0001193125-08-128027 Sample Contracts

AMENDED AND RESTATED INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • June 4th, 2008 • Northwestern Mutual Series Fund Inc • Delaware

THIS AMENDED AND RESTATED INVESTMENT SUB-ADVISORY AGREEMENT is made as of this 6th day of May, 2008, by and between Mason Street Advisors, LLC, a Delaware limited liability company (the “Adviser”) and Templeton Investment Counsel, LLC, a Florida limited liability company (the “Sub-Adviser”).

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AMENDED AND RESTATED INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • June 4th, 2008 • Northwestern Mutual Series Fund Inc • Delaware

THIS AMENDED AND RESTATED INVESTMENT SUB-ADVISORY AGREEMENT is made as of this 6th day of May, 2008, by and between Mason Street Advisors, LLC, a Delaware limited liability company (the “Adviser”) and Capital Guardian Trust Company, a trust company chartered under the laws of the State of California (the “Sub-Adviser”).

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • June 4th, 2008 • Northwestern Mutual Series Fund Inc • Florida

THIS AGREEMENT, made this th day of , 2008, by and between TEMPLETON INVESTMENT COUNSEL, LLC (“TIC”), a Delaware limited liability company registered as an Investment Adviser under the Investment Advisers Act of 1940 and FRANKLIN TEMPLETON INVESTMENTS (ASIA) LIMITED (“FTIA”), a company existing under the laws of Hong Kong registered as an Investment Adviser under the Investment Advisers Act of 1940.

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