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                                                             EXHIBIT (h)(3)(vii)

                                 AMENDMENT NO. 7
                           TO THE AMENDED AND RESTATED
                        BOOKKEEPING AND PRICING AGREEMENT


                   Amendment dates as of ______________, 2000 to the Amended and
Restated Bookkeeping and Pricing Agreement (the "Agreement") dated as of June 1,
1998 between Westcore Trust, a Massachusetts business trust (the "Trust"), and
ALPS Mutual Funds Services, Inc. ("ALPS").

                                   BACKGROUND

                   1. ALPS serves as the bookkeeping and pricing agent for
certain of the Trust's portfolios pursuant to the Agreement.

                   2. The Trust desires to employ ALPS as its bookkeeping and
pricing agent for the Micro-Cap Fund (the "Fund"), on the terms set forth in the
Agreement, and ALPS agrees to provide such services.

                                    AGREEMENT

                   NOW, THEREFORE, in consideration of the promises and mutual
covenants herein contained, the parties hereto, intending to be legally bound,
agree as follows:

                   1. Appointment. The Trust hereby appoints ALPS to act as
bookkeeping and pricing agent for the Fund for the period and on the terms set
forth in the Agreement, and ALPS accepts such appointment for said period and on
said terms, and agrees to provide the services set forth in the Agreement.

                   2. Compensation. In consideration for the services to be
performed by ALPS, ALPS shall be entitled to receive from the Trust such
compensation and reimbursement for all reasonable out-of-pocket expenses as
described in the schedule attached as Exhibit B to the Agreement.

                   3. Continuing Validity. The provisions of the Agreement shall
remain in full force and effect except as modified hereby.

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                   IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be executed by their duly authorized officers designated below on
the day and year first above written.

                                       WESTCORE TRUST


                                       By:
                                          -------------------------------------

                                       ALPS MUTUAL FUNDS SERVICES, INC.


                                       By:
                                          -------------------------------------
















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