0000950134-09-009096 Sample Contracts

FORM OF AMERICAN BEACON FUNDS INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • May 1st, 2009 • American Beacon Funds

AGREEMENT made this 6th day of March, 2009 by and between American Beacon Advisors, Inc., a Delaware Corporation (the “Manager”), and Winslow Capital Management, Inc. (the “Adviser”);

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AMERICAN BEACON FUNDS AMERICAN BEACON MILEAGE FUNDS AMERICAN BEACON SELECT FUNDS AMERICAN BEACON MASTER TRUST AMENDMENT TO ADMINISTRATION AGREEMENT
Administration Agreement • May 1st, 2009 • American Beacon Funds

The attached amended Schedule A is hereby incorporated into the Administration Agreement (“Agreement”) dated September 12, 2008, by and among the American Beacon Funds, the American Beacon Mileage Funds, the American Beacon Select Funds and the American Beacon Master Trust, each a Massachusetts business trust (each a “Trust”), and American Beacon Advisors, Inc., a Delaware corporation (“ABA”).

FORM OF AMENDMENT TO AMERICAN BEACON FUNDS INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • May 1st, 2009 • American Beacon Funds

This Amendment to the Investment Advisory Agreement (“Amendment”) is effective as of April 1, 2009 by and between American Beacon Advisors, Inc., a Delaware corporation (the “Manager”), and Pzena Investment Management, LLC (the “Adviser”).

AMERICAN BEACON FUNDS AMERICAN BEACON MILEAGE FUNDS AMERICAN BEACON SELECT FUNDS DISTRIBUTION AGREEMENT
Distribution Agreement • May 1st, 2009 • American Beacon Funds • Delaware

AGREEMENT made as of the 31st day of March 2009, by and between American Beacon Funds, American Beacon Mileage Funds and American Beacon Select Funds, each a Massachusetts business trust that acts as an open-end investment company, with its principal office and place of business at 4151 Amon Carter Blvd., MD 2450, Fort Worth, TX 76155 (each a “Client” and, collectively, the “Clients”), and Foreside Fund Services, LLC, a Delaware limited liability company with its principal office and place of business at Three Canal Plaza, Portland, Maine 04101 (“Foreside”).

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