NATIXIS U.S. MULTI-CAP EQUITY FUND
Amendment No. 3 to the Sub-Advisory Agreement
(Xxxxxx, Xxxxxx & Company, L.P.)
June 1, 2011
Pursuant to Section 11 of the Sub-Advisory Agreement
(the "Agreement") dated May 18, 2001 among Natixis Funds
Trust I (formerly, CDC Nvest Funds Trust I), with respect
to its Natixis U.S. Multi-Cap Equity Fund (formerly, CDC
Nvest Star Advisers Fund) series (the "Series"), Natixis
Asset Management Advisors, L.P. (formerly, CDC IXIS Asset
Management Advisers, L.P.) (the "Manager"), and Xxxxxx,
Xxxxxx & Company, L.P. (the "Sub-Adviser"), the Agreement
is hereby amended by deleting Section 7 and replacing it
with the following:
7. Compensation of the Sub-Adviser. As full compensation
for all services rendered, facilities furnished and
expenses borne by the Sub-Adviser hereunder, the Sub-
Adviser shall be paid at the annual rate of 0.50% of the
first $250 million of its Segment's average daily net
assets and 0.45% of its Segment's assets in excess of $250
million (except for assets designated by the Manager as
being part of the "Xxxxxx Xxxxxx Large Cap Growth Segment,"
for which the Sub-Adviser shall be paid at an annual rate
of 0.25% of average daily net assets). Such compensation
shall be paid by the Trust (except to the extent that the
Trust, the Sub-Adviser and the Manager otherwise agree in
writing from time to time). Such compensation shall be
payable monthly in arrears or at such other intervals, not
less frequently than quarterly, as the Manager is paid by
the Series pursuant to the Advisory Agreement.
NATIXIS ASSET MANAGEMENT ADVISORS, L.P.
By: Natixis Distribution Corporation, its general partner
By: /s/ Xxxxx X. Xxxxxx
..
Name: Xxxxx X. Xxxxxx
Title: President and Chief Executive Officer
XXXXXX, XXXXXX & COMPANY, L.P.
By: Xxxxxx, Xxxxxx & Company, Inc., its general partner
By: /s/ Xxxxx Charleston
..
Name: Xxxxx Charleston
Title: Director
NATIXIS FUNDS TRUST I
On behalf of its Natixis U.S. Multi-Cap Equity Fund series
By: /s/ Xxxxx X. Xxxxxx
..
Name: Xxxxx X. Xxxxxx
Title: President
Exhibit 77Q1(e)