Phoenix Strategic Allocation Fund Inc Sample Contracts

Exhibit d.1
Investment Advisory Agreement • April 25th, 2003 • Phoenix Oakhurst Strategic Allocation Fund • Connecticut
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DISTRIBUTION AGREEMENT CLASS B SHARES
Distribution Agreement • April 24th, 1997 • Phoenix Strategic Allocation Fund Inc • Massachusetts
CUSTODIAN CONTRACT Between PHOENIX TOTAL RETURN FUND, INC. and STATE STREET BANK AND TRUST COMPANY
Custodian Contract • April 24th, 1997 • Phoenix Strategic Allocation Fund Inc • London
Exhibit 6.1
Underwriting Agreement • April 21st, 1998 • Phoenix Strategic Allocation Fund Inc • Connecticut
Exhibit 6.4
Phoenix Strategic Allocation Fund Inc • April 21st, 1998
Exhibit 9.2b
Agency and Service Agreement • April 24th, 1997 • Phoenix Strategic Allocation Fund Inc • Connecticut
Exhibit 6.2 Sales Agreement
Sales Agreement • April 21st, 1998 • Phoenix Strategic Allocation Fund Inc • Connecticut
Exhibit 14.1
Phoenix Strategic Allocation Fund Inc • April 21st, 1998 • Massachusetts
THIRD AMENDMENT TO AMENDED AND RESTATED FINANCIAL AGENT AGREEMENT
Financial Agent Agreement • April 25th, 2003 • Phoenix Oakhurst Strategic Allocation Fund
Exhibit G.2
Master Custodian Contract • January 14th, 2004 • Phoenix Oakhurst Strategic Allocation Fund
Exhibit 6.2
Phoenix Strategic Allocation Fund Inc • April 24th, 1997 • Connecticut
Exhibit 9.1
Agent Agreement • April 21st, 1998 • Phoenix Strategic Allocation Fund Inc • Massachusetts
Exhibit (10)(d) Distribution Plan for Class C Shares
Phoenix Oakhurst Strategic Allocation Fund • May 19th, 2004
EXHIBIT G.3
Master Custodian Agreement • January 14th, 2004 • Phoenix Oakhurst Strategic Allocation Fund
Exhibit 9(c)
Master Custodian Contract • December 22nd, 2003 • Phoenix Oakhurst Strategic Allocation Fund
Exhibit a Agreement and Declaration of Trust
A Agreement • September 29th, 2000 • Phoenix Oakhurst Strategic Allocation Fund Inc • Delaware
WITNESSETH:
Phoenix Strategic Allocation Fund Inc • April 24th, 1997

AMENDMENT dated October 24, 1991, of a certain Custodian Agreement dated March 10, 1988, (the "Custodian Agreement") between Phoenix Total Return Fund, Inc. (the "Fund") and State Street Bank and Trust Company (the "Custodian").

Registrant Name: The Phoenix Oakhurst Strategic Allocation Fund File Number: 811-1442 Registrant CIK Number: 0000049999 New advisory and sub-advisory agreements were filed with the SEC in the May 1 amendment to the N1-A. These agreements were filed...
Phoenix Oakhurst Strategic Allocation Fund • August 28th, 2003

New advisory and sub-advisory agreements were filed with the SEC in the May 1 amendment to the N1-A. These agreements were filed with the SEC on 4-25-03 and are incorporated by reference in this NSAR."

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SUPPLEMENT TO PHOENIX FAMILY OF FUNDS SALES AGREEMENT
Phoenix Strategic Allocation Fund Inc • April 21st, 1998 • Connecticut
Exhibit 5.2
Management Agreement • April 24th, 1997 • Phoenix Strategic Allocation Fund Inc • Massachusetts
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