0000892569-07-000538 Sample Contracts

PORTFOLIO MANAGEMENT AGREEMENT
Portfolio Management Agreement • April 30th, 2007 • Pacific Select Fund • California

AGREEMENT made effective the 1st day of May, 2007 among Pacific Life Fund Advisors LLC, a Delaware Limited Liability Company (“Investment Adviser”), and Fred Alger Management, Inc., a New York company (“Portfolio Manager”), and Pacific Select Fund, a Massachusetts Business Trust (the “Fund”).

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CONSENT TO TRANSFER PORTFOLIO MANAGEMENT AGREEMENT
Transfer Portfolio Management Agreement • April 30th, 2007 • Pacific Select Fund

Reference is made to the Portfolio Management Agreement among Pacific Select Fund (the “Fund”), a Massachusetts business trust, Janus Capital Management LLC (“Portfolio Manager”), a Delaware limited liability company, and Pacific Life Insurance Company (“Investment Adviser” or “Pacific Life”), a Nebraska corporation dated the 3rd day of April, 2002, as amended to date, (the “Agreement”).

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FORM OF CONSENT TO TRANSFER PORTFOLIO MANAGEMENT AGREEMENT
Management Agreement • April 30th, 2007 • Pacific Select Fund

Reference is made to the Portfolio Management Agreement among Pacific Select Fund (the “Fund”), a Massachusetts business trust, Batterymarch Financial Management Inc. (“Portfolio Manager”), a Maryland corporation, and Pacific Life Insurance Company (“Investment Adviser” or “Pacific Life”), a Nebraska corporation dated the 1st day of May, 2006, as amended to date, (the “Agreement”).

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CONSENT TO TRANSFER PORTFOLIO MANAGEMENT AGREEMENT
Portfolio Management Agreement • April 30th, 2007 • Pacific Select Fund

Reference is made to the Portfolio Management Agreement among Pacific Select Fund (the “Fund”), a Massachusetts business trust, AllianceBernstein L.P. (“Portfolio Manager”), a Delaware limited partnership, and Pacific Life Insurance Company (“Investment Adviser” or “Pacific Life”), a Nebraska corporation dated the 1st day of May, 2006, as amended to date, (the “Agreement”).

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FORM OF CONSENT TO TRANSFER AND AMEND PORTFOLIO MANAGEMENT AGREEMENT
Management Agreement • April 30th, 2007 • Pacific Select Fund

Reference is made to the Portfolio Management Agreement among Pacific Select Fund (the “Fund”), a Massachusetts business trust, Pacific Investment Management Company LLC (“Portfolio Manager”), a Delaware limited liability company, and Pacific Life Insurance Company (“Investment Adviser” or “Pacific Life”), a Nebraska corporation dated the 5th day of May, 2000, as amended to date, (the “Agreement”).

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CONSENT TO TRANSFER PORTFOLIO MANAGEMENT AGREEMENT
Portfolio Management Agreement • April 30th, 2007 • Pacific Select Fund

Reference is made to the Portfolio Management Agreement among Pacific Select Fund (the “Fund”), a Massachusetts business trust, Capital Guardian Trust Company (“Portfolio Manager”), a California corporation, and Pacific Life Insurance Company (“Investment Adviser” or “Pacific Life”), a Nebraska corporation dated the 28th day of December, 1999, as amended to date, (the “Agreement”).

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CONSENT TO TRANSFER PORTFOLIO MANAGEMENT AGREEMENT
Transfer Portfolio Management Agreement • April 30th, 2007 • Pacific Select Fund

Reference is made to the Portfolio Management Agreement among Pacific Select Fund (the “Fund”), a Massachusetts business trust, J.P. Morgan Investment Management Inc. (“Portfolio Manager”), a Delaware corporation, and Pacific Life Insurance Company (“Investment Adviser” or “Pacific Life”), a Nebraska corporation dated the 1st day of May, 2006, as amended to date, (the “Agreement”).

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FORM OF CONSENT TO TRANSFER PORTFOLIO MANAGEMENT AGREEMENT
Management Agreement • April 30th, 2007 • Pacific Select Fund

Reference is made to the Portfolio Management Agreement among Pacific Select Fund (the “Fund”), a Massachusetts business trust, Goldman Sachs Asset Management, L.P. (“Portfolio Manager”), a Delaware limited partnership, and Pacific Life Insurance Company (“Investment Adviser” or “Pacific Life”), a Nebraska corporation dated the 1st day of May, 2003, as amended to date, (the “Agreement”).

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FORM OF CONSENT TO TRANSFER ADVISORY AGREEMENT
Transfer Advisory Agreement • April 30th, 2007 • Pacific Select Fund

Reference is made to the Advisory Agreement among Pacific Select Fund (the “Fund”) and Pacific Life Insurance Company (“Investment Adviser” or “Pacific Life”) dated the ___day of , 200_, as amended to date, (the “Agreement”).

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AMENDMENT NO. 3 TO THE PORTFOLIO MANAGEMENT AGREEMENT
Portfolio Management Agreement • April 30th, 2007 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) first made the 1st day of May, 2003 and amended the 30th day of April, 2005, and again on the 2nd day of February, 2006 by and among Pacific Life Fund Advisors LLC (the “Investment Adviser”), a Delaware limited liability company, Pacific Select Fund, a Massachusetts business trust (“Fund”), and NFJ Investment Group L.P. (“NFJ”), a Delaware limited partnership, is hereby amended a third time to add the provisions set forth below (the “Amendment”), which is made this [ ] day of [ ], 2007. Capitalized terms not defined herein shall have the meaning ascribed to them in the Agreement.

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AMENDMENT NO. 4 TO THE PORTFOLIO MANAGEMENT AGREEMENT
Portfolio Management Agreement • April 30th, 2007 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) first made the 5th day of May, 2000 and amended the 1st day of January, 2001, the 5th day of August, 2004, and again on the 9th day of December, 2005 by and among Pacific Life Fund Advisors LLC (the “Investment Adviser”), a Delaware limited liability company, Pacific Investment Management Company LLC (“PIMCO”), a Delaware limited liability company, and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended a fourth time to add the provisions set forth below (the “Amendment”), which is made this 1st day of May, 2007. Capitalized terms not defined herein shall have the meaning ascribed to them in the Agreement.

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FORM OF ADVISORY FEE WAIVER AGREEMENT AMERICAN FUNDS GROWTH- INCOME PORTFOLIO OF PACIFIC SELECT FUND
Pacific Select Fund • April 30th, 2007 • California

This ADVISORY FEE WAIVER AGREEMENT, by and between Pacific Life Fund Advisors LLC (the “Adviser”) and Pacific Select Fund (the “Trust”), on behalf of the American Funds Growth-Income Portfolio, a portfolio of the Trust (the “Portfolio” or the “Feeder Portfolio”) is effective as of May 1, 2007.

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FORM OF ADVISORY FEE WAIVER AGREEMENT AMERICAN FUNDS GROWTH PORTFOLIO OF PACIFIC SELECT FUND
Pacific Select Fund • April 30th, 2007 • California

This ADVISORY FEE WAIVER AGREEMENT, by and between Pacific Life Fund Advisors LLC (the “Adviser”) and Pacific Select Fund (the “Trust”), on behalf of the American Funds Growth Portfolio, a portfolio of the Trust ( “Portfolio” or the “Feeder Portfolio”) is effective as of May 1, 2007.

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FORM OF EXPENSE LIMITATION AGREEMENT PACIFIC SELECT FUND
Limitation Agreement • April 30th, 2007 • Pacific Select Fund

THIS EXPENSE LIMITATION AGREEMENT, is made as of May 1, 2007, between Pacific Life Fund Advisors LLC (the “Adviser” or “PLFA”) and Pacific Select Fund (the “Trust”), on behalf of each of the Trust’s separate portfolios (each a “Portfolio,” collectively, the “Portfolios”). This Agreement supersedes the prior agreement dated March 1, 2000, and any amendments thereto.

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FORM OF CONSENT TO TRANSFER AND AMENDMENT TO THE PORTFOLIO MANAGEMENT AGREEMENT
Management Agreement • April 30th, 2007 • Pacific Select Fund

Reference is made to the Portfolio Management Agreement among Pacific Select Fund (the “Fund”), a Massachusetts business trust, BlackRock Investment Management, LLC (“Portfolio Manager”), a Delaware limited liability company, and Pacific Life Insurance Company (“Investment Adviser” or “Pacific Life”), a Nebraska corporation dated the 29th day of September, 2006, as amended to date, (the “Agreement”).

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CONSENT TO TRANSFER PORTFOLIO MANAGEMENT AGREEMENT
Transfer Portfolio Management Agreement • April 30th, 2007 • Pacific Select Fund

Reference is made to the Portfolio Management Agreement among Pacific Select Fund (the “Fund”), a Massachusetts business trust, Morgan Stanley Investment Management, Inc., a Delaware corporation, doing business as Van Kampen (“Portfolio Manager”), and Pacific Life Insurance Company (“Investment Adviser” or “Pacific Life”), a Nebraska corporation dated the 1st day of May, 2003, as amended to date, (the “Agreement”).

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CONSENT TO TRANSFER PORTFOLIO MANAGEMENT AGREEMENT
Portfolio Management Agreement • April 30th, 2007 • Pacific Select Fund

Reference is made to the Portfolio Management Agreement among Pacific Select Fund (the “Fund”), a Massachusetts business trust, Vaughan Nelson Investment Management, L.P. (“Portfolio Manager”), a Delaware limited partnership, and Pacific Life Insurance Company (“Investment Adviser” or “Pacific Life”), a Nebraska corporation dated the 26th day of April, 2005, as amended to date, (the “Agreement”).

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FORM OF EXPENSE LIMITATION AGREEMENT AMERICAN FUNDS GROWTH-INCOME PORTFOLIO of the PACIFIC SELECT FUND
Limitation Agreement • April 30th, 2007 • Pacific Select Fund

The Expense Limitation Agreement for the American Funds Growth-Income Portfolio is made as of May 1, 2007, between Pacific Life Fund Advisors LLC (the “Adviser” or “PLFA”) and Pacific Select Fund (the “Trust”), on behalf of the American Funds Growth-Income Portfolio (the “Portfolio”) (the “Agreement”). This Agreement supersedes the prior agreement dated May 1, 2005, and any amendments thereto.

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