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DISTRIBUTION PLAN
Financial Investors Trust, Magnet Total
Market Growth Fund (Investor Shares)
This Distribution Plan (the Distribution Plan), made as of ____________, 2000,
is the plan of Financial Investors Trust (the Trust), a business trust organized
and existing under the laws of the state of Delaware, on behalf of the Investor
Shares of the Magnet Total Market Growth Fund (the Fund).
1. This Distribution Plan, when effective in accordance with its terms, shall be
the written plan contemplated by Securities and Exchange Commission Rule 12b-1
under the Investment Company Act of 1940, as amended (the 1940 Act), for the
Investor Shares of the Fund.
2. The Trust has entered into a General Distribution Agreement on behalf of the
Fund with ALPS Mutual Funds Services, Inc. (ALPS) under which ALPS uses all
reasonable efforts, consistent with its other business, to secure purchasers of
the Fund's shares. Such efforts may include, but are neither required to include
nor are limited to, the following:
(1) formulation and implementation of marketing and promotional
activities, such as mail promotions and television, radio,
newspaper, magazine and other mass media advertising;
(2) preparation, printing and distribution of sales literature;
(3) preparation, printing and distribution of prospectuses of the Fund
and reports to recipients other than existing shareholders of the
Fund;
(4) obtaining such information, analyses and reports with respect to
marketing and promotional activities as ALPS may from time to
time, deem advisable;
(5) making payments to securities dealers and others engaged in the
sales of the Fund shares, and
(6) providing training, marketing and support to such dealers and
others with respect to the sale of the Fund shares.
3. In consideration for the services provided and the expenses incurred by ALPS
pursuant to the General Distribution Agreement, the Fund shall pay to ALPS a fee
at the annual rate of up to (and including) .25% of the Fund's average daily net
assets attributable to the Investor Shares throughout the month, or such lesser
amount as may be established from time to time by the Trustees of the Trust by
resolution, as specified in this paragraph. Such fee shall be computed daily and
paid monthly. The determination of daily net assets for the Investor Shares of
the Fund shall be made at the close of business each day throughout the month
and computed in the manner specified in the Fund's then current Prospectus for
the determination of the net asset value of the Investor Shares of the Fund.
ALPS may use all or any portion of the fee received pursuant to the Distribution
Plan to compensate securities dealers or other persons who have engaged in the
sale of Investor Shares of the Fund pursuant to agreements with ALPS, or to pay
any of the expenses associated with other activities authorized under paragraph
2 hereof.
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4. This Distribution Plan became effective with respect to the Investor Shares
of the Fund as of ________, 2000, this Distribution Plan having been approved
(1) by a vote of majority of the Trustees of the Trust, including a majority of
Trustees who are not "interested persons" of the Trust (as defined in the 1940
Act) and who have no direct or indirect financial interest in the operation of
this Distribution Plan or in any agreement related to the Distribution Plan (the
Independent Trustees), cast in person at a meeting called for the purpose of
voting on this Distribution Plan; and (2) by a vote of a majority of the
outstanding voting securities (as such term is defined in Section 2(a)(42) of
the 1940 Act) of the Investor Shares of the Fund.
5. During the existence of this Distribution Plan, the Trust will commit the
selection and nomination of those Trustees who are not interested persons of the
Trust to the discretion of such Independent Trustees.
6. This Distribution Plan shall, unless terminated as hereinafter provided,
remain in effect until __________, 2001 and from year to year thereafter;
provided, however, that such continuance is subject to approval annually by a
vote of a majority of the Trustees of the Trust, including a majority of the
Independent Trustees, cast in person at a meeting called for the purpose of
voting on this Distribution Plan.
7. This Distribution Plan may be amended with respect to the Investor Shares of
the Fund, at any time by the Board of Trustees, provided that (a) any amendment
to increase materially the maximum fee provided for in paragraph 3 hereof, must
be approved by a vote of a majority of the outstanding voting securities (as
such term is defined in Section 2(a)(42) of the 1940 Act) of the Investor Shares
of the Fund, and (b) any material amendment of this Distribution Plan must be
approved in the manner provided in paragraph 4(1) above.
8. This Distribution Plan may be terminated with respect to the Investor Shares
of the Fund, at any time, without the payment of any penalty, by vote of a
majority of the Independent Trustees or by a vote of a majority of the
outstanding voting securities (as such term is defined in Section 2(a)(42) of
the 1940 Act) of the Fund.
9. During the existence of this Distribution Plan, the Trust shall require ALPS
to provide to the Trust, for review by the Trust's Trustees, and the Trustees
shall review, at least quarterly, a written report of the amounts expended in
connection with financing any activity primarily intended to result in the sale
of the shares (making estimates of such costs where necessary or desirable) and
the purposes for which such expenditures were made.
10. This Distribution Plan does not require ALPS to perform any specific type or
level of distribution activities or to incur any specific level of expenses for
activities primarily intended to result in the sale of shares of the Fund.
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11. In the event that Rule 2830 of the NASD Conduct Rules precludes the Fund (or
any NASD member) from imposing a sales charge (as defined in that Rule) or any
portion thereof, then ALPS shall not make payments hereunder from the date that
the Fund discontinues or is required to discontinue imposition of some or all of
its sales charges. If the Fund resumes imposition of some or all of its sales
charge, ALPS will receive payments hereunder.
12. Consistent with the limitation of shareholder and Trustee liability as set
forth in the Trust's Declaration of Trust, any obligations assumed by the Trust,
the Fund or Shareholders thereof pursuant to this Plan and any agreements
related to this Plan shall be limited in all cases to the proportionate
ownership of Investor Shares of the Fund and its assets, and shall not
constitute obligations of any shareholder of any other funds of the Trust or of
any Trustee.
13. If any provision of the Distribution Plan shall be held or made invalid by a
court decision, statute, rule or otherwise, the remainder of the Distribution
Plan shall not be affected thereby.
