0001003715-06-000170 Sample Contracts

CUSTODIAN AGREEMENT
Custodian Agreement • April 28th, 2006 • Burnham Investors Trust • New York

THIS AGREEMENT, dated as of May 5, 2005, between BURNHAM INVESTORS TRUST, a management investment company organized under the laws of the State of Delaware (the Trust) and registered with the Commission under the Investment Company Act of 1940, as amended (the 1940 Act), and BROWN BROTHERS HARRIMAN & CO., a limited partnership formed under the laws of the State of New York (BBH&Co. or the Custodian). This Agreement shall be effective as of May 5, , 2005.

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AMENDMENT TO THE AGREEMENT AND DECLARATION OF TRUST OF BURNHAM INVESTORS TRUST
Burnham Investors Trust • April 28th, 2006

The undersigned, being at least a majority of the Board of Trustees of Burnham Investors Trust, a Delaware statutory trust (the “Trust”), acting pursuant to Article IX, Section 7 of the Trust’s Agreement and Declaration of Trust dated August 20, 1998, as amended (the “Declaration”), do hereby amend the Declaration as follows, such amendment to become effective upon execution:

AMENDMENT TO THE AGREEMENT AND DECLARATION OF TRUST OF BURNHAM INVESTORS TRUST
Burnham Investors Trust • April 28th, 2006

The undersigned, being at least a majority of the Board of Trustees of Burnham Investors Trust, a Delaware statutory trust (the “Trust”), acting pursuant to Article IX, Section 7 of the Trust’s Agreement and Declaration of Trust dated August 20, 1998, as amended (the “Declaration”), do hereby amend the Declaration as follows, such amendment to become effective upon execution:

TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • April 28th, 2006 • Burnham Investors Trust • Massachusetts

THIS AGREEMENT, dated as of this 1st day of June, 2005 between BURNHAM INVESTORS TRUST, a Delaware statutory trust (the “Fund”), and PFPC INC. (“PFPC”), a Massachusetts corporation.

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