AMENDMENT NO. 1 TO MANAGEMENT AGREEMENT
THIS AMENDMENT NO. 1 TO MANAGEMENT AGREEMENT ("Amendment") is made as
of the 1st day of August, 2000, by and between AMERICAN CENTURY MUTUAL FUNDS,
INC., a Maryland corporation (hereinafter called the "Corporation"), and
AMERICAN CENTURY INVESTMENT MANAGEMENT, INC., a Delaware corporation
(hereinafter called the "Investment Manager").
WHEREAS, the Corporation and the Investment Manager are parties to that
certain Management Agreement dated August 1, 1997 ("Agreement"); and
WHEREAS, the parties hereto desire to enter into this Amendment to
revise the amount of compensation paid to the Investment Manager for two series
of shares.
NOW, THEREFORE, IN CONSIDERATION of the mutual promises and agreements
herein contained, the parties agree as follows:
1. AMENDMENT OF MANAGEMENT FEES. Section 6 of the Agreement is hereby
amended by deleting the fees shown for the Balanced Fund and Ultra Fund, and
replacing them as follows:
Name of Series Name of Class Applicable Fee Rate
-------------- ------------- -------------------
Balanced Fund Investor Class 0.90% first $1 billion
0.80% over $1 billion
Institutional Class 0.70% first $1 billion
0.60% over $1 billion
Advisor Class 0.65% first $1 billion
0.55% over $1 billion
Ultra Fund Investor Class 1.00% first $20 billion
0.95% over $20 billion
Institutional Class 0.80% first $20 billion
0.75% over $20 billion
Advisor Class 0.75% first $20 billion
0.70% over $20 billion
2. CONTINUATION OF AGREEMENT. The Agreement shall continue in effect
with respect to the Balanced Fund and Ultra Fund, unless sooner terminated as
hereinafter provided, until July 31, 2001, and for as long thereafter as its
continuance is specifically approved at least annually (a) by the Board of
Directors of the Corporation or by the vote of a majority of the outstanding
class of voting securities of each series and (b) by the vote of a majority of
the Directors of the Corporation, who are not parties to the Agreement or
interested persons of any such party, cast in person at a meeting called for the
purpose of voting on such approval.
3. RATIFICATION AND CONFIRMATION OF AGREEMENT. In the event of a
conflict between the terms of this Amendment and the Agreement, it is the
intention of the parties that the terms of this Amendment shall control and the
Agreement shall be interpreted on that basis. To the extent the provisions of
the Agreement have not been amended by this Amendment, the parties hereby
confirm and ratify the Agreement.
4. FULL FORCE AND EFFECT. Except as expressly supplemented, amended or
consented to hereby, all of the representations, warranties, terms, covenants
and conditions of the Agreement shall remain unamended and shall continue to be
in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be
executed by their respective duly authorized officers as of the day and year
first above written.
AMERICAN CENTURY MUTUAL AMERICAN CENTURY INVESTMENT
FUNDS, INC. MANAGEMENT, INC.
By: /s/ David C. Tucker By: /s/ William M. Lyons
Name: David C. Tucker Name: William M. Lyons
Title: Vice President Title: Executive Vice President
Attest: /s/ Janet A. Nash Attest: /s/ Charles A. Etherington
Name: Janet A. Nash Name: Charles A. Etherington
Title: Assistant Secretary Title: Assistant Secretary
