0001104659-08-077296 Sample Contracts

RE: SSgA Funds Waiver and Reimbursement Agreement
Waiver and Reimbursement Agreement • December 18th, 2008 • Ssga Funds

SSgA Funds Management, Inc. (“SFM”), as advisor to the SSgA Funds (the “Funds”), agrees to waive up to the full amount of the Advisory Fee and to reimburse the Funds for all expenses on an annual basis (exclusive of non-recurring account fees and extraordinary expenses) to the extent that total expenses exceed the caps stated below, until December 31, 2009.

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SSgA FUNDS AMENDMENT NO. 26 TO THE FIRST AMENDED AND RESTATED MASTER TRUST AGREEMENT Establishing a Trustee Mandatory Retirement Policy Requiring an Investment in the Trust by the Trustees
Master Trust Agreement • December 18th, 2008 • Ssga Funds

THIS AMENDMENT NO. 26 to the First Amended and Restated Master Trust Agreement, dated October 13, 1993, as amended (also referred to as the Agreement and Declaration of Trust), is made as of the 25th day of April, 2008:

AMENDMENT TO CUSTODIAN CONTRACT
Custodian Contract • December 18th, 2008 • Ssga Funds

This Amendment to the Custodian Contract is made as of November 18, 2008 by and between and SSgA Funds (the “Fund”) and State Street Bank and Trust Company (the “Custodian”). Capitalized terms used in this Amendment without definition shall have the respective meanings given to such terms in the Custodian Contract referred to below.

AMENDMENT NO. 1 TO ADMINSTRATION AGREEMENT BETWEEN RUSSELL FUND SERVICES COMPANY AND SSgA FUNDS
Administration Agreement • December 18th, 2008 • Ssga Funds

This Amendment No. 1 (the “Amendment”) amends the Administration Agreement (“Agreement”) dated January 1, 2008 by and between Russell Fund Services Company, a Washington corporation (the “Administrator”) and the SSgA Funds, a Massachusetts business trust (the “Funds”). The Funds is an open-end investment management company registered under the Investment Company Act of 1940, as amended. The Administrator acts as administrator for the Funds pursuant to the terms of the Agreement. The Funds and the Administrator now desire to amend the Agreement as provided herein:

To Transfer Agency and Service Agreement between Each of the Entities, Individually and not Jointly, as Listed on Schedule A
Transfer Agency and Service Agreement • December 18th, 2008 • Ssga Funds

This Amendment is made as of this 1st day of June between each of the entities, individually and not jointly, as listed on Schedule A (the “Fund(s)”) of the Transfer Agency and Service Agreement between the Funds and Boston Financial Data Services, Inc. (the “Transfer Agent”) dated as of August 1, 2006 (the “Agreement”). In accordance with Section 1.2(f) ((Anti-Money Laundering (“AML”) Delegation) and Section 16.1 (Amendment) of the Agreement, the parties desire to amend the Agreement as set forth herein.

SSgA FUNDS AMENDMENT NO. 27 TO THE FIRST AMENDED AND RESTATED MASTER TRUST AGREEMENT Abolishment of Existing Sub-Trust SSgA Yield Plus Fund
Master Trust Agreement • December 18th, 2008 • Ssga Funds

THIS AMENDMENT NO. 27 to the First Amended and Restated Master Trust Agreement, dated October 13, 1993, as amended (also referred to as the Agreement and Declaration of Trust), is made as of the 30th day of May, 2008:

To Transfer Agency and Service Agreements Between
Transfer Agency and Service Agreement • December 18th, 2008 • Ssga Funds

This Amendment (“Amendment”) is made as of this 25th day of March, between each of the entities, individually and not jointly, as listed on Schedule A of the Agreement (defined below) regarding the SSgA Funds (the “Fund”) and Boston Financial Data Services, Inc. (the “Transfer Agent”). The Transfer Agent and the Fund are parties to a Transfer Agency and Service Agreement dated August 1, 2006 (the “Agreement”). In accordance with Section 16.1 (Amendment) of the Agreement, the parties desire to amend the Agreement as set forth herein.

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