0001193125-12-314465 Sample Contracts

AMENDED AND RESTATED SCHEDULE A
Underwriting Agreement • July 25th, 2012 • Metropolitan West Funds

THIS SCHEDULE A, amended and restated effective as of September 30, 2011, is Schedule A to that certain Underwriting Agreement dated as of July 1, 2010, as amended from time to time, between BNY Mellon Distributors Inc. (formerly, PFPC Distributors, Inc.) and Metropolitan West Funds.

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Appendix A to Amended and Restated Operating Expenses Agreement (Effective September 28, 2011)
Operating Expenses Agreement • July 25th, 2012 • Metropolitan West Funds
Underwriting Agreement for: Metropolitan West Funds
Underwriting Agreement • July 25th, 2012 • Metropolitan West Funds

Effective as of the closing of the sale of BNY Mellon Distributors LLC to Foreside Distributors, LLC by The Bank of New York Mellon Corporation, Metropolitan West Funds (the “Fund Company”), on behalf of each series thereof (each a “Fund” and collectively, the “Funds”) and Foreside Funds Distributors LLC (formerly known as BNY Mellon Distributors, Inc.) (the “Distributor”) hereby enter into this Underwriting Agreement on terms identical to those of the underwriting agreement between the parties effective as of July 1, 2010 (the “Existing Agreement”) except as noted below. Capitalized terms used herein without definition have the meanings given them in the Existing Agreement.

Schedule II Amendment to Custody Agreement Dated April 1, 2002
Custody Agreement • July 25th, 2012 • Metropolitan West Funds
AMENDED AND RESTATED SCHEDULE A
Services Agreement • July 25th, 2012 • Metropolitan West Funds

THIS SCHEDULE A, amended and restated effective as of September 30, 2011, is Schedule A to that certain Amended and Restated Services Agreement dated as of March 31, 2004, as amended from time to time, between BNY Mellon Investment Servicing (US) Inc. and Metropolitan West Funds.

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