EXHIBIT 99.(h)(14)
SUPPLEMENT TO SECOND AMENDED AND RESTATED
ADMINISTRATION AGREEMENT
PIMCO Funds: Pacific Investment Management Series
000 Xxxxxxx Xxxxxx Xxxxx
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000
__________________, 2003
Pacific Investment Management Company LLC
000 Xxxxxxx Xxxxxx Xxxxx
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000
RE: PIMCO Diversified Income Fund
Dear Sirs:
This will confirm the agreement between the undersigned (the "Trust") and
Pacific Investment Management Company LLC (the "Administrator") as follows:
1. The Trust is an open-end investment company organized as a Massachusetts
business trust, and consisting of such investment portfolios as have been or may
be established by the Trustees of the Trust from time to time. A separate series
of shares of beneficial interest of the Trust is offered to investors with
respect to each investment portfolio. The PIMCO Diversified Income Fund (the
"Fund") is a separate investment portfolio of the Trust.
2. The Trust and the Administrator have entered into a Second Amended and
Restated Administration Agreement ("Agreement") dated May 5, 2000, pursuant to
which the Trust has employed the Administrator to provide management and
administrative services to the Trust as set forth in that Agreement.
3. As provided in paragraph 1 of the Agreement, the Trust hereby adopts the
Agreement with respect to the Fund and the Administrator hereby acknowledges
that the Agreement shall pertain to the Fund, the terms and conditions of such
Agreement being hereby incorporated herein by reference.
4. As provided in paragraph 5 of the Agreement and subject to further
conditions as set forth therein, the Trust shall with respect to the Fund pay
the Administrator a monthly fee, calculated as a percentage (on an annual basis)
of the average daily value of the net assets of the Fund during the preceding
month, at a rate of 0.30% for Institutional and Administrative Classes, at a
rate of 0.40% for Advisor Class, and at a rate of 0.50% for Class A, Class B,
Class C, Class D and Class R.
5. This Supplement and the Agreement shall become effective with respect to
the Fund on _____________, 2003 and shall continue in effect with respect to the
Fund for a period of more than two years from that 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 (as defined in the 0000 Xxx) of the Fund or by the Trust's Board of
Trustees and (b) by the vote, cast in person at a meeting called for the
purpose, of a majority of the Trust's trustees who are not parties to this
Contract or "interested persons" (as defined in the 0000 Xxx) of any such party.
The Agreement may be terminated at any time, without the payment of any penalty,
by a vote of a majority of the entire Board of Trustees of the Trust or by a
majority of the outstanding voting securities of the Trust or, with respect to a
Fund by a vote of a majority of the outstanding shares of the Fund, on 60 days'
written notice to the Administrator or, at or after the one-year period
commencing the date of its effectiveness, by the Administrator on 60 days'
written notice to the Trust. This Agreement shall terminate automatically in the
event of its assignment (as defined in the 1940 Act).
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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,
PIMCO FUNDS: PACIFIC
INVESTMENT MANAGEMENT
SERIES
By: ______________________________
Title: President and Trustee
ACCEPTED:
PACIFIC INVESTMENT MANAGEMENT COMPANY LLC
By: ____________________________________
Title: Managing Director
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