0000950131-03-000696 Sample Contracts

May 1, 2003 Mason Street Advisors, LLC 720 East Wisconsin Avenue Milwaukee, WI 53202 Re: Agreement to Waive Fees of Northwestern Mutual Series Fund, Inc. AllianceBernstein Mid Cap Value Portfolio, Janus Capital Appreciation Portfolio and T. Rowe Price...
Fee Waiver Agreement • February 14th, 2003 • Northwestern Mutual Series Fund Inc

This letter constitutes an agreement between Mason Street Advisors, LLC ("MSA") and Northwestern Mutual Series Fund, Inc. ("NMSF") by and between each of the parties hereto as follows:

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Exhibit D(2) INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 14th, 2003 • Northwestern Mutual Series Fund Inc
EXHIBIT D(3)
Investment Sub-Advisory Agreement • February 14th, 2003 • Northwestern Mutual Series Fund Inc • New York
RECITALS
Sub-Investment Advisory Agreement • February 14th, 2003 • Northwestern Mutual Series Fund Inc • Colorado
INVESTMENT SUBADVISORY AGREEMENT
Investment Subadvisory Agreement • February 14th, 2003 • Northwestern Mutual Series Fund Inc • Maryland
Exhibit D(1) AMENDED INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 14th, 2003 • Northwestern Mutual Series Fund Inc
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