UNDERWRITING AGREEMENT BETWEEN
COLUMBIA FUNDS TRUST VIII
COLUMBIA FUNDS TRUST IX
COLUMBIA FUNDS TRUST XI
AND COLUMBIA FUNDS DISTRIBUTOR, INC.
THIS UNDERWRITING AGREEMENT ("Agreement"), made as of the 4th day of
August, 1999, as amended and restated as of the 1st day of November, 2003, by
and between Columbia Funds Trust VIII, Columbia Funds Trust IX, and Columbia
Funds Trust XI, each a business trust organized and existing under the laws of
the Commonwealth of Massachusetts (hereinafter called the "Fund" or "Funds"),
and Columbia Funds Distributor, Inc., a corporation organized and existing under
the laws of the Commonwealth of Massachusetts (hereinafter called the
"Distributor").
WITNESSETH:
WHEREAS, the Funds are engaged in business as an open-end management
investment company registered under the Investment Company Act of 1940, as
amended ("ICA-40"); and
WHEREAS, the Distributor is registered as a broker-dealer under the
Securities Exchange Act of 1934, as amended ("SEA-34") and the laws of each
state (including the District of Columbia and Puerto Rico) in which it engages
in business to the extent such law requires, and is a member of the National
Association of Securities Dealers ("NASD") (such registrations and membership
are referred to collectively as the "Registrations"); and
WHEREAS, the Funds desire the Distributor to act as the distributor in
the public offering of its Shares of beneficial interest (hereinafter called
"Shares"); and
WHEREAS, the Funds shall pay all charges of their transfer, shareholder
recordkeeping, dividend disbursing and redemption agents, if any; all expenses
of notices, proxy solicitation material and reports to shareholders; all
expenses of preparation of annual or more frequent revisions of the Funds'
Prospectus and Statement of Additional Information ("SAI") and of supplying
copies thereof to shareholders; all expenses of registering and maintaining the
registration of the Funds under ICA-40 and of the Funds' Shares under the
Securities Act of 1933, as amended ("SA- 33"); all expenses of qualifying and
maintaining qualification of such Funds and of each Fund's Shares for sale under
securities laws of various states or other jurisdictions and of registration and
qualification of each Fund under all laws applicable to each Fund or its
business activities; and
WHEREAS, Columbia Management Advisors, Inc., investment adviser to the
Funds, or its affiliates, may pay expenses incurred in the sale and promotion of
the Funds except as provided in the Funds' 12b-1 plan;
NOW, THEREFORE, in consideration of the premises and the mutual
promises hereinafter set forth, the parties hereto agree as follows:
1. Appointment. The Funds appoint Distributor to act as principal
underwriter (as such term is defined in Sections 2(a)(29) of
ICA-40) of their Shares for each series or class of the Funds set
forth on Schedule A hereto.
2. Delivery of Fund Documents. The Funds have furnished Distributor
with properly certified or authenticated copies of each of the
following in effect on the date hereof and shall furnish
Distributor from time to time properly certified or authenticated
copies of all amendments or supplements thereto:
(a) Agreement and Declaration of Trust;
(b) By-Laws;
(c) Resolutions of the Board of Trustees of the Funds (hereinafter
referred to as the "Board") selecting Distributor as distributor
and approving this form of agreement and authorizing its
execution.
The Funds shall furnish Distributor promptly with copies of any
registration statements filed by it with the Securities and Exchange Commission
("SEC") under SA-33 or ICA-40, together with any financial statements and
exhibits included therein, and all amendments or supplements thereto hereafter
filed.
The Funds also shall furnish Distributor such other certificates or
documents which Distributor may from time to time, in its discretion, reasonably
deem necessary or appropriate in the proper performance of its duties.
3. Distribution of Shares.
(a) Subject to the provisions of Paragraphs 6, 7, 10, 11, 12, 13 and
14 hereof, and to such minimum purchase and other requirements as
may from time to time be indicated in the Funds' Prospectus,
Distributor, acting as principal for its own account and not as
agent for the Funds, shall have the right to purchase Shares from
the Funds. Distributor shall sell Shares only in accordance with
the Funds' Prospectus, on a "best efforts" basis. Distributor
shall purchase Shares from the Funds at a price equal to the net
asset value, shall sell Shares at the public offering price as
defined in Paragraph 8, and shall retain all sales charges.
(b) The Funds shall pay all expenses associated with notices, proxy
solicitation material, the preparation of annual or more frequent
revisions to the Funds' Prospectus and SAI and of printing and
supplying the currently effective Prospectus and SAI to
shareholders, other than those necessitated by Distributor's
activities or rules and regulations related to Distributor's
activities where such amendments or supplements result in expenses
which the Funds would not otherwise have incurred.
(c) The Distributor (or its affiliates) shall pay the costs of
printing and supplying all copies of the Prospectus and SAI that
it may reasonably request for use in connection with the
distribution of Shares. The Distributor will also pay the expenses
of the preparation, excluding legal fees, and printing of all
amendments and supplements to the Funds' Prospectus and SAI if the
amendment or supplement arises from Distributor's activities or
rules and regulations related to Distributor's activities and
those expenses would not otherwise have been incurred by the
Funds. Distributor will pay all expenses incurred by Distributor
in advertising, promoting and selling Fund Shares.
(d) Prior to the continuous offering of any Fund Shares, commencing on
a date agreed upon by the Fund and the Distributor, it is
contemplated that the Distributor may solicit subscriptions for
such Shares during a subscription period which shall last for such
period as may be agreed upon by the parties hereto. The
subscriptions will be payable within three business days after the
termination of the subscription period, at which time the Fund
will commence operations.
4. Selling Agreements. Distributor is authorized to enter into
agreements with other broker-dealers providing for the
solicitation of unconditional orders for purchases of the Funds'
Shares authorized for issuance and registered under SA-33 and fix
therein the portion of the sales charge which may be reallowed to
the selected dealers, as permitted under that Fund's prospectus.
All such agreements shall be either in the form of agreement
attached hereto or in such other form as may be approved by the
officers of the Fund ("Selling Agreement"). Within the United
States, the Distributor shall offer and sell Shares to such
selected dealers as are members in good standing of the NASD;
"banks" as such term is defined in Section 3(a)(6) of the Exchange
Act or a "bank holding company" as such term is defined in the
Bank Holding Company Act of 1956, as amended, duly organized,
validly existing and in good standing under the laws of the
jurisdiction in which it was organized; and such other entities or
purchasers as otherwise mutually agreed in writing.
5. Conduct of Business. Other than as set forth in the Funds'
currently effective prospectus, Distributor will not distribute
any sales material or statements except literature or advertising
which conforms to the requirements of federal and state securities
laws and regulations which have been filed, where necessary, with
the appropriate regulatory authorities. Upon any Fund's request,
Distributor will furnish the Fund with copies of all such
materials prior to their use. Any sales material or statements the
substance of which is not included in the Prospectus or SAI shall
be submitted for advance approval by the Fund.
6. Solicitation of Orders to Purchase Shares by Fund. The rights
granted to the Distributor shall be non-exclusive in that the
Funds reserve the right to solicit purchases from, and sell their
Shares to, investors. Further, the Funds reserve the right to
issue Shares in connection with the merger or consolidation of any
other investment company, trust or personal holding company with
any Fund, or any Fund's acquisition, by the purchase or otherwise,
of all or substantially all of the assets of an investment
company, trust or personal holding company, or substantially all
of the outstanding Shares or interests of any such entity. Any
right granted to Distributor to solicit purchases of Shares will
not apply to Shares that may be offered by any Fund to
shareholders by virtue of their being shareholders of the Fund.
7. Shares Covered by this Agreement. This Agreement relates to the
solicitation of orders to purchase Shares that are duly authorized
and registered and available for sale by the Funds, including
redeemed or repurchased Shares if and to the extent that they may
be legally sold and if, but only if, a Fund authorizes the
Distributor to sell them.
8. Public Offering Price. The public offering price for the Funds'
Shares will be the net asset value per Share next determined by
the Funds after the Distributor or its appointed agent receives
the order plus any sales charge as set forth in the Funds'
Prospectus. The net asset value per Share shall be determined in
the manner provided in each Fund's Agreement and Declaration of
Trust as now in effect or as they may be amended, and as reflected
in the Funds' then current Prospectus and SAI.
9. Compensation.
(a) Sales Charge. Distributor shall be entitled to charge a sales
charge on the sale or redemption, as appropriate, of each series
and class of each Fund's Shares as set forth in the Fund's then
current Prospectus. Distributor may allow any dealers with which
it has signed selling agreements such commissions or discounts
from and not exceeding the total sales charge as Distributor shall
deem advisable, so long as any such commissions or discounts are
set forth in the Fund's current Prospectus to the extent required
by the applicable federal and state securities laws. Distributor
may also make payments to dealers from Distributor's own
resources, subject to the following conditions: (a) any such
payments shall not create any obligation for or recourse against
the Fund or any series or class, and (b) the terms and conditions
of any such payments are consistent with the Fund's Prospectus and
applicable federal and state securities laws and are disclosed in
the Prospectus or SAI to the extent such laws may require.
(b) Distribution Plans. Distributor shall also be entitled to
compensation for its services as provided in any Distribution Plan
adopted as to any series and class of any Fund's Shares pursuant
to Rule 12b-1 under the 1940 Act.
10. Suspension of Sales. If and whenever the determination of a Fund's
net asset value is suspended and until such suspension is
terminated, the Distributor shall not accept orders for Shares
except for unconditional orders placed before the suspension. In
addition, each Fund reserves the right to suspend sales of Shares
if, in the judgment of the Board of the Fund, it is in the best
interest of the Fund to do so, such suspension to continue for
such period as may be determined by the Board of the Fund; and in
that event, (i) at the direction of the Fund, Distributor shall
suspend receipt and acceptance of orders to purchase Shares of the
Fund until otherwise instructed by the Fund and (ii) the
Distributor shall not accept orders to purchase Shares while such
suspension remains in effect unless otherwise directed by the
Board.
11. Orders and Payment for Shares.
(a) Distributor shall direct orders for the purchase of Shares of any
series to the Fund's transfer agent. At or prior to the time of
delivery of any Shares the Distributor will pay or cause to be
paid to the custodian of the Fund's assets, for the account of
such series, an amount in cash equal to the purchase price of such
Shares. The Fund's custodian and transfer agent shall be
identified in its Prospectus.
(b) The Fund, or any agent of the Fund designated in writing by the
Fund, shall be promptly advised of all purchase orders for Fund
Shares received by the Distributor. Any order may be rejected by
the Fund; provided, however, that the Fund will not arbitrarily or
without reasonable cause refuse to accept or confirm orders for
the purchase of Fund Shares from eligible investors.
12. Repurchase or Redemption of Shares by the Fund.
(a) Any of the outstanding Fund Shares may be tendered to the transfer
agent for redemption at any time, other than when the Fund
suspends redemptions as permitted by the Prospectus or applicable
law, and the Fund agrees to repurchase or redeem the Shares so
tendered in accordance with its obligations as set forth in its
Agreement and Declaration of Trust, as amended from time to time,
and in accordance with the applicable provisions set forth in the
Prospectus and SAI. The price to be paid to redeem or repurchase
the Shares shall be equal to the net asset value calculated in
accordance with the provisions of the Fund's Prospectus and SAI,
less any contingent deferred sales charge ("CDSC"), redemption fee
or other charge(s), if any, set forth in the Prospectus or SAI of
the Fund. All payments by the Fund hereunder shall be made in the
manner set forth below.
(b) If Shares are tendered to the transfer agent for redemption or
repurchase by the Fund within seven business days after
Distributor's acceptance of the original purchase order for such
Shares, Distributor will immediately refund to the Fund the full
sales commission (net of allowances to dealers or brokers) allowed
to Distributor on the original sale, and will promptly, upon
receipt thereof, pay to the Fund any refunds from dealers or
brokers of the balance of sales commissions reallowed by
Distributor. The transfer agent shall notify Distributor of such
tender for redemption within ten days of the day on which notice
of such tender for redemption is received by the transfer agent.
(c) The transfer agent shall pay the total amount of the redemption
price as defined in the above paragraph 12(a), pursuant to the
instructions of the Distributor in Federal Funds on or before the
seventh business day subsequent to its having received the notice
of redemption in proper form except as otherwise provided in the
Prospectus or SAI of the Fund. The proceeds of any redemption of
Shares shall be paid by the transfer agent as follows: (i) any
applicable CDSC shall be paid to the Distributor, and (ii) the
balance shall be paid to or for the account of the shareholder, in
each case in accordance with the applicable provision of the
Prospectus and SAI.
13. Purchases for your own Account. Distributor may purchase Shares
for its own investment account upon Distributor's written
assurance that the purchase is for investment purposes and that
the Shares will not be resold except through redemption by the
Fund.
14. Columbia Management Advisors, Inc. Investment Programs. In
connection with any program under which Columbia Management
Advisors, Inc. or one of its affiliates offers investment advice
to shareholders, the Distributor is authorized to offer and sell
Shares of the Fund, as principal, to participants in such program.
The terms of this Agreement shall apply to such sales, including
terms as to the offering price of Shares, the proceeds to be paid
to the Fund, the duties of the Distributor, the payment of
expenses and indemnification obligations of the Fund and the
Distributor.
15. Authorized Representations. No Fund is authorized by the
Distributor to give on behalf of the Distributor any information
or to make any representations other than the information and
representations contained in the Fund's registration statement
filed with the SEC under SA-33 and/or ICA- 40 as it may be amended
from time to time.
16. Registration of Additional Shares. The Fund hereby agrees to
register an indefinite number of Shares pursuant to Rule 24f-2
under ICA-40, as amended. The Fund will, in cooperation with the
Distributor, take such action as may be necessary from time to
time to qualify the Shares (so registered or otherwise qualified
for sale under SA-33), in any state mutually agreeable to the
Distributor and the Fund, and to maintain such qualification;
provided, however, that nothing herein shall be deemed to prevent
the Fund from registering its Shares without approval of the
Distributor in any state it deems appropriate.
17. Conformity With Law. Distributor agrees that in soliciting orders
to purchase Shares it shall duly conform in all respects with
applicable federal and state laws and the rules and regulations of
the NASD. Distributor will use its best efforts to maintain its
registrations in good standing during the term of this Agreement
and will promptly notify the Fund and Columbia Management
Advisors, Inc. in the event of the suspension or termination of
any of the registrations.
18. Independent Contractor. Distributor shall be an independent
contractor and neither the Distributor, nor any of its officers,
directors, employees, or representatives is or shall be an
employee of the Fund in the performance of Distributor's duties
hereunder. Distributor shall be responsible for its own conduct
and the employment, control, and conduct of its agents and
employees and for injury to such agents or employees or to others
through its agents and employees and agrees to pay all employee
taxes thereunder. Distributor may appoint sub-agents or distribute
through dealers or otherwise as Distributor may determine from
time to time, but this Agreement shall not be construed as
authorizing any dealer or other person to accept orders for sale
or repurchase on the Fund's behalf or otherwise act as the Fund's
agent for any purpose.
19. Indemnification. Distributor agrees to indemnify and hold harmless
the Fund and each of the members of its Board and its officers,
employees and representatives and each person, if any, who
controls the Fund within the meaning of Section 15 of SA- 33
against any and all losses, liabilities, damages, claims and
expenses (including the reasonable costs of investigating or
defending any alleged loss, liability, damage, claim or expense
and reasonable legal counsel fees incurred in connection
therewith) to which the Fund or such of the members of its Board
and of its officers, employees, representatives, or controlling
person or persons may become subject under SA-33, under any other
statute, at common law, or otherwise, arising out of or based upon
(i) any violation of an applicable law, rule or regulation or
wrongful act by Distributor or any of Distributor's directors,
officers, employees or representatives, or (ii) any untrue
statement or alleged untrue statement of a material fact contained
in a registration statement, Prospectus, SAI, shareholder report
or other information covering Shares of the Fund filed or made
public by the Fund or any amendment thereof or supplement thereto
or the omission or alleged omission to state therein a material
fact required to be stated therein or necessary to make the
statements therein not misleading if such statement or omission
was made in reliance upon information furnished to the Fund by
Distributor in writing. In no case (i) is Distributor's indemnity
in favor of the Fund, or any person indemnified, to be deemed to
protect the Fund or such indemnified person against any liability
to which the Fund or such person would otherwise be subject by
reason of willful misfeasance, bad faith, or negligence in the
performance of its or his duties or by reason of its or his
reckless disregard of its or his obligations and duties under this
Agreement or (ii) is Distributor to be liable under its indemnity
agreement contained in this paragraph with respect to any claim
made against the Fund or any person indemnified unless the Fund or
such person, as the case may be, shall have notified Distributor
in writing of the claim within a reasonable time after the
summons, or other first written notification, giving information
of the nature of the claim served upon the Fund or upon such
person (or after the Fund or such person shall have received
notice of such service on any designated agent). However, failure
to notify Distributor of any such claim shall not relieve
Distributor from any liability which Distributor may have to the
Fund or any person against whom such action is brought otherwise
than on account of Distributor's indemnity agreement contained in
this Paragraph.
Distributor shall be entitled to participate, at its own expense, in
the defense, or, if Distributor so elects, to assume the defense of any suit
brought to enforce any such claim but, if Distributor elects to assume the
defense, such defense shall be conducted by legal counsel chosen by Distributor
and satisfactory to the persons indemnified who are defendants in the suit. In
the event that Distributor elects to assume the defense of any such suit and
retain such legal counsel, persons indemnified who are defendants in the suit
shall bear the fees and expenses of any additional legal counsel retained by
them. If Distributor does not elect to assume the defense of any such suit,
Distributor will reimburse persons indemnified who are defendants in such suit
for the reasonable fees of any legal counsel retained by them in such
litigation.
Each Fund agrees to indemnify and hold harmless Distributor and each of
its directors, officers, employees, and representatives and each person, if any,
who controls Distributor within the meaning of Section 15 of SA-33 against any
and all losses, liabilities, damages, claims or expenses (including the damage,
claim or expense and reasonable legal counsel fees incurred in connection
therewith) to which Distributor or such of its directors, officers, employees,
representatives or controlling person or persons may become subject under SA-33,
under any other statute, at common law, or otherwise arising out of or based
upon (i) any violation of applicable law, rule or regulation or wrongful act by
the Fund or any of the members of the Fund's Board, or the Fund's officers,
employees or representatives other than Distributor, or (ii) any untrue
statement or alleged untrue statement of a material fact contained in a
registration statement, Prospectus, SAI, shareholder report or other information
covering Shares filed or made public by the Fund or any amendment thereof or
supplement thereto, or the omission or alleged omission to state therein a
material fact required to be stated therein or necessary to make the statements
therein not misleading unless such statement or omission was made in reliance
upon information furnished by Distributor to the Fund. In no case (i) is the
Fund's indemnity in favor of the Distributor or any person indemnified to be
deemed to protect the Distributor or such indemnified person against any
liability to which Distributor or such indemnified person would otherwise be
subject by reason of willful misfeasance, bad faith, or negligence in the
performance of its or his duties or by reason of its or his reckless disregard
of its or his obligations and duties under this Agreement, or (ii) is the Fund
to be liable under its indemnity agreement contained in this Paragraph with
respect to any claim made against Distributor or any person indemnified unless
Distributor, or such person, as the case may be, shall have notified the Fund in
writing of the claim within a reasonable time after the summons, or other first
written notification, giving information of the nature of the claim served upon
Distributor or upon such person (or after Distributor or such person shall have
received notice of such service on any designated agent). However, failure to
notify a Fund of any such claim shall not relieve the Fund from any liability
which the Fund may have to Distributor or any person against whom such action is
brought otherwise than on account of the Fund's indemnity agreement contained in
this Paragraph.
Each Fund shall be entitled to participate, at its own expense, in the
defense or, if the Fund so elects, to assume the defense of any suit brought to
enforce such claim but, if the Fund elects to assume the defense, such defense
shall be conducted by legal counsel chosen by the Fund and satisfactory to the
persons indemnified who are defendants in the suit. In the event that the Fund
elects to assume the defense of any such suit and retain such legal counsel, the
persons indemnified who are defendants in the suit shall bear the fees and
expenses of any additional legal counsel retained by them. If the Fund does not
elect to assume the defense of any such suit, the Fund will reimburse the
persons indemnified who are defendants in such suit for the reasonable fees and
expenses of any legal counsel retained by them in such litigation.
20. Duration and Termination of this Agreement. With respect to the
Fund and the Distributor, this Agreement shall become effective upon its
execution ("Effective Date") and unless terminated as provided herein, shall
remain in effect through June 30, 1998, and from year to year thereafter, but
only so long as such continuance is specifically approved at least annually (a)
by a vote of majority of the members of the Board of the Fund who are not
interested persons of the Distributor or of the Fund, voting in person at a
meeting called for the purpose of voting on such approval, and (b) by the vote
of either the Board of the Fund or a majority of the outstanding Shares of the
Fund. This Agreement may be terminated by and between an individual Fund and
Distributor at any time, without the payment of any penalty (a) on 60 days'
written notice, by the Board of the Fund or by a vote of a majority of the
outstanding Shares of the Fund, or by Distributor, or (b) immediately, on
written notice by the Board of the Fund, in the event of termination or
suspension of any of the Registrations. This Agreement will automatically
terminate in the event of its assignment. In interpreting the provisions of this
Paragraph 20 the definitions contained in Section 2(a) of ICA-40 (particularly
the definitions of "interested person", "assignment", and "majority of the
outstanding Shares") shall be applied.
21. Amendment of this Agreement. No provision of this Agreement may be
changed, waived, discharged, or terminated orally, but only by an instrument in
writing signed by each party against which enforcement of the change, waiver,
discharge, or termination is sought. If the Fund should at any time deem it
necessary or advisable in the best interests of the Fund that any amendment of
this Agreement be made in order to comply with the recommendations or
requirements of the SEC or any other governmental authority or to obtain any
advantage under state or Federal tax laws and notifies Distributor of the form
of such amendment, and the reasons therefor, and if Distributor should decline
to assent to such amendment, the Fund may terminate this Agreement forthwith. If
Distributor should at any time request that a change be made in the Fund's
Agreement and Declaration of Trust or By-Laws or in its methods of doing
business, in order to comply with any requirements of Federal law or regulations
of the SEC, or of a national securities association of which Distributor is or
may be a member, relating to the sale of Shares, and the Fund should not make
such necessary changes within a reasonable time, Distributor may terminate this
Agreement forthwith.
22. Liability. It is understood and expressly stipulated that neither
the shareholders of the Fund nor the members of the Board of the Fund shall be
personally liable hereunder. The obligations of the Fund are not personally
binding upon, nor shall resort to the private property of, any of the members of
the Board of the Fund, nor of the shareholders, officers, employees or agents of
the Fund, but only the Fund's property shall be bound. A copy of the Declaration
of Trust and of each amendment thereto has been filed by the Trust with the
Secretary of State of The Commonwealth of Massachusetts and with the Clerk of
the City of Boston, as well as any other governmental office where such filing
may from time to time be required.
23. Miscellaneous. The captions in this Agreement are included for
convenience or reference only, and in no way define or limit any of the
provisions hereof or otherwise affect their construction or effect. This
Agreement may be executed simultaneously in two or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute
one and the same instrument.
24. Notice. Any notice required or permitted to be given by a party to
this Agreement or to any other party hereunder shall be deemed sufficient if
delivered in person or sent by registered or certified mail, postage prepaid,
addressed by the party giving notice to each such other party at the address
provided below or to the last address furnished by each such other party to the
party giving notice.
If to the Funds: Xxx Xxxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Attn: Secretary
If to Distributor: Xxx Xxxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Attn: Secretary
COLUMBIA FUNDS DISTRIBUTOR, INC.
By: /s/ XXXXX XXXXXXX
__________________
Name: Xxxxx Xxxxxxx
Title:Co-President
ATTEST: /s/ XXXXXXX X. XXXX
____________________
Name: Xxxxxxx X. Xxxx
Title: Assistant Clerk
COLUMBIA FUNDS TRUST VIII
COLUMBIA FUNDS TRUST IX
COLUMBIA FUNDS TRUST XI
By: /s/ XXXXXX X. XXXXXXX
_____________________
Xxxxxx X. Xxxxxxx
President
ATTEST: /s/ XXXXXXX X. XXXX
___________________
Name: Xxxxxxx X. Xxxx
Title: Assistant Secretary
Schedule A to Underwriting Agreement
Between Columbia Funds Trust VIII, Columbia Funds Trust IX,
and Columbia Funds Trust XI and
Columbia Funds Distributor, Inc.
The series of the Trusts covered by this agreement are:
Columbia Funds Trust VIII
Columbia Income Fund
Columbia Intermediate Bond Fund
Columbia Funds Trust IX
Columbia Managed Municipals Fund
Columbia High Yield Municipal Fund
Columbia Funds Trust XI Columbia Young Investor Fund Columbia Growth Stock Fund
Columbia Global Thematic Equity Fund Columbia European Thematic Equity
Fund Columbia Asset Allocation Fund Columbia Dividend Income Fund
Columbia Large Cap Core Fund Columbia International Equity Fund
Columbia Large Cap Growth Fund Columbia Disciplined Value Fund Columbia
Small Cap Fund Columbia Small Company Equity Fund
Dated: November 1, 2003
