SERVICE AGREEMENT
This Agreement is entered into as of October 15, 2004 among American United
Life Insurance Company, an Indiana Corporation (the "Service Provider"),
OneAmerica Securities, Inc., a registered Broker-Dealer ("OneAmerica"), Dreyfus
Service Corporation, a New York corporation ("Dreyfus"), and those registered
investment companies managed, advised, sub-advised or administered by one or
more affiliates of Dreyfus that are identified on Schedule A attached hereto
(the "Funds").
The Service Provider provides administrative services comprised of
recordkeeping, reporting and processing services (the "Administrative Services")
to qualified employee benefit plans (the "Plans"). Administrative Services for
each Plan include processing and transfer arrangements for the investment and
reinvestment of Plan assets in investment media specified by an investment
adviser, sponsor or administrative committee of the Plan (a "Plan
Representative") generally upon the direction of Plan beneficiaries (the
"Participants"). The Administrative Services are provided by the Service
Provider under various variable annuity contracts.
The Service Provider and Dreyfus desire to facilitate the purchase and
redemption of shares of the Funds (the "Shares") on behalf of the Plans and
their Participants through the insurance company separate account (an "Account")
to be maintained of record by the Service Provider as nominee of the Plans,
subject to the terms and conditions of this Agreement.
Accordingly, the parties hereto agree as follows:
1. Performance of Services. The Service Provider agrees to perform the
administrative services and functions specified in Schedule B attached hereto
(the "Services") with respect to Shares owned by the Accounts.
2. Pricing Information. Each Fund or its designee will furnish the Service
Provider, on each business day that the New York Stock Exchange or such Fund's
transfer agent is open for business ("Business Day"), with (i) net asset value
information as at the close of trading (currently 4:00 p.m. Eastern Time) on the
New York Stock Exchange or as at such earlier times at which a Fund's net asset
value is calculated as specified in such Fund's prospectus ("Close of Trading"),
(ii) dividend and capital gains information as it becomes available, and (iii)
in the case of income Funds, the daily accrual for interest rate factor (mil
rate). The Funds shall use reasonable efforts to provide such information to the
Service Provider by 7:00 p.m. Eastern Time on the same Business Day.
3. Orders and Settlement. Upon the receipt of instructions from
Participants or Plan Representatives, the Service Provider will calculate order
allocations among designated investment media and transmit to Dreyfus orders to
purchase or redeem shares for specified Accounts on the basis of those
instructions. The Service Provider agrees that orders for net purchases or net
redemptions of Shares derived from instructions received in proper form by the
Service Provider from Participants or Plan Representatives prior to the Close of
Trading on any given Business Day will be processed that same evening and
transmitted to Dreyfus or its designee by 8:30 a.m. Eastern Time on the next
Business Day. The Service Provider agrees that payment for net purchases of
Shares attributable to all orders executed for the Accounts on a given Business
Day will be wired by the Service Provider on the same Business Day such purchase
orders are transmitted to Dreyfus or its designee no later than 2:00 p.m. to a
custodial account designated by Dreyfus. Subject to the Service Provider's
compliance with the foregoing, the Service Provider will be considered agent for
the Funds and the Business Day on which instructions are received in proper form
by the Service Provider from Participants or Plan Representatives by the Close
of Trading will be the date as of which Shares will be purchased and redeemed as
a result of such instructions. Instructions received in proper form by the
Service Provider from Participants or Plan Representatives after the Close of
Trading on any given Business Day shall be treated as if received on the next
following Business Day. Dividends and capital gains distributions will be
automatically reinvested at net asset value in accordance with each Fund's then
current prospectus.
4. Account Information. Dreyfus will provide to the Service Provider: (a)
daily confirmations of Account activity within five Business Days after each day
on which a purchase or redemption of Shares is effected for the particular
Account, and (b) monthly statements detailing activity in each Account within
fifteen Business Days after the end of each month.
5. Maintenance of Records. The Service Provider shall maintain and preserve
all records as required by law to be maintained and preserved in connection with
providing the Services. Upon the request of Dreyfus, the Service Provider shall
provide copies of all the historical records relating to transactions between
the Funds and the Plans, written communications regarding the Funds to or from
such Plans and other materials, in each case (i) as are maintained by the
Service Provider in the ordinary course of its business and in compliance with
laws and regulations governing transfer agents, and (ii) as may reasonably be
requested to enable Dreyfus, or its representatives, including without
limitation its auditors or legal counsel, to (a) monitor and review the
Services, (b) comply with any request of a governmental body or self-regulatory
organization or a Plan, (c) verify compliance by the Service Provider with the
terms of this Agreement, (d) make required regulatory reports, or (e) perform
general customer supervision. The Service Provider agrees that it will permit
Dreyfus or such representatives to have reasonable access to its personnel and
records in order to facilitate the monitoring of the quality of the Services.
6. Compliance with Laws. At all times, the Service Provider shall comply
with all laws, rules and regulations applicable to a transfer agent under the
Federal securities laws, including without limitation all prospectus delivery
requirements.
7. Fund Prospectuses. The Service Provider's performance of the Services,
including without limitation the purchase and redemption of Shares, shall be
subject to the terms and conditions set forth in each Fund's prospectus.
8. Operations of Funds. In no way shall the provisions of this Agreement
limit the authority of any Fund or Dreyfus to take such action as it may deem
appropriate or advisable in connection with all matters relating to the
operation of such Fund and the sale of its Shares.
9. Representations with respect to Dreyfus Funds. The Service Provider and
its agents shall not make representation concerning a Fund or Shares except
those contained in the then current prospectus of such Fund, in current sales
literature furnished by Dreyfus to the Service Provider, and in current sales
literature created by the Service Provider and submitted to and approved in
writing by Dreyfus.
10. Expenses.
(a) The Service Provider shall bear all expenses incidental to the
performance of the Services.
(b) Dreyfus shall pay the cost of registration of each Fund's shares with
the Securities and Exchange Commission and in states where required.
Each Fund shall distribute or cause to be distributed to the Service
Provider its proxy material, periodic Fund reports to shareholders and
other material as such Fund may require to be sent to shareholders.
The cost of preparing and printing this material shall be paid by
Dreyfus for the applicable Fund, and the cost of distributing such
items shall be paid by the Service Provider in accordance with
Paragraph 10(a).
11. Relationship of Parties. Except to the extent provided in Section 3, it
is understood and agreed that all Services performed hereunder by the Service
Provider shall be as an independent contractor and not as an employee or agent
of Dreyfus or any of the Funds, and none of the parties shall hold itself out as
an agent of any other party with the authority to bind such party.
12. Use of Dreyfus Name. Except as otherwise expressly provided for in this
Agreement, the Service Provider shall not use, nor shall it allow its employees
or agents to use, the name or logo of Dreyfus, any affiliate of Dreyfus, or any
products or services sponsored, managed, advised, administered, or distributed
by Dreyfus or any of its affiliates, for advertising, trade, or other commercial
or noncommercial purposes without the express prior written consent of an
authorized officer of Dreyfus.
13. Confidentiality. The Service Provider shall not disclose or make use
of, directly or indirectly, any secret or confidential information or material,
including without limitation proposed new products, new marketing strategies or
techniques, new communication or electronic fund transfer methods, sales or
volume reports, shareholder or customer lists, dealer lists, or prospective
investor lists pertaining to or owned by Dreyfus, any of its affiliates or any
investment companies, including the Funds, sponsored, managed, advised,
administered or distributed by Dreyfus or any of its affiliates.
14. Insurance and Bonding. The Service Provider agrees to maintain
comprehensive general liability coverage with limits of not less than five
million dollars. Such insurance coverage shall be issued by a qualified
insurance carrier with a Best's rating of at least "A". The Service Provider
shall furnish to Dreyfus a certificate of insurance evidencing such coverage and
naming Dreyfus and the Funds as additional insureds. The Service Provider also
will carry with a fidelity bond covering the Service Provider, and each of its
employees and authorized agents with a limit of net less than five million
dollars issued by a qualified insurance carrier with a Best's rating of at least
"A". The Service Provider will provide to Dreyfus a certificate of insurance
evidencing such coverage.
15. Fees.
(a) In consideration of the Service Provider's performance of the
Services, Dreyfus and the Dreyfus Funds agree to pay the Service
Provider their respective portions of the fees described in Schedule C
("Administrative Fees").
(b) The Parties agree that the Administrative Fees are for administrative
services only and do not constitute payment in any manner for
investment advisory or distribution services.
(c) The Service Provider will calculate the Administrative Fees at the end
of each month, and Dreyfus and the Funds, in accordance with their
respective obligations, will make payment to the Service Provider
within 30 days after their receipt of an invoice therefor. Each
invoice will be accompanied by a statement showing the calculation of
the Administrative Fees and the number of Participant accounts
underlying the Account maintained in each Fund as of the last day of
the month.
16. Termination.
(a) This Agreement shall terminate:
i) with respect to the sale and issuance of new Shares to any Plans,
at the option of the Service Provider, Dreyfus, or a Fund upon
six months' advance written notice to the other parties hereto
and with respect to Shares previously sold to Plans at the option
of the Service Provider, Dreyfus or the fund upon six months'
advance notice to the other parties hereto;
ii) with respect to Shares previously sold to Plans and with respect
to the sale and issuance of new Shares to any Plans, at the
option of Dreyfus or any Fund, upon written notice to the Service
Provider of any legislation or regulation which has the effect of
limiting, or the operation of which serves to limit, The Dreyfus
Corporation's investment advisory or administration fee with
respect to such Fund to an amount that is less than the
Administrative Fees payable with respect to such Fund;
iii) with respect to Shares previously sold to Plans and with respect
to the sale and issuance of new Shares to any Plans, at the
option of the Service Provider, or of Dreyfus or a Fund, as the
case may be, upon written notice to the other parties hereto of
the institution of formal proceedings against the Fund or
Dreyfus, or against the Service Provider, as the case may be, by
the National Association of Securities Dealers, the Securities
and Exchange Commission or any other regulatory body;
iv) with respect to Shares previously sold to Plans and with respect
to the sale and issuance of new Shares to any Plans, at the
option of Dreyfus or any Fund, upon written notice to the Service
Provider of termination of Dreyfus' Distribution Agreement with
such Fund. This provision shall not be deemed to apply if,
contemporaneously with such termination, a new Distribution
Agreement containing substantially similar terms is entered into
between Dreyfus and such Fund;
v) with respect to Shares previously sold to Plans and with respect
to the sale and issuance of new Shares to any Plans, at the
option of Dreyfus or any Fund, upon written notice to the Service
Provider of termination of The Dreyfus Corporation's Investment
Advisory or Administration Agreement with such Fund. This
provision shall not be deemed to apply if, contemporaneously with
the termination, a new Investment Advisory or Administration
Agreement containing substantially similar terms is entered into
between The Dreyfus Corporation and such Fund;
vi) with respect to the sale and issuance of new Shares, whenever,
and so long as: (a) in the judgment of a Fund's officers, the
Fund's declining to accept any additional orders for, or to make
any sales of, Shares is warranted by market, economic or
political conditions, or by abnormal circumstances of any kind;
(b) the Securities and Exchange Commission has issued and there
remains in effect any stop order suspending the effectiveness of
such Fund's registration statement or prospectus; or (c) a
current prospectus as required by Section 10 of the Securities
Act of 1933, as amended, is not on file with the Securities and
Exchange Commission;
vii) with respect to Shares previously sold to Plans and with respect
to the sale and issuance of new Shares to any Plans, at the
option of the Service Provider, or of any Fund or Dreyfus, as the
case may be, upon an assignment of this Agreement by the Fund or
Dreyfus, or by the Service Provider, as the case may be, in a
manner that is not permitted under the terms of Section 24
hereof; and
viii)with respect to Shares previously sold to Plans and with respect
to the sale and issuance of new Shares to any Plans, at the
option of the Service Provider, or of Dreyfus or any Fund, as the
case may be, upon written notice to the other parties that
Dreyfus or the Fund, or the Service Provider, as the case may be,
is in material breach of this Agreement unless the party in
breach cures the breach to the reasonable satisfaction of the
party alleging breach within 10 days.
(b) Notwithstanding any termination of this Agreement pursuant to Section
16(a) hereof, each Fund and Dreyfus may, at the option of the Fund,
continue to make available additional Shares of that Fund for as long
as the Fund desires pursuant to the terms and conditions of this
Agreement as provided below, for all Plans in effect on the effective
date of termination of this Agreement (hereinafter referred to as
"Existing Plans"). Specifically, without limitation, if that Fund and
Dreyfus so elect to make additional Shares of the Fund available, the
owners of the Existing Plans or the Accounts, whichever shall have
legal authority to do so, shall be permitted to reallocate investments
in that Fund, redeem investments in that Fund and/or invest in that
Fund upon the making of additional purchase payments under the
Existing Plans. In the event of a termination of this Agreement
pursuant to Section 16(a) hereof, such Fund and Dreyfus, as promptly
as is practicable under the circumstances, shall notify Service
Provider whether Dreyfus and that Fund will continue to make Shares of
that Fund available after such termination. If such Shares of the Fund
continue to be made available after such termination, the provisions
of this Agreement shall remain in effect and thereafter either of that
Fund or Service Provider may terminate the Agreement as to that Fund,
as so continued pursuant to this Section 16(b), upon prior written
notice to the other party, such notice to be for a period that is
reasonable under the circumstances but, if given by the Fund, need not
be for more than six months.
17. Indemnification.
(a) The Service Provider agrees to indemnify and hold harmless Dreyfus,
the Funds, the Funds' investment advisers, the Funds' administrators,
and each of their directors, officers, employees, agents and each
person, if any, who controls them within the meaning of the Securities
Act of 1933, as amended (the "Securities Act"), against any losses,
claims, damages, liabilities or expenses to which an indemnitee may
become subject insofar as those losses, claims, damages, liabilities
or expenses or actions in respect thereof, arise out of or are based
upon (i) the provision of Administrative Services by the Service
Provider, (ii) the Service Provider's negligence or willful misconduct
in performing the Services, (iii) any breach by the Service Provider
of any material provision of this Agreement, or (iv) any breach by the
Service Provider of a representation, warranty or covenant made in
this Agreement; and the Service Provider will reimburse the
indemnitees for any legal or other expenses reasonably incurred, as
incurred, by them in connection with investigating or defending such
loss, claim or action. This indemnity agreement will be in addition to
any liability which the Service Provider may otherwise have.
(b) Dreyfus agrees to indemnify and hold harmless the Service Provider and
each of its directors, officers, employees, agents and each person, if
any, who controls the Service Provider within the meaning of the
Securities Act against any losses, claims, damages, liabilities or
expenses to which an indemnitee may become subject insofar as such
losses, claims, damages, liabilities or expenses (or actions in
respect thereof) arise out of or are based upon (i) any breach by
Dreyfus of any material provision of this Agreement, or (ii) any
breach by Dreyfus of a representation, warranty or covenant made in
this Agreement, or (iii) any loss resulting from a pricing error that
is the fault of Dreyfus; and Dreyfus will reimburse the indemnitees
for any legal or other expenses reasonably incurred, as incurred, by
them in connection with investigating or defending any such loss,
claim or action. This indemnity agreement will be in addition to any
liability which Dreyfus may otherwise have.
(c) Promptly after receipt by an indemnitee under this Section 17 of
notice of the commencement of an action, the indemnitee will, if a
claim in respect thereof is to be made against the indemnitor, notify
the indemnitor of the commencement thereof in accordance with the
provisions of Section 18 hereof within 7 days after the summons or
other first legal process shall have been served, unless within such 7
days the indemnitor shall have been served in the same action, in
which case such notification may be given within 60 days, provided
that the omission so to notify the indemnitor will not relieve it from
any liability that it may have to any indemnitee under this Section 17
except to the extent that the indemnitor has been prejudiced in any
material respect by such failure. The omission so to notify the
indemnitor will not relieve it from any liability that it may have to
any indemnitee otherwise than under this Section 17. If any such
action is brought against any indemnitee and it notifies the
indemnitor of the commencement thereof, the indemnitor will be
entitled to assume the defense thereof with counsel reasonably
satisfactory to the indemnitee, and the defendant or defendants in
such action entitled to indemnification hereunder shall have the right
to participate in the defense or preparation of the defense of any
such action. In the event the indemnitor does elect to assume the
defense of any such action, and to retain counsel of good standing,
the defendant or defendants in such action shall bear the fees and
expenses of any additional counsel retained by any of them; but in
case the indemnitor does not elect to assume the defense of any such
action, the indemnitor will reimburse the indemnitee(s) named a
defendant or defendants in such action for the fees and expenses of
one single additional counsel agreed upon by them. If the indemnitor
assumes the defense of any such action, the indemnitor shall not,
without the prior written consent of the indemnitee(s), settle or
compromise the liability of the indemnitee(s) in such action, or
permit a default or consent to the entry of any judgment in respect
thereof, unless in connection with such settlement, compromise or
consent each indemnitee receives from such claimant an unconditional
release from all liability in respect of such claim.
18. Notice. Each notice required by this Agreement shall be given in
writing and delivered personally or mailed by certified mail to the other party
at the following address or such other address as each party may give notice to
the other:
If to the Service Provider, to:
American United Life Insurance Company
Xxx Xxxxxxxx Xxxxxx
Xxxxxxxxxxxx, XX 00000
Attn: General Counsel
If to Dreyfus or any Fund, to:
Dreyfus Service Corporation
000 Xxxx Xxxxxx - 0X
Xxx Xxxx, Xxx Xxxx 00000
Attention: General Counsel
with a copy to:
The Dreyfus Corporation
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: General Counsel
A notice given pursuant to this Section 18 shall be deemed given immediately
when delivered personally.
19. Governing Law. This Agreement shall be governed by and construed in
accordance with the internal laws of the State of New York applicable to
agreements fully executed and to be performed therein.
20. Additional Representations, Warranties and Covenants. Each party
represents that it is free to enter into this Agreement and that by doing so it
will not breach or otherwise impair any other agreement or understanding with
any other person, corporation or other entity. The Service Provider further
represents, warrants, and covenants that:
i) it has full power and authority under applicable law, and has taken
all action necessary, to enter into and perform this Agreement;
ii) it is registered as a transfer agent pursuant to Section 17A of the
Securities Exchange Act of 1934, as amended (the "1934 Act") or is
appropriately exempt from registration under the 1934 Act;
iii) the arrangements provided for in this Agreement will be disclosed to
the Plans through their representatives;
iv) it will not be a "fiduciary" of any Plan as such term is defined in
Section 3(21) of the Employee Retirement Income Security Act of 1974,
as amended ("ERISA"), and Section 4975 of the Internal Revenue Code of
1986, as amended (the "Code");
v) the receipt of the fees described in Section 15 hereof by the Service
Provider will not constitute a "prohibited transaction" as such term
is defined in section 406 of ERISA and Section 4975 of the Code;
vi) OneAmerica is registered as a broker-dealer under the 1934 Act and any
applicable state securities laws, or is not required to be so
registered, including as a result of entering into and performing the
services set forth in this Agreement; and
vii) the Services will be performed by qualified personnel in accordance
with the terms of this Agreement and highest industry standards.
21. Complete Agreement. This Agreement contains the full and complete
understanding of the parties and supersedes all prior representations, promises,
statements, arrangements, agreements, warranties and understandings between the
parties with respect to the subject matter hereof, whether oral or written,
express or implied.
22. Modification. This Agreement may be modified or amended, and the terms
of this Agreement may be waived, only by a writing signed by each of the
parties.
23. Counterparts. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same Agreement.
24. Assignment. This Agreement shall not be assigned by a party hereto,
without the prior written consent of the other parties hereto, except that a
party may assign this Agreement to an affiliate having the same ultimate
ownership as the assigning party without such consent.
25. Survival. The provisions of Sections 5, 12, 13, 14 and 17 shall survive
termination of this Agreement.
26. Lion Remote System.
(a) The Service Provider shall be permitted to use the automated system
made available by Dreyfus for the electronic transmission of account
inquiries and/or instructions with respect to transactions in Shares
to the transfer agent or other person or other entity authorized to
receive such account inquiries and/or transaction instructions (such
automated system, including any computer or other hardware, software
or other equipment of any kind owned or furnished by Dreyfus for use
in conjunction therewith, being hereinafter referred to as the
"System") to fulfill its obligations under Section 3 of this Agreement
to transmit orders for the purchase and redemption of Shares and to
otherwise fulfill its obligations under the Agreement.
(b) The Service Provider represents, warrants and agrees that the Service
Provider will settle or otherwise complete in a timely and proper
manner any purchase, redemption or other transaction with respect to
Shares for which the Service Provider or any party authorized to act
on behalf of the Service Provider or any person having access to the
System through the Service Provider has transmitted transaction
instructions by means of the System.
(c) The Service Provider understands and agrees that Dreyfus reserves the
right, exercisable at any time upon notice to the Service Provider, to
terminate the Service Provider's use of the System for any reason
whatsoever, and that neither Dreyfus nor the Funds shall be liable to
the Service Provider or any other person or entity whatsoever for any
such termination. The Service Provider may terminate its use of the
System at any time upon written notice to Dreyfus. If at the time of
any termination the Service Provider is in possession of any computer
or other hardware, software or other equipment of any kind owned by
Dreyfus or furnished by Dreyfus for use in conjunction with the
System, the Service Provider agrees that Dreyfus shall have the right
to immediately disconnect and repossess all such computer or other
hardware, software and other equipment. The Service Provider agrees to
promptly return to Dreyfus any and all documentation furnished to the
Service Provider relating to the System and to destroy any and all
documentation prepared by the Service Provider ("Service Provider
Documentation") relating to the System (except to the extent such
Service Provider Documentation is otherwise required to be retained by
applicable laws, rules or regulations).
(d) The Service Provider understands and agrees that Dreyfus, the Funds,
the Funds' investment advisers, the Funds' administrators, and each of
their directors, officers, employees and agents, and each person, if
any, who controls them within the meaning of the Securities Act of
1933 shall not be liable for any delays, inaccuracies, errors,
interruptions, mistakes or omissions in the information transmitted
through the System, or in the transmission thereof, or for any other
loss, claim, damage, liability or expense arising out of or in
connection with Service Provider's use of the System, except in the
case of such party's own negligence or willful misconduct.
IN WITNESS WHEREOF, the undersigned have executed this Agreement by their
duly authorized officers as of this ________ day of ________, 2003.
AMERICAN UNITED LIFE INSURANCE COMPANY
Signed: _________________________________
Name: _________________________________
Title: _________________________________
DREYFUS SERVICE CORPORATION
Signed: ________________________________
Name: ________________________________
Title: ________________________________
On behalf of those funds listed on Schedule A
Signed: ________________________________
Name: ________________________________
Title: ________________________________
SCHEDULE A
Fund Number Fund Name
Dreyfus Growth and Value Funds, Inc.
526 Dreyfus Premier Future Leaders Fund - Class T
940 Dreyfus Premier Structured Mid Cap Fund - Class T
The Dreyfus/Laurel Funds, Inc.
198 Dreyfus Premier Small Cap Value Fund - Class T
274 Dreyfus Premier New Leaders Fund, Inc. - Class T
211 The Dreyfus Premier Third Century Fund, Inc. - Class T
778 Dreyfus Premier Worldwide Growth Fund - Class T
SCHEDULE B
The Service Provider shall perform the following services:
1. Maintain separate records for each Plan, which records shall reflect
units of the Accounts purchased and redeemed, including the date and price for
all transactions, and Share balances.
2. Disburse or credit to the Plans, and maintain records of, all proceeds
of redemptions of shares and all other distributions not reinvested in Shares.
3. Prepare, and transmit to the Plans, periodic account statements showing
the total number of units of the Accounts owned by each Plan as of the statement
closing date, purchases and redemptions of Shares by the Plan during the period
covered by the statement, and the dividends and other distributions paid to the
Plan during the statement period (whether paid in cash or reinvested in Shares).
4. Transmit to the Plans prospectuses, proxy materials, reports, and other
information provided by Dreyfus or a Fund and required to be sent to
shareholders under the Federal securities laws.
5. Transmit to the transfer agent of each Fund purchase orders and
redemption requests placed by the Plans.
6. Transmit to the Plans confirmations of purchase orders and redemption
requests placed by the Plans.
7. Maintain all account balance information for the Plans and daily and
monthly purchase summaries expressed in units of the Accounts and dollar
amounts.
8. Settle purchase orders and redemption requests placed by the Service
Provider on behalf of the Plans in accordance with the terms of each Fund's
prospectus.
9. Prepare file or transmit all Federal, state and local government reports
and returns as required by law with respect to each account maintained on behalf
of a Plan.
SCHEDULE C
The Administrative Fees payable each month with respect to a Fund shall be an
amount equal to the amount set forth below as a percentage of assets invested in
such Fund for the period, calculated quarterly based upon the average assets
invested in the Funds at each month's end in the quarter (the "Total Monthly
Fee"). The Fund's share of the Administrative Fees for a given month shall be an
amount equal to the number of Participant accounts underlying the Account
maintained in the Fund as of the last day of the month multiplied by the per
account fee charged by the fund's transfer agent for shareholder accounts
multiplied by one-twelfth (1/12) (the "Fund Monthly Fee"), but shall not exceed
the Total Monthly Fee. Dreyfus" share of the Administrative Fees shall be an
amount equal to the Total Monthly Fee minus the Fund Monthly Fee. For
administrative convenience, Dreyfus may pay the total Monthly Fee to the Service
Provider on behalf of itself and the Fund and collect the Fund Monthly Fee from
the Fund.
Fund Number Fund Name Fees
Bps*
Dreyfus Growth and Value Funds, Inc.
526 Dreyfus Premier Future Leaders Fund - Class T .60%
940 Dreyfus Premier Structured Mid Cap Fund - Class T .60%
.60%
The Dreyfus/Laurel Funds, Inc.
198 Dreyfus Premier Small Cap Value Fund - Class T .60%
274 Dreyfus Premier New Leaders Fund, Inc. - Class T .60%
211 The Dreyfus Premier Third Century Fund, Inc. - Class T .60%
778 Dreyfus Premier Worldwide Growth Fund, Inc. - Class T .60%
* The fees outlined on this Schedule B represent the total fees payable to
American United Life Insurance Company including, but not limited to, any fees
paid pursuant to a Fund's 12b-1 Plan or Shareholder Services Plan.
