Item 77 Q1: Exhibits
MANAGEMENT FEE WAIVER AGREEMENT
This Management Fee Waiver Agreement (the "Agreement") is made and entered
into as of this 1st day of December 2004 between Lord, ▇▇▇▇▇▇ & Co. LLC ("Lord
▇▇▇▇▇▇") and Lord ▇▇▇▇▇▇ Investment Trust ("Investment Trust") with respect to
its Balanced Series (the "Fund").
In consideration of good and valuable consideration, receipt of which is
hereby acknowledged, Lord ▇▇▇▇▇▇ agrees to waive its management fee payable
under the Management Agreement between Lord ▇▇▇▇▇▇ and Investment Trust with
respect to the Fund for the fiscal year beginning December 1, 2004 through
November 30, 2005.
IN WITNESS WHEREOF, Lord ▇▇▇▇▇▇ and Investment Trust have caused this
Agreement to be executed by a duly authorized member and officer, respectively,
as of the day and year first above written.
LORD, ▇▇▇▇▇▇ & CO. LLC
BY: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Member and General Counsel
LORD ▇▇▇▇▇▇ INVESTMENT TRUST
BY: /s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Vice President and Assistant Secretary
Item 77 Q1: Exhibits
Addendum to Management Agreement between
Lord ▇▇▇▇▇▇ Investment Trust
and
Lord, ▇▇▇▇▇▇ & Co. LLC
Dated: December 1, 2004 (the "Agreement")
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Lord, ▇▇▇▇▇▇ & Co. LLC ("Lord ▇▇▇▇▇▇") and Lord ▇▇▇▇▇▇ Investment Trust
(the "Trust"), on behalf of each of its Lord ▇▇▇▇▇▇ Core Fixed Income Fund and
Lord ▇▇▇▇▇▇ Total Return Fund (each a "Fund"), do hereby agree that the annual
management fee rate for each Fund with respect to paragraph 2 of the Agreement
shall be reduced as follows: 0.45 of 1% of the first $1 billion of the Fund's
average daily net assets; 0.40 of 1% of the next $1 billion of such assets; and
0.35 of 1% of such assets in excess of $2 billion.
In addition, Lord ▇▇▇▇▇▇ and the Trust, on behalf of its Lord ▇▇▇▇▇▇
Limited Duration U.S. Government & Government Sponsored Enterprises Fund (the
"Fund") do hereby agree that the annual management fee rate for the Fund with
respect to paragraph 2 of the Agreement shall be as follows: 0.40 of 1% of the
first $1 billion of the Fund's average daily net assets; 0.35 of 1% of the next
$1 billion of such assets; and 0.30 of 1% of such assets in excess of $2
billion.
For purposes of Section 15 (a) of the Act, this Addendum and the Agreement
shall together constitute the investment advisory contract of the Trust.
LORD, ▇▇▇▇▇▇ & CO. LLC
BY: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Member and General Counsel
LORD ▇▇▇▇▇▇ INVESTMENT TRUST
BY: /s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Vice President and Assistant Secretary
Item 77 Q1: Exhibits
EXPENSE REIMBURSEMENT AGREEMENT
This Expense Reimbursement Agreement (this "Agreement") is made and entered
into this 1st day of December 2004 between Lord, ▇▇▇▇▇▇ & Co. LLC ("Lord
▇▇▇▇▇▇") and Lord ▇▇▇▇▇▇ Investment Trust (the "Investment Trust") with respect
to the Lord ▇▇▇▇▇▇ Core Fixed Income Fund, Lord ▇▇▇▇▇▇ Limited Duration U.S.
Government & Government Sponsored Enterprises Fund, Lord ▇▇▇▇▇▇ Total Return
Fund, and Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Fund
(each a "Fund").
In consideration of good and valuable consideration, receipt of which is
hereby acknowledged, it is agreed as follows:
1. With respect to each of the Limited Duration U.S. Government &
Government Sponsored Enterprises Fund, Core Fixed Income Fund, and
Total Return Fund, Lord ▇▇▇▇▇▇ agrees to bear directly and/or
reimburse the Funds for expenses if and to the extent that Total
Operating Expenses exceed or would otherwise exceed an annual rate of
(a) ninety basis points (0.90%) for Class A shares of the Funds, (b)
one hundred and fifty-five basis points (1.55%) for Class B shares of
the Funds, (c) one hundred and fifty-five basis points (1.55%) for
Class C shares of the Funds, (d) one hundred basis points (1.00%) for
Class P shares of the Funds, and (e) fifty-five basis points (0.55%)
for Class Y shares of the Funds of the average daily net assets in the
Funds for the time period set forth in paragraph 3 below.
2. With respect to the Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored
Enterprises Fund, Lord ▇▇▇▇▇▇ agrees to bear directly and/or reimburse
the Fund for expenses if and to the extent that Total Operating
Expenses exceed or would otherwise exceed an annual rate of (a) one
hundred basis points (1.00%) for Class A shares of the Fund, (b) one
hundred and sixty-five basis points (1.65%) for Class B shares of the
Fund, (c) one hundred and sixty-five basis points (1.65%) for Class C
shares of the Fund, (d) one hundred and ten basis points (1.10%) for
Class P shares of the Fund, and (e) sixty-five basis points (0.65%)
for Class Y shares of the Fund of the average daily net assets in the
Fund for the time period set forth in paragraph 3 below.
3. Lord ▇▇▇▇▇▇'▇ commitment described in paragraphs 1 and 2 will be
effective from December 1, 2004 through November 30, 2005.
IN WITNESS WHEREOF, Lord ▇▇▇▇▇▇ and the Investment Trust have caused this
Agreement to be executed by a duly authorized member and officer, respectively,
on the day and year first above written.
LORD ▇▇▇▇▇▇ INVESTMENT TRUST
By: /s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Vice President and Assistant Secretary
LORD, ▇▇▇▇▇▇ & CO. LLC
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Member and General Counsel
-2-
Item 77 Q1: Exhibits-Revised Bylaws dated April 20, 2004
Amended and Restated Bylaws as of April 20, 2004 are incorporated by reference
to Post-Effective Amendment No. 37 filed on August 19, 2004.