EXECUTION VERSION
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AMERICAN CENTURY FUNDS
TERMINATION, REPLACEMENT AND
RESTATEMENT AGREEMENT RELATING TO
$620,000,000
CREDIT AGREEMENT
Dated as of December 17, 2002
JPMORGAN CHASE BANK,
as Administrative Agent
THE SEVERAL BANKS FROM
TIME TO TIME PARTIES HERETO
▇. ▇. ▇▇▇▇▇▇ SECURITIES INC.,
as Advisor, Lead Arranger and Bookrunner
BANK OF AMERICA, N.A.
as Syndication Agent
DANSKE BANK A/G
ROYAL BANK OF SCOTLAND Plc
NATIONAL AUSTRALIA BANK LIMITED
as Documentation Agents
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TERMINATION, REPLACEMENT AND RESTATEMENT AGREEMENT (this "TRR
Agreement") dated as of December 17, 2002, among (i) each fund signatory hereto
(each a "Fund" and collectively, the "Funds") on behalf of each entity listed on
Schedule I under the heading "Borrower", which entity is a series or portfolio
of such Fund (each such series or portfolio, a "Borrower" and, collectively, the
"Borrowers"), (ii) the several banks from time to time parties to this Agreement
(the "Banks") and (iii) JPMORGAN CHASE BANK, a New York banking corporation, as
administrative agent for the Banks hereunder (in such capacity, the
"Administrative Agent");
WHEREAS, certain of the Borrowers, the Banks and the
Administrative Agent are parties to a Credit Agreement dated as of December 18,
2001 (the "Original Credit Agreement");
WHEREAS, the Original Credit Agreement is to be terminated as
provided herein; and
WHEREAS, the Banks and the Administrative Agent are willing,
subject to the terms and conditions of this TRR Agreement, to replace the
Original Credit Agreement with a new credit agreement as provided herein.
NOW, THEREFORE, in consideration of the mutual agreements
contained in this TRR Agreement and other good and valuable consideration, the
sufficiency and receipt of which are hereby acknowledged, the parties hereto
hereby agree as follows:
SECTION 1. Termination, Replacement and Restatement. Subject
to the conditions set forth in Section 3 hereof:
(a) The Original Credit Agreement, including all schedules and
exhibits thereto, is hereby terminated, subject to applicable provisions set
forth therein as to the survival of certain rights and obligations, and
simultaneously replaced by a new credit agreement (the "New Credit Agreement")
identical in form and substance to the Original Credit Agreement, including all
schedules and exhibits thereto, except as expressly set forth below. All
References in the Original Credit Agreement to "this Credit Agreement", "this
Agreement", or "the Credit Agreement" shall be deemed to mean the New Credit
Agreement.
(b) The heading of the New Credit Agreement shall read as
follows:
"CREDIT AGREEMENT, dated as of December 17, 2002 (this
"Agreement") among (i) each fund signatory hereto (each a "Fund" and
collectively, the "Funds") on behalf of itself or on behalf of each entity
listed on Schedule I under the heading "Borrower", which entity is a series or
portfolio of such Fund (each such series or portfolio, a "Borrower" and,
collectively, the "Borrowers"), (ii) the several banks from time to time parties
to this Agreement, which banks are listed on Schedule II (the "Banks"), and
(iii) JPMORGAN CHASE BANK, a New York banking corporation, as administrative
agent for the Banks hereunder (in such capacity, the "Administrative Agent");"
(c) Section 1.1 of the Original Credit Agreement is hereby
modified in the New Credit Agreement so that the following definitions read in
their entirety as stated below:
"'Closing Date' December 17, 2002."
"Interfund Lending": lending by a registered investment
company or an investment portfolio thereof advised by the Investment Adviser to
one or more other registered investment companies or investment portfolios
thereof advised by the Investment Adviser, or borrowing by a registered
investment company or an investment portfolio thereof advised by the Investment
Adviser from one or more other registered investment companies or investment
portfolios thereof advised by the Investment Adviser, in either case pursuant to
an Interfund Lending Exemptive Order issued by the Securities and Exchange
Commission, or otherwise allowed by Applicable Law.
"Interfund Lending Exemptive Order": an exemptive order,
including any amended or supplemental order, issued by the Securities and
Exchange Commission authorizing Interfund Lending.
"Interfund Loan": a loan to a Borrower pursuant to an
Interfund Lending arrangement."
(d) Section 1.1 of the Original Credit Agreement is hereby
amended in the New Credit Agreement by deleting the definition of "Swing Line
Commitment" in Section 1.1 of the New Credit Agreement and replacing the
following in lieu thereof:
"Swing Line Commitment" shall mean the obligation of the Swing
Line Lender to make Swing Line Loans pursuant to Section 2.12 hereof in the
aggregate principal amount at any one time not to exceed $25,000,000."
(e) Section 2.1 (Loans) of the Original Credit Agreement is
hereby modified in the New Credit Agreement by deleting the first five words and
inserting in lieu thereof the following phrase: "Subject to Section 4.2(a)
hereof,"
(f) Section 2.3 (Changes of Commitments) of the Original
Credit Agreement is hereby modified in the New Credit Agreement by replacing the
amount $620,000,000 with the amount $650,000,000 each place such amount appears
in such Section.
(g) Section 2.12 of the Original Credit Agreement is hereby
amended in the New Credit Agreement by deleting such Section in its entirety and
replacing the following in lieu thereof:
"2.12 Swing Line Commitment: Subject to the terms and
conditions hereof, Bank of America (in such capacity, the "Swing Line Lender")
agrees to make available to each Borrower a portion of the credit otherwise
available under the Commitments from time to time by making swing line loans
("Swing Line Loans") to such Borrower in an aggregate principal amount not to
exceed at any one time outstanding the Swing Line Commitment (provided that the
Swing Line Loans outstanding at any time, when aggregated with the Swing Line
Lender's other outstanding Loans hereunder, shall not exceed the Swing Line
Lender's Commitment then in effect); and provided further that, that on the date
of the making of any Swing Line Loan, the sum of the aggregate principal amount
of all outstanding Loans and Swing Line Loans shall not exceed the total
Commitments. During the Commitment Period applicable to each Borrower, such
Borrower may use the Swing Line Commitment by borrowing, repaying and
reborrowing, all in accordance with the terms and conditions hereof."
(h) A new Section 2.15 of the New Credit Agreement shall read
in its entirety as follows:
"2.15 Interfund Lending. (a) Notwithstanding anything in
this Agreement to the contrary (including, without limitation, Sections 8.8 and
8.9 hereof), Interfund Lending shall be expressly permitted hereunder, and the
mere making or receipt of an Interfund Loan in and of itself shall not, with
respect to any Borrower a party thereto (as a lender or a borrower), constitute
a violation of any condition precedent, representation or covenant contained
herein or constitute a Default or Event of Default; provided that all other
terms and conditions of this Agreement are satisfied, and provided further,
that:
(i) such Interfund Lending (1) is not otherwise prohibited
by law, (2) has been duly authorized, (3) is consistent with the terms of the
Interfund Lending Exemptive Order, (4) is not in contravention of the Borrower's
Prospectus, and (5) is deemed to be Indebtedness for purposes of calculating the
Asset Coverage Ratio as it applies to the Borrower;
(ii) a Borrower may not be a lender of an Interfund Loan
at any time during which the Borrower has any Loan outstanding;
(iii) if, at any time, an Interfund Loan is outstanding to
a Borrower that has any Loans outstanding as well, and if at such time the Asset
Coverage Ratio for the Borrower shall be less than the required Asset Coverage
Ratio for the Borrower pursuant to this Agreement, then the Borrower shall repay
such outstanding Interfund Loans and Loans on a pro rata basis and on the same
repayment schedule (subject, in any and all event, to such Borrower's obligation
to prepay in accordance with 2.9 hereof) to the extent necessary to ensure that
the Asset Coverage Ratio of all borrowings of the Borrower after such payments
is in compliance with applicable covenants concerning minimum Asset Coverage
Ratios set forth in this Agreement;
(iv) if any payment with respect to an Interfund Loan
would cause the Asset Coverage Ratio for a Borrower to be less than the required
Asset Coverage Ratio for the Borrower pursuant to this Agreement, then the
Borrower shall make any payments with respect to such outstanding Interfund
Loans on a pro rata basis with payments with respect to Loans to the extent
necessary to ensure that the Asset Coverage Ratio of all borrowings of the
Borrower after such payments is in compliance with applicable covenants
concerning minimum Asset Coverage Ratios set forth in this Agreement;
(v) a default by a Borrower with respect to an Interfund
Loan shall constitute an Event of Default with respect to the Borrower for
purposes of this Agreement;
(vi) if a Default or Event of Default with respect to a
Borrower has occurred and is continuing under this Agreement other than as
specified above in Section 2.15(a)(iii), then any payments made with respect to
outstanding Interfund Loans shall be made on a pro rata basis with payments with
respect to Loans until such Default or Event of Default is cured or waived;
(vii) if at any time a Borrower should secure an Interfund
Loan or Interfund Loans with collateral, then the Borrower shall collateralize
each Loan to such Borrower under this Agreement (I) in substantially the same
manner and to substantially the same extent as is required with respect to each
Interfund Loan to the Borrower, as more particularly described in the Interfund
Lending Exemptive Order and (II) with collateral having substantially the same
liquidity and substantially similar credit characteristics as that of the
collateral securing such Interfund Loan or Interfund Loans, provided that the
collateral coverage percentage ratio for Loans shall not be less than the
greater of (x) 102% or (y) the collateral coverage ratio for Interfund Loans;
and
(viii) for purposes of calculating the Asset Coverage
Ratio of a Borrower, the amount equal to the aggregate value of the collateral
securing an Interfund Loan or Loan minus the amount of such Interfund Loan or
Loan, respectively, shall be subtracted from the value of Total Assets in the
numerator of such Asset Coverage Ratio.
(b) Without otherwise limiting the purposes for which
proceeds of a Loan may be used as specified in Section 8.5 of this Agreement, a
Borrower shall be expressly permitted to use the proceeds of a Loan to repay an
outstanding Interfund Loan of the Borrower, subject to the conditions set forth
in paragraph (a) of this Section 2.15 and the other conditions of this Agreement
(including without limitation Section 8.5 hereof)."
(i) Schedules I and II of the New Credit Agreement shall be in
the form of Schedules I and II to this TRR Agreement.
(j) Each definition of "Credit Agreement" in the Schedules and
Exhibits to the New Credit Agreement shall be amended to read: "the Credit
Agreement, dated as of December 17, 2002 (as amended, supplemented or otherwise
modified from time to time), among the Borrowers named therein, the Banks and
the Administrative Agent."
SECTION 2. Representations and Warranties. To induce the
Administrative Agent and the Banks to enter into this TRR Agreement and to make
the Loans, each Fund on behalf of itself and each Borrower hereby represents and
warrants to the Administrative Agent and each Bank that (it being agreed that
each Fund represents and warrants only to matters with respect to itself and
each Borrower that is a part of such Fund, and each Borrower represents and
warrants only to matters with respect to itself):
(a) This TRR Agreement and the New Credit Agreement have been
duly authorized and, in the case of this TRR Agreement, executed and delivered
by it and constitute its legal, valid and binding obligations enforceable in
accordance with their terms, except as enforceability may be limited by
applicable bankruptcy, insolvency, reorganization, moratorium or similar laws
affecting the enforcement of creditors' rights generally and by general
equitable principles (whether enforcement is sought by proceedings in equity or
at law).
(b) The representations and warranties set forth in Section 7
of the New Credit Agreement are true and correct in all material respects on the
date hereof with the same effect as if made on the date hereof, except to the
extent such representations and warranties expressly relate to an earlier date.
(c) Before and after giving effect to this TRR Agreement, no
Default has occurred and is continuing.
SECTION 3. Conditions to Effectiveness. This TRR Agreement and
the New Credit Agreement, including the agreement of each Bank to make Loans
thereunder, shall become effective as of December 17, 2002 (the "Effective
Date") upon the occurrence of the following conditions precedent (which shall be
deemed to satisfy Section 6.1 of the New Credit Agreement):
(a) The Administrative Agent shall have received counterparts
of this TRR Agreement which, when taken together, bear the signatures of all the
parties hereto.
(b) The Administrative Agent shall have received, on behalf of
itself and the Banks, a favorable written opinion of internal counsel for the
Borrowers referring to this TRR Agreement and the New Credit Agreement, (i)
dated the date hereof, (ii) addressed to the Administrative Agent and the Banks,
and (iii) covering such other matters relating to this TRR Agreement and the
transactions hereunder and under the New Credit Agreement as the Administrative
Agent or its counsel shall reasonably request, and the Borrowers hereby instruct
their counsel to deliver such opinion.
(c) The Administrative Agent shall have received on the date
hereof (i) a certificate as to the good standing, or as to the subsistence, of
the relevant Fund for each Borrower, as of a recent date, from the Secretary of
State of its state of incorporation; (ii) a certificate of the Secretary or
Assistant Secretary of each such Fund dated the date hereof and certifying (A)
that attached thereto is a true and complete copy of the by-laws of each such
Fund, if any, as in effect on the date hereof and at all times since a date
prior to the date of the resolutions described in clause (B) below, or to the
extent not attached, that such by-laws have not been amended since December 18,
2001, (B) that attached thereto is a true and complete copy of resolutions duly
adopted by the Board of Trustees or Directors, as the case may be, of each such
Fund on its own behalf and on behalf of its respective Borrowers authorizing
this TRR Agreement and the execution, delivery and performance of this TRR
Agreement and the borrowings under the New Credit Agreement, and that such
resolutions have not been modified, rescinded or amended and are in full force
and effect, (C) that attached thereto is a true and complete copy of the
certificate of incorporation or declaration of trust of each such Fund in effect
on the date hereof or to the extent not attached, that such certificate of
incorporation or declaration of trust has not been amended since December 18,
2001, and (D) as to the incumbency and specimen signature of each officer
executing this TRR Agreement or any other document delivered in connection
herewith on behalf of such Fund; (iii) a certificate of another officer as to
the incumbency and specimen signature of the Secretary or Assistant Secretary
executing the certificate pursuant to (ii) above; and (iv) such other documents
as the Banks or counsel for the Administrative Agent may reasonably request.
(d) The Administrative Agent shall have received, with a copy
for each Bank, true and correct copies, certified as to authenticity by the
Fund, of the most recent Prospectus for each Borrower, the Investment Management
Agreement for each such Borrower, the Distribution Agreement for each such
Borrower, the Custody Agreement for each such Borrower, the Shareholder Services
Agreement of each Fund with respect to each such Borrower, the current
registration statement for each such Borrower, the most recent annual and
semi-annual financial reports for each such Borrower and such other documents or
instruments as may be reasonably requested by the Administrative Agent,
including, without limitation, a copy of any debt instrument, security agreement
or other material contract to which any Borrower may be a party.
(e) All legal matters incident to this TRR Agreement, the New
Credit Agreement and the borrowings and extensions of credit hereunder shall be
satisfactory to the Banks and to ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & ▇▇▇▇▇ LLP, counsel for
the Administrative Agent.
(f) The Administrative Agent shall have received all fees and
other amounts due and payable on or prior to the date hereof, including, to the
extent invoiced, reimbursement or payment of all out-of pocket expenses required
to be reimbursed or paid by the Borrowers or Funds hereunder.
SECTION 4. Applicable Law. THIS TRR AGREEMENT SHALL BE
CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK
WITHOUT GIVING EFFECT TO THE CONFLICTS OF LAW PRINCIPLES THEREOF.
SECTION 5. Original Credit Agreement. Until the occurrence of
the earlier of the Effective Date as provided in Section 3 hereof or the
Commitment Termination Date (as defined in the Original Credit Agreement), the
Original Credit Agreement shall continue in full force and effect in accordance
with the provisions thereof and the rights and obligations of the parties
thereto shall not be affected hereby, and all fees and interest accruing under
the Original Credit Agreement shall continue to accrue at the rates provided for
therein.
SECTION 6. Counterparts. This TRR Agreement may be executed in
two or more counterparts, each of which shall constitute an original but all of
which when taken together shall constitute but one contract.
SECTION 7. Expenses. Each of the Borrowers agrees, severally
and neither jointly nor jointly and severally, to reimburse the Administrative
Agent for its Allocation (as defined in the New Credit Agreement) of the
Administrative Agent's out-of-pocket expenses in connection with this TRR
Agreement, including the reasonable fees, charges and disbursements of counsel
for the Administrative Agent.
[Signature pages to follow]
IN WITNESS WHEREOF, the parties hereto have caused this TRR
Agreement to be duly executed by their respective authorized officers as of the
day and year first written above.
JPMORGAN CHASE BANK,
as Administrative Agent
By: ____________________________
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2002
AMERICAN CENTURY MUTUAL FUNDS, INC., on behalf of
Balanced Fund
Giftrust Fund
Growth Fund
Heritage Fund
New Opportunities Fund
New Opportunities Fund II
Select Fund
Ultra Fund
Tax-Managed Value Fund
Veedot Fund
Vista Fund
By: /s/▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY WORLD MUTUAL FUNDS, INC., on behalf of
International Growth Fund
International Discovery Fund
International Opportunities Fund
Emerging Markets Fund
Global Growth Fund
Life Sciences Fund
Technology Fund
By: /s/▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2002
AMERICAN CENTURY CAPITAL PORTFOLIOS, INC. on behalf of
Value Fund
Equity Income Fund
Real Estate Fund
Small Cap Value Fund
Equity Index Fund
Large Company Value Fund
By: /s/▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC. on behalf of
Strategic Allocation: Conservative
Strategic Allocation: Moderate
Strategic Allocation: Aggressive
By: /s/▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY VARIABLE PORTFOLIOS, INC. on behalf of
VP Balanced
VP Capital Appreciation
VP Value
VP International
VP Income & Growth
VP Ultra
VP Vista
By: /s/▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2002
AMERICAN CENTURY TAX-FREE AND MUNICIPAL FUNDS, on behalf of
California Intermediate-Term Tax-Free Fund
California Long-Term Tax-Free Fund
California High-Yield Municipal Fund
California Limited-Term Tax-Free Fund
By: /s/▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY MUNICIPAL TRUST on behalf of
Tax-Free Bond Fund
Florida Municipal Bond Fund
Arizona Municipal Bond Fund
High-Yield Municipal Fund
By: /s/▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY TARGET MATURITIES TRUST on behalf of
Target Maturities Trust: 2005
Target Maturities Trust: 2010
Target Maturities Trust: 2015
Target Maturities Trust: 2020
Target Maturities Trust: 2025
Target Maturities Trust: 2030
By: /s/▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2002
AMERICAN CENTURY GOVERNMENT INCOME TRUST, on behalf of
▇▇▇▇▇▇ ▇▇▇ Fund
Short-Term Government Fund
Government Bond Fund
Inflation-Adjusted Bond Fund
By: /s/▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY QUANTITATIVE EQUITY FUNDS on behalf of
Global Gold Fund
Income & Growth Fund
Equity Growth Fund
Utilities Fund
Global Natural Resources Fund
Small Cap Quantitative Fund
By: /s/▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY INVESTMENT TRUST on behalf of
Diversified Bond Fund
High-Yield
By: /s/▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY INTERNATIONAL BOND FUNDS on behalf of
International Bond Fund
By:
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Treasurer
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2002
NATIONAL AUSTRALIA BANK LIMITED
By:
Name:
Title:
By:
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER ▇▇▇▇
▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, N.A.
By:
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2002
CREDIT LYONNAIS, NEW YORK BRANCH
By:
Name:
Title:
By:
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2002
DANSKE BANK A/S
By:
Name:
Title:
By:
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2002
UMB BANK, N.A.
By:
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER ▇▇▇▇
▇▇▇▇▇▇ ▇▇, ▇▇▇ ▇▇▇▇ BRANCH
By:
Name:
Title:
By:
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER ▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇ BANK AND TRUST COMPANY
By:
Name:
Title:
AMERICAN CENTURY FUNDS
TRR AGREEMENT SIGNATURE PAGE
DECEMBER 2002
ROYAL BANK OF SCOTLAND Plc
By:
Name:
Title:
By:
Name:
Title:
SCHEDULE I
BORROWERS & ALLOCATIONS
Fund Pro Rata Allocation
------------------------------------------------------------------------------
American Century Mutual Funds, Inc.
BALANCED 0.94%
GIFTRUST 2.02%
GROWTH 7.45%
HERITAGE 1.92%
NEW OPPORTUNITIES 0.78%
NEW OPPORTUNITIES II 0.07%
SELECT 6.20%
TAX MANAGED VALUE 0.09%
ULTRA 32.46%
VEEDOT 0.32%
VISTA 2.65%
American Century World Mutual Funds, Inc.
EMERGING MARKETS 0.26%
GLOBAL GROWTH 0.55%
INTERNATIONAL DISCOVERY 2.50%
INTERNATIONAL GROWTH 7.31%
INTL OPPORTUNITIES 0.05%
LIFE SCIENCES 0.25%
TECHNOLOGY 0.34%
American Century Capital Portfolios, Inc.
EQUITY INCOME 2.21%
EQUITY INDEX 0.70%
LARGE COMPANY VALUE 0.17%
REAL ESTATE 0.27%
SMALL CAP VALUE 1.72%
VALUE 3.43%
American Century Strategic Asset Allocations, Inc.
STRAT ALLOCATION - AGGRESSIVE 0.65%
STRAT ALLOCATION - CONSERVATIVE 0.28%
STRAT ALLOCATION - MODERATE 1.25%
American Century Variable Portfolios, Inc.
VP BALANCED 0.30%
VP CAPITAL APPRECIATION 0.44%
VP INCOME & GROWTH 1.01%
VP INTERNATIONAL 1.37%
VP ULTRA 0.06%
VP VALUE 2.48%
VP VISTA 0.00%
American Century Tax-Free and Municipal Funds
CALIFORNIA HIGH-YIELD MUNICIPAL 0.35%
CALIFORNIA INTERMEDIATE-TERM TAX-FREE 0.46%
CALIFORNIA LIMITED-TRM TAX-FREE 0.21%
CALIFORNIA LONG-TERM TAX-FREE 0.53%
American Century Municipal Trust
ARIZONA MUNICIPAL BOND 0.07%
FLORIDA MUNICIPAL BOND 0.06%
HIGH-YIELD MUNICIPAL 0.04%
TAX-FREE BOND 0.52%
American Century Target Maturities Trust
TARGET 2005 0.28%
TARGET 2010 0.19%
TARGET 2015 0.11%
TARGET 2020 0.13%
TARGET 2025 0.13%
TARGET 2030 0.01%
American Century Government Income Trust
▇▇▇▇▇▇ ▇▇▇ 2.08%
GOVERNMENT BOND 0.41%
INFLATION-ADJ BOND 0.37%
SHORT-TERM GOVERNMENT 0.64%
American Century Quantitative Equity Funds
EQUITY GROWTH 2.03%
GLOBAL GOLD 0.55%
GLOBAL NATURAL RESOURCES 0.04%
INCOME & GROWTH 7.22%
SMALL CAP QUANTITATIVE 0.16%
UTILITIES 0.19%
American Century Investment Trust
DIVERSIFIED BOND 0.44%
HIGH-YIELD 0.06%
American Century International Bond Funds
INTERNATIONAL BOND 0.25%
100.00%
SCHEDULE II
COMMITMENTS, ADDRESSES, ETC.
Name and Address of Bank Commitment
------------------------ ----------
JPMORGAN CHASE $0
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇
Attention: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Telephone: (▇▇▇) ▇▇▇-▇▇▇▇
Fax: (▇▇▇) ▇▇▇-▇▇▇▇
▇▇▇▇▇▇▇▇.▇▇▇▇▇▇@▇▇▇▇▇▇▇▇.▇▇▇
CREDIT LYONNAIS, NEW YORK BRANCH $75,000,000
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DANSKE BANK A/S, $100,000,000
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UMB BANK, N.A. $20,000,000
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WESTLB AG, NEW YORK BRANCH $50,000,000
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STATE STREET BANK AND TRUST COMPANY $75,000,000
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Bank of America, N.A. $100,000,000
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ROYAL BANK OF SCOTLAND Plc $100,000,000
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NATIONAL AUSTRALIA BANK LIMITED $100,000,000
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