SCHEDULE A
To the Investment Advisory Agreement dated March 1, 1997
between The Victory Portfolios, on the behalf of the following Funds, and
Key Asset Management Inc.
Annual fee,
Name of Fund as a percentage of average daily net assets.*
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1. Established Value Fund 0.65% on the first $100 million, 0.55% on
the next $100 million, 0.45% in excess of
$200 million.
2. Gradison Government Reserves 0.50% on the first $400 million, 0.45% on
Fund the next $600 million, 0.40% on the next $1
billion, and 0.35% in excess of $2 billion.
3. Lakefront Fund 1.00%
4. Nasdaq-100 Index Fund 0.60%
5. Real Estate Investment Fund 1.00%
As amended May 23, 2000
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* Note, however, that the Adviser shall have the right, but not the obligation,
to voluntarily waive any portion of the advisory fee from time to time. Any such
voluntary waiver will be irrevocable and determined in advance of rendering
investment advisory services by the Adviser, and shall be in writing and signed
by the parties hereto.
