Exhibit 99.(d)(7)
AMENDMENT NO. 1
TO
CMG FUND TRUST
CMG SHORT TERM BOND FUND
INVESTMENT ADVISORY CONTRACT
Amendment No. 1
This is entered into this_____ day of ___________ 2003 between CMG Short
Term Bond Fund, a portfolio of CMG Fund Trust, an Oregon business trust, (the
"Fund") and Columbia Management Advisors, Inc., an Oregon corporation (the
"Adviser").
BACKGROUND
1. On January 9, 1998 the Fund and Adviser entered into an Investment Advisory
Contract (the "Agreement"). The parties wish to amend the Agreement to provide
for a unified fee structure.
Therefore, in consideration of the above, the Agreement is amended as
follows:
AGREEMENT
1. Section 2 of the Agreement is deleted in its entirety and in its place is
inserted the following:
ALLOCATION OF CHARGES AND EXPENSES.
(a) With respect to the Fund, the Adviser shall pay all operating costs
and expenses of the Fund (other than those described in subsection (b) below,
which shall be paid by the Trust) including custodian fees, transfer agent fees,
legal fees for the Fund, accounting expenses (other than auditing fees), and
governmental fees, cost of stock certificates, and any other expenses (including
clerical expenses) of issue, sale, repurchase, or redemption of shares, expenses
of registering or qualifying shares for sale, transfer taxes, and all expenses
of preparing the Trust's registration statement and prospectus, and the cost of
printing and delivering to shareholders prospectuses and reports, all executive
salaries and executive expenses, office rent of the Trust, ordinary office
expenses (other than the expense of clerical services relating to the
administration of the Trust), and for any other expenses that, if otherwise
borne by the Trust, would cause the Trust to "be deemed to be acting as a
distributor of securities of which it is the issuer, other than through an
underwriter" pursuant to Rule 12b-1 under the Act, of each class of each series.
The Adviser shall provide investment advisory, statistical, and research
facilities and all clerical services relating to research, statistical, and
investment work with respect to the Fund.
(b) The Trust shall not be required to pay any expenses of the Trust other
than the following: disinterested trustees fees and expenses, including their
legal counsel, auditing expenses, interest incurred on borrowing by a Fund, if
any, portfolio transaction expenses, taxes and extraordinary expenses of the
Fund.
2. Section 3 of the Agreement is deleted in its entirety and in its place is
inserted the following:
COMPENSATION OF THE ADVISER
(a) For services to be rendered, the facilities to be furnished, and the
payments to be made by the Adviser, as provided in Sections 1 and 2 of this
Agreement, for each calendar month each portfolio of the Trust shall pay, on
behalf of each of the Funds, to the Adviser a management fee computed at the
annual rate set forth below based on the Fund's daily net assets:
CMG Short Term Bond Fund 0.25%
If the asset value is not required to be determined on any particular business
day, then for the purposes of this Section 3, the net asset value of a share as
last determined shall be deemed to be the asset value of a share as of the close
of business on that day. If there is no business day in any calendar month, the
fee shall be computed on the basis of the asset value of a share as last
determined, multiplied by the average number of shares outstanding on the last
day of the month.
(b) If the Board of Trustees of the Trust determines to issue any
additional series or any classes of shares of any Fund for which it is proposed
that the Adviser serve as investment manager, the Trust and the Adviser may
enter into an Addendum to this Agreement setting forth the name for the series,
the applicable fee and such other terms and conditions as are applicable to the
management of such series of shares.
In all other respects, the Agreement shall remain in full force and effect.
CMG FUND TRUST
XXXXXX X. XXXXXXX
-----------------------------------
By: Xxxxxx X. Xxxxxxx
Title: President
COLUMBIA MANAGEMENT ADVISORS, INC.
XXXXX X. XXXXX
-----------------------------------
By: Xxxxx X. Xxxxx
Title: Chief Executive Officer
