0000897436-09-000263 Sample Contracts

FORM N-SAR Exhibits 77Q1(e) ECLIPSE FUNDS For Period Ended 4/30/09 ECLIPSE FUNDS SUBADVISORY AGREEMENT
Subadvisory Agreement • June 29th, 2009 • Eclipse Funds • New York

This Subadvisory Agreement, made as of the 31st day of January, 2009 (the “Agreement”), between New York Life Investment Management LLC, a Delaware limited liability company (the “Manager”) and MacKay Shields LLC, a Delaware limited liability company (the “Subadvisor”).

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