0000897436-09-000611 Sample Contracts

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

This Subadvisory Agreement, made as of the 1st day of January, 2009 (the “Agreement”), between New York Life Investment Management LLC, a Delaware limited liability company (the “Manager”) and Madison Square Investors LLC, a Delaware limited liability company (the “Subadvisor”).

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