THE DUNHAM FUNDS SUB-ADVISORY AGREEMENTSub-Advisory Agreement • February 25th, 2011 • Dunham Funds • California
Contract Type FiledFebruary 25th, 2011 Company JurisdictionAGREEMENT dated December 6, 2010, and effective December 31, 2010, among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and WESTCHESTER CAPITAL MANAGEMENT, LLC, a Delaware limited liability corporation (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”).