EXHIBIT (D)(28)
IVY FUND
MASTER BUSINESS MANAGEMENT AND INVESTMENT ADVISORY
AGREEMENT SUPPLEMENT
Ivy International Growth Fund
AGREEMENT made as of the 8th day of December, 2000, by and between Ivy
Fund (the "Trust") and Ivy Management, Inc. (the "Manager").
WHEREAS, the Trust is an open-end investment company, organized as a
Massachusetts business trust, and consists of such separate investment
portfolios as have been or may be established and designated by the Trustees of
the Trust from time to time;
WHEREAS, a separate class of shares of the Trust is offered to
investors with respect to each investment portfolio;
WHEREAS, the Trust has adopted a Master Business Management and
Investment Advisory Agreement dated December 31, 1991 (the "Master Agreement"),
pursuant to which the Trust has appointed the Manager to provide the business
management and investment advisory services specified in that Master Agreement;
and
WHEREAS, Ivy International Growth Fund (the "Fund") is a separate
investment portfolio of the Trust.
NOW, THEREFORE, the Trustees of the Trust hereby take the following
actions, subject to the conditions set forth:
1. As provided for in the Master Agreement, the Trust hereby adopts the
Master Agreement with respect to the Fund, and the Manager hereby acknowledges
that the Master Agreement shall pertain to the Fund, the terms and conditions of
such Master Agreement being hereby incorporated herein by reference.
2. The term "Portfolio" as used in the Master Agreement shall, for
purposes of this Supplement, pertain to the Fund.
3. As provided in the Master Agreement and subject to further
conditions as set forth therein, the Fund shall pay the Manager a monthly fee on
the first business day of each month based upon the average daily value (as
determined on each business day at the time set forth in the Prospectus of the
Fund for determining net asset value per share) of the net assets of the Fund
during the preceding month at the annual rate of 1.00%.
4. This Supplement and the Master Agreement (together, the "Agreement")
shall become effective with respect to the Fund as of the date specified above,
and unless sooner terminated as hereinafter provided, the Agreement shall remain
in effect with respect to the Fund for a period of more than two (2) years from
such date only so long as the continuance is specifically approved at least
annually (a) by the vote of a majority of the outstanding voting securities of
the Fund (as defined in the Investment Company Act of 1940, as amended (the
"1940 Act")) or by the Trust's entire Board of Trustees and (b) by the vote,
cast in person at a meeting called for that purpose, of a majority of the
Trust's Independent Trustees. This Agreement may be terminated with respect to
the Fund at any time, without payment of any penalty, by vote of a majority of
the outstanding voting securities of the Fund (as defined in the 1940 Act) or by
vote of a majority of the Trust's entire Board of Trustees on sixty (60) days'
written notice to the Manager or by the Manager on sixty (60) days' written
notice to the Trust. This Agreement shall terminate automatically in the event
of its assignment (as defined in the 1940 Act).
IN WITNESS WHEREOF, the Trust and the Manager have adopted this
Supplement as of the date first set forth above.
IVY FUND, on behalf of
Ivy International Growth Fund
/s/ JAMES W. BROADFOOT
By: __________________________
James W. Broadfoot, President
IVY MANAGEMENT, INC.
/s/ KEITH J. CARLSON
By: __________________________
Keith J. Carlson, President
