the extent that a Fund invests all of its investable assets (i.e.,
securities and cash) in another registered investment company, however, the
Mileage Trust will not pay the Manager a Management Fee.
II. ADMINISTRATIVE SERVICES FEE
As compensation pursuant to Section 7 of the Management Agreement, the
Mileage Trust shall pay to the Manager for performing its duties as
Administrator 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 Money Market Fund, the Municipal
Money Market Fund and the U.S. Government Money Market Fund;
(2) 0.25% of the net assets of the Balanced Fund, the Large Cap Value
Fund, the Small Cap Value Fund, the International Equity Fund, the
Intermediate Bond Fund, the Short-Term Bond Fund, the S&P 500 Index
Fund, the Large Cap Growth Fund, the Emerging Markets Fund, the Small
Cap Index Fund, and the International Equity Index Fund;
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 Mileage 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 Mileage Trust, (c) prepare appropriate periodic reports for,
and seek appropriate approvals from, the Board of Trustees of the Mileage 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 Mileage Trust, a 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
Mileage Trust will not pay the Manager any fee for services provided by the
Manager in connection with securities lending activities.
DATED: October 17, 2001
