0000088053-08-000469 Sample Contracts

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • May 1st, 2008 • DWS Variable Series Ii • Massachusetts

AGREEMENT, dated as of April 11, 2007, among DWS Variable Series II, a Massachusetts business trust (the “Trust”), on its own behalf and on behalf of its series DWS Large Cap Value VIP (each a “Fund” and together listed in Schedule I to this Agreement, as may be amended from time to time, the “Funds”), and Deutsche Investment Management Americas Inc., a Delaware corporation (the “Adviser”), effective with respect to the Fund as of the date set out with respect to such Fund on Schedule I to this Agreement, as may be amended from time to time.

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MASTER CUSTODIAN AGREEMENT
Master Custodian Agreement • May 1st, 2008 • DWS Variable Series Ii • Massachusetts
EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • May 1st, 2008 • DWS Variable Series Ii • Delaware

THIS EXPENSE LIMITATION AGREEMENT (“Expense Limitation Agreement”) is made as of the 1st day of October, 2007 by and between each of the funds listed on Exhibit A hereto (as may be amended from time to time), each of which is a Massachusetts business trust, a Maryland corporation or a New York trust (each, a “Fund” and collectively, the “Funds”), and DEUTSCHE INVESTMENT MANAGEMENT AMERICAS INC., a Delaware corporation (the “Advisor”), with respect to the following:

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • May 1st, 2008 • DWS Variable Series Ii • New York

AGREEMENT made this 1st day of April, 2008, between DEUTSCHE INVESTMENT MANAGEMENT AMERICAS INC. (the “Adviser”) and Deutsche Asset Management International GmbH (the “Sub-Adviser”).

MASTER CUSTODIAN AGREEMENT Dated as of February 1, 2007
Master Custodian Agreement • May 1st, 2008 • DWS Variable Series Ii
ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • May 1st, 2008 • DWS Variable Series Ii • Massachusetts

AGREEMENT, dated as of May 1, 2008, among DWS Variable Series II, a Massachusetts business trust (the “Trust”), on its own behalf and on behalf of each of the Funds listed on Schedule I to this Agreement (each a “Fund” and together, the “Funds”), and Deutsche Investment Management Americas Inc., a Delaware corporation (the “Administrator”), effective with respect to each Fund as of the date set out with respect to such Fund on Schedule I to this Agreement, as may be amended from time to time.

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • May 1st, 2008 • DWS Variable Series Ii • Massachusetts

AGREEMENT, dated as of May 1, 2008, among DWS Variable Series II, a Massachusetts business trust (the “Trust”), on its own behalf and on behalf of each of the Funds listed on Schedule I to this Agreement (each a “Fund” and together, the “Funds”), and Deutsche Investment Management Americas Inc., a Delaware corporation (the “Adviser”), effective with respect to each Fund as of the date set out with respect to such Fund on Schedule I to this Agreement, as may be amended from time to time.

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