0001193125-06-039022 Sample Contracts

SUBADVISORY AGREEMENT
Subadvisory Agreement • February 24th, 2006 • Citifunds Trust I • New York

This SUBADVISORY AGREEMENT (“Agreement”) is made this 1st day of December, 2005, by and between Citi Fund Management Inc., a Delaware corporation (the “Manager”) and Citigroup Asset Management Limited, a corporation organized under the laws of England and Wales (the “Subadviser”).

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MANAGEMENT AGREEMENT
Management Agreement • February 24th, 2006 • Citifunds Trust I • New York

This MANAGEMENT AGREEMENT (“Agreement”) is made this 1st day of December, 2005, by and between CitiFunds Trust I, a Massachusetts Business Trust (the “Trust”) and Smith Barney Fund Management LLC, a Delaware limited liability company (the “Manager”).

TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • February 24th, 2006 • Citifunds Trust I • New York

AGREEMENT, dated as of January 1, 2006 by and between each of the investment companies listed on Schedule A hereto, as amended from time to time (each a “Fund” and collectively the “Funds”) and each having its principal place of business at 125 Broad Street, New York, New York 1004 and PFPC, Inc. (“Transfer Agent”), a Massachusetts corporation with principal offices at 301 Bellevue Parkway, Wilmington, Delaware 19809.

AMENDMENT TO DISTRIBUTION AGREEMENT December 1, 2005
Distribution Agreement • February 24th, 2006 • Citifunds Trust I

Reference is made to that certain distribution agreement (the “Agreement”), dated as of September 5, 2000, between CitiFunds Trust I (the “Investment Company”),with respect to one or more separate series listed on Exhibit A (each a “Fund”) and Citigroup Global Markets Inc. This letter agreement (the “Amendment”) amends or supplements certain terms of the Agreement as set forth below. Except as expressly amended hereby, the provisions of the Agreement are and shall remain in full force and effect. Capitalized terms not defined in this Amendment shall have the meanings given to them in the Agreement.

LICENSE AGREEMENT
License Agreement • February 24th, 2006 • Citifunds Trust I

THIS LICENSE AGREEMENT (this “Agreement”), dated as of December 1, 2005 (the “Effective Date”), by and among Citigroup Inc., a corporation incorporated in the State of Delaware (“Citigroup”), and each investment company signing this Agreement (on behalf of itself and each series thereof, as applicable) (each investment company and series separately, a “Licensee”).

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