AMENDMENT TO ADMINISTRATION AGREEMENT

AMENDMENT TO ADMINISTRATION AGREEMENT

AMENDMENT, dated as of [December 21, 2015] (the “Amendment”), between CONSULTING GROUP CAPITAL MARKET FUNDS (the “Trust”) and XXXXX BROTHERS XXXXXXXX & CO. (the “Administrator”).

WHEREAS, pursuant to an Administration Agreement between the Trust and the Administrator, dated December 23, 2010 (as amended, restated, supplemented, and otherwise in effect, the “Agreement”), the Administrator has been appointed to provide certain administrative and accounting services to the Trust; and

WHEREAS, the Trust and the Administrator desire to amend the Agreement as hereinafter set forth;

ACCORDINGLY, in consideration of the mutual agreements herein contained, the Trust and the Administrator hereby agree as follows:

1. Amendments to the Agreement.

The Agreement is hereby amended by adding the following sentence at the end of Section 6(a):

“Commencing on the fifth anniversary of the Effective Date, this Agreement shall automatically renew for successive one (1) year terms unless terminated by either party pursuant to at least ninety (90) days written notice to the other party.”

The Agreement is hereby amended by adding the following to the end of the sentence in Section 3:

“as such Appendix B has been and may be updated and/or replaced from time to time in writing by the Trust and the Administrator.”

The Agreement is hereby amended by making the following changes to Appendix A:

“Section IX. Fund Administration.” shall be renumbered to reflect such section as “Section X. Fund Administration.” and the remainder of such section will be renumbered accordingly under such new Section X.

Under the renumbered “Section X. Fund Administration, (a) Financial Reporting and Assistant Treasurer” the following provision:

“Prepare the Fund’s quarterly budget and make recommendations for adjustments as appropriate”

shall be amended as follows:

“Prepare the Fund’s monthly budget and make recommendations for adjustments as appropriate”.

Under the renumbered “Section X. Fund Administration, (e) Corporate Secretarial and Regulatory Support Services.” the following provision shall be deleted in its entirety:

“Review and comment on advertising and sales literature for NASD compliance as requested by the Fund”.

The Agreement is hereby amended by replacing Appendix D with the Appendix D attached hereto.

2. Representations.

Except with regard to representations and warranties made as of a specific date, in such case, as of such date, each party represents to the other party that all representations contained in the Agreement (including all representations set forth in the Annex) are true and accurate as of the date of this Amendment or any specific date referenced in such representation, and that such representations are deemed to be given or repeated by

each party, as the case may be, on the date of this Amendment (except with regard to representations provided as of a specific date).

3. Miscellaneous.

A. This Amendment may be executed and delivered in counterparts (through facsimile transmission or otherwise in writing), each such counterpart shall he deemed an original, and all such counterparts, together, shall constitute a single agreement.

B. This Amendment, together with the Agreement, constitutes the entire agreement of the parties with respect to its subject matter and supersedes all oral communications and prior writings with respect thereto. Upon execution and delivery of this Amendment, the Agreement shall he modified and amended in accordance with the terms herein and shall continue in full force and effect.

C. This Amendment shall be governed by and construed in accordance with the laws of the State of New York without reference to choice of law doctrine.

D. The headings used in this Amendment are for convenience of reference only and are not to affect the construction of or to be taken into consideration in interpreting this Amendment. All capitalized terms used herein which are not defined herein shall have the meanings set forth in the Agreement.

[Signature page follows]

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written.

CONSULTING GROUP CAPITAL MARKET FUNDS,
By:		/s/ Xxxxx Xxxxxx
Name:		Xxxxx Xxxxxx
Title:		Chief Administrative Officer
XXXXX BROTHERS XXXXXXXX & CO.
By:		/s/ Xxxxxxxxx X. Xxxxxxxx
Name:		Xxxxxxxxx X. Xxxxxxxx
Title:		Managing Director

APPENDIX D

LIST OF FUNDS AND PORTFOLIOS

Large Capitalization Growth Investments

Large Capitalization Value Equity Investments

Small Capitalization Growth Investments

Small Capitalization Value Equity Investments

International Equity Investments

Emerging Markets Equity Investments

Core Fixed Income Investments

High Yield Investments

International Fixed Income Investments

Municipal Bond Investments

Money Market Investments