EX-99.H9 FEE WAIVER 3 h9-feewaiver.txt AMENDED AND RESTATED FEE WAIVER AGREEMENT AMENDED AND RESTATED FEE WAIVER AGREEMENT Dated November 1, 2004 American Express Financial Corporation ("AEFC") and American Express Client Service Corporation ("AECSC") agree to waive fees and reimburse certain expenses and AXP Threadneedle Emerging Markets Fund (the "Fund"), a series of AXP Global Series, Inc. and Emerging Markets Portfolio, a series of World Trust (the "Trust"), agree to accept those waivers and reimbursements, as described below: 1. Applicable Agreements. To the extent that the Fund's total expenses exceed the expense ratios set out in paragraph 2, AEFC and AECSC agree to waive fees and reimburse certain expenses under the following agreements: o Investment Management Services Agreement between the Trust and AEFC dated December 1, 2002. o Administrative Services Agreement between the Fund and AEFC dated November 13, 1996. o Transfer Agency Services Agreement between the Fund and AECSC dated May 1, 2003. AEFC also agrees to pay certain non-advisory expenses of the Fund if necessary to meet the expense ratio limits set out in paragraph 2. AEFC will determine the allocation of fee waivers and expense reimbursements among the applicable agreements. 2. Fee Caps. AEFC and AECSC agree to waive fees and reimburse certain expenses to the extent that total expenses exceed the following expense ratios: ------------------- ---------- ---------- ---------- ---------- ---------- Fund Class A Class B Class C Class I Class Y ------------------- ---------- ---------- ---------- ---------- ---------- AXP Threadneedle 1.99% 2.75% 2.75% 1.47% 1.82% Emerging Markets Fund ------------------- ---------- ---------- ---------- ---------- ---------- 3. Termination. This agreement will terminate on Oct. 31, 2005 unless extended by written agreement of the Fund and AEFC. AXP Global Series, Inc. AXP Threadneedle Emerging Markets Fund World Trust Emerging Markets Portfolio By: /s/ Leslie L. Ogg -------------------- Leslie L. Ogg Vice President AMERICAN EXPRESS FINANCIAL CORPORATION By: /s/ Paula R. Meyer -------------------- Paula R. Meyer Senior Vice President and General Manager- Mutual Funds AMERICAN EXPRESS CLIENT SERVICE CORPORATION By: /s/ Bridget Sperl -------------------- Bridget Sperl Senior Vice President