EXHIBIT 99.M(8)
PLAN OF DISTRIBUTION PURSUANT TO RULE 12b-1
OF
THE DLJ TECHNOLOGY FUND
CLASS R SHARES
The DLJ Technology Fund (the "Fund") intends to engage in business as a
separate series of DLJ Select Funds (the "Company"), which is an open-end
management investment company registered as such under the Investment Company
Act of 1940 (the "Act"). The Company intends to employ Donaldson, Lufkin &
Jenrette Securities Corporation and/or others as the principal underwriter and
distributor (the "Distributor") of the Class R shares of the Fund pursuant to a
written distribution agreement and desires to adopt a plan of distribution
pursuant to Rule 12b-1 under the Act to assist in the distribution of Class R
shares of the Fund.
The Board of Trustees (the "Board") of the Company having determined that
a plan of distribution containing the terms set forth herein is reasonably
likely to benefit the Fund and its shareholders, the Company hereby adopts a
compensation type plan of distribution for the Fund's Class R shares (the
"Plan") pursuant to Rule 12b-1 under the Act on the following terms and
conditions:
1. The Company is hereby authorized to pay to the Distributor as
compensation for its services, distribution payments and/or service fees (the
"Payments") in connection with the distribution of Class R shares of the Fund
not to exceed .25 of 1% of the average daily net assets of the Class R shares of
the Fund. Such Payments as shall be approved by the Board shall be accrued daily
and paid monthly in arrears or shall be accrued and paid at such other intervals
as the Board shall determine.
2. Payments may be made by the Company under this Plan for the purpose of
financing or assisting in the financing of any activity which is primarily
intended to result in the sale of Class R shares of the Fund. The scope of the
foregoing shall be interpreted by the Board from time to time including the
selection of those activities for which payment can be made whose decision shall
be conclusive. Without in any way limiting the discretion of the Board, the
following activities are hereby declared to be primarily intended to result in
the sale of Class R shares of the Fund: advertising the Fund either alone or
together with other funds; compensating underwriters, dealers, brokers, banks
and other selling entities and sales and marketing personnel of any of them for
sales of Class R shares of the Fund, whether in a lump sum or on a continuous,
periodic, contingent, deferred or other basis; compensating underwriters,
dealers, brokers,
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banks and other servicing entities and servicing personnel (including the Fund's
investment adviser and its personnel) of any of them for providing services to
shareholders of the Fund relating to their investment in the Fund, including
assistance in connection with inquiries relating to shareholder accounts; the
production and dissemination of prospectuses (including statements of additional
information) of the Fund and the preparation, production and dissemination of
sales, marketing and shareholder servicing materials; third party consultancy or
similar expenses relating to any activity for which Payment is authorized by the
Board; and the financing of any activity for which Payment is authorized by the
Board.
3. Amounts paid to the Distributor by the Fund under the Plan will not be
used to pay the distribution expenses incurred with respect to any other class
of shares of the Fund except that distribution expenses attributable to the Fund
as a whole will be allocated to the Class R shares according to the ratio of the
sales of Class R shares to the total sales of the Fund's shares over the Fund's
fiscal year or such other allocation method approved by the Trustees.
4. The Company is hereby authorized and directed to enter into appropriate
written agreements with the Distributor and each other person to whom the
Company intends to make any Payment, and the Distributor is hereby authorized
and directed to enter into appropriate written agreements with each person to
whom the Distributor intends to make any payments in the nature of a Payment.
The foregoing requirement is not intended to apply to any agreement or
arrangement with respect to which the party to whom Payment is to be made does
not have the purpose set forth in Section 2 above (such as the printer in the
case of the printing of a prospectus or a newspaper in the case of an
advertisement) unless the Board determines that such an agreement or arrangement
should be treated as a "related" agreement for purposes of Rule 12b-1 under the
Act.
5. Each agreement required to be in writing by Section 4 must contain the
provisions required by Rule 12b-1 under the Act and must be approved by a
majority of the Board ("Board Approval") and by a majority of the trustees
("Disinterested Trustee Approval") who are not "interested persons" of the
Company and have no direct or indirect financial interest in the operation of
the Plan or any such agreement, by vote cast in person at a meeting called for
the purposes of voting on such agreement.
6. The officers, investment adviser or Distributor of the Fund, as
appropriate, shall provide to the Board and the Board shall review, at least
quarterly, a written report of the amounts expended pursuant to this Plan and
the purposes for which such Payments were made.
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7. To the extent any activity is covered by Section 2 and is also an
activity which the Company may pay for on behalf of the Fund without regard to
the existence or terms and conditions of a plan of distribution under Rule 12b-1
of the Act (such as the printing of prospectuses for existing Fund
shareholders), this Plan shall not be construed to prevent or restrict the
Company from paying such amounts outside of this Plan and without limitation
hereby and without such payments being included in calculation of Payments
subject to the limitation set forth in Section 1.
8. This Plan shall not take effect until it has been approved by a vote of
at least a majority of the outstanding voting securities of the Class R shares
of the Fund. This Plan may not be amended in any material respect without Board
Approval and Disinterested Trustee Approval and may not be amended to increase
the maximum level of Payments permitted hereunder without such approvals and
further approval by a vote of at least a majority of the outstanding voting
securities of the Fund. This Plan may continue in effect for longer than one
year after its approval by the shareholders of the Fund only as long as such
continuance is specifically approved at least annually by Board Approval and by
Disinterested Trustee Approval.
9. While the Plan is in effect, the selection and nomination of the
Trustees who are not "interested persons" of the Company will be committed to
the discretion of such disinterested Trustees.
10. This Plan may be terminated at any time by a vote of the Trustees who
are not interested persons of the Company and have no direct or indirect
financial interest in the operation of the Plan or any agreement hereunder, cast
in person at a meeting called for the purposes of voting on such termination, or
by a vote of at least a majority of the outstanding voting securities of the
Class R shares of the Fund.
11. For purposes of this Plan the terms "interested person" and "related
agreement" shall have the meanings ascribed to them in the Act and the rules
adopted by the Securities and Exchange Commission thereunder and the term "vote
of a majority of the outstanding voting securities" of the Class R shares of the
Fund shall mean the vote, at the annual or a special meeting of the holders of
Class R shares of the Fund duly called the lesser of (a) 67% or more of the
voting securities of the Class R shares of the Fund present at such meeting, if
the holders of more than 50% of the outstanding voting securities of the Class R
shares of the Fund are present or represented by proxy or (b) more than 50% of
the outstanding voting securities of the Class R shares of the Fund.
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