0001193125-06-254519 Sample Contracts

FORM OF INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 15th, 2006 • RBB Fund Inc • Delaware

AGREEMENT made as of [ ], 2006, between THE RBB FUND, INC., a Maryland corporation (herein called the “Fund”), and BEAR STEARNS ASSET MANAGEMENT INC. (herein called the “Investment Adviser”).

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FORM OF ADMINISTRATION AND ACCOUNTING SERVICES AGREEMENT
Administration and Accounting Services Agreement • December 15th, 2006 • RBB Fund Inc

THIS AGREEMENT is made as of , 2006 by and between PFPC Inc., a Massachusetts corporation (“PFPC”) and The RBB Fund, Inc. a Maryland corporation (the “Fund”).

FORM OF CUSTODIAN AGREEMENT SUPPLEMENT (Bear Stearns Enhanced Yield Fund of The RBB Fund, Inc.)
Custodian Agreement • December 15th, 2006 • RBB Fund Inc

This supplemental agreement is entered into this day of , 2006 by and between THE RBB FUND, INC. (the “Fund”) and PFPC Trust Company (“PFPC Trust”).

FORM OF ADMINISTRATIVE SERVICES AGREEMENT SUPPLEMENT The RBB Fund, Inc. Marvin & Palmer Large Cap Growth Fund
Administrative Services Agreement • December 15th, 2006 • RBB Fund Inc

This supplemental agreement is entered into this day of , 200 , by and between THE RBB FUND, INC. (the “Company”) and PFPC DISTRIBUTORS, INC. (“PFPC Distributors”).

FORM OF ADMINISTRATIVE SERVICES AGREEMENT SUPPLEMENT The RBB Fund, Inc. Bear Stearns Enhanced Yield Fund
Administrative Services Agreement • December 15th, 2006 • RBB Fund Inc

This supplemental agreement is entered into this day of , 200 , by and between THE RBB FUND, INC. (the “Company”) and PFPC DISTRIBUTORS, INC. (“PFPC Distributors”).

FORM OF DISTRIBUTION AGREEMENT SUPPLEMENT The RBB Fund, Inc. Bear Stearns Enhanced Yield Fund
Distribution Agreement • December 15th, 2006 • RBB Fund Inc

This supplemental agreement is entered into this day of , 2006, by and between THE RBB FUND, INC. (the “Company”) and PFPC DISTRIBUTORS, INC. (the “Distributor”).

FORM OF PURCHASE AGREEMENT
Form of Purchase Agreement • December 15th, 2006 • RBB Fund Inc

The RBB Fund, Inc. (the “Company”), a Maryland corporation, and (“ ”) intending to be legally bound, hereby agree with each other as follows:

FORM OF DISTRIBUTION AGREEMENT SUPPLEMENT The RBB Fund, Inc. Marvin & Palmer Large Cap Growth Fund
Distribution Agreement • December 15th, 2006 • RBB Fund Inc

This supplemental agreement is entered into this day of , 2006, by and between THE RBB FUND, INC. (the “Company”) and PFPC DISTRIBUTORS, INC. (the “Distributor”).

FORM OF PURCHASE AGREEMENT
Form of Purchase Agreement • December 15th, 2006 • RBB Fund Inc

The RBB Fund, Inc. (the “Company”), a Maryland corporation, and Bear Stearns Asset Management Inc. (“BSAM”) intending to be legally bound, hereby agree with each other as follows:

FORM OF CUSTODIAN AGREEMENT SUPPLEMENT (Marvin & Palmer Large Cap Growth Fund of The RBB Fund, Inc.)
Custodian Agreement • December 15th, 2006 • RBB Fund Inc

This supplemental agreement is entered into this day of , 2006 by and between THE RBB FUND, INC. (the “Fund”) and PFPC Trust Company (“PFPC Trust”).

FORM OF TRANSFER AGENCY AGREEMENT SUPPLEMENT (Bear Stearns Enhanced Yield Fund of The RBB Fund, Inc.)
Transfer Agency Agreement • December 15th, 2006 • RBB Fund Inc

This supplemental agreement is entered into this day of , 200 by and between THE RBB FUND, INC. (the “Fund”) and PFPC INC., a Massachusetts corporation (“PFPC”).

FORM OF TRANSFER AGENCY AGREEMENT SUPPLEMENT (Marvin & Palmer Large Cap Growth Fund of The RBB Fund, Inc.)
Transfer Agency Agreement • December 15th, 2006 • RBB Fund Inc

This supplemental agreement is entered into this day of , 200 by and between THE RBB FUND, INC. (the “Fund”) and PFPC INC., a Massachusetts corporation (“PFPC”).

FORM OF AMENDED SCHEDULE A
RBB Fund Inc • December 15th, 2006

THIS SCHEDULE A, amended and restated as of , 2006, is the Schedule A to that certain Regulatory Administration Services Agreement dated as of June 1, 2003 between PFPC Inc. and The RBB Fund, Inc.

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