0001193125-05-102549 Sample Contracts

Mason Street Funds, Inc. AMENDED AND RESTATED DISTRIBUTION AGREEMENT CLASS A SHARES March 31, 2005
Distribution Agreement • May 10th, 2005 • Mason Street Funds Inc

This Distribution Agreement (the “Agreement”) sets forth the terms and conditions on which Mason Street Funds, Inc. (the “Company”), on behalf of Aggressive Growth Stock Fund, International Equity Fund, Growth Stock Fund, Growth and Income Stock Fund, Index 500 Stock Fund, Asset Allocation Fund, High Yield Bond Fund, Municipal Bond Fund, Select Bond Fund, Small Cap Growth Stock Fund and Index 400 Stock Fund (the “Funds” individually, a “Fund”), each a series of the Company, and on behalf of Class A shares of each such Fund (hereinafter, the “Class A shares”), will, after the effective date hereof, pay certain amounts to Northwestern Mutual Investment Services, LLC (the “Distributor”) in connection with the provision by the Distributor of certain services to the Funds and their Class A shareholders, as set forth herein. Such payments by a Fund may, under Rule 12b-1 (the “Rule”) under the Investment Company Act of 1940, as amended (the “Act”), be deemed to constitute the financing of dis

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MASON STREET FUNDS, INC. AMENDED AND RESTATED DISTRIBUTION AGREEMENT CLASS C SHARES MARCH 31, 2005
Distribution Agreement • May 10th, 2005 • Mason Street Funds Inc

This Distribution Agreement (the “Agreement”) sets forth the terms and conditions on which Mason Street Funds, Inc. (the “Company”), on behalf of Small Cap Growth Stock Fund, Aggressive Growth Stock Fund, International Equity Fund, Growth Stock Fund, Index 400 Stock Fund, Large Cap Core Stock Fund, Index 500 Stock Fund, Asset Allocation Fund, High Yield Bond Fund, Municipal Bond Fund and Select Bond Fund (the “Funds” individually, a “Fund”), each a series of the Company, and on behalf of Class C shares of each such Fund (hereinafter, the “Class C shares”), will, after the effective date hereof, pay certain amounts to Northwestern Mutual Investment Series, LLC (the “Distributor”) in connection with the provision by the Distributor of certain services to the Funds and their Class C shareholders, as set forth herein. Such payments by a Fund may, under Rule 12b-1 (the “Rule”) under the Investment Company Act of 1940, as amended (the “Act”), be deemed to constitute the financing of distribu

Mason Street Funds, Inc. AMENDED AND RESTATED DISTRIBUTION AGREEMENT CLASS B SHARES March 31, 2005
Distribution Agreement • May 10th, 2005 • Mason Street Funds Inc

This Distribution Agreement (the “Agreement”) sets forth the terms and conditions on which Mason Street Funds, Inc. (the “Company”), on behalf of Aggressive Growth Stock Fund, International Equity Fund, Growth Stock Fund, Growth and Income Stock Fund, Index 500 Stock Fund, Asset Allocation Fund, High Yield Bond Fund, Municipal Bond Fund, Select Bond Fund, Small Cap Growth Stock Fund and Index 400 Stock Fund (the “Funds” individually, a “Fund”), each a series of the Company, and on behalf of Class B shares of each such Fund (hereinafter, the “Class B shares”), will, after the effective date hereof, pay certain amounts to Northwestern Mutual Investment Services, LLC (the “Distributor”) in connection with the provision by the Distributor of certain services to the Funds and their Class B shareholders, as set forth herein. Such payments by a Fund may, under Rule 12b-1 (the “Rule”) under the Investment Company Act of 1940, as amended (the “Act”), be deemed to constitute the financing of dis

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