ADDENDUM TO ADMINISTRATION AGREEMENT
Fixed Income SHares
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April 2, 2004
PIMCO Advisors Fund Management LLC
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Re: FISH: Series R
Ladies and Gentlemen:
This will confirm the agreement between the undersigned (the "Trust")
and PIMCO Advisors Fund Management LLC (formerly known as PIMCO Funds Advisors
LLC) (the "Administrator") 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. FISH: Series R (the "New Fund") is a separate investment portfolio
of the Trust.
2. The Trust and the Administrator have entered into an Administration
Agreement (the "Agreement") dated February 26, 2002, pursuant to which the Trust
has employed the Administrator to provide management and administrative services
to the Trust with respect to the Trust.
3. In accordance with paragraph 1 of the Agreement, the Trust and the
Administrator hereby designate the New Fund as an additional investment
portfolio to which the Agreement pertains and adopt the Agreement with respect
to the New Fund, the terms and conditions of the Agreement being hereby
incorporated herein by reference.
4. This Supplement and the Agreement shall become effective with
respect to the New Fund on the date hereof and shall remain in full force and
effect with respect to the New Fund, unless sooner terminated as provided herein
and the Agreement, until two years from that date, and shall continue thereafter
on an annual basis with respect to the New Fund, provided that such continuance
is specifically approved at least annually (a) by the vote of a majority of the
Board of Trustees of the Trust, or (b) by vote of a majority of the outstanding
voting shares of the New Fund, and provided continuance is also approved by the
vote of a majority of the Board of Trustees of the Trust who are not parties to
this Agreement or "interested persons" (as defined in the Investment Company Act
of 1940, as amended (the "1940 Act")) of the Trust or the Administrator, cast in
person at a meeting called for the purpose of voting on such approval.
This Supplement or the Agreement may be terminated at any time with
respect to the New Fund:
(a) by the Trust at any time with respect to the services provided by
the Administrator by vote of (i) a majority of the Trustees of the Trust; (ii) a
majority of the Trustees of the Trust who are not "interested persons" (as such
term is defined in the ▇▇▇▇ ▇▇▇) of the Trust or the Administrator or (iii) a
majority of the outstanding voting shares of the Trust or, with respect to the
New Fund, by vote of a majority of the outstanding voting shares of the New
Fund, on 60 days' written notice to the Administrator; and
(b) by the Administrator, without the payment of any penalty, upon 60
days' written notice to the Trust.
If the Agreement is terminated or not renewed with respect to the New
Fund or any other investment portfolio, it may continue in effect with respect
to any investment portfolio or class thereof as to which it has not been
terminated (or has been renewed).
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If the foregoing correctly sets forth the agreement between the Trust
and the Administrator, please so indicate by signing and returning to the Trust
the enclosed copy hereof.
Very truly yours,
Fixed Income SHares
By: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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Title: Treasurer
ACCEPTED:
PIMCO Advisors Fund Management LLC
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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Title: Executive Vice President
Notice
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The Trust's Agreement and Declaration of Trust is on file with the
Secretary of State of The Commonwealth of Massachusetts. This Addendum is
executed on behalf of the New Fund by an officer of the Trust as an officer and
not individually, and the obligations imposed upon the Trust by this Addendum
are not binding upon any of the Trust's Trustees, officers or shareholders
individually but are binding only upon the assets and property of the New Fund.
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