0001145443-08-002494 Sample Contracts

Contract
Securities Lending Agency Agreement • August 28th, 2008 • Jpmorgan Trust Ii • New York

This SECURITIES LENDING AGENCY AGREEMENT effective as of September 2, 2008 (the “Agreement) is between JPMorgan Trust I, JPMorgan Trust II, J.P. Morgan Fleming Mutual Fund Group, Inc., J.P. Morgan Mutual Fund Investment Trust, JPMorgan Insurance Trust, and Undiscovered Managers Funds (each, a “Trust” and, collectively, the “Trusts”), each on behalf of their series listed as corresponding to such Trust’s name on Schedule 1 (as amended from time to time) severally and not jointly, each a registered management investment company organized and existing under the laws of Delaware, Massachusetts or Maryland (each such series, a “Lender” and, collectively, the “Lenders“) and The Goldman Sachs Trust Company, doing business as Goldman Sachs Agency Lending (“GSAL” or “Agent”).

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Appendix A Transfer Agency Agreement for JPMorgan Funds (Amended as of August 21, 2008)
Transfer Agency Agreement • August 28th, 2008 • Jpmorgan Trust Ii

JPMorgan International Opportunities Plus Fund (effective upon the effectiveness of the Fund’s registration statement)

Contract
Securities Lending Agreement • August 28th, 2008 • Jpmorgan Trust Ii • New York

THIS THIRD PARTY SECURITIES LENDING AGREEMENT (“Agreement”) is effective September 2, 2008, among JPMorgan Trust I, JPMorgan Trust II, J.P. Morgan Fleming Mutual Fund Group, Inc., J.P. Morgan Mutual Fund Investment Trust, JPMorgan Insurance Trust, and Undiscovered Managers Funds (each, a “Trust” and, collectively, the “Trusts”), on behalf of their series listed on Appendix 4 (as amended from time to time) severally and not jointly, each a registered management investment company organized and existing under the laws of Delaware, Massachusetts or Maryland having an office at 245 Park Avenue, New York, New York 10167 (each such series, a “Lender” and, collectively, the “Lenders”), The Goldman Sachs Trust Company, doing business as Goldman Sachs Agency Lending having an office at 125 High Street, Oliver Street Tower, Suite 1700, Boston, Massachusetts 02110 (“Agent”), and JPMorgan Chase Bank, N.A. having an office at 1 Chase Manhattan Plaza, 58th Floor, New York New York 10005 (“Bank”).

JPMorgan Trust II
Fee Waiver Agreement • August 28th, 2008 • Jpmorgan Trust Ii
October 31, 2008 JPMorgan Trust II
Fee Waiver Agreement • August 28th, 2008 • Jpmorgan Trust Ii
JPMorgan Trust II
Fee Waiver Agreement • August 28th, 2008 • Jpmorgan Trust Ii
Collateral Agency Agreement
Collateral Agency Agreement • August 28th, 2008 • Jpmorgan Trust Ii • New York

This Collateral Agency Agreement (the “Agreement”) is entered into as of September 2, 2008 by and between JPMorgan Chase Bank, N.A. (“Collateral Agent”) and JPMorgan Trust I, JPMorgan Trust II, J.P. Morgan Fleming Mutual Fund Group, Inc., J.P. Morgan Mutual Fund Investment Trust, and JPMorgan Insurance Trust (each, a “Trust” and, collectively, the “Trusts”), on behalf of their series listed on Schedule 1 (as amended from time to time) severally and not jointly, each a registered management investment company organized and existing under the laws of Delaware, Massachusetts or Maryland (each such series, a “Lender” and, collectively, the “Lenders”).

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