COUNTRY MUTUAL FUNDS TRUST AMENDMENT TO THE DISTRIBUTION AGREEMENT
AMENDMENT
TO THE
THIS
AMENDMENT dated
as of the 28th
day of July, 2006, to the Distribution Agreement, dated as of October 31, 2001
(the “Agreement”), is entered into by and among COUNTRY MUTUAL FUNDS
TRUST, a Delaware statutory trust (the “Trust”), COUNTRY TRUST
BANK, (the “Adviser”) and QUASAR DISTRIBUTORS, LLC, a
Delaware limited liability company (the “Distributor”).
RECITALS
WHEREAS,
the parties
have entered into a Distribution Agreement; and
WHEREAS,
the parties
desire to amend the Agreement; and
WHEREAS,
Section 9,
paragraph B of the Agreement allows for its amendment by a written instrument
executed by the parties
NOW
THEREFORE, the
parties agree as follows:
Exhibit
A
and Exhibit B of the Agreement is hereby superseded and replaced with Exhibit
A
and Exhibit B attached hereto.
Except
to
the extent amended hereby, the Agreement shall remain in full force and
effect.
IN
WITNESS WHEREOF,
the parties hereto have caused this Amendment to be executed by a duly
authorized officer on one or more counterparts as of the date and year first
written above.
| COUNTRY MUTUAL FUNDS TRUST | QUASAR DISTRIBUTORS, LLC |
| By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ | By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ |
| Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇ | Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ |
| Title: Vice President | Title: President |
| COUNTRY TRUST BANK | |
| By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇. | |
| Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇. | |
| Title: Sr. Vice President |
Exhibit
A
to
the
Fund
Names
Separate
Series of Country Mutual Funds Trust
| Name of Series | Date Added |
| Country Growth Fund | 10/31/01 |
| Country Balanced Fund | 10/31/01 |
| Country Tax Exempt Bond Fund | 10/31/01 |
| Country Short-Term Bond Fund | 10/31/01 |
| Country Bond Fund | 10/31/01 |
| Country VP Growth Fund | 07/21/03 |
| Country ▇▇ ▇▇▇▇ Fund | 07/21/03 |
| Country VP Balanced Fund | 07/21/03 |
| Country VP Short-Term Bond Fund | 07/21/03 |
Exhibit
B
to
the
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QUASAR
DISTRIBUTORS
REGULATORY
DISTRIBUTION SERVICES
FEE
SCHEDULE effective 6/1/06
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Regulatory
Distribution Annual Services Per Fund
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• 1
basis point per year
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• Minimum
annual fee $24,000 for fund complex
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Advertising
Compliance Review/NASD Filings
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•
$175 per job for the first 10 pages (minutes if tape or video);
$20
per page (minute if
tape
or video) thereafter (includes NASD filing fee)
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• Non-NASD
filed materials, e.g. Internal Use Only
Materials
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$75 per job for the first 10 pages (minutes if tape or
video)
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•
NASD Expedited Service for 3 Day
Turnaround
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$1,000 for the first 10 pages (minutes if audio or video); $25 per
page
(minute if audio
or video) thereafter. (Comments are faxed. NASD may not accept
expedited request.)
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Plus
Out-Of-Pocket Expenses– Including but not
limited to typesetting, printing and distribution of prospectuses
and
shareholder reports, production, printing, distribution and placement
of
advertising and sales literature and materials, engagement of designers,
free-▇▇▇▇▇ writers and public relations firms, long-distance telephone
lines, services and charges, postage, overnight delivery charges,
NASD
registration fees, record retention, travel, lodging and meals and
all
other out-of-pocket expenses.
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Fees
are billed monthly.
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Exhibit
B (continued)
to
the
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CHIEF
COMPLIANCE OFFICER
SUPPORT
SERVICES
FEE
SCHEDULE
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Chief
Compliance Officer Support Services
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U.S.
Bancorp provides support to the Chief Compliance Officer (CCO) of
each
fund serviced either by U.S. Bancorp Fund Services, LLC or Quasar
Distributors, LLC. Indicated below are samples of functions
performed by USBFS in this CCO support role:
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• Business
Line Functions Supported
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• Fund
Administration and Compliance
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• Transfer
Agent and Shareholder Services
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• Fund
Accounting
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• Custody
Services
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• Securities
Lending Services
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• Distribution
Services
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• Daily
Resource to Fund CCO, Fund Board, Advisor
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• Provide
USBFS/USB Critical Procedures and Compliance
Controls
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• Daily
and Periodic Reporting
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• Periodic
CCO Conference Calls
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• Dissemination
of Industry/Regulatory Information
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• Client
and Business Line CCO Education and Training
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• Due
Diligence Review of USBFS Service Facilities
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• Quarterly
USBFS Certification
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• Board
Meeting Presentation and Board Support
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• Testing,
Documentation, Reporting
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Annual
Fee Schedule*
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• $1,200
per service per year
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Fees
are billed monthly.
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*Subject
to annual CPI increase, Milwaukee
MSA.
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