▇▇▇▇ ▇▇▇▇▇▇▇ CAPITAL SERIES
On behalf of
▇▇▇▇ ▇▇▇▇▇▇▇ CLASSIC VALUE FUND
AMENDMENT TO INVESTMENT MANAGEMENT CONTRACT
It is hereby agreed that on June 7, 2005, the Board of Trustees of ▇▇▇▇
▇▇▇▇▇▇▇ Classic Value Fund (the "Fund") voted to amend the first paragraph of
Section 4 of the Fund's Investment Management Contract, effective July 1, 2005,
as follows:
4. COMPENSATION OF THE ADVISER. For all services to be rendered, facilities
furnished and expenses paid or assumed by the Adviser as herein provided,
the Adviser shall be entitled to a fee, paid daily, at an annual rate equal
to (i) 0.85% of the average daily net asset value of the Fund up to
$2,500,000,000 of average daily net assets; and (ii) 0.825% of the amount
over $2,500,000,000 of average daily net assets.
Executed this 1st day of July, 2005.
▇▇▇▇ ▇▇▇▇▇▇▇ CAPITAL SERIES,
On behalf of ▇▇▇▇ ▇▇▇▇▇▇▇ Classic Value Fund
By: /s/▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Assistant Vice President and Assistant Secretary
▇▇▇▇ ▇▇▇▇▇▇▇ ADVISERS, LLC
By: /s/▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
Assistant Vice President and Assistant Secretary
