EX-99.d.5 ADVSR CONTR
[EXHIBIT (d)(5)]
FIRST AMERICAN INVESTMENT FUNDS, INC.
SUPPLEMENT DATED AS OF JULY 24, 1998
TO
INVESTMENT ADVISORY AGREEMENT
(STRATEGIC INCOME FUND)
WHEREAS, First American Investment Funds, Inc., a Maryland corporation
(the "Fund"), and First Bank National Association, a national banking
association organized and existing under bylaws of the United States of America
(the "Adviser"), previously entered into that Investment Advisory Agreement
dated April 2, 1991 (the "Advisory Agreement"); and
WHEREAS, the Fund is creating a new Portfolio (as such term is defined
in the Advisory Agreement) known as Strategic Income Fund; and
WHEREAS, the Fund and the Adviser contemplate that the Adviser will
retain a sub-adviser with respect to Strategic Income Fund and wish to make
provision therefor.
NOW, THEREFORE, the Fund and the Adviser agree as follows:
1. In performing its services under the Advisory Agreement, the Adviser
may at its option and expense, with respect to Strategic Income Fund only,
appoint a sub-advisor, which shall assume such responsibilities and obligations
of the Adviser pursuant to the Advisory Agreement as shall be delegated to the
sub-adviser; provided, however that any discretionary investment decisions made
by the sub-adviser on behalf of Strategic Income Fund shall be subject to
approval or ratification by the Adviser. Any appointment of a sub-adviser and
assumption of responsibilities and obligations of the Adviser by such
sub-adviser shall be subject to approval by the Board of Directors of the Fund
and, to the extent (if any) required by law, by the shareholders of Strategic
Income Fund. Any appointment of a sub-adviser for Strategic Income Fund pursuant
hereto shall in no way limit or diminish the Adviser's obligations and
responsibilities under the Advisory Agreement.
2. The Advisory Agreement, as supplemented hereby, is hereby ratified
and confirmed in all respects.
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IN WITNESS WHEREOF, the Fund and the Adviser have caused this
Supplement to be executed by their duly authorized officers as of the day and
year first above written.
FIRST AMERICAN INVESTMENT
FUNDS, INC.
By: __________________________________
Its: ______________________________
U.S. BANK NATIONAL ASSOCIATION
By: __________________________________
Its: ______________________________
