DFA INVESTMENT DIMENSIONS GROUP INC
485APOS, EX-99.H1, 2000-07-28
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                                                         EXHIBIT NO. EX-99.h.1

                      DFA INVESTMENT DIMENSIONS GROUP INC.


                            TRANSFER AGENCY AGREEMENT
                              ADDENDUM NUMBER THREE

         THIS ADDENDUM is made as of this ___ day of July, 2000 by and
between DFA INVESTMENT DIMENSIONS GROUP INC., a Maryland corporation (the
"Fund"), and PFPC INC., formerly known as "Provident Financial Processing
Corporation," a Delaware corporation the ("Transfer Agent" or "PFPC").

                              W I T N E S S E T H :

         WHEREAS, the Fund is registered as an open-end, management
investment company under the Investment Company Act of 1940, as amended, and
its shares are registered under the Securities Act of 1933, as amended; and

         WHEREAS, the Fund has retained PFPC to serve as the Fund's transfer
agent, registrar and dividend disbursing agent, pursuant to a Transfer Agency
Agreement dated June 19, 1989 (the "Agreement"), which, as of the date
hereof, remains in full force and effect; and

         WHEREAS, Paragraph 1 of the Agreement provides that PFPC shall
provide such services to any class of shares created by the Fund after the
date of the Agreement upon the mutual agreement of the Fund and the Transfer
Agent; and

         WHEREAS, PFPC presently provides such services to the existing
portfolios of shares of the Fund and, has agreed to provide such services to
four (4) new portfolios of the Fund, designated as the LD U.S. Large Company
Portfolio, HD U.S. Large Company Portfolio, LD U.S. Marketwide Value
Portfolio and HD U.S. Marketwide Value Portfolio, which are listed on
Schedule A, attached hereto; and

         NOW, THEREFORE, in consideration of the premises and mutual
covenants herein contained, and intending to be legally bound thereby, the
parties hereby agree that:

         1.   The Agreement hereby is amended to provide that all those
series set forth on "Schedule A, Portfolios of DFA Investment Dimensions
Group Inc., Amended and Restated as of July ___, 2000," which is attached
hereto, shall be "Shares" under the Agreement.


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         2.   The fee schedules of PFPC applicable to the series shall be as
agreed to in writing, from time to time, by the Fund and the Transfer Agent.

         3.   In all other respects, the Agreement shall remain unchanged and
in full force and effect.

         4.   This Addendum 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 instrument.

         IN WITNESS WHEREOF, the parties hereto have caused this Addendum
Number Three to the Agreement to be executed by their duly authorized
officers designated below on the day and year first above written.

                                       DFA INVESTMENT DIMENSIONS GROUP INC.

                                       By:
                                           --------------------------------
                                           Catherine L. Newell
                                           Vice President


                                       PFPC INC.

                                       By:
                                           --------------------------------
                                           Joseph Gramlich
                                           Senior Vice President


<PAGE>


                                                          AMENDED AND RESTATED
                                                                 JULY __, 2000

                                   SCHEDULE A

                                    SERIES OF
                      DFA INVESTMENT DIMENSIONS GROUP INC.

                        U.S. 6-10 SMALL COMPANY PORTFOLIO
                          U.S. LARGE COMPANY PORTFOLIO
                            U.S. 6-10 VALUE PORTFOLIO
                         U.S. LARGE CAP VALUE PORTFOLIO
                      ENHANCED U.S. LARGE COMPANY PORTFOLIO
                        U.S. 9-10 SMALL COMPANY PORTFOLIO
                            U.S. 4-10 VALUE PORTFOLIO
               RWB/DFA INTERNATIONAL HIGH BOOK TO MARKET PORTFOLIO
                           EMERGING MARKETS PORTFOLIO
                        JAPANESE SMALL COMPANY PORTFOLIO
                     UNITED KINGDOM SMALL COMPANY PORTFOLIO
                       CONTINENTAL SMALL COMPANY PORTFOLIO
                       PACIFIC RIM SMALL COMPANY PORTFOLIO
                       DFA ONE YEAR FIXED INCOME PORTFOLIO
                   DFA TWO-YEAR GLOBAL FIXED INCOME PORTFOLIO
                        EMERGING MARKETS VALUE PORTFOLIO
                      DFA REAL ESTATE SECURITIES PORTFOLIO
                   DFA INTERNATIONAL SMALL CAP VALUE PORTFOLIO
                        LARGE CAP INTERNATIONAL PORTFOLIO
                   DFA FIVE-YEAR GLOBAL FIXED INCOME PORTFOLIO
               DFA INTERMEDIATE GOVERNMENT FIXED INCOME PORTFOLIO
                       DFA FIVE-YEAR GOVERNMENT PORTFOLIO
                            VA SMALL VALUE PORTFOLIO
                            VA LARGE VALUE PORTFOLIO
                        VA INTERNATIONAL VALUE PORTFOLIO
                        VA INTERNATIONAL SMALL PORTFOLIO
                          VA SHORT-TERM FIXED PORTFOLIO
                            VA GLOBAL BOND PORTFOLIO
                      INTERNATIONAL SMALL COMPANY PORTFOLIO
                      EMERGING MARKETS SMALL CAP PORTFOLIO
                      TAX-MANAGED U.S. 5-10 VALUE PORTFOLIO
                  TAX-MANAGED U.S. 6-10 SMALL COMPANY PORTFOLIO
                  TAX-MANAGED DFA INTERNATIONAL VALUE PORTFOLIO
                   TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO
                     LD U.S. LARGE COMPANY PORTFOLIO (7/00)
                     HD U.S. LARGE COMPANY PORTFOLIO (7/00)
                    LD U.S. MARKETWIDE VALUE PORTFOLIO (7/00)
                    HD U.S. MARKETWIDE VALUE PORTFOLIO (7/00)



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