[Form of]
SUPPLEMENT TO
INVESTMENT ADVISORY CONTRACT
PIMCO Funds
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_____________, 1994
Pacific Investment
Management Company
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RE: Moderate Duration Fund
Dear Sirs:
This will confirm the agreement between the undersigned (the "Trust") and
Pacific Investment Management Company (the "Adviser") as follows:
1. The Trust is an open-end management investment company organized as a
Massachusetts business trust and consisting of such separate investment
portfolios as have been or may be established by the Trustees of the Trust from
time to time. A separate class of shares of beneficial interest in the Trust is
offered to investors with respect to each investment portfolio. The Moderate
Duration Fund (the "Fund") is a separate investment portfolio of the Trust.
2. The Trust and the Adviser have entered into an Investment Advisory
Contract ("Contract") dated May 6, 1987, as amended, pursuant to which the Trust
has employed the Adviser to provide investment advisory and other services
specified in the Contract, and the Adviser has accepted such employment.
3. As provided in paragraph 1 of the Contract, the Trust hereby appoints
the Adviser to serve as Investment Adviser with respect to the Fund, and the
Adviser accepts such appointment, the terms and conditions of such employment to
be governed by the Contract, which is hereby incorporated herein by reference.
4. The term "Portfolio" as used in the Contract shall, for purposes of this
Supplement, pertain to the Fund.
5. As provided in paragraph 6 of the Contract and subject to further
conditions as set forth therein, the Trust shall with respect to the Fund pay
the Adviser a monthly fee on the first business day of each month based upon the
average daily value (as determined on each business day at the time set forth in
the Prospectus for determining net asset value per share) of the net assets of
the Fund during the preceding month, at the following annual rates:
Portion of Average Daily
Value of Net Assets of
the Fund Fee Rate
Assets up to $150 million 0.30%
Assets over $150 million 0.25%
6. This Supplement and the Contract shall become effective with respect to
the Fund on , 1994, and shall thereafter continue in effect with respect to the
Fund for a period of more than two years from such date only so long as the
continuance is specifically approved at least annually (a) by the vote of a
majority of the outstanding voting securities of the Fund (as defined in the
1940 Act) or by the Trust's Board of Trustees and (b) by the vote, cast in
person at a meeting called for that purpose, of a majority of the Trust's
Trustees who are not parties to this Contract or "interested persons" (as
defined in the Investment Company Act of 1940 ("1940 Act")) of any such party.
This Contract may be terminated with respect to the Trust at any time, without
the payment of any penalty, by vote of a majority of the outstanding voting
securities of the Fund (as defined in the 1940 Act) or by a vote of a majority
of the Trust's entire Board of Trustees on 60 days' written notice to the
Adviser. This Contract shall terminate automatically in the event of its
assignment (as defined in the 1940 Act).
If the foregoing correctly sets forth the agreement between the Trust and
the Adviser, please so indicate by signing and returning to the Trust the
enclosed copy hereof.
Very truly yours,
PIMCO Funds
BY:___________________
TITLE:
ACCEPTED:
Pacific Investment
Management Company
BY:______________
TITLE:
[Form of]
SUPPLEMENT TO
INVESTMENT ADVISORY CONTRACT
PIMCO Funds
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____________, 1994
Pacific Investment
Management Company
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RE: VersaSTYLE Fund
Dear Sirs:
This will confirm the agreement between the undersigned (the "Trust") and
Pacific Investment Management Company (the "Adviser") as follows:
1. The Trust is an open-end management investment company organized as a
Massachusetts business trust and consisting of such separate investment
portfolios as have been or may be established by the Trustees of the Trust from
time to time. A separate class of shares of beneficial interest in the Trust is
offered to investors with respect to each investment portfolio. The VersaSTYLE
Fund (the "Fund") is a separate investment portfolio of the Fund.
2. The Trust and the Adviser have entered into an Investment Advisory
Contract ("Contract") dated May 6, 1987, as amended, pursuant to which the Trust
has employed the Adviser to provide investment advisory and other services
specified in the Contract, and the Adviser has accepted such employment.
3. As provided in paragraph 1 of the Contract, the Trust hereby appoints
the Adviser to serve as Investment Adviser with respect to the Fund, and the
Adviser accepts such appointment, the terms and conditions of such employment to
be governed by the Contract, which is hereby incorporated herein by reference.
4. The term "Portfolio" as used in the Contract shall, for purposes of this
Supplement, pertain to the Fund.
5. As provided in paragraph 6 of the Contract and subject to further
conditions as set forth therein, the Trust shall with respect to the Fund pay
the Adviser a monthly fee on the first business day of each month based upon the
average daily value (as determined on each business day at the time set forth in
the Prospectus for determining net asset value per share) of the net assets of
the Fund during the preceding month, at the following annual rates:
Portion of Average Daily
Value of Net Assets of
the Fund Fee Rate
Assets up to $150 million 0.45%
Assets over $150 million 0.40%
6. This Supplement and the Contract shall become effective with respect to
the Fund on , 1994, and shall thereafter continue in effect with respect to the
Fund for a period of more than two years from such date only so long as the
continuance is specifically approved at least annually (a) by the vote of a
majority of the outstanding voting securities of the Fund (as defined in the
1940 Act) or by the Trust's Board of Trustees and (b) by the vote, cast in
person at a meeting called for that purpose, of a majority of the Trust's
Trustees who are not parties to this Contract or "interested persons" (as
defined in the Investment Company Act of 1940 ("1940 Act")) of any such party.
This Contract may be terminated with respect to the Trust at any time, without
the payment of any penalty, by vote of a majority of the outstanding voting
securities of the Fund (as defined in the 1940 Act) or by a vote of a majority
of the Trust's entire Board of Trustees on 60 days' written notice to the
Adviser. This Contract shall terminate automatically in the event of its
assignment (as defined in the 1940 Act).
If the foregoing correctly sets forth the agreement between the Trust and
the Adviser, please so indicate by signing and returning to the Trust the
enclosed copy hereof.
Very truly yours,
PIMCO Funds
BY:_________________
TITLE:
ACCEPTED:
Pacific Investment
Management Company
BY:_________________
TITLE: