MANAGEMENT AGREEMENT

                      LEGG MASON LIGHT STREET TRUST, INC.:

                        LEGG MASON CLASSIC VALUATION FUND







         This  MANAGEMENT  AGREEMENT  ("Agreement")  is  made  this  1st  day of

November,  1999, by and between Legg Mason Light Street Trust,  Inc., a Maryland

corporation (the "Corporation"),  on behalf of Legg Mason Classic Valuation Fund

("Fund"),  and Legg Mason  Fund  Adviser,  Inc.,  a  Maryland  corporation  (the

"Manager").



         WHEREAS,  the  Corporation  is  registered  as an  open-end  management

investment  company  under the  Investment  Company Act of 1940, as amended (the

"1940 Act") currently consisting of two portfolios; and



         WHEREAS,  the  Corporation  wishes to retain  the  Manager  to  provide

investment advisory, management, and administrative services to the Fund; and



         WHEREAS,  the Manager is willing to furnish such  services on the terms

and conditions hereinafter set forth;



         NOW THEREFORE,  in  consideration  of the promises and mutual covenants

herein contained, it is agreed as follows:



         1. The  Corporation  hereby appoints the Manager as manager of the Fund

for the period and on the terms set forth in this Agreement. The Manager accepts

such  appointment  and agrees to render the services  herein set forth,  for the

compensation herein provided.



         2. The Fund shall at all times keep the  Manager  fully  informed  with

regard  to the  securities  owned  by it,  its  funds  available,  or to  become

available, for investment,  and generally as to the condition of its affairs. It

shall furnish the Manager with such other documents and information  with regard

to its affairs as the Manager may from time to time reasonably request.



         3.  (a)  Subject  to the  supervision  of the  Corporation's  Board  of

Directors,  the  Manager  shall  regularly  provide  the  Fund  with  investment

research,  advice,  management  and  supervision  and shall furnish a continuous

investment  program for the Fund's  portfolio of securities  consistent with the

Fund's  investment goals and policies.  The Manager shall determine from time to

time what securities will be purchased,  retained or sold by the Fund, and shall

implement those  decisions,  all subject to the provisions of the  Corporation's

Articles of  Incorporation  and By-Laws,  the 1940 Act, the applicable rules and

regulations  of the  Securities and Exchange  Commission,  and other  applicable

federal and state law, as well as the investment goals and policies of the Fund.

The Manager will place orders pursuant to its investment  determinations for the

Fund either  directly  with the issuer or with any broker or dealer.  In placing

orders with  brokers and dealers the Manager will attempt to obtain the best net



{PAGE}



price and the most favorable execution of its orders;  however, the Manager may,

in its  discretion,  purchase and sell portfolio  securities from and to brokers

and dealers who provide  the Fund with  research,  analysis,  advice and similar

services,  and the Manager may pay to these brokers,  in return for research and

analysis,  a higher  commission or spread than may be charged by other  brokers.

The Manager shall also provide advice and recommendations  with respect to other

aspects of the  business and affairs of the Fund,  and shall  perform such other

functions  of  management  and  supervision  as may be  directed by the Board of

Directors of the Corporation;



         (b) The Fund hereby authorizes any entity or person associated with the

Manager  which is a member of a  national  securities  exchange  to  effect  any

transaction  on the  exchange  for  the  account  of the  Corporation  which  is

permitted  by  Section  11(a) of the  Securities  Exchange  Act of 1934 and Rule

11a2-2(T)  thereunder,  and  the  Fund  hereby  consents  to  the  retention  of

Home        Intelligence        Services        Subscriptions        News        About Us

Contact Us       Terms of Use       Resend Documents       Shopping Cart

Copyright © 2008 The Consus Group LLC