Amendment
Plan and Agreement of Distribution
(Class A, B and C)
April 14, 2005
The Plan and Agreement of Distribution between the Registrant(s) on behalf of
its Fund(s) and American Express Financial Advisors, Inc. (AEFA), the principle
underwriter of the Fund, is amended as follows. All other provisions of the
agreement remain in full force and effect.
1. This plan and the portion of it constituting the agreement are separate
and have the respective separate termination provisions set forth in
Rule 12b-1 (iii) and (iv).
2. In paragraph four (4) the word month is replaced with quarter.
3. Paragraph five (5) is deleted in its entirety and replaced with, "For
Class B and Class C shares, the fee under this agreement will be equal
on an annual basis to 1.00% of the average daily net assets of the Funds
attributable to Class B shares and Class C shares, respectively. Of that
amount, 0.75% shall be reimbursed for distribution expenses. The amount
so determined shall be paid to AEFA in cash within five (5) business
days after the last day of each month. The additional 0.25% shall be
paid to AEFA to compensate AEFA, financial advisors and servicing agents
for personal service to shareholders and maintenance of shareholder
accounts. The amount so determined shall be paid to AEFA in cash within
five (5) business days after the last day of each quarter."
4. The last sentence of paragraph twelve (12) is deleted and replaced with,
"The Plan shall continue until terminated by action of the members of
the Fund's board who are not interested persons of the Fund and have no
direct or indirect financial interest in the operations of the Plan, and
the related Agreement will terminate automatically in the event of its
assignment as that term is defined in the Investment Company Act."
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date
first written above.
AXP DISCOVERY SERIES, INC.
AXP Core Bond Fund
AXP Income Opportunities Fund
AXP Limited Duration Bond Fund
AXP MARKET ADVANTAGE SERIES, INC.
AXP Portfolio Builder Funds
/s/ Xxxxxx X. Xxx
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Xxxxxx X. Xxx
Vice President
AMERICAN EXPRESS FINANCIAL ADVISORS, INC.
/s/ Xxxxx X. Xxxxx
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Xxxxx X. Xxxxx
Senior Vice President and General Manager - Mutual Funds
