EX-99.23(H)(1) 5 c58736bpex99-23h1.txt AMENDMENT #2 TO TRANSFER SERVICES AGREEMENT 1 Exhibit (h)(1) AMENDMENT NO. 2 TO TRANSFER AGENCY SERVICES AGREEMENT This AMENDMENT NO. 2, dated the 30th day of November, 2000, is made by and between PFPC INC., a Massachusetts corporation ("PFPC"), and ALLEGHANY FUNDS, a Delaware business trust (the "Company") (collectively, the "Parties"). WITNESSETH THAT: WHEREAS, the Company has entered into a Transfer Agency Services Agreement with PFPC, dated April 1, 2000, as amended to date, wherein PFPC has agreed to provide certain transfer agency services to the Company; and WHEREAS, the Parties wish to amend the Transfer Agency Services Agreement to include under its terms two additional separate series of shares identified as ALLEGHANY/TAMRO LARGE CAP VALUE FUND and ALLEGHANY/TAMRO SMALL CAP FUND; NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the Parties hereto, intending to be legally bound, do hereby agree to amend Schedule "A" to the Transfer Agency Services Agreement in the form attached hereto as Schedule "A". This Amendment shall take effect upon the date when the amendment to the registration statement of the Trust registering ALLEGHANY/TAMRO LARGE CAP VALUE FUND and ALLEGHANY/TAMRO SMALL CAP FUND becomes effective. IN WITNESS WHEREOF, the Parties hereto have caused this Amendment consisting of one typewritten page, together with Schedule "A", to be signed by their duly authorized officers and their corporate seals hereunto duly affixed and attested, as of the day and year first above written. ALLEGHANY FUNDS PFPC INC. --------------- --------- /s/ Gerald Dillenburg /s/ Michael Denofrio --------------------------- -------------------------------------- By: Gerald Dillenburg By: Michael Denofrio ------------------------ ----------------------------------- Title: Vice President Title: Vice President/Division Manager --------------------- -------------------------------- /s/Laura Hlade --------------------------- -------------------------------------- Attest: Laura Hlade Attest: -------------------- ------------------------------- Title: Assistant Treasurer Title: --------------------- -------------------------------- 2 EXHIBIT A PORTFOLIOS Alleghany/Chicago Trust Money Market Fund Alleghany/Chicago Trust Municipal Bond Fund Alleghany/Chicago Trust Bond Fund Alleghany/Chicago Trust Balanced Fund Alleghany/Chicago Trust Talon Fund Alleghany/Chicago Trust Growth & Income Fund Alleghany/Chicago Trust Small Cap Value Fund Alleghany/Veredus Aggressive Growth Fund Alleghany/Montag & Caldwell Balanced Fund Alleghany/Montag & Caldwell Growth Fund Alleghany/Blairlogie International Developed Fund Alleghany/Blairlogie Emerging Markets Fund Alleghany/Veredus SciTech Fund Alleghany/TAMRO Large Cap Value Fund Alleghany/TAMRO Small Cap Fund Dated: April 1, 2000 Amended: June 30, 2000 Amended: November 30, 2000