Exhibit (d)(1)(viii)
ADDENDUM TO INVESTMENT ADVISORY AGREEMENT
PIMCO Funds: Multi-Manager Series
000 Xxxxxxx Xxxxxx Xxxxx
Xxxxxxx Xxxxx, XX 00000
October __, 2003
PIMCO Advisors Fund Management LLC
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
RE: PIMCO Multi-Discipline Portfolio
Ladies and Gentlemen:
This will confirm the agreement between the undersigned (the "Trust")
and PIMCO Advisors Fund Management LLC (the "Adviser") as follows:
1. The Trust is an open-end management investment company organized as a
Massachusetts business trust and consisting of such separate investment
portfolios as have been or may be established by the Trustees of the Trust
from time to time. Up to seven separate classes of shares of beneficial
interest in the Trust are offered to investors with respect to each
investment portfolio. PIMCO Multi-Discipline Portfolio (the "New Fund") is
a separate investment portfolio of the Trust.
2. The Trust and the Adviser have entered into an Amended and Restated
Investment Advisory Agreement dated November 15, 1994, as further amended
and restated as of May 5, 2000 (as novated by the Novation dated September
30, 2002 among the Trust, the Adviser and Allianz Dresdner Asset Management
of America L.P.), and as further amended or supplemented from time to time
(the "Agreement"), pursuant to which the Trust employs the Adviser to
provide investment advisory and other services specified in the Agreement,
and the Adviser has accepted such employment.
3. The investment objective of the New Fund is to seek maximum total return
consistent with prudent capital management, and the Fund will seek its
objective by investing using multiple investment disciplines and
sub-advisers, and the percentage of the New Fund's assets invested in
investment disciplines will vary from time to time.
4. Pursuant to the Agreement, the Adviser will allocate the New Fund's assets
among the different investment disciplines and sub-advisers.
5. As provided in paragraph 1 of the Agreement, the Trust hereby appoints the
Adviser to serve as Investment Adviser with respect to the New Fund, and
the Adviser accepts such appointment, the terms and conditions of such
employment to be governed by the Agreement, which is hereby incorporated
herein by reference.
6. As provided in paragraph 9 of the Agreement and subject to further
conditions set forth therein, the Trust shall with respect to the New Fund
pay the Adviser a monthly fee at the following annual rate based upon the
average daily net assets of the New Fund:
Fund Fee Rate
---- --------
PIMCO Multi-Discipline Portfolio 0.47%
7. This Addendum and the Agreement shall take effect with respect to the New
Fund as of the date hereof, and shall remain in effect, unless sooner
terminated as provided in the Agreement and herein, with respect to the New
Fund for a period of two years following such date. This Addendum and the
Agreement shall continue thereafter on an annual basis with respect to the
New Fund provided that such continuance is specifically approved at least
annually (a) by vote of a majority of the Board of Trustees of the Trust,
or (b) by vote of a majority of the outstanding voting shares of the New
Fund, and provided continuance is also approved by vote of a majority of
the Board of Trustees of the Trust who are not parties to this Addendum or
the Agreement or "interested persons" (as defined in the 0000 Xxx) of the
Trust, or the Adviser, cast in person at a meeting called for the purpose
of voting on such approval. This Addendum and the Agreement may not be
materially amended with respect to the New Fund without a majority vote of
the outstanding voting shares (as defined in the 0000 Xxx) of the New Fund.
However, any approval of this Addendum and the Agreement by the holders
of a majority of the outstanding shares (as defined in the 0000 Xxx) of the New
Fund shall be effective to continue the Addendum and the Agreement with respect
to the New Fund notwithstanding (a) that this Addendum and the Agreement have
not been approved by the holders of a majority of the outstanding shares of any
other investment portfolio of the Trust or (b) that this Addendum and the
Agreement have not been approved by the vote of a majority of the outstanding
shares of the Trust, unless such approval shall be required by any other
applicable law or otherwise. The Agreement will terminate automatically with
respect to the services provided by the Adviser in the event of its assignment,
as that term in defined in the 1940 Act, by the Adviser.
This Addendum and the Agreement may be terminated:
(a) by the Trust at any time with respect to the services
provided by the Adviser, without the payment of any penalty, by vote of a
majority of the Board of Trustees of the Trust or by vote of a majority of the
outstanding voting shares of the Trust or, with respect to the New Fund, by vote
of a majority of the outstanding voting shares of the New Fund, on 60 days'
written notice to the Adviser;
(b) by the Adviser at any time, without the payment of any
penalty, upon 60 days' written notice to the Trust.
If the foregoing correctly sets forth the agreement between the Trust
and the Adviser, please so indicate by signing and returning to the Trust the
enclosed copy hereof.
Very truly yours,
PIMCO Funds: Multi-Manager Series
By: __________________
Title:
ACCEPTED:
PIMCO Advisors Fund Management LLC
By: __________________
Title:
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