EX-23.(H)(III) 3 a2123490zex-23_hiii.txt EXHIBIT 23.(H)(III) Exhibit 23 (h)(iii) AMENDMENT 1 to the ADMINISTRATIVE SERVICES AGREEMENT among The Investment Companies comprising the Lord Abbett Family of Funds (each, a "Fund" or collectively, the "Funds") as set forth on Exhibit 1 and Lord, Abbett & Co. LLC ("Lord Abbett") WHEREAS, the Investment Companies named on Exhibit 1 and Lord Abbett entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the "Agreement"); WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord Abbett Family of Funds where such funds wish to engage Lord Abbett to perform Administrative Services under the Agreement; WHEREAS, the Funds and Lord Abbett desire to further amend the Agreement to include additional funds; NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects: 1. The Agreement is hereby amended to add the following funds to Exhibit 1 of the Agreement: Lord Abbett Series Fund, Inc. All Value Portfolio America's Value Portfolio Growth Opportunities Portfolio 2. The Agreement shall remain the same in all other respects. 3. The Amendment is effective as of the 30th day of April, 2003. IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative. On behalf of each of the Lord Abbett Funds listed on Exhibit 1 Attached hereto By: /s/ Joan A. Binstock ------------------------------------- Joan A. Binstock Chief Financial Officer Attested: /s/ Christina T. Simmons ------------------------ Christina T. Simmons Vice President & Assistant Secretary LORD, ABBETT & CO. LLC By: /s/ Robert S. Dow ----------------------------- Robert S. Dow Managing Member Attested: /s/ Paul A. Hilstad --------------------------- Paul A. Hilstad Member, General Counsel EXHIBIT 1 (AMENDED AS OF APRIL 30, 2003) TO ADMINISTRATIVE SERVICES AGREEMENT The following funds comprise the Lord Abbett Family of Funds: Lord Abbett Affiliated Fund, Inc. Lord Abbett Blend Trust Lord Abbett Small-Cap Blend Fund Lord Abbett Bond-Debenture Fund, Inc. Lord Abbett Developing Growth Fund, Inc. Lord Abbett Global Fund, Inc. Equity Series Income Series Lord Abbett Investment Trust Balanced Series Core Fixed Income Fund Lord Abbett High Yield Fund Limited Duration U.S. Government Securities Series Lord Abbett Total Return Fund U.S. Government Securities Series Lord Abbett Large-Cap Growth Fund Lord Abbett Mid-Cap Value Fund, Inc. Lord Abbett Research Fund, Inc. Lord Abbett America's Value Fund Lord Abbett Growth Opportunities Fund Large-Cap Series Small-Cap Value Series Lord Abbett Securities Trust Alpha Series Lord Abbett All Value Fund International Series Lord Abbett Micro-Cap Growth Fund Lord Abbett Micro-Cap Value Fund Lord Abbett Series Fund, Inc. All Value Portfolio America's Value Portfolio Bond-Debenture Portfolio Growth and Income Portfolio Growth Opportunities Portfolio International Portfolio Mid-Cap Value Portfolio Lord Abbett Tax-Free Income Fund, Inc. Lord Abbett California Tax-Free Income Fund Lord Abbett Connecticut Tax-Free Income Fund Lord Abbett Hawaii Tax-Free Income Fund Lord Abbett Minnesota Tax-Free Income Fund Lord Abbett Missouri Tax-Free Income Fund Lord Abbett National Tax-Free Income Fund Lord Abbett New Jersey Tax-Free Income Fund Lord Abbett New York Tax-Free Income Fund Lord Abbett Texas Tax-Free Income Fund Lord Abbett Washington Tax-Free Income Fund Lord Abbett Tax-Free Income Trust Florida Series Georgia Series Michigan Series Pennsylvania Series Lord Abbett U.S. Government Securities Money Market Fund, Inc. AMENDMENT 2 to the ADMINISTRATIVE SERVICES AGREEMENT among The Investment Companies comprising the Lord Abbett Family of Funds (each, a "Fund" or collectively, the "Funds") as set forth on Exhibit 1 and Lord, Abbett & Co. LLC ("Lord Abbett") WHEREAS, the Investment Companies named on Exhibit 1 and Lord Abbett entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the "Agreement"); WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord Abbett Family of Funds where such funds wish to engage Lord Abbett to perform Administrative Services under the Agreement; WHEREAS, the Funds and Lord Abbett desire to further amend the Agreement to include additional funds; NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects: 1. The Agreement is hereby amended to add the following funds to Exhibit 1 of the Agreement: Lord Abbett Investment Trust Lord Abbett Convertible Fund Lord Abbett Securities Trust Lord Abbett Large-Cap Value Fund Lord Abbett Tax-Free Income Trust Lord Abbett Insured Intermediate Tax-Free Fund 2. The Agreement shall remain the same in all other respects. 3. The Amendment is effective as of the 30th day of June, 2003. IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative. On behalf of each of the Lord Abbett Funds listed on Exhibit 1 Attached hereto By: /s/ Joan A. Binstock ------------------------------------- Joan A. Binstock Chief Financial Officer Attested: /s/ Christina T. Simmons ------------------------ Christina T. Simmons Vice President & Assistant Secretary LORD, ABBETT & CO. LLC By: /s/ Robert S. Dow --------------------------- Robert S. Dow Managing Member Attested: /s/ Paul A. Hilstad ------------------------ Paul A. Hilstad Member, General Counsel EXHIBIT 1 (AMENDED AS OF JUNE 30, 2003) TO ADMINISTRATIVE SERVICES AGREEMENT The following funds comprise the Lord Abbett Family of Funds: Lord Abbett Affiliated Fund, Inc. Lord Abbett Blend Trust Lord Abbett Small-Cap Blend Fund Lord Abbett Bond-Debenture Fund, Inc. Lord Abbett Developing Growth Fund, Inc. Lord Abbett Global Fund, Inc. Equity Series Income Series Lord Abbett Investment Trust Balanced Series Core Fixed Income Fund Lord Abbett High Yield Fund Limited Duration U.S. Government Securities Series Lord Abbett Total Return Fund U.S. Government Securities Series Lord Abbett Convertible Fund Lord Abbett Large-Cap Growth Fund Lord Abbett Mid-Cap Value Fund, Inc. Lord Abbett Research Fund, Inc. Lord Abbett America's Value Fund Lord Abbett Growth Opportunities Fund Large-Cap Series Small-Cap Value Series Lord Abbett Securities Trust Alpha Series Lord Abbett All Value Fund International Series Lord Abbett Micro-Cap Growth Fund Lord Abbett Micro-Cap Value Fund Lord Abbett Large-Cap Value Fund Lord Abbett Series Fund, Inc. All Value Portfolio America's Value Portfolio Bond-Debenture Portfolio Growth and Income Portfolio Growth Opportunities Portfolio International Portfolio Mid-Cap Value Portfolio Lord Abbett Tax-Free Income Fund, Inc. Lord Abbett California Tax-Free Income Fund Lord Abbett Connecticut Tax-Free Income Fund Lord Abbett Hawaii Tax-Free Income Fund Lord Abbett Minnesota Tax-Free Income Fund Lord Abbett Missouri Tax-Free Income Fund Lord Abbett National Tax-Free Income Fund Lord Abbett New Jersey Tax-Free Income Fund Lord Abbett New York Tax-Free Income Fund Lord Abbett Texas Tax-Free Income Fund Lord Abbett Washington Tax-Free Income Fund Lord Abbett Tax-Free Income Trust Florida Series Georgia Series Michigan Series Pennsylvania Series Lord Abbett Insured Intermediate Tax-Free Fund Lord Abbett U.S. Government Securities Money Market Fund, Inc.