INVESTMENT ADVISORY AGREEMENT THIS AGREEMENT is made as of this 23rd day of May, 2005, between VANGUARD WHITEHALL FUNDS, a Delaware statutory trust (the "Trust"), and DONALD SMITH & CO., INC.(the "Advisor"), a Delaware corporation. W I T N E S S E T H...Investment Advisory Agreement • May 23rd, 2005 • Vanguard Whitehall Funds • Delaware
