0000910472-08-000065 Sample Contracts

THE DUNHAM FUNDS SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 22nd, 2008 • Dunham Funds • California

AGREEMENT among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the "Adviser"), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) on behalf of its series Dunham Corporate/Government Bond Fund (the “Fund”), and SCM ADVISORS LLC, a State of California Limited Liability Corporation (the "Sub-Adviser") (each a “Party,” and together, the “Parties”).

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UNDERWRITING AGREEMENT Between DUNHAM FUNDS and DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC.
Underwriting Agreement • February 22nd, 2008 • Dunham Funds • California

AGREEMENT made this 15th day of January 2008, by and between DUNHAM FUNDS, a Delaware business trust, having its principal office and place of business at 10251 Vista Sorrento Parkway, Suite 200, San Diego, CA 92121 (the “TRUST”) on behalf of its separate series, The Dunham Funds, and DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation having its principal office and place of business at 10251 Vista Sorrento Parkway, Suite 200, San Diego, CA 92121 (“DISTRIBUTOR”).

ADMINISTRATIVE SERVICES AGREEMENT between the DUNHAM FUNDS and GEMINI FUND SERVICES, LLC
Administrative Services Agreement • February 22nd, 2008 • Dunham Funds • New York

AGREEMENT made the 15th day of January 2008, by and between the Dunham Funds, a Delaware Business Trust, having its principal office and place of business 10251 Vista Sorrento Parkway, Suite 200, San Diego, CA 92121 (the "Trust"), and Gemini Fund Services, LLC, a Nebraska limited liability company having its principal office and place of business at the 450 Wireless Boulevard, Hauppauge, New York 11788 (the “Administrator").

SHAREHOLDER SERVICING PLAN AND AGREEMENT
Shareholder Servicing Agreement • February 22nd, 2008 • Dunham Funds

We herewith confirm our agreement with you as follows with respect to the Class A and Class C shares of each Fund listed on Appendix A hereto (each a “Fund” and collectively, the “Funds”):

FUND ACCOUNTING SERVICE AGREEMENT between the DUNHAM FUNDS and GEMINI FUND SERVICES, LLC
Fund Accounting Service Agreement • February 22nd, 2008 • Dunham Funds • New York
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