AMENDMENT TO AGENCY AGREEMENT

         This Amendment is made and entered into this 1st day of July, 2001 by
and between LIBERTY FUNDS SERVICES, INC., a Massachusetts corporation ("LFS")
and LIBERTY-STEIN ROE FUNDS TRUST, a Massachusetts business trust (the "Trust").

         WHEREAS, the Trust and LFS previously entered into an Agency Agreement
dated February 14, 1997, as amended (the "Agreement"); and

         WHEREAS, the parties desire to amend Schedule A (regarding
compensation) and Schedule B (regarding series of the Trust that are covered by
the Agreement).

         NOW, THEREFORE, in consideration of the mutual covenants and agreements
of the parties hereto as herein set forth, the parties covenant and agree as
follows:

          1.   Schedule  A of the  Agreement  is  amended  and  restated  in its
               entirety as follows:

         Each Fund that is a series of a Trust shall pay LFS for the services to
         be provided by LFS under the Agreement an amount equal to the sum of
         the following:

          1.   The Fund's Share of LFS Compensation; PLUS
          2.   A  transaction  fee of $1.40 per  Transaction  occurring  in Fund
               Accounts during any month; PLUS
          3.   An account fee for Open Accounts of $4.00 per annum; PLUS
          4.   An account fee for Closed Accounts of $1.50 per annum; PLUS
          5.   The  Fund's  Allocated  Share of LFS  Reimbursable  Out-of-Pocket
               Expenses.

         Also, LFS shall be able to recover from the Funds, in the same manner
         it charges for LFS Reimbursable Out-of-Pocket Expenses, fees payable to
         DST under the remote services agreement with DST and one-time expenses
         incurred during the conversion from CTRAN to DST. Such expenses will be
         recovered at a rate of 1/24th per month.

         All determinations hereunder shall be in accordance with generally
         accepted accounting principles and subject to audit by the Funds'
         independent accountants.

         Definitions

                  "Allocated Share" for any month means that percentage of LFS
                  Reimbursable Out-of-Pocket Expenses which would be allocated
                  to the Fund for such month in accordance with the methodology
                  described in Exhibit 1 hereto.

                  "Closed Account" is any account on the books of LFS
                  representing record ownership of shares of a Fund which as of
                  the first day of any calendar month has a share balance of
                  zero and does not meet account purge criteria. The Closed
                  Account fee shall be payable on a monthly basis, in an amount
                  equal to 1/12 the per annum charge.

                  "LFS Reimbursable Out-of-Pocket Expenses" means (i)
                  out-of-pocket expenses incurred on behalf of the Fund by LFS
                  for stationery, forms, postage and similar items, (ii)
                  networking account fees paid to dealer firms by LFS on
                  shareholder accounts established or maintained pursuant to the
                  National Securities Clearing Corporation's networking system,
                  which fees are approved by the Trustees from time to time and
                  (iii) fees paid by LFS or its affiliates to third-party dealer
                  firms or transfer agents that maintain omnibus accounts with a
                  Fund in respect of expenses similar to those referred to in
                  clause (i) above, to the extent the Trustees have approved the
                  reimbursement by the Fund of such fees.

                  "Distributor Fees" means the amount due LFS pursuant to any
                  agreement with the Fund's principal underwriter for
                  processing, accounting and reporting services in connection
                  with the sale of shares of the Fund.

                  "Fund" means each of the open-end investment companies advised
                  or administered by CMA that are series of the Trusts which are
                  parties to the Agreement.

                  "Fund Accounts" means all Open Accounts and all Closed
                  Accounts.

                  "Fund's Share of LFS Compensation" for any month means 1/12 of
                  an amount equal to 0.06 percent of the average daily closing
                  value of the total net assets of the Fund for such month.

                  "Open Accounts" is any account on the books of LFS
                  representing record ownership of shares of a Fund which as of
                  the first day of any calendar month has a share balance
                  greater than zero. The Open Account fee shall be payable on a
                  monthly basis, in an amount equal to 1/12 the per annum
                  change.

                  "Transaction" means any activity that has occurred relating to
                  any Fund Account, including all debits and credits to account
                  balances as well as maintenance and service activities
                  performed with respect to such Fund Account in any month.

          2.   Schedule  B of the  Agreement  is  amended  and  restated  in its
               entirety in the form attached hereto.


LIBERTY-STEIN ROE FUNDS TRUST


By:      /s/William J. Ballou
         William J. Ballou, Secretary


LIBERTY FUNDS SERVICES, INC.


By:      /s/Mary D. McKenzie
         Mary D. McKenzie, President







                                    EXHIBIT 1

                          METHODOLOGY OF ALLOCATING LFS
                       REIMBURSABLE OUT-OF-POCKET EXPENSES


1. LFS Reimbursable Out-of-Pocket Expenses are allocated to the Funds as
   follows:

   A.   Identifiable               Based on actual services performed and
                                   invoiced to a Fund.

   B.   Unidentifiable             Allocation will be based on three evenly
                                   weighted factors.

                                   -    number of shareholder
                                        accounts

                                   -    number of transactions

                                   -    average assets






                                   Schedule B

The Series of the Trust covered by the Agreement are as follows:

LIBERTY-STEIN ROE FUNDS TRUST
         Stein Roe Institutional Client High Yield Fund