FUND ADMINISTRATION AGREEMENT

This  Fund   Administration   Agreement   (the   "Agreement")   is  made  as  of
[________________]  between Aberdeen Funds (the "Trust"),  a Delaware  statutory
trust, and Aberdeen Asset Management Inc. ("AAMI"), a Delaware corporation.

WHEREAS, the Trust operates as an open-end management  investment company and is
registered under the Investment Company Act of 1940, as amended (the "Investment
Company Act"); and

WHEREAS,  the Trust  desires to retain  AAMI as  "Administrator"  to provide the
Administration Services as described below with respect to certain of the series
of the Trust (the  "Funds"),  each of which are now, or may hereafter be, listed
on Exhibit B to this Agreement, and AAMI is willing to render such services; and

NOW, THEREFORE,  in consideration of the premises and mutual covenants set forth
herein and  intending to be legally bound  hereby,  the parties  hereto agree as
follows:

1.   Appointment  of  Administrator  and Services  and Duties.  The Trust hereby
     appoints   AAMI  as   administrator   of  the  Trust  and  the  Funds  (the
     "Administrator")  on the terms and conditions set forth in this  Agreement;
     and the Administrator hereby accepts such appointment and agrees to perform
     the  services  and  duties set forth in  Exhibit A of this  Agreement  (the
     "Services") in consideration of the compensation  provided for in Section 4
     hereof.  The  services  listed on  Exhibit  A,  along  with any  additional
     services that the  Administrator  shall agree in writing to perform for the
     Trust hereunder,  shall be referred to in this Agreement as "Administration
     Services."  Administration Services shall not include any duties, functions
     or  services  to be  performed  for the  Trust  by the  Trust's  investment
     advisers,  subadvisers or custodian  pursuant to their  agreements with the
     Trust.

     When performing the Services to the Trust and the Funds, the  Administrator
     will  comply  with the  provisions  of the  Trust's  Declaration  of Trust,
     Bylaws,  Code of Ethics and  Registration  Statements,  will  safeguard and
     promote  the  welfare of the Trust and the Funds,  and will comply with the
     policies  that the  Trustees  may from time to time  reasonably  determine,
     provided that such policies are not in conflict  with this  Agreement,  the
     Trust's governing documents, or any applicable statutes or regulations.

2.   Subcontracting. The Administrator may, at its own expense, subcontract with
     any entity or person  concerning  the provision of the Services;  provided,
     however  (a) that the  Administrator  shall not be  relieved  of any of its
     obligations under this Agreement by the appointment of such  subcontractor;
     (b) that the Administrator shall be responsible,  to the extent provided in
     Section 6 for all acts of such  subcontractor  as if such acts were its own
     including  any payment for  services  provided by such  subcontractor;  (c)
     except  as  noted  below,  that  all  fees  and  expenses  incurred  in any
     sub-contract shall be paid by the Administrator;  and (d) the Trust and its
     Trustees are notified at least 30 days prior to such  sub-contract  and the
     Trustees have no objection.

     Notwithstanding the foregoing,  to the extent the Administrator  desires to
     subcontract  to any  entity or  person  all or a  portion  of the  Services
     referenced in paragraph  "r" of Exhibit A, the fees,  expenses and costs of
     such subcontractor shall be allocated between (a) the Administrator and (b)
     the Trust, in accordance with the provisions of paragraph "r" of Exhibit A,
     provided the  engagement and retention of the  subcontractor  and the terms
     thereof  with  respect to such  subcontractor's  services  to the Trust are
     approved  in  advance  of such  engagement  and  retention  by the Board of
     Trustees of the Trust or a Committee  of the Board of Trustees of the Trust
     with delegated authority to approve such engagement and retention.

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