0001133228-11-002121 Sample Contracts

FEE WAIVER AGREEMENT
Fee Waiver Agreement • July 28th, 2011 • Pimco Funds

This Agreement dated July 25, 2011 amends and restates the Fee Waiver Agreement between PIMCO Funds (the “Trust”) on behalf of the Fund and Pacific Investment Management Company LLC (“PIMCO”), dated August 12, 2008, as restated February 23, 2009, November 3, 2009 and March 30, 2010. This will confirm the agreement between the Trust and PIMCO, as follows:

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FEE WAIVER AGREEMENT
Fee Waiver Agreement • July 28th, 2011 • Pimco Funds

This Agreement dated July 25, 2011, amends and restates the Fee Waiver Agreement between PIMCO Funds (the “Trust”) on behalf of the RealRetirement Funds and Pacific Investment Management Company LLC (“PIMCO”), dated February 28, 2008, as restated February 26, 2009, November 3, 2009, March 31, 2010 and February 28, 2011. This will confirm the agreement between the Trust and PIMCO, as follows:

AMENDMENT NO. 1 TO
Fee Waiver Agreement • July 28th, 2011 • Pimco Funds

This amendment dated August 1, 2010 amends the Amended and Restated Fee Waiver Agreement between PIMCO Funds (the “Trust”) on behalf of the Fund and Pacific Investment Management Company LLC (“PIMCO”), dated February 23, 2009 (the “Agreement”) as follows:

EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • July 28th, 2011 • Pimco Funds

This Agreement dated February 23, 2009 amends and restates the Expense Limitation Agreement between PIMCO Funds (the “Trust”) and Pacific Investment Management Company LLC (“PIMCO”), dated May 5, 2000 (the “2000 Agreement”). This will confirm the agreement between the Trust and PIMCO as follows:

AMENDED AND RESTATED ASSET ALLOCATION SUB-ADVISORY AGREEMENT PIMCO Funds
Asset Allocation Sub-Advisory Agreement • July 28th, 2011 • Pimco Funds • California

AGREEMENT made as of the 1st day of December, 2010 amends and restates the Asset Allocation Sub-Advisory Agreement dated July 18, 2002 by and between Pacific Investment Management Company LLC, a Delaware limited liability company (hereinafter the “Adviser”), investment adviser for the PIMCO All Asset Fund, a series of the PIMCO Funds (the “Trust”), and Research Affiliates, LLC, a California limited liability company (the “Sub-Adviser”) and the Asset Allocation Sub-Advisory Agreement dated September 30, 2003 by and between the Adviser, investment adviser for the PIMCO All Asset All Authority Fund (together with the PIMCO All Asset Fund, the “Funds”), a series of the Trust, and the Sub-Adviser.

FEE AND EXPENSE LIMITATION AGREEMENT PIMCO Funds
Fee and Expense Limitation Agreement • July 28th, 2011 • Pimco Funds

This Agreement dated February 14, 2011, replaces the Fee and Expense Limitation Agreement between PIMCO Funds (the “Trust”), Pacific Investment Management Company LLC (“PIMCO”), Allianz Global Investors Distributors LLC and Allianz Global Investors Fund Management LLC dated March 5, 2009, which was terminated effective February 14, 2011 (the “2009 Agreement”). This will confirm the agreement between the Trust, PIMCO and PIMCO Investments LLC (“PI”) as follows:

AMENDMENT TO
Expense Limitation Agreement • July 28th, 2011 • Pimco Funds

PIMCO Funds (the “Trust”) and Pacific Investment Management Company LLC (“PIMCO”) have entered into an Amended and Restated Expense Limitation Agreement, dated February 23, 2009 (the “Agreement”). This will confirm that Paragraph 10 of the Agreement is replaced in its entirety as follows:

TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • July 28th, 2011 • Pimco Funds

AMENDMENT, dated May 1, 2011 to the Transfer Agency and Service Agreement (the “Agreement”) entered into on October 3, 2008, as amended, by and between Pacific Investment Management Company LLC (the “Administrator”), on behalf of PIMCO Funds, PIMCO Variable Insurance Trust, PIMCO Equity Series and PIMCO Equity Series VIT (each a “Trust,” together the “Trusts”) and Boston Financial Data Services, Inc. (the “Transfer Agent”). Capitalized terms used in this Amendment without definition shall have the respective meanings given to such terms in the Agreement.

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