0001145443-06-002612 Sample Contracts

JPMORGAN TRUST I AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • August 11th, 2006 • JPMorgan Trust I • New York

AGREEMENT, made this 10th day of August, 2006, between JPMorgan Trust I, a statutory trust organized under the laws of the State of Delaware (the “Trust”) and J.P. Morgan Investment Management Inc., a Delaware corporation (the “Advisor”). This Agreement shall be effective as of August 10, 2006.

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GLOBAL CUSTODY AND FUND ACCOUNTING AGREEMENT BETWEEN JPMORGAN TRUST I ON BEHALF OF EACH OF THE FUNDS LISTED ON SCHEDULE A, JPMORGAN FUNDS MANAGEMENT, INC. AND JPMORGAN CHASE BANK, N.A.
Global Custody and Fund Accounting Agreement • August 11th, 2006 • JPMorgan Trust I • New York

This Agreement is between JPMORGAN CHASE BANK, N.A. (“Bank”), with a place of business at 270 Park Avenue, New York, New York; JPMORGAN FUNDS MANAGEMENT, INC. (“JPMFM”) with a place of business at 1111 Polaris Parkway, Suite 2-J, Columbus, Ohio 43240 and JPMORGAN TRUST I (“JPMTI”) which is acting on behalf of each of the portfolios listed under its name on Schedule A (each, a “Fund”), with a place of business at 522 Fifth Avenue, New York, NY 10036. For purposes of this Agreement, each individual Fund is considered a separate “Customer.”

AMENDMENT TO GLOBAL CUSTODY AND FUND ACCOUNTING AGREEMENT
Global Custody and Fund Accounting Agreement • August 11th, 2006 • JPMorgan Trust I

THIS AMENDMENT is made as of May 1, 2006, by and between JPMorgan Chase Bank, N.A., JPMorgan Insurance Trust (formerly JPMorgan Investment Trust) and the entities who are currently parties to the Global Custody and Fund Accounting Agreement, in place for the investment companies in the JPMorgan fund complex (as listed below) (the “Agreement”).

Appendix A Transfer Agency Agreement for JPMorgan Funds (Amended as of May 18, 2006)
Transfer Agency Agreement • August 11th, 2006 • JPMorgan Trust I
AMENDMENT TO ADMINISTRATION AGREEMENT
Administration Agreement • August 11th, 2006 • JPMorgan Trust I

THIS AMENDMENT is made as of May 1, 2006, by and between JPMorgan Funds Management, Inc., JPMorgan Insurance Trust (formerly JPMorgan Investment Trust) and the entities who are currently parties to the Administration Agreement, dated February 19, 2005, in place for the investment companies in the JPMorgan fund complex (the “Agreement”).

JPMorgan Trust I 245 Park Avenue New York, NY 10167 Dear Sirs:
Fee Waiver Agreement • August 11th, 2006 • JPMorgan Trust I

The JPMorgan Service Providers understand and intend that the Funds will rely on this agreement in preparing and filings their registration statements on Form N-1A and in accruing the Funds’ expenses for purposes of calculating net asset value and for other purposes, and expressly permit the Funds to do so.

ADMINISTRATION AGREEMENT
Administration Agreement • August 11th, 2006 • JPMorgan Trust I • Delaware

AGREEMENT dated as of the 5th day of May, 2006 by and between JPMorgan Trust I, a Delaware statutory trust (the “Trust”) on behalf of itself and for the Funds defined below, each having its principal place of business at 522 Fifth Avenue, New York, New York 10036, and JPMorgan Funds Management, Inc. (“Administrator”), a Delaware corporation having its principal place of business at 1111 Polaris Parkway, Columbus, Ohio 43240. This Agreement shall be effective May 5th, 2006.

AMENDMENT TO DISTRIBUTION AGREEMENT
Distribution Agreement • August 11th, 2006 • JPMorgan Trust I

THIS AMENDMENT is made as of May 1, 2005, by and between JPMorgan Distribution Services, Inc., JPMorgan Investment Trust and the entities who are currently parties to the Distribution Agreement in place for the open-end investment companies in the JPMorgan fund complex (the “Agreement”).

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