0001104659-08-066124 Sample Contracts

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • October 28th, 2008 • Ubs Funds

AGREEMENT made this 12th day of July, 2007, by and between The UBS Funds, a Delaware statutory trust (the “Trust”) and UBS Global Asset Management (Americas) Inc., a Delaware corporation (the “Advisor”).

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THE UBS FUNDS, ON BEHALF OF ITS SERIES, UBS GLOBAL BOND FUND INVESTMENT ADVISORY AGREEMENT AMENDMENT NUMBER TWO
Investment Advisory Agreement • October 28th, 2008 • Ubs Funds

THIS AMENDMENT is made this 2nd day of June, 2006, by and between The UBS Funds, a Delaware statutory trust (the “Fund”), and UBS Global Asset Management (Americas) Inc., a Delaware corporation (the “Advisor”).

THE UBS FUNDS, ON BEHALF OF ITS SERIES, UBS GLOBAL ALLOCATION FUND INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • October 28th, 2008 • Ubs Funds

THIS AMENDMENT is made this 2nd day of June, 2006, by and between The UBS Funds, a Delaware statutory trust (the “Fund”), and UBS Global Asset Management (Americas) Inc., a Delaware corporation (the “Advisor”).

THE UBS FUNDS, ON BEHALF OF ITS SERIES, UBS DYNAMIC ALPHA FUND INVESTMENT ADVISORY AGREEMENT AMENDMENT NUMBER ONE
Investment Advisory Agreement • October 28th, 2008 • Ubs Funds

THIS AMENDMENT is made this 29th day of June, 2007, by and between The UBS Funds, a Delaware statutory trust (the “Fund”), and UBS Global Asset Management (Americas) Inc., a Delaware corporation (the “Advisor”).

ADMINISTRATION CONTRACT
Administration Contract • October 28th, 2008 • Ubs Funds • Delaware

Contract made as of April 1, 2006, between THE UBS FUNDS, a Delaware statutory trust (“Trust”), and UBS GLOBAL ASSET MANAGEMENT (AMERICAS) INC. (“UBS Global AM”), a Delaware corporation registered as an investment adviser under the Investment Advisers Act of 1940, as amended, and as a broker-dealer under the Securities Exchange Act of 1934, as amended (“1934 Act”).

AMENDMENT NO. 1 TO THE AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF THE UBS FUNDS
Amended and Restated Agreement and Declaration of Trust • October 28th, 2008 • Ubs Funds

Pursuant to Article III, Section 5 and Article VIII, Section 4 of the Amended and Restated Agreement and Declaration of Trust dated September 28, 2004 (the “Declaration”) of The UBS Funds (the “Trust”), the undersigned Trustees of the Trust hereby amend the Declaration as set forth below:

THE UBS FUNDS, ON BEHALF OF ITS SERIES, UBS GLOBAL ALLOCATION FUND INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • October 28th, 2008 • Ubs Funds

THIS AMENDMENT is made this 1st day of July, 2005, by and between The UBS Funds, a Delaware statutory trust (the “Fund”), and UBS Global Asset Management (Americas) Inc., a Delaware corporation (the “Advisor”).

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