0000893220-08-002229 Sample Contracts

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • August 1st, 2008 • Wt Mutual Fund • Delaware

This Agreement and Plan of Reorganization (this “Agreement”) is made as of this ___ 2008, by and between WT Mutual Fund, a Delaware statutory trust (the “Trust”), on behalf of its Wilmington Fundamentally Weighted Large Company Fund (the “FWLC Fund”), and the Trust on behalf of its Wilmington Multi-Manager Large-Cap Fund (the “Large-Cap Fund”).

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FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • August 1st, 2008 • Wt Mutual Fund • Delaware

This Agreement and Plan of Reorganization (this “Agreement”) is made as of this 2008, by and between WT Mutual Fund, a Delaware statutory trust (the “Trust”), on behalf of its Wilmington Fundamentally Weighted Small Company Fund (the “FWSC Fund”), and the Trust on behalf of its Wilmington Multi-Manager Small-Cap Fund (the “Small-Cap Fund”).

SUB-ADVISORY AGREEMENT MONTAG & CALDWELL, INC.
Sub-Advisory Agreement • August 1st, 2008 • Wt Mutual Fund • Delaware
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