0001193125-05-246399 Sample Contracts

FORM OF MASTER CUSTODIAN AGREEMENT
Master Custodian Agreement • December 21st, 2005 • AARP Portfolios • Massachusetts
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FORM OF ADMINISTRATION AGREEMENT AARP PORTFOLIOS
Administration Agreement • December 21st, 2005 • AARP Portfolios • Delaware

This Administration Agreement (“Agreement”), dated and effective as of , , is by and between AARP Financial Incorporated (“Administrator”), a Delaware corporation, and AARP Portfolios (“Trust”), a Delaware statutory trust.

FORM OF INVESTMENT ADVISORY AGREEMENT AARP PORTFOLIOS
Investment Advisory Agreement • December 21st, 2005 • AARP Portfolios • Delaware

AGREEMENT, dated and effective as of , , by and between AARP Portfolios (“Trust”), a Delaware statutory trust, and AARP Financial Incorporated (“Adviser”), a Delaware corporation.

FORM OF INVESTMENT SUB-ADVISORY AGREEMENT AARP PORTFOLIOS
Investment Sub-Advisory Agreement • December 21st, 2005 • AARP Portfolios • Delaware

AGREEMENT, dated and effective as of , 2005, by and among AARP Portfolios (“Trust”), a Delaware statutory trust, AARP Financial Incorporated (“Adviser”), a Delaware corporation, and SSgA Funds Management, Inc., a Massachusetts corporation.

FORM OF PLACEMENT AGENCY AGREEMENT AARP PORTFOLIOS
Placement Agency Agreement • December 21st, 2005 • AARP Portfolios • Delaware

This Placement Agency Agreement (“Agreement”), dated and effective as of [ , , ], by and between AARP Portfolios, an open-end, management investment company organized as a statutory trust under the laws of the State of Delaware, having its principal place of business at Two Highwood Drive, 2nd Floor, Tewksbury MA 01876 (“Trust”), and ALPS Distributors, Inc., a Colorado corporation and a registered broker-dealer under the Securities Exchange Act of 1934, having its principal place of business at 1625 Broadway, Suite 2200, Denver, Colorado 80202 (“Placement Agent”).

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