Legg Mason Fund Adviser, Inc. 100 Light Street Baltimore, Maryland 21202Fee Waiver Agreement • July 27th, 2004 • Legg Mason Charles Street Trust Inc
Contract Type FiledJuly 27th, 2004 CompanyLegg Mason Fund Adviser, Inc. ("LMFA") hereby agrees that it will waive its compensation (and, to the extent necessary, bear other expenses) through August 1, 2005, to the extent that expenses of each class of Batterymarch U.S. Small Capitalization Equity Portfolio (the "Fund") (exclusive of taxes, interest, brokerage and extraordinary expenses) would exceed an annual rate of 0.95% for Institutional Class and 1.20% for Financial Intermediary Class.