FORM OF ADDENDUM TO ADVISORY AGREEMENT

Exhibit (d)(1)(g)

FORM OF
ADDENDUM TO ADVISORY AGREEMENT

     The Advisory Agreement made the 13th day of June, 2001 between PACIFIC FUNDS (the “Trust”), a Delaware statutory trust, and PACIFIC LIFE INSURANCE COMPANY (the “Adviser”), a corporation organized under the laws of California, as amended to date (the “Agreement”) is hereby amended by the addition of the provisions set forth in this Agreement (the “Addendum”), which is made this 12^th day of September, 2005.

WITNESSETH:

     WHEREAS, the Trust is authorized to issue an unlimited number of shares of beneficial interest in separate series with each such series representing interests in a separate portfolio of securities and other assets;

     WHEREAS, the Trust currently consists of nineteen series designated as the PF Portfolio Optimization Model A, PF Portfolio Optimization Model B, PF Portfolio Optimization Model C, PF Portfolio Optimization Model D, PF Portfolio Optimization Model E, PF AIM Blue Chip Fund, XX Xxxxxxx Xxxxx Short Duration Bond Fund, XX Xxxxx Growth LT Fund, XX Xxxxxx Mid-Cap Value Fund, XX Xxxxxx International Value Fund, PF MFS International Large-Cap Fund, PF XX Xxxxxxxx Small Equity Fund, PF PIMCO Managed Bond Fund, PF PIMCO Inflation Managed Fund, PF Pacific Life Money Market Fund, XX Xxxxxxx Brothers Large-Cap Value Fund, XX Xxx Xxxxxx Xxxxxxxx Fund, XX Xxx Xxxxxx Mid-Cap Growth Fund, and XX Xxx Xxxxxx Real Estate Fund;

     WHEREAS, the Trust intends to change the name, effective January 1, 2006, of the PF AIM Blue Chip Fund to the XX Xxxxxx Xxxxxx Large-Cap Growth Fund; and

     WHEREAS, the Trust desires the Adviser to continue as investment adviser to the XX Xxxxxx Xxxxxx Large-Cap Growth Fund;

     NOW THEREFORE, in consideration of the mutual promises and covenants contained in this Addendum, it is agreed between the parties hereto as follows:

	1.		In addition to its responsibilities as specified in the Agreement, the Trust hereby appoints the Adviser to continue to act as investment adviser with respect to the XX Xxxxxx Xxxxxx Large-Cap Growth Fund,
	2.		Schedule A, governing applicable compensation under Section 9(a) of the Agreement, is hereby replaced with Schedule A attached hereto.

     IN WITNESS WHEREOF, the parties hereto have caused this Addendum to be executed by their officers designated below on the date written above.

		PACIFIC FUNDS
		By:
		Name:		Xxxxx X. Xxxxxxx
		Title:		President
		PACIFIC LIFE INSURANCE COMPANY
		By:
		Name:		Xxxxx X. Xxxxxxx
		Title:		Vice Chairman
		By:
		Name:		Xxxxxx X. Milfs
		Title:		Secretary

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Appendix A

Fund		Annual Investment Advisory Fee
		(as a percentage of average daily net assets)
PF Portfolio Optimization Model A			0.00	%
PF Portfolio Optimization Model B			0.00	%
PF Portfolio Optimization Model C			0.00	%
PF Portfolio Optimization Model D			0.00	%
PF Portfolio Optimization Model E			0.00	%
XX Xxxxxxx Xxxxx Short Duration Bond Fund			0.60	%
XX Xxxxx Growth LT Fund			0.75	%
XX Xxxxxx Mid-Cap Value Fund			0.85	%
XX Xxxxxx International Value Fund			0.85	%
XX Xxxxxx Xxxxxx Large-Cap Growth Fund (formerly Blue Chip)			0.95	%
PF MFS International Large-Cap Fund			1.05	%
PF XX Xxxxxxxx Small Equity Fund			1.00	%
XX Xxxxxxxxxxx Main Street Core Fund			0.65	%
XX Xxxxxxxxxxx Emerging Markets Fund			1.00	%
PF PIMCO Managed Bond Fund			0.60	%
PF PIMCO Inflation Managed Fund			0.60	%
PF Pacific Life Money Market Fund		0.40% of the first $250 million
		0.35% of the next $250 million
		0.30% on excess
XX Xxxxxxx Brothers Large-Cap Value Fund			0.85	%
XX Xxx Xxxxxx Xxxxxxxx Fund			0.95	%
XX Xxx Xxxxxx Mid-Cap Growth Fund			0.90	%
XX Xxx Xxxxxx Real Estate Fund			0.90	%

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