Exhibit (e)(2)

                       AMENDMENT TO DISTRIBUTION AGREEMENT

     This Amendment, dated and effective as of May 8, 2001, is made and entered
into by and between Bailard, Biehl & Kaiser International Fund Group, Inc., a
Maryland corporation (the "Company"), and BB&K Fund Services, Inc., a California
corporation (the "Distributor").

     WHEREAS, the Company and the Distributor have previously entered into a
Distribution Agreement dated as of October 1, 1993 (the "Distribution
Agreement") pursuant to which the Distributor distributes the shares of the
Bailard, Biehl & Kaiser International Equity Fund and the Bailard, Biehl &
Kaiser Fixed-Income Fund series of the Company;

     WHEREAS, the name of the Bailard, Biehl & Kaiser Fixed-Income Fund has been
changed to the "Bailard, Biehl & Kaiser Bond Opportunity Fund;"

     WHEREAS, the Company has established two additional series of shares, the
Bailard, Biehl & Kaiser Enhanced Growth Fund (the "Growth Fund") and the
Bailard, Biehl & Kaiser Cognitive Value Fund (the "Value Fund"), to be
distributed by the Distributor;

     NOW, THEREFORE, the parties agree as follows:

     1. The Company hereby appoints the Distributor as its exclusive agent to
act as principal underwriter and distributor of the shares of common stock,
$0.0001 par value, of the Growth Fund and the Value Fund, and the Distributor
hereby accepts such appointment, upon the terms set forth in the Distribution
Agreement.

     2. The first paragraph of the Distribution Agreement is amended to read in
full as follows:

     This Agreement, dated as of October 1, 1993, is entered into by and between
Bailard, Biehl & Kaiser International Fund Group, Inc., a Maryland corporation
(the "Company"), on behalf each of its series listed on Appendix A hereto (each
a "Fund" and together the "Funds"), and BB&K Fund Services, Inc., a California
corporation (the "Distributor").

     3. Appendix A is added to the Distribution Agreement as follows:

                                   APPENDIX A
                            to Distribution Agreement

                Bailard, Biehl & Kaiser International Equity Fund

                Bailard, Biehl & Kaiser Bond Opportunity Fund

                Bailard, Biehl & Kaiser Enhanced Growth Fund

                Bailard, Biehl & Kaiser Cognitive Value Fund

     4. In all other respects, the Distribution Agreement is affirmed without
change.

     IN WITNESS WHEREOF, the parties have executed this Amendment with intent to
be bound hereby.


BAILARD, BIEHL & KAISER                 BB&K FUND SERVICES, INC.
INTERNATIONAL FUND GROUP, INC.


By:  Peter M. Hill                      By:  Sofi Kyriakidis

Its: Chairman                           Its: Treasurer

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