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DISTRIBUTION PLAN
RYDEX SERIES FUNDS
WHEREAS, Rydex Series Funds (the "Trust") is engaged in business as an
open-end investment company registered under the Investment Company Act of 1940
(the "1940 Act") and the Trust desires to compensate Service Providers who
provide, the services described herein to shareholders ("Shareholders") who from
time to time beneficially own the shares (the "Shares") of any of the Trust's
Funds (the "Funds") listed on Exhibit A hereto; and
WHEREAS, the Trustees of the Trust have determined that there is a
reasonable likelihood that the following Plan will benefit the Funds of the
Trust and Shareholders of the Shares of such Funds; and
WHEREAS, pursuant to Rule 12b-1 under the 1940 Act, the Trustees of the
Trust adopt the Plan under which Service Providers will provide, pursuant to a
Distribution Agreement, the distribution services stated in Section 2 herein;
NOW, THEREFORE, the Trustees of the Trust hereby adopt this Plan.
SECTION 1. The Trust has adopted this Plan to enable the Trust to
directly or indirectly bear expenses relating to the distribution of the Shares
of the Trust.
SECTION 2. The Trust will pay Service Providers a fee up to the amount
set forth on Exhibit A for distribution services. Service Providers may use this
fee for (i) compensation for its services in connection with distribution
assistance; or (ii) payments to financial institutions and intermediaries such
as banks, savings and loan associations, insurance companies and investment
counselors, broker-dealers, mutual fund supermarkets and the Service Providers's
affiliates and subsidiaries as compensation for services or reimbursement of
expenses incurred in connection with distribution assistance.
SECTION 3. This Plan shall not take effect with respect to any Fund
until it has been approved (a) by a vote of at least a majority of the
outstanding voting securities of the Shares of such Fund; and (b) together with
any related agreements, by votes of the majority of both (i) the Trustees of the
Trust and (ii) the Qualified Trustees (as defined in Section 9 herein), cast in
person at a Board of Trustees meeting called for the purpose of voting on this
Plan or such agreement.
SECTION 4. This Plan shall continue in effect for a period of more than
one year after it takes effect, only for so long as such continuance is
specifically approved at least annually in the manner provided in Part (b) of
Section 3 herein for the approval of this Plan.
SECTION 5. Any person authorized to direct the disposition of monies
paid or payable by the Trust pursuant to this Plan or any related agreement
shall provide to the Trustees of the Trust, at least quarterly, a written report
of the amounts so expended and the purposes for which such expenditures were
made.
SECTION 6. This Plan may be terminated at any time by the vote of a
majority of the Qualified Trustees or by vote of a majority of the outstanding
voting securities of the Shares of the Funds.
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SECTION 7. All agreements with any person relating to implementation of
this Plan shall be in writing, and any agreement related to this Plan shall
provide (a) that such agreement may be terminated at any time, without payment
of any penalty, by the vote of a majority of the Qualified Trustees or by the
vote of a majority of the outstanding voting securities of the Shares of the
Funds, on not more than 60 days written notice to any other party to the
agreement; and (b) that such agreement shall terminate automatically in the
event of its assignment.
SECTION 8. This Plan may not be amended to increase materially the
amount of distribution expenses permitted pursuant to Section 2 hereof without
the approval of Shareholders holding a majority of the outstanding voting
securities of the Shares of the Funds, and all material amendments to this Plan
shall be approved in the manner provided in Part (b) of Section 3 herein for the
approval of this Plan.
SECTION 9. As used in this Plan, (a) the term "Qualified Trustees"
shall mean those Trustees of the Trust who are not interested persons of the
Trust, and have no direct or indirect financial interest in the operation of
this Plan or any agreements related to it, and (b) the terms "assignment" and
"interested person" shall have the respective meanings specified in the 1940 Act
and the rules and regulations thereunder, subject to such exemptions as may be
granted by the Securities and Exchange Commission.
SECTION 10. While this Plan is in effect, the selection and nomination
of those Trustees who are not interested persons of the Trust within the meaning
of Section 2(a)(19) of the 1940 Act shall be committed to the discretion of the
Trustees then in office who are not interested persons of the Trust.
SECTION 11. This Plan shall not obligate the Trust or any other party
to enter into an agreement with any particular person.
Dated as of February 25, 2000.
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EXHIBIT A
DATED FEBRUARY 25, 2000
RYDEX SERIES FUNDS
DISTRIBUTION FEES
RYDEX SERIES FUNDS
Large-Cap Europe Fund
Large-Cap Japan Fund
DISTRIBUTION FEES
Distribution Services.................. twenty-five basis points (.25%)
CALCULATION OF FEES
Distribution fees are based on a percentage of the Funds' average daily
net assets attributable to Shares of the Funds.
