SCHEDULE 1
TO DISTRIBUTION PLAN
(CLASS "A" SHARES)
DATED SEPTEMBER 8, 1997 (AS REVISED FEBRUARY 10, 1999 AND APRIL 17, 2000)
BETWEEN
THE BEAR XXXXXXX FUNDS AND BEAR, XXXXXXX & CO. INC.
Class "A" Must be
Name of Series Shares Last Approved Approved by
-------------- --------- ------------- -----------
Alpha Growth Portfolio 0.25% February 28, 2002 March 31, 2003
High Yield Total Return Portfolio 0.10% February 28, 2002 March 31, 2003
Income Portfolio 0.10% February 28, 2002 March 31, 2003
International Equity Portfolio 0.25% February 28, 2002 March 31, 2003
Intrinsic Value Portfolio 0.25% February 28, 2002 March 31, 2003
S&P STARS Opportunities Portfolio 0.25% February 28, 2002 March 31, 2003
S&P STARS Portfolio 0.25% February 28, 2002 March 31, 2003
Small Cap Value Portfolio 0.25% February 28, 2002 March 31, 2003
The Insiders Select Fund 0.25% February 28, 2002 March 31, 2003
________________________
Schedule 1 amended and restated as of May 6, 2002.
* Annual Fee as a Percentage of Average Daily Net Assets.
SCHEDULE 1
TO DISTRIBUTION PLAN
(CLASS "B" SHARES)
DATED SEPTEMBER 8, 1997 (AS REVISED FEBRUARY 10, 1999 AND APRIL 17, 2000)
BETWEEN
THE BEAR XXXXXXX FUNDS AND BEAR, XXXXXXX & CO. INC.
Class "B" Must be
Name of Series Shares Last Approved Approved by
-------------- -------- ------------- -----------
Alpha Growth Portfolio 0.75% February 28, 2002 March 31, 2003
High Yield Total Return 0.75% February 28, 2002 March 31, 2003
Portfolio
Income Portfolio 0.75% February 28, 2002 March 31, 2003
International Equity Portfolio 0.75% February 28, 2002 March 31, 2003
Intrinsic Value Portfolio 0.75% February 28, 2002 March 31, 2003
S&P STARS Opportunities 0.75% February 28, 2002 March 31, 2003
Portfolio
S&P STARS Portfolio 0.75% February 28, 2002 March 31, 2003
Small Cap Value Portfolio 0.75% February 28, 2002 March 31, 2003
The Insiders Select Fund 0.75% February 28, 2002 March 31, 2003
________________________
Schedule 1 amended and restated as of May 6, 2002.
* Annual Fee as a Percentage of Average Daily Net Assets.
SCHEDULE 1
TO DISTRIBUTION PLAN
(CLASS "C" SHARES)
DATED SEPTEMBER 8, 1997 (AS REVISED FEBRUARY 10, 1999 AND APRIL 17, 2000)
BETWEEN
THE BEAR XXXXXXX FUNDS AND BEAR, XXXXXXX & CO. INC.
Class "C" Must be
Name of Series Shares Last Approved Approved by
--------------- --------- ------------ -------------
Alpha Growth Portfolio 0.75% February 28, 2002 March 31, 2003
High Yield Total Return 0.75% February 28, 2002 March 31, 2003
Portfolio
Income Portfolio 0.75% February 28, 2002 March 31, 2003
International Equity Portfolio 0.75% February 28, 2002 March 31, 2003
Intrinsic Value Portfolio 0.75% February 28, 2002 March 31, 2003
S&P STARS Opportunities 0.75% February 28, 2002 March 31, 2003
Portfolio
S&P STARS Portfolio 0.75% February 28, 2002 March 31, 2003
Small Cap Value Portfolio 0.75% February 28, 2002 March 31, 2003
The Insiders Select Fund 0.75% February 28, 2002 March 31, 2003
________________________
Schedule 1 amended and restated as of May 6, 2002.
* Annual Fee as a Percentage of Average Daily Net Assets.