JOHN HANCOCK FUNDS II AMENDMENT TO SUBADVISORY AGREEMENT WELLINGTON MANAGEMENT COMPANY, LLP

XXXX XXXXXXX FUNDS II

WELLINGTON MANAGEMENT COMPANY, LLP

AMENDMENT made as of this 28th day of July, 2010 to the Subadvisory Agreement dated October 17, 2005 as amended (the “Agreement”), between Xxxx Xxxxxxx Investment Management Services, LLC, a Delaware limited liability company (the “Adviser”), and Wellington Management Company, LLP, a Massachusetts limited liability partnership (the “Subadviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

1. CHANGE IN APPENDIX A

Appendix A of the Agreement relating to compensation of the Subadviser is replaced in its entirety by the attached Appendix A. Appendix A was amended to add the following portfolio:

Technical Opportunities Fund II
(the “Portfolio”)

2. EFFECTIVE DATE

This Amendment shall become effective with respect to the Portfolio on the later to occur of: (i) approval of the Amendment by the Board of Trustees of Xxxx Xxxxxxx Funds II, or (ii) execution of the Amendment.

(THE REMAINDER OF THIS SPACE HAS BEEN INTENTIONALLY LEFT BLANK)

Exhibit (d)(32)(G)

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed under seal by their duly authorized officers as of the date first mentioned above.


	XXXX XXXXXXX INVESTMENT MANAGEMENT SERVICES, LLC
	By:	/s/ Xxxxxx X. Xxxxxx
		Xxxxxx X. Xxxxxx


	WELLINGTON MANAGEMENT COMPANY, LLP
	By:	/s/ Xxxxx X. Xxxxxx
		Xxxxx X. Xxxxxx

APPENDIX A

The Subadviser shall serve as investment subadviser for each Portfolio of the Trust listed below. The Adviser will pay the Subadviser, as full compensation for all services provided under this Agreement with respect to each Portfolio, the fee computed separately for such Portfolio at an annual rate as follows (the “Subadviser Fee”):

First

Next

Excess Over

$50 million

$150 million

$300 million

$500 million

$1 billion

of Aggregate

Portfolio

Net Assets*

Core Allocation Plus Fund

Investment Quality Bond Fund

Mid Cap Stock Fund

First

Next

Excess Over

$250 million of

$500 million

Aggregate

of Aggregate

Portfolio

Net Assets*

Technical Opportunities Fund

First

Next

Excess Over

$250 million of

$750 million of

$1 billion

Aggregate

of Aggregate

Portfolio

Net Assets*

Technical Opportunities Fund II

First

Next

Excess Over

$250 million of

$500 million

$1 billion

Aggregate

of Aggregate

Portfolio

Net Assets*

Alpha Opportunities Fund

First

Next

Excess Over

$1 billion

$2 billion

of Aggregate

Portfolio

Net Assets*

Natural Resources Fund

First

Next

Excess Over

$100 million

$500 million

$600 million

of Aggregate

Portfolio

Net Assets*

Small Cap Value Fund

Small Cap Growth Fund


*		The term Aggregate Net Assets for a given day includes the net assets of a Portfolio of the Trust managed by the Subadviser. It also includes the net assets of one or more other portfolios of the Trust or

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		other trusts managed by the Subadviser as indicated below, but in each case only for the period during which the Subadviser for the Portfolio also serves as the subadviser for the other portfolio(s). For purposes of determining Aggregate Net Assets and calculating the Subadviser Fee for a given day, the net assets of the Portfolio and each other portfolio of the Trust are determined by the Custodian as of the close of business on the previous business day of the Trust, and the net assets of each portfolio of each other fund or trust are determined as of the close of business on the previous business day of that fund.


Trust Portfolio(s)		Other Portfolio(s)

Alpha Opportunities Fund		Alpha Opportunities Trust, a series of Xxxx Xxxxxxx Trust

Core Allocation Plus Fund		Core Allocation Plus Trust, a series of Xxxx Xxxxxxx Trust

Investment Quality Bond Fund		Investment Quality Bond Trust, a series of Xxxx Xxxxxxx Trust

Mid Cap Stock Fund		Mid Cap Stock Trust, a series of Xxxx Xxxxxxx Trust

Natural Resources Fund		Natural Resources Trust, a series of Xxxx Xxxxxxx Trust

Small Cap Growth Fund		Small Cap Growth Trust, a series of Xxxx Xxxxxxx Trust

Small Cap Value Fund		Small Cap Value Trust, a series of Xxxx Xxxxxxx Trust

Technical Opportunities Fund		Not Applicable

Technical Opportunities Fund II		Not Applicable

The Subadviser Fee for a Portfolio shall be based on the applicable annual fee rate for the Portfolio which for each day shall be equal to (i) the sum of the amounts determined by applying the annual percentage rates in the table to the applicable portions of Aggregate Net Assets divided by (ii) Aggregate Net Assets (the “Applicable Annual Fee Rate”). The Subadviser Fee for the Portfolio shall be accrued for each calendar day, and the sum of the daily fee accruals shall be paid monthly to the Subadviser within 30 calendar days of the end of each month. The daily fee accruals will be computed by multiplying the fraction of one over the number of calendar days in the year by the Applicable Annual Fee Rate, and multiplying this product by the net assets of the Portfolio. The Adviser shall provide Subadviser with such information as Subadviser may reasonably request supporting the calculation of the fees paid to it hereunder. Fees shall be paid either by wire transfer or check, as directed by Subadviser.

If, with respect to any Portfolio, this Agreement becomes effective or terminates, or if the manner of determining the Applicable Annual Fee Rate changes, before the end of any month, the fee (if any) for the period from the effective date to the end of such month or from the beginning of such month to the date of termination or from the beginning of such month to the date such change, as the case may be, shall be prorated according to the proportion which such period bears to the full month in which such effectiveness or termination or change occurs.

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JOHN HANCOCK FUNDS II AMENDMENT TO SUBADVISORY AGREEMENT WELLINGTON MANAGEMENT COMPANY, LLP

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