Exhibit (m)(7)
FIRSTAR FUNDS, INC.
SHAREHOLDER SERVICES PLAN
(Conning Money Market Fund)
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This Shareholder Services Plan (the "Plan") has been adopted by the
Board of Directors of Firstar Funds, Inc. (the "Company") with respect to the
Conning Money Market Fund (the "Fund").
Section 1. Expenses. The Company may incur expenses under the Plan
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in an amount not to exceed 0.75% annually of the Fund's average daily net
assets.
Section 2. Payments for Shareholder Liaison Services Covered by
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Plan.
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(a) The Company may pay securities dealers, brokers, financial
institutions or other industry professionals, such as investment
advisers, accountants, and estate planning firms (each a "Service
Organization") for Shareholder Liaison Services (as hereinafter
defined) provided with respect to their customers' Shares in the Fund.
Shareholder Liaison Services shall be provided pursuant to an
agreement in substantially the form attached hereto ("Servicing
Agreement").
(b) Fees paid to a Service Organization under subsection (a) above may be
paid at an annual rate of up to 0.25% of the average daily net assets
attributable to the outstanding Shares of the Fund, which Shares are
owned of record or beneficially by that Service Organization's
customers for whom such Service Organization is the dealer of record
or shareholder of record or with whom it has a servicing relationship.
Such fees shall be calculated and accrued daily, paid monthly and
computed in the manner set forth in the Servicing Agreement.
(c) "Shareholder Liaison Services" means "personal service and/or the
maintenance of shareholder accounts" within the meaning of the Rules
of Fair Practice of the National Association of Securities Dealers,
Inc., such as responding to customers' inquiries and providing
information on their investments.
Section 3. Payments for Administrative Support Services Covered by
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Plan.
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(a) The Company may also pay Service Organizations for Administrative
Support Services (as hereinafter defined) provided with respect to
their customers' Shares in the Fund. Administrative Support Services
shall be provided pursuant to a Servicing Agreement. Any organization
that receives fees under Section 2 of this Plan may also receive fees
pursuant to this Section 3.
(b) Fees paid to a Service Organization under subsection (a) above may be
paid at an annual rate of up to 0.50% of the average daily net assets
attributable to the outstanding Shares of the Fund, which Shares are
owned of record or beneficially by that Service Organization's
customers for whom such Service Organization is the dealer of record
or shareholder of record or with whom it has a servicing relationship.
Such fees shall be calculated and accrued daily, paid monthly and
computed in the manner set forth in the Servicing Agreement.
(c) "Administrative Support Services" include but are not limited to:
(i) transfer agent and subtransfer agent services for beneficial
owners of Shares of the Fund; (ii) aggregating and processing purchase
and redemption orders; (iii) providing beneficial owners with
statements showing their positions in Shares of the Fund;
(iv) processing dividend payments; (v) providing subaccounting
services for Shares of the Fund held beneficially; (vi) forwarding
shareholder communications, such as proxies, shareholder reports,
dividend and tax notices, and updating prospectuses to beneficial
owners; and (vii) receiving, tabulating, and transmitting proxies
executed by beneficial owners; provided, however, that such term does
not include Shareholder Liaison Services.
Section 4. Expenses Allocated. Amounts paid by the Fund under the
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Plan must be for services rendered for or on behalf of the holders of the Fund's
Shares.
Section 5. Reports to Fund. So long as this Plan is in effect, the
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Fund's Administrator shall provide the Fund's Board of Directors, and the
Directors shall review, at least quarterly, a written report of the amounts
expended pursuant to the Plan and the purposes for which such expenditures were
made.
Section 6. Approval of Plan. This Plan will become effective with
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respect to the Fund on the date the public offering of Shares of the Fund
commences upon the approval by a majority of the Board of Directors, including a
majority of those Directors who are not "interested persons" (as defined in the
Investment Company Act of 1940, as amended) and who have no direct or indirect
financial interest in the operation of the Plan or in any agreements entered in
connection with the Plan (the "Disinterested Directors"), pursuant to a vote
cast in person at a meeting called for the purpose of voting on approval of the
Plan.
Section 7. Continuance of Plan. Unless sooner terminated in
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accordance with the terms hereof, this Plan shall continue until February 28,
2001, and thereafter for so long as its continuance is specifically approved at
least annually by the Company's Board of Directors in the manner described in
Section 6 hereof.
Section 8. Amendments. This Plan may be amended at any time by the
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Board of Directors, provided that any material amendments of the terms of the
Plan shall become effective only upon the approval set forth in Section 6
hereof.
Section 9. Termination. This Plan is terminable without penalty at
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any time by (a) a vote of a majority of the Disinterested Directors, or (b) a
vote of a majority of the outstanding Shares of the Fund.
Section 10. Miscellaneous. The captions in this Plan are included
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for convenience of reference only and in no way define or delimit any of the
provisions hereof or otherwise affect their construction or effect.
Adopted: ____________, 2000
