0000950109-00-001673 Sample Contracts

UAM FUND DISTRIBUTORS, INC. 211 Congress Street Boston, Massachusetts 02110
Broker Services Agreement • May 1st, 2000 • Uam Funds Inc Ii/ • Massachusetts

We offer to make available to your customers, through you acting as broker or agent on behalf of such customers, Institutional Class Shares (the "Shares") of the Portfolios of UAM Funds, Inc., UAM Funds, Inc. II and of UAM Funds Trust (each Portfolio is referred to herein as the "Fund") with respect to which we have been retained to act as exclusive national distributor and which are offered for sale pursuant to currently effective federal Prospectuses describing such Shares.

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