<PAGE> 1
Exhibit (n)(2)
CALAMOS INVESTMENT TRUST
PLAN PURSUANT TO RULE 18F-3(D) UNDER
THE INVESTMENT COMPANY ACT OF 1940
(as amended and restated as of August 1, 2000)
Calamos Investment Trust (the "Trust") may offer different classes of
shares of each series of the Trust pursuant to Rule 18f-3 under the Investment
Company Act of 1940 (the "Act") under the following Plan.
1. The Plan encompasses four classes of shares of each series of the Trust
(each, a "Fund" and collectively the "Funds") that may be offered as follows:
(a) Class A shares are to be sold with a maximum front-end sales
charge of 4.75% of offering price and are subject to the payment of rule
12b-1 fees at a maximum annual rate of 0.50% of the average daily net
assets attributable to such shares. Front-end sales charges may be reduced
or waived as permitted by Rule 22d-1 under the Act. Class A shares that
were sold without a sales load by reason of a purchase price of $1 million
or more that are redeemed within 24 months from purchase (excluding shares
purchased by reinvestment of dividends or distributions) are subject to a
contingent deferred sales charge ("CDSC") imposed on the lesser of either
the purchase price or the net asset value of the shares redeemed, at the
rate of 1.00% on shares redeemed within one year after purchase, or at the
rate of 0.50% if purchased after July 31, 2000 and redeemed during the
second year after purchase. Class A shares are not otherwise subject to a
CDSC. The CDSC may be reduced or waived as permitted by Rule 6c-10 under
the 1940 Act and as described in the Funds' prospectus as from time to time
in effect.
(b) Class B shares are to be sold at net asset value without a
front-end sales charge and are subject to the payment of rule 12b-1 fees at
a maximum annual rate of 1.00% of the average daily net assets attributable
to such shares. Class B shares (excluding shares purchased by reinvestment
of dividends or distributions) that are redeemed within six years of
purchase are subject to a CDSC of up to 5.00% of either the purchase price
or the net asset value of the shares redeemed, whichever is less (which
period may be shorter and which percentage may be less for certain Funds,
as described in the Funds' prospectus as from time to time in effect); such
percentage declines the longer the shares are held, as described in the
Funds' prospectus as from time to time in effect. The CDSC may be reduced
or waived as permitted by Rule 6c-10 under the Act and as described in the
Funds' prospectus as from time to time in effect. Class B shares
automatically convert to Class A shares of the same Fund at the end of the
calendar month eight years after purchase (or such earlier date as the
Trustees may authorize), except that Class B shares purchased through the
reinvestment of dividends and other distributions on Class B shares convert
to Class A shares at the same time as the shares with respect to which they
were purchased are converted and Class B shares acquired by the exchange of
Class B shares of another Fund will convert to Class A shares based on the
time of the initial purchase.
<PAGE> 2
(c) Class C shares are to be sold at net asset value without a
front-end sales charge and are subject to the payment of rule 12b-1 fees at
a maximum annual rate of 1.00% of the average daily net assets attributable
to such shares. Class C shares (excluding shares purchased by reinvestment
of dividends or distributions) that are redeemed within one year of
purchase are subject to a CDSC of up to 1.00% of either the purchase price
or the net asset value of the shares redeemed, whichever is less (which
period may be shorter and which percentage may be less for certain Funds,
as described in the Funds' prospectus as from time to time in effect). The
CDSC may be reduced or waived as permitted by Rule 6c-10 under the Act and
as described in the Funds' prospectus as from time to time in effect.
(d) Class I shares are to be sold without a sales charge and are not
subject to the payment of any rule 12b-1 fees.
2. Rule 12b-1 fees with respect to shares of any class of any series shall
be allocated to that class of that series. Income, realized and unrealized
capital gains and losses, and expenses of any series not allocated to a
particular class of the series as provided in the preceding sentence, shall be
allocated to the series as a whole.
3. Each class of any series shall vote separately with respect to any
matter that separately affects that class or as required by applicable law. The
shares of each class have one vote per share and a pro-rata fractional vote for
a fraction of a share.