0001193125-06-090937 Sample Contracts

MANAGEMENT AGREEMENT
Management Agreement • April 27th, 2006 • Legg Mason Partners Investment Funds, Inc. • New York

This MANAGEMENT AGREEMENT (“Agreement”) is made this 1st day of December, 2005, by and between Smith Barney Investment Funds Inc., a Maryland Corporation (the “Corporation”) and Smith Barney Fund Management LLC, a Delaware limited liability company (the “Manager”).

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TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • April 27th, 2006 • Legg Mason Partners Investment Funds, Inc. • 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.

FORM OF LICENSE AGREEMENT
Form of License Agreement • April 27th, 2006 • Legg Mason Partners Investment Funds, Inc. • New York

This license agreement (the “Agreement”) is made this 6th day of April, 2006, by and between Legg Mason Properties, Inc., a North Carolina corporation (“Licensor”), and the Trusts/Corporations listed on Exhibit A hereto (each, a “Licensee”).

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