Common use of EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT Clause in Contracts

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ or less than thirty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 or such other time as shall be agreed upon by the Manager and the Advisorits execution, and shall remain in full force and effect as to the a particular Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager Either party hereto may at any time terminate this Contract as to the any Fund by not more than sixty days’ or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisorother party, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, Trust or the shareholders by the affirmative vote of a majority of the outstanding shares of the such Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the AdvisorManager, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as with respect to the such Fund at the close of business on the second anniversary of its effectiveness with respect to such Fund (September 2, 2003, with respect to the effective date hereof AllianceBernstein Wealth Appreciation Strategy, the AllianceBernstein Balanced Wealth Strategy, the AllianceBernstein Wealth Preservation Strategy, and the AllianceBernstein Tax-Managed Wealth Appreciation Strategy, and July 22, 1993, with respect to the AllianceBernstein Tax-Managed Balanced Wealth Strategy, the AllianceBernstein Tax-Managed Wealth Preservation Strategy and the AllianceBernstein Growth Fund), or upon the expiration of one year from the effective date of the last such continuancecontinuance with respect to such Fund, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the such Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor Manager may continue to serve hereunder in a manner consistent with the 1940 Investment Company Act of 1940, as amended, and the Rules rules and Regulations regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, Trustees or (ii) by the affirmative vote of a majority of the outstanding shares of the Fundrelevant Fund affected. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1January 27, 2008 2011 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ ' or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1October 5, 2008 1999 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ ' or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 or such other time as shall be agreed upon by of the closing of the acquisition of the capital stock of the Manager and the Advisorby Mackenzie Investment Management Inc. on December 31, 1991 and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) 4 hereof or until terminated as follows: (a) The Trust Fund or the Manager may at any time terminate this Contract as to the Fund by not more than sixty (60) days’ or ' nor less than thirty (30) days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, Subadviser; or (b) The Advisor Subadviser may at any time terminate this Contract as to the Fund by not less than one hundred fifty twenty (120) days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract ; or (c) If (i) the Trustees of the TrustFund who are not interested persons of the Fund, the Manager of the Subadviser and either (i) a majority of all of the Trustees of the Fund, or (ii) the shareholders of the Portfolio, by the affirmative vote of a majority of the outstanding shares voting securities of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approvalPortfolio, do not specifically approve prior to _________________, 199___ and at least annually thereafter prior to the anniversary of said date specifically approve the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on __________________, 199___ or on the second anniversary of said date next following the effective date hereof or the expiration absence of one year from the effective date of the last such continuance, whichever is laterannual approval; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund a Portfolio for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor Subadviser may continue to serve hereunder as to such Portfolio in a manner consistent with the Investment Company Act of 1940 Act and the Rules and Regulations thereunder. Action by of the Trust Fund under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares voting securities of the Portfolio. Action by the Trustees of the Fund who are not interested persons of the Fund, the Manager or the Subadviser under (c) above must be by a vote of a majority of such Trustee cast in person at a meeting called for the purpose of voting on the continuance of the Contract. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 or take effect with respect to a Portfolio upon such other date and at such time as shall be agreed upon determined by the Manager Trust upon notice and certification from the AdvisorDistributor that Distributor is prepared to perform the services contemplated by this Contract (with respect to each Portfolio, the “Effective Date”) and shall remain in full force and effect continuously as to the Fund continuously thereafter such Portfolio (unless terminated automatically as set forth in Section 417 hereof) until terminated as followsterminated: (a) The Trust Either by such Portfolio or the Manager may at any time terminate this Contract as to the Fund Distributor by not more than sixty (60) days’ or nor less than thirty (30) days’ written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, other party; or (b) The Advisor may at any time terminate this Contract Automatically as to any Portfolio, at the Fund by not less than close of business one hundred fifty days’ written notice delivered year from the Effective Date (or, with respect to any additional Portfolio established in the future, two years from the Effective Date with respect to such Portfolio), or mailed by registered mailupon the expiration of one year from the effective date of the last continuance of this Contract, postage prepaidwhichever is later, to the Manager, provided, however, that if the Manager has violated or breached any material provision continuance of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) is not specifically approved at least annually by the Trustees of the Trust, Trust or the shareholders of such Portfolio by the affirmative vote of a majority of the outstanding shares of the Fund, such Portfolio; and (ii) by a majority of the Trustees of the Trust who are not interested persons of the Trust and who have no direct or indirect financial interest in the operation of the Manager any Plan or of the Advisor, this Contract by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust a Portfolio under (a) above may be taken either (i) by a vote of a majority the Trustees of its Trusteesthe Trust, or (ii) by the affirmative vote of a majority of the outstanding shares of such Portfolio. The requirement under (b) above that the Fundcontinuance of this Contract be “specifically approved at least annually” shall be construed in a manner consistent with the 1940 Act and related interpretations of the Securities and Exchange Commission (the “SEC”) and/or its staff. Termination of this Contract pursuant to this Section 5 18 shall be without the payment of any penalty. If this Contract is terminated or not renewed with respect to one or more Portfolios, it may continue in effect with respect to any Portfolio, as to which it has not been terminated (or has been renewed).

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May August 1, 2008 2011 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ ' or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. (a) This Contract shall become effective on May 1, 2008 or such other time as shall be agreed upon by the Manager and the Advisorits execution, and shall remain in full force and effect as to a particular Fund until September 2, 2005, with respect to the AllianceBernstein Wealth Appreciation Strategy, the AllianceBernstein Balanced Wealth Strategy, the AllianceBernstein Wealth Preservation Strategy, and the AllianceBernstein Tax-Managed Wealth Appreciation Strategy, and July 22, 1993, with respect to the AllianceBernstein Tax-Managed Balanced Wealth Strategy, the AllianceBernstein Tax-Managed Wealth Preservation Strategy and the AllianceBernstein Growth Fund and continuously thereafter (unless terminated automatically so long as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may its continuance is specifically approved at any time terminate this Contract as to the Fund least annually by not more than sixty days’ or less than thirty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, Trust or the shareholders by the affirmative vote of a majority of the outstanding shares of the such Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the AdvisorManager, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall approval (unless terminated automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is laterset forth in Section 4); provided, however, that if the continuance of this Contract is submitted to the shareholders of the such Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor Manager may continue to serve hereunder in a manner consistent with the 1940 Investment Company Act of 1940, as amended, and the Rules rules and Regulations regulations thereunder. (b) Either party hereto may at any time terminate this Contract as to any Fund by not more than sixty days' written notice delivered or mailed by registered mail, postage prepaid, to the other party. Action by the Trust under (ab) above may be taken either (i) by vote of a majority of its Trustees, Trustees or (ii) by the affirmative vote of a majority of the outstanding shares of the Fundrelevant Fund affected. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May February 1, 2008 2102, or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ ' or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. (a) This Contract shall become effective on May 1, 2008 or such other time as shall be agreed upon by the Manager and the Advisorits execution, and shall remain in full force and effect as to a particular Fund until September 2, 2005, with respect to the AllianceBernstein Wealth Appreciation Strategy, the AllianceBernstein Balanced Wealth Strategy, the AllianceBernstein Conservative Wealth Strategy (previously, AllianceBernstein Wealth Preservation Strategy), and the AllianceBernstein Tax-Managed Wealth Appreciation Strategy, and July 22, 1993, with respect to the AllianceBernstein Tax-Managed Balanced Wealth Strategy, the AllianceBernstein Tax-Managed Conservative Wealth Strategy (previously, AllianceBernstein Tax-Managed Wealth Preservation Strategy) and the AllianceBernstein Growth Fund and continuously thereafter (unless terminated automatically so long as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may its continuance is specifically approved at any time terminate this Contract as to the Fund least annually by not more than sixty days’ or less than thirty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, Trust or the shareholders by the affirmative vote of a majority of the outstanding shares of the such Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the AdvisorManager, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall approval (unless terminated automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is laterset forth in Section 4); provided, however, that if the continuance of this Contract is submitted to the shareholders of the such Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor Manager may continue to serve hereunder in a manner consistent with the 1940 Investment Company Act of 1940, as amended, and the Rules rules and Regulations regulations thereunder. (b) Either party hereto may at any time terminate this Contract as to any Fund by not more than sixty days' written notice delivered or mailed by registered mail, postage prepaid, to the other party. Action by the Trust under (ab) above may be taken either (i) by vote of a majority of its Trustees, Trustees or (ii) by the affirmative vote of a majority of the outstanding shares of the Fundrelevant Fund affected. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 or such other time as shall be agreed upon by the Manager and the Advisorits execution, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract Contract, or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 or such other time as shall be agreed upon by the Manager and the Advisorits execution, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ ' or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, Advisor or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the Investment Company Act of 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 or take effect upon such other time date as shall be agreed upon determined by the Manager Trust upon notice and certification from the Advisor, Distributor that Distributor is prepared to perform the services contemplated by this Contract(the “Effective Date”) and shall remain in full force and effect continuously as to the a Fund, a Class of Fund continuously thereafter shares, or a Portfolio, (unless terminated automatically as set forth in Section 417 hereof) until terminated as followsterminated: (a) The Trust Either by such Fund, Fund Class, Portfolio, or the Manager may at any time terminate this Contract as to the Fund Distributor by not more than sixty (60) days’ or nor less than thirty (30) days’ written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, other party; or (b) The Advisor may at any time terminate this Contract Automatically as to any Fund or Class thereof, or Portfolio, at the Fund by not less than close of business two years from the date hereof, or upon the expiration of one hundred fifty days’ written notice delivered or mailed by registered mailyear from the effective date of the last continuance of this Contract, postage prepaidwhichever is later, to the Manager, provided, however, that if the Manager has violated or breached any material provision continuance of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) is not specifically approved at least annually by the Trustees of the Trust, Trust or the shareholders of such Fund, Fund Class, or Portfolio, by the affirmative vote of a majority of the outstanding shares of the such Fund, Fund Class, or Portfolio; and (ii) by a majority of the Trustees of the Trust who are not interested persons of the Trust and who have no direct or indirect financial interest in the operation of the Manager Plans or of the Advisor, this Contract by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust a Fund or a Class thereof, or Portfolio, under (a) above may be taken either (i) by vote of a majority the Trustees of its Trusteesthe Trust, or (ii) by the affirmative vote of a majority of the outstanding shares of such Fund or such Class or Portfolio. The requirement under (b) above that the Fundcontinuance of this Contract be “specifically approved at least annually” shall be construed in a manner consistent with the 1940 Act and the rules and regulations thereunder. Termination of this Contract pursuant to this Section 5 18 shall be without the payment of any penalty. If this Contract is terminated or not renewed with respect to one or more Funds or Classes thereof, or one or more Portfolios, it may continue in effect with respect to any Fund or any Class thereof, or any Portfolio, as to which it has not been terminated (or has been renewed).

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1September 30, 2008 2004 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ or less than thirty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 2001 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ ' or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, ) by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, ) then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, ) the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority majority' of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1January 2, 2008 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ or less than thirty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 2001 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ or less than thirty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1October 31, 2008 2003 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ ' or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 or such other time as shall be agreed upon by the Manager and the Advisorits execution, and shall remain in full force and effect as to the Fund Series continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust Fund or the Manager may at any time terminate this Contract as to the Fund Series by not more than sixty days’ or ' nor less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the AdvisorAdviser, or (b) The Advisor Adviser may at any time terminate this Contract as to the Fund Series by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, Fund or the shareholders by the affirmative vote of a majority of the outstanding shares of the FundSeries, and (ii) a majority of the Trustees of the Trust Fund who are not interested persons of the Trust Fund or of the Manager or of the AdvisorAdviser, by vote cast in person at a meeting called for the purpose of voting on an such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund Series at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund Series for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor Adviser may continue to serve hereunder in a manner consistent with the Investment Company Act of 1940 Act and the Rules and Regulations thereunder. Action by the Trust Fund under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the FundSeries. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 or such other time as shall be agreed upon by the Manager and the Advisorits execution, and shall remain in full force and effect as to the Fund each Series continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager Either party hereto may at any time terminate this Contract as to any Series or as to the Fund by not more than sixty days’ or ' nor less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisorother party, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, Fund or the shareholders by the affirmative vote of a majority of the outstanding shares of the FundSeries, and (ii) a majority of the Trustees of the Trust Fund who are not interested persons of the Trust Fund or of the Manager or of the AdvisorManager, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund such Series at the close of business on on: January 31, 1989 in the case of PCM Global Growth Fund, January 31, 1995 in the case of PCM Diversified Income Fund, January 31, 1996 in the case of PCM Global Asset Allocation Fund, PCM Growth and Income Fund, PCM High Yield Fund, PCM Money Market Fund, PCM New Opportunities Fund and PCM Voyager Fund, and the second anniversary of the effective date hereof its execution with respect to any other Series, or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund a Series for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor Manager may continue to serve hereunder in a manner consistent with the Investment Company Act of 1940 Act and the Rules and Regulations thereunder. Action by the Trust Fund under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fundone or more Series affected. Termination of this Contract pursuant to this Section 5 shall will be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1_______, 2008 2001 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ ' or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1January 31, 2008 1999 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ or less than thirty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1January 31, 2008 1999 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ ' or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 or such other time as shall be agreed upon by the Manager and the Advisorits execution, and shall remain in full force and effect as to the Fund each Series continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager Either party hereto may at any time terminate this Contract as to any Series or as to the Fund by not more than sixty days’ or ' nor less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisorother party, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, Fund or the shareholders by the affirmative vote of a majority of the outstanding shares of the FundSeries, and (ii) a majority of the Trustees of the Trust Fund who are not interested persons of the Trust Fund or of the Manager or of the AdvisorManager, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund such Series at the close of business on January 31, 1989 in the case of PCM Global Growth Fund, January 31, 1995 in the case of PCM Diversified Income Fund, January 31, 1996 in the case of PCM Global Asset Allocation Fund, PCM Growth and Income Fund, PCM High Yield Fund, PCM Money Market Fund, PCM New Opportunities Fund and PCM Voyager Fund, and the second anniversary of the effective date hereof its execution with respect to any other Series, or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund a Series for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor Manager may continue to serve hereunder in a manner consistent with the Investment Company Act of 1940 Act and the Rules and Regulations thereunder. Action by the Trust Fund under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fundone or more Series affected. Termination of this Contract pursuant to this Section 5 shall will be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May February 1, 2008 2012 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ ' or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1, 2008 or such other time as shall be agreed take effect upon by the Manager and the Advisor, date first above written and shall remain in full force and effect continuously as to the a Fund continuously thereafter and a class of shares thereof (unless terminated automatically as set forth in Section 417 hereof) until terminated as followsterminated: (a) The Trust Either by such Fund or such class or the Manager may at any time terminate this Contract as to the Fund Distributor by not more less than sixty days’ or less than thirty (60) days’ written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, other party; or (b) The Advisor may at any time terminate this Contract Automatically as to any Fund or class thereof at the close of business two years from the date this Agreement became effective with respect to such Fund by not less than or class, or upon the expiration of one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to year from the Manager, provided, however, that if effective date of the Manager has violated or breached any material provision last continuance of this Contract and has failed with respect to cure said breach within thirty days such Fund or class, whichever is later, if the continuance of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If is not specifically approved at least annually, beginning with the second year after the date this Agreement became effective with respect to such Fund or class, by (i) either (x) the Trustees of the Trust, Trust or (y) the shareholders of such Fund or such class by the affirmative vote of a majority of the outstanding shares of the Fundsuch Fund or such class, and (ii) by a majority of the Trustees of the Trust who are not interested persons of the Trust and who have no direct or of the Manager or of the Advisor, indirect financial interest in this Contract by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust a Fund or a class thereof under (a) above may be taken either (i) by vote of a majority the Trustees of its Trusteesthe Trust, or (ii) by the affirmative vote of a majority of the outstanding shares of such Fund or such class. The requirement under (b) above that the Fundcontinuance of this Contract be “specifically approved at least annually” shall be construed in a manner consistent with the 1940 Act, the rules and regulations thereunder and related interpretations of the Securities and Exchange Commission (the “SEC”) and/or its Staff. Termination of this Contract pursuant to this Section 5 18 shall be without the payment of any penalty. If this Contract is terminated or not renewed with respect to one or more Funds or classes thereof, it may continue in effect with respect to any Fund or any class thereof as to which it has not been terminated (or has been renewed).

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1August 3, 2008 2007 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ or less than thirty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.

EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT. This Contract shall become effective on May 1July 19, 2008 2004 or such other time as shall be agreed upon by the Manager and the Advisor, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows: (a) The Trust or the Manager may at any time terminate this Contract as to the Fund by not more than sixty days’ ' or less than thirty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Advisor, or (b) The Advisor may at any time terminate this Contract as to the Fund by not less than one hundred fifty days’ ' written notice delivered or mailed by registered mail, postage prepaid, to the Manager, provided, however, that if the Manager has violated or breached any material provision of this Contract and has failed to cure said breach within thirty days of receipt of written notification of the breach from the Advisor, the Advisor may thereupon terminate this Contract or (c) If (i) the Trustees of the Trust, or the shareholders by the affirmative vote of a majority of the outstanding shares of the Fund, and (ii) a majority of the Trustees of the Trust who are not interested persons of the Trust or of the Manager or of the Advisor, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate as to the Fund at the close of business on the second anniversary of the effective date hereof or the expiration of one year from the effective date of the last such continuance, whichever is later; provided, however, that if the continuance of this Contract is submitted to the shareholders of the Fund for their approval and such shareholders fail to approve such continuance of this Contract as provided herein, the Advisor may continue to serve hereunder in a manner consistent with the 1940 Act and the Rules and Regulations thereunder. Action by the Trust under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of the Fund. Termination of this Contract pursuant to this Section 5 shall be without the payment of any penalty.