0000950135-08-000483 Sample Contracts

JOHN HANCOCK FUNDS III SUBADVISORY AGREEMENT
John Hancock Funds Iii • February 1st, 2008 • John Hancock Funds III • Massachusetts

AGREEMENT made this day of , 2008, between John Hancock Investment Management Services, LLC, a Delaware limited liability company (the “Adviser”), and MFC Global Investment Management (U.S.) LLC, a Delaware limited liability company (the “Subadviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

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JOHN HANCOCK FUNDS III AMENDMENT TO AMENDED AND RESTATED ADVISORY AGREEMENT
John Hancock Funds Iii • February 1st, 2008 • John Hancock Funds III

AMENDMENT made this _____day of _________________, 2008, to the Advisory Agreement dated September 21, 2005, as amended, between John Hancock Funds III, a Massachusetts business trust (the “Trust”), and John Hancock Investment Management Services, LLC, a Delaware limited liability company (“JHIMS” or the “Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

JOHN HANCOCK FUNDS III SUBADVISORY AGREEMENT
John Hancock Funds Iii • February 1st, 2008 • John Hancock Funds III • Massachusetts

AGREEMENT made this _____day of _________, 2008, between John Hancock Investment Management Services, LLC, a Delaware limited liability company (the “Adviser”), and Rainier Investment Management Inc., a Delaware corporation (the “Subadviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

JOHN HANCOCK FUNDS III AMENDMENT TO AMENDED AND RESTATED ADVISORY AGREEMENT
John Hancock Funds Iii • February 1st, 2008 • John Hancock Funds III

AMENDMENT made this _____ day of _____________, 2008, to the Advisory Agreement dated September 21, 2005, as amended, between John Hancock Funds III, a Massachusetts business trust (the “Trust”), and John Hancock Investment Management Services, LLC, a Delaware limited liability company (“JHIMS” or the “Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

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