0000786035-07-000003 Sample Contracts

LIBERTY ALL-STAR GROWTH FUND, INC. PORTFOLIO MANAGEMENT AGREEMENT WILLIAM BLAIR & COMPANY, L.L.C. December 6, 2006
Portfolio Management Agreement • March 1st, 2007 • Liberty All Star Growth Fund Inc /Md/ • Massachusetts

Liberty All-Star Growth Fund, Inc. (the “Fund”) is a diversified closed-end investment company registered under the Investment Company Act of 1940, as amended (the “Act”), and is subject to the rules and regulations promulgated thereunder.

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LIBERTY ALL-STAR GROWTH FUND, INC. FUND MANAGEMENT AGREEMENT
Fund Management Agreement • March 1st, 2007 • Liberty All Star Growth Fund Inc /Md/ • Massachusetts

FUND MANAGEMENT AGREEMENT dated December 18, 2006, between Liberty All-Star Growth Fund, Inc., a corporation organized under the laws of the State of Maryland (the “Fund”), and ALPS Advisers, Inc., a corporation organized under the laws of the State of Colorado (“Manager”).

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