EXHIBIT 5(b)(ii)
XXXXXX INSIGHT FUNDS TRUST
00 XXXXX XXXXXX, XXXXX 0000
XXXXXX, XX 00000
January 21, 1997
Xxxxxx Investment Management, Inc.
000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
To Whom It May Concern:
Reference is made to the Portfolio Management Agreement on behalf of
Xxxxxx Insight Funds Trust (the "Trust") between Xxxxxx Trust and Savings Bank
and Xxxxxx Investment Management, Inc. dated February 23, 1996 (the
"Agreement").
Pursuant to Section 1 entitled "Appointment of Subadviser," this
writing is to provide notice of the addition of a new series, Xxxxxx Insight
Small-Cap Value Fund ("Small-Cap Value Fund") under the Trust. Small-Cap Value
Fund is to be considered a Fund under the Agreement and shall be subject to the
terms set forth thereunder unless otherwise provided herein. For services to be
rendered and all expenses to be assumed and to be paid by the Adviser, the
Adviser shall pay to the Portfolio Management Agent a fee, computed and accrued
daily and payable on the first business day of each month, at the annual rate
considered separately on a portfolio basis of 0.80% of the average daily net
assets of Small-Cap Value Fund.
The Trust requests that you act as Portfolio Management Agent with
respect to Small-Cap Value Fund while continuing to act as Portfolio Management
Agent with respect to the Funds named in the Agreement.
If the foregoing is in accordance with your understanding, please so
indicate by signing and returning to us the enclosed copy hereof.
Sincerely,
Xxxxxx Insight Funds Trust
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Xxxxxxx X. Xxxxxx
President
Accepted: Xxxxxx Investment Management, Inc.
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By: