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Exhibit (d)(4)
ARMADA ADVANTAGE FUND
SECOND AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
This SECOND AMENDMENT TO INVESTMENT ADVISORY AGREEMENT (the "Second
Amendment") dated as of June 9, 2001, by and between THE ARMADA ADVANTAGE FUND,
a Massachusetts business trust, located in Oaks, Pennsylvania (the "Trust") and
NATIONAL CITY INVESTMENT MANAGEMENT COMPANY, located in Cleveland, Ohio (the
"Investment Advisor").
The parties hereby agree that in the Investment Advisory Agreement
dated August 18, 1993, with respect to the Trust's International Discovery Fund
(the "Investment Advisory Agreement"):
1. NAMES OF THE PARTIES. All references to the Parkstone Advantage Fund
in the Investment Advisory Agreement shall be deemed to refer to the Armada
Advantage Fund.
2. NAME OF THE PORTFOLIO. All references to the International Discovery
Fund in the Investment Advisory Agreement shall be deemed to refer to the
International Equity Fund.
3. DEFINITIONS. Unless otherwise defined herein, all capitalized terms
used in this First Amendment shall have their respective defined meanings
ascribed to them in the Investment Advisory Agreement.
4. MISCELLANEOUS. Except to the extent expressly amended by the First
Amendment to Investment Advisory Agreement dated as of October 1, 1999 (the
"First Amendment") and this Second Amendment, the Investment Advisory Agreement
shall remain unchanged and in full force and effect. References therein to "this
Agreement," "hereby," "herein," and the like shall be deemed to refer to the
Investment Advisory Agreement, as amended by the First Amendment and this Second
Amendment. This Second Amendment may be executed in two or more counterparts,
each of which shall be deemed an original, and all of which together shall
constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to
be executed by their officers designated below as of the day and year first
above written.
NATIONAL CITY INVESTMENT
THE ARMADA ADVANTAGE FUND MANAGEMENT COMPANY
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇. By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇
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President President
