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SUPPLEMENTAL TERMS AND CONDITIONS TO
THE MANAGEMENT AGREEMENT BETWEEN
THE AMERICAN AADVANTAGE FUNDS
AND
AMR INVESTMENT SERVICES, INC.
The attached amended Schedule A is hereby incorporated into the
Management Agreement dated April 3, 1987, as supplemented on August 1, 1994,
November 1, 1995, December 17, 1996, July 25, 1997, September 1, 1998 and
January 1, 1999 (the "Agreement") between the American AAdvantage Funds and AMR
Investment Services, Inc. To the extent that there is any conflict between the
terms of the Agreement and these Supplemental Terms and Conditions
("Supplement"), this Supplement shall govern.
Dated: May 19, 2000
American AAdvantage Funds
By:
-------------------------------
Barry Y. Greenberg
Vice President and Assistant
Secretary
AMR Investment Services, Inc.
By:
-------------------------------
William F. Quinn
President
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AMENDED
SCHEDULE A
TO THE
MANAGEMENT AGREEMENT
BETWEEN
AMR INVESTMENT SERVICES, INC.
AND THE
AMERICAN AADVANTAGE FUNDS
I. BASE FEE
As compensation pursuant to section 6 of the Management Agreement
between AMR Investment Services, Inc. (the "Manager") and the American
AAdvantage Funds (the "AAdvantage Trust"), the AAdvantage Trust shall pay to the
Manager a fee, computed daily and paid monthly, at the following annual rates as
percentages of each Fund's average daily net assets:
(1) 0.10% of the net assets of the Balanced Fund, the Large Cap Value
Fund, the International Equity Fund, the Small Cap Value Fund, the S&P
500 Index Fund, the Large Cap Growth Fund, the Emerging Markets Fund,
the Small Cap Index Fund and the International Equity Index Fund plus
all fees payable by the Manager with respect to such Funds pursuant to
any Investment Advisory Agreement entered into pursuant to Paragraph
2(d) of said Management Agreement;
(2) 0.10% of the net assets of the Money Market Fund, the Municipal
Money Market Fund and the U.S. Government Money Market Fund; and
(3) 0.25% of the net assets of the Intermediate Bond Fund and the
Short-Term Bond Fund.
To the extent that a Fund invests all of its investable assets (i.e.,
securities and cash) in another registered investment company, however, the
AAdvantage Trust will not pay the Manager any fee pursuant to Section 6 of the
Agreement.
II. SECURITIES LENDING DUTIES AND FEES
A. Manager Duties
The Manager agrees to provide the following services in connection with
the investment of cash collateral received from the securities lending
activities of each Fund of the AAdvantage Trust: (a) assist the securities
lending agent (the "Agent") in determining which specific securities are
available for loan, (b) monitor the Agent to ensure that securities loans are
effected in accordance with its
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instructions and within the procedures adopted by the Board of Trustees of the
AAdvantage Trust, (c) prepare appropriate periodic reports for, and seek
appropriate approvals from, the Board of Trustees of the AAdvantage Trust with
respect to securities lending activities, (d) respond to Agent inquiries
concerning Agent's compliance with applicable guidelines, and (e) perform such
other duties as necessary.
B. Securities Lending Fees
As compensation for services provided by the Manager in connection with
securities lending activities of each Fund of the AAdvantage Trust, the lending
Fund shall pay to the Manager, with respect to cash collateral posted by
borrowers, a fee up to 25% of the net monthly interest income (the gross
interest income earned by the investment of cash collateral, less the amount
paid to borrowers as well as related expenses) from such activities and, with
respect to loan fees paid by borrowers when a borrower posts collateral other
than cash, a fee up to 25% of such loan fees.
To the extent that a Fund invests all of its investable assets (i.e.,
securities and cash) in another registered investment company, however, the
AAdvantage Trust will not pay the Manager any fee for services provided by the
Manager in connection with securities lending activities.
DATED: May 19, 2000
