ADMINISTRATION AGREEMENT
AGREEMENT dated as of November 1, 2003, between COLUMBIA FUNDS TRUST III, a
Massachusetts business trust (the "Trust"), with respect to Columbia
Intermediate Government Income Fund (the "Fund"), and COLUMBIA MANAGEMENT
ADVISORS, INC., an Oregon corporation (the "Administrator").
In consideration of the promises and covenants herein, the parties agree as
follows:
1. Subject to the general direction and control of the Board of Trustees of the
Trust, the Administrator shall perform such administrative services as may from
time to time be reasonably requested by the Trust, which shall include without
limitation: (a) providing office space, equipment and clerical personnel
necessary for maintaining the organization of the Fund and for performing the
administrative functions herein set forth; (b) arranging, if desired by the
Trust, for Directors, officers and employees of the Administrator to serve as
Trustees, officers or agents of the Fund if duly elected or appointed to such
positions and subject to their individual consent and to any limitations imposed
by law; (c) preparing and, if applicable, filing all documents required for
compliance by the Fund with applicable laws and regulations, including
registration statements, registration fee filings, semi-annual and annual
reports to shareholders, proxy statements and tax returns; (d) preparation of
agendas and supporting documents for and minutes of meetings of Trustees,
committees of Trustees and shareholders; (e) coordinating and overseeing the
activities of the Fund's other third-party service providers; and (f)
maintaining books and records of the Fund (exclusive of records required by
Section 31(a) of the 1940 Act). Notwithstanding the foregoing, the Administrator
shall not be deemed to have assumed or have any responsibility with respect to
functions specifically assumed by any transfer agent or custodian of the Fund.
2. The Administrator shall be free to render similar services to others so
long as its services hereunder are not impaired thereby.
3. The Fund shall pay the Administrator monthly a fee at the annual rate of
0.0670% of the average daily net assets of the Fund.
4. This Agreement shall become effective as of the date of its execution, and
may be terminated without penalty by the Board of Trustees of the Trust or
by the Administrator, in each case on sixty days' written notice to the
other party.
5. This Agreement may be amended only by a writing signed by both parties.
6. In the absence of willful misfeasance, bad faith or gross negligence on the
part of the Administrator, or reckless disregard of its obligations and
duties hereunder, the Administrator shall not be subject to any liability
to the Trust or Fund, to any shareholder of the Trust or the Fund or to any
other person, firm or organization, for any act or omission in the course
of, or connected with, rendering services hereunder.
COLUMBIA FUNDS TRUST III
on behalf of Columbia Intermediate Government Income Fund
By: _/s/_____ Xxxxxx X. Xxxxxxx __________________________
---------------------------------------------------
Xxxxxx X. Xxxxxxx
President
COLUMBIA MANAGEMENT ADVISORS, INC.
By: _/s/_____ Xxxxxx X. Xxxxxxx ________________________
---------------------------------------------------
Xxxxxx X. Xxxxxxx
Executive Vice President and Chief Operating Officer
A copy of the document establishing the Trust is filed with the Secretary of The
Commonwealth of Massachusetts. This Agreement is executed by officers not as
individuals and is not binding upon any of the Trustees, officers or
shareholders of the Trust individually but only upon the assets of the Fund.
