AMENDMENT NO. 1 TO THE ADVISORY AGREEMENT

Exhibit D2

AMENDMENT NO. 1
TO THE ADVISORY AGREEMENT

THIS AMENDMENT NO. 1 TO THE ADVISORY AGREEMENT is made as of January 3, 2011, by and between RYDEX DYNAMIC FUNDS (the “Trust”), a Delaware statutory trust registered as an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), and RYDEX ADVISORS, LLC, a Kansas limited liability company with its principal place of business at 0000 Xxxxxxxxx Xxxx, Xxxxx 000, Xxxxxxxxx, Xxxxxxxx, 00000 (the “Adviser”).

WHEREAS, the parties are parties to an Advisory Agreement, dated August 1, 2010 (the “Agreement”); and

WHEREAS, the Adviser will be merging with and into Security Investors, LLC (“SI”), effective as of January 3, 2011 (the “Merger”); and

WHEREAS, the Merger is not considered an “assignment” as that term is defined in the 1940 Act; and

WHEREAS, the parties desire to amend the Agreement to reflect the change in identity of the investment adviser, as a result of the Merger.

NOW THEREFORE, in consideration of their mutual promises, the parties hereby agree as follows:

1. Effective as of the closing of the Merger, on or about January 3, 2011, the Agreement is amended to reflect the change in the identity of the investment adviser, from Rydex Advisors, LLC, to Security Investors, LLC. All references in the Agreement to Rydex Advisors, LLC, are updated accordingly.

2. This Amendment No. 1 may be executed in two or more counterparts, each of which shall be an original and all of which together shall constitute one instrument.

3. Except as expressly supplemented, amended or consented to hereby, all of the representations, warranties, terms, covenants and conditions of the Agreement, shall remain unamended and shall continue to be in full force and effect.

IN WITNESS WHEREOF, the undersigned have executed this Amendment No. 1 as of the date first above written.

SECURITY INVESTORS, LLC						RYDEX DYNAMIC FUNDS
By:		/s/ Xxxx Xxxxxxx				By:		/s/ Xxxx Xxxxxxx
		Name:		Xxxx Xxxxxxx				Name:		Xxxx Xxxxxxx
		Title:		Chief Executive Officer and President				Title:		President