0001193125-11-071053 Sample Contracts

FORM OF MANAGEMENT FEE WAIVER AND EXPENSE LIMITATION AGREEMENT
Waiver and Expense Limitation Agreement • March 18th, 2011 • Lord Abbett Securities Trust

This Management Fee Waiver and Expense Limitation Agreement (the “Agreement”) is made and entered into this [15th day of June, 2011] between Lord, Abbett & Co. LLC (“Lord Abbett”) and Lord Abbett Securities Trust (the “Trust”) with respect to the Lord Abbett Growth Leaders Fund (“Growth Leaders Fund”).

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FORM OF ADDENDUM TO MANAGEMENT AGREEMENT BETWEEN Lord Abbett Securities Trust and Lord, Abbett & Co. LLC Dated: [June 15, 2011] (the “Addendum”)
Management Agreement • March 18th, 2011 • Lord Abbett Securities Trust

Lord, Abbett & Co. LLC (“Lord Abbett”) and Lord Abbett Securities Trust (the “Trust”), on behalf of its Lord Abbett Growth Leaders Fund (the “Fund”), do hereby agree that the annual management fee rate for the Fund with respect to paragraph 2 of the management agreement dated May 19, 1993 (“Management Agreement”), shall be as follows: [0.55] of [1%] of the first [$2 billion] of the Fund’s average daily net assets; and [0.50] of [1%] of such assets in excess of [$2 billion].

LORD ABBETT SECURITIES TRUST AMENDMENT TO DECLARATION AND AGREEMENT OF TRUST
Declaration and Agreement of Trust • March 18th, 2011 • Lord Abbett Securities Trust

The undersigned, being at least a majority of the Trustees of Lord Abbett Securities Trust, a Delaware business trust (the “Trust”), organized pursuant to a Declaration and Agreement of Trust dated February 26, 1993 (the “Declaration”), do hereby (i) establish, pursuant to Section 5.3 of the Declaration, a new series of shares of the Trust to be designated the “Lord Abbett Growth Leaders Fund” and (ii) establish, pursuant to Section 5.3 of the Declaration, the following classes of the Lord Abbett Growth Leaders Fund: Class A, Class C, Class F, Class I, Class R2 and Class R3. Any variations as to purchase price, determination of net asset value, the price, terms and manner of redemption and special and relative rights as to dividends on liquidation, and conditions under which such series or class shall have separate voting rights, shall be as set forth in the Declaration or as elsewhere determined by the Board of Trustees of the Trust.

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