0000950123-12-001052 Sample Contracts

INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT
Investment Advisory and Management Agreement • January 20th, 2012 • Sunamerica Series Trust

This INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT is dated as of January 1, 1999, as amended May 23, 2000, November 29, 2000, August 1, 2002, January 1, 2005, October 3, 2005, June 1, 2006, May 1, 2007, May 1, 2008, November 1, 2008 and January 23, 2012 between SUNAMERICA SERIES TRUST, a Massachusetts business trust (the “Trust”) and SUNAMERICA ASSET MANAGEMENT CORP., a Delaware corporation (the “Adviser” or “SAAMCo”).

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EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • January 20th, 2012 • Sunamerica Series Trust

This EXPENSE LIMITATION AGREEMENT (the “Agreement”) is made as of the 23rd day of January, 2012 by and between SUNAMERICA SERIES TRUST, a Massachusetts business trust (the “Trust”), on behalf of the SUNAMERICA DYNAMIC ALLOCATION PORTFOLIO (the “Portfolio”), and SUNAMERICA ASSET MANAGEMENT CORP., a Delaware corporation (the “Adviser”).

AMENDMENT NO. 1 TO THE SHAREHOLDER SERVICES AGREEMENT
The Shareholder Services Agreement • January 20th, 2012 • Sunamerica Series Trust

SunAmerica Series Trust and SunAmerica Annuity and Life Assurance Company hereby amend the Shareholder Services Agreement dated as of March 7, 2011 as follows:

AMENDMENT NO. 1 TO THE SHAREHOLDER SERVICES AGREEMENT
The Shareholder Services Agreement • January 20th, 2012 • Sunamerica Series Trust

SunAmerica Series Trust and The United States Life Insurance Company in the City of New York (formerly, First SunAmerica Life Insurance Company) hereby amend the Shareholder Services Agreement dated as of March 7, 2011 as follows:

AMENDMENT NO. 4 TO THE SUBADVISORY AGREEMENT
The Subadvisory Agreement • January 20th, 2012 • Sunamerica Series Trust

This AMENDMENT NO. 4 to the SUBADVISORY AGREEMENT is dated as of January 23, 2012, by and between SUNAMERICA ASSET MANAGEMENT CORP., a Delaware corporation (the “Adviser”), and ALLIANCEBERNSTEIN L.P. (the “Subadviser”).

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