JANUS ADVISER SERIES



                          INVESTMENT ADVISORY AGREEMENT



                  JANUS ADVISER FLOATING RATE HIGH INCOME FUND



     THIS INVESTMENT ADVISORY AGREEMENT (the "Agreement") is made this 16th day

of March, 2007, between JANUS ADVISER SERIES, a Delaware statutory trust (the

"Trust"), and JANUS CAPITAL MANAGEMENT LLC, a Delaware limited liability company

("JCM").



                                  WITNESSETH:



     WHEREAS, the Trust is registered as an open-end management investment

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

and has registered its shares for public offering under the Securities Act of

1933, as amended (the "1933 Act"); and



     WHEREAS, the Trust is authorized to create separate funds, each with its

own separate investment portfolio of which the beneficial interests are

represented by a separate series of shares; one of such funds created by the

Trust being designated as the Janus Adviser Floating Rate High Income Fund (the

"Fund"); and



     WHEREAS, the Trust and JCM deem it mutually advantageous that JCM should be

appointed as the investment adviser to the Fund.



     NOW, THEREFORE, the parties agree as follows:



     1. Appointment. The Trust hereby appoints JCM as investment adviser and

manager with respect to the Fund for the period and on the terms set forth in

this Agreement. JCM hereby accepts such appointment and agrees to render the

services herein set forth, for the compensation herein provided.



     2. Investment Advisory Services. JCM shall determine the securities or

other assets to be purchased, sold or held and shall place orders for the

purchase or sale of such securities or other assets with brokers, dealers or

others. JCM shall furnish continuous advice and recommendations to the Fund, and

have authority to act with respect thereto, as to the acquisition, holding, or

disposition of any or all of the securities or other assets which the Fund may

own or contemplate acquiring from time to time. JCM shall give due consideration

to the investment policies and restrictions and the other statements concerning

the Fund in the Trust Instrument, bylaws, and registration statements under the

1940 Act and the 1933 Act, and to the provisions of the Internal Revenue Code,

as amended from time to time, applicable to the Fund as a regulated investment

company. In addition, JCM shall cause its officers to attend meetings and

furnish oral or written reports, as the Trust may reasonably require, in order

to keep the Trustees and appropriate officers of the Trust fully informed as to

the condition of the investment portfolio of the Fund.



{PAGE}



     3. Other Services. JCM is hereby authorized (to the extent the Trust has

not otherwise contracted) but not obligated (to the extent it so notifies the

Trustees at least 60 days in advance), to perform (or arrange for the

performance by affiliates of) the management and administrative services

necessary for the operation of the Fund. JCM is specifically authorized, on

behalf of the Trust, to conduct relations with custodians, depositories,

transfer and pricing agents, accountants, attorneys, underwriters, brokers and

dealers, corporate fiduciaries, insurance company separate accounts, insurers,

banks and such other persons in any such other capacity deemed by JCM to be

necessary or desirable. JCM shall generally monitor and report to Fund officers

the Fund's compliance with investment policies and restrictions as set forth in

the currently effective prospectus and statement of additional information

relating to the shares of the Fund under the 1933 Act. JCM shall make reports to

the Trustees of its performance of services hereunder upon request therefor and

furnish advice and recommendations with respect to such other aspects of the

business and affairs of the Fund as it shall determine to be desirable. JCM is

also authorized, subject to review by the Trustees, to furnish such other

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