Exhibit 99.(d)(i)(j)
XXXXXXX X. XXXXXXXXX FUND, INC.
AMENDMENT NO. 3 TO INVESTMENT MANAGEMENT AGREEMENT
AMENDMENT NO. 3, dated as of April 30, 1999, between XXXXXXX X.
XXXXXXXXX FUND, INC., a Maryland Corporation (the "Fund"), on behalf of the
Xxxxxxxxx International Value Portfolio (the "Portfolio"); and XXXXXXX X.
XXXXXXXXX & CO., INC., a New York corporation (the "Adviser") to the Investment
Management Agreement dated as of March 18, 1992 (as amended from time to time,
the "Investment Management Agreement") between the Fund, on behalf of the
Portfolio, and the Adviser.
Effective May 3, 1999, the name of the Xxxxxxxxx International Value
Portfolio will be changed to the Xxxxxxxxx Tax-Managed International Value
Portfolio.
Accordingly, the parties hereto agree as follows:
1. Effective May 3, 1999, all references in the Investment Management
Agreement to the "Xxxxxxxxx International Value Portfolio " shall be changed to
the "Xxxxxxxxx Tax-Managed International Value Portfolio."
2. Except as herein provided, the Investment Management Agreement shall
remain unchanged and in full force and effect.
IN WITNESS WHEREOF, the Fund, on behalf of the Portfolio, and the
Adviser have caused this Amendment No. 3 to be executed by their duly authorized
officers as of the date first above written.
XXXXXXX X. XXXXXXXXX & CO., INC.
By:
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Xxxxx X. Xxxxxxx, Chairman
XXXXXXX X. XXXXXXXXX FUND, INC.
By:
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Xxxx Xxxxx Xxxx, Secretary
