Mercury Large Cap Series Funds Inc Sample Contracts

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WITNESSETH:
Administration Agreement • February 28th, 2001 • Mercury Large Cap Series Funds Inc • New York
FEE WAIVER/EXPENSE REIMBURSEMENT AGREEMENT
Expense Reimbursement Agreement • February 25th, 2003 • Mercury Large Cap Series Funds Inc

THIS FEE WAIVER/EXPENSE REIMBURSEMENT AGREEMENT (the "Agreement") is made as of March 13, 2002 by and between Fund Asset Management, L.P. (the "Manager") and Mercury Large Cap Series Funds, Inc. (the "Fund") on behalf of itself and each of its series listed on Exhibit A hereto (the "Series").

AMENDMENT TO THE TRANSFER AGENCY, DIVIDEND DISBURSING AGENCY AND SHAREHOLDER SERVICING AGENCY AGREEMENT
Shareholder Servicing Agency Agreement • February 25th, 2003 • Mercury Large Cap Series Funds Inc
AND
Custodian Agreement • December 22nd, 1999 • Mercury Large Cap Series Funds Inc
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