<PAGE> 1
State Street Bank and Trust Company
1776 Heritage Drive
North Quincy, MA 02171
Re: Custody Agreement
Transfer Agency and Service Agreement
American AAdvantage Funds
Gentlemen:
This is to advise you that the American AAdvantage Funds ("the Funds") have
established a new series, known as the Small Cap Value Fund. In accordance with
the Additional Funds provisions of Section 20 of the Custodian Contract dated
December 1, 1997 and Section 15 of the Transfer Agency and Services Agreement
dated January 1, 1998 between the Funds and State Street Bank and Trust Company,
the Funds hereby request that you act as Custodian and Transfer Agent for the
new series under the terms of the respective contracts.
Furthermore, this letter serves as notice to you that as of March 1, 1998, the
name of the Limited-Term Income Fund changed to Short-Term Bond Fund and as of
March 1, 1999, the name of the Growth and Income Fund will change to the Large
Cap Value Fund.
Finally, this letter, with your consent, will serve as the agreement between the
parties to provide contractual settlement with respect to the additional
countries set forth in the attached amendment to Schedule C of the Custodian
Contract.
Pursuant to Section 20 of the above referenced Custodian Contract and Section 15
of the above referenced Transfer Agency and Services Agreement, the Funds hereby
request that Schedule D of the Custodian Contract and Schedule A of the Transfer
Agency and Services Agreement be amended and restated as attached.
Please indicate your acceptance of the foregoing by executing three copies of
this Letter Agreement, returning one to the Funds and retaining two copies for
your records.
American AAdvantage Funds
By:
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President
Agreed to as of the 1st day of January, 1999:
State Street Bank and Trust Company
By:
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Title:
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CUSTODIAN AGREEMENT
SCHEDULE D
PORTFOLIOS
<TABLE>
<CAPTION>
Name of Portfolio Effective Date
----------------- --------------
<S> <C>
BALANCED FUND JANUARY 1, 1998
INTERMEDIATE BOND FUND DECEMBER 1, 1997
INTERNATIONAL EQUITY FUND JANUARY 1, 1998
LARGE CAP VALUE FUND (F/K/A GROWTH AND
INCOME FUND) JANUARY 1, 1998
MONEY MARKET FUND DECEMBER 1, 1997
MUNICIPAL MONEY MARKET FUND DECEMBER 1, 1997
SHORT-TERM BOND FUND (F/K/A LIMITED-TERM
INCOME FUND) DECEMBER 1, 1997
SMALL CAP VALUE FUND JANUARY 1, 1999
S&P 500 INDEX FUND JANUARY 1, 1998
U.S. GOVERNMENT MONEY MARKET FUND DECEMBER 1, 1997
</TABLE>
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TRANSFER AGENCY AND SERVICE AGREEMENT
SCHEDULE A
PORTFOLIOS
Name of Portfolio
-----------------
BALANCED FUND
INTERMEDIATE BOND FUND
INTERNATIONAL EQUITY FUND
LARGE CAP VALUE FUND (F/K/A GROWTH AND INCOME FUND)
MONEY MARKET FUND
MUNICIPAL MONEY MARKET FUND
S&P 500 INDEX FUND
SHORT-TERM BOND FUND (F/K/A LIMITED-TERM INCOME FUND)
SMALL CAP VALUE FUND
U.S. GOVERNMENT MONEY MARKET FUND
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CUSTODIAN AGREEMENT
SCHEDULE C
COUNTRIES/SETTLEMENT SYSTEMS WITH RESPECT TO WHICH
CONTRACTUAL SETTLEMENT MAY BE PROVIDED
Australia
Austria
Belgium
Canada
Denmark
Euroclear
Finland
France
Germany
Hong Kong
Italy
Ireland
Japan
Netherlands
New Zealand
Norway
Portugal
Singapore
Spain
Sweden
Switzerland
United Kingdom
United States of America
