Exhibit (d)(2)
FIRST AMERICAN INVESTMENT FUNDS, INC.
SUPPLEMENT DATED AS OF DECEMBER 31, 1993 TO
INVESTMENT ADVISORY AGREEMENT
WHEREAS, First American Investment Funds, Inc., a Maryland corporation
(the "Fund"), and First Bank National Association, a national banking
association organized and existing under bylaws of the United States of America
(the "Adviser"), previously entered into that Investment Advisory Agreement
dated April 2, 1991 (the "Advisory Agreement"); and
WHEREAS, the Fund is creating a new Portfolio (as such term is defined
in the Advisory Agreement) known as International Fund; and
WHEREAS, the Fund and the Adviser contemplate that the Adviser will
retain a sub-adviser with respect to International Fund and wish to make
provision therefor.
NOW, THEREFORE, the Fund and the Adviser agree as follows:
1. In performing its services under the Advisory Agreement, the Adviser
may at its option and expense, with respect to International Fund only, appoint
a sub-advisor, which shall assume such responsibilities and obligations of the
Adviser pursuant to the Advisory Agreement as shall be delegated to the
sub-adviser; provided, however that any discretionary investment decisions made
by the sub-adviser on behalf of International Fund shall be subject to approval
or ratification by the Adviser. Any appointment of a sub-adviser and assumption
of responsibilities and obligations of the Adviser by such sub-adviser shall be
subject to approval by the Board of Directors of the Fund and, to the extent (if
any) required by law, by the shareholders of International Fund. Any appointment
of a sub-adviser for International Fund pursuant hereto shall in no way limit or
diminish the Adviser's obligations and responsibilities under the Advisory
Agreement.
2. The Advisory Agreement, as supplemented hereby, is hereby ratified
and confirmed in all respects.
IN WITNESS WHEREOF, the Fund and the Adviser have caused this
Supplement to be executed by their duly authorized officers as of the day and
year first above written.
FIRST AMERICAN INVESTMENT
FUNDS, INC.
By /s/
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Its Vice President
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U.S. BANK NATIONAL ASSOCIATION
By /s/
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Its Senior Vice President
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