0001193125-10-154926 Sample Contracts

SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • July 7th, 2010 • BlackRock Funds II • Delaware

AGREEMENT dated as of June 25, 2010, between BlackRock Advisors, LLC, a Delaware limited liability company (“Adviser”), and BlackRock Financial Management, Inc., a Delaware corporation (“Sub-Adviser”).

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PURCHASE AGREEMENT
Purchase Agreement • July 7th, 2010 • BlackRock Funds II

BlackRock Funds II (the “Fund”), a Massachusetts business trust, and BlackRock HoldCo2, Inc. (“BH2”), a Delaware limited liability company, hereby agree as follows:

BLACKROCK FUNDS II Addendum No. 3 to the Investment Advisory Agreement
Investment Advisory Agreement • July 7th, 2010 • BlackRock Funds II

This Addendum dated as of the 25th day of June, 2010 is entered into by and between BLACKROCK FUNDS II, a Massachusetts business trust (the “Fund”), and BLACKROCK ADVISORS, LLC, a Delaware limited liability company (the “Adviser”).

APPENDIX A
BlackRock Funds II • July 7th, 2010

This APPENDIX A, dated as of , 2010, is Appendix A to that certain Administration Agreement dated as of , 2007, between BlackRock Advisors, LLC, PNC Global Investment Servicing (U.S.) (formerly known as PFPC Inc.), and BlackRock Funds II.

APPENDIX A
BlackRock Funds II • July 7th, 2010

This APPENDIX A, dated as of , 2010, is Appendix A to that certain Distribution Agreement dated as of October 1, 2008, between BlackRock Funds II and BlackRock Investments, LLC (formerly known as BlackRock Investments, Inc.).

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