November 30, 2009 JPMorgan Trust I 245 Park Avenue New York, NY 10167 Dear Sirs:

November 30, 2009

JPMorgan Trust I
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇

Dear Sirs:

          ▇.▇. ▇▇▇▇▇▇ Investment Management Inc, JPMorgan Funds Management, Inc. and JPMorgan Distribution Services, Inc. (collectively, “JPMorgan Service Providers”) hereby agree to waive fees and/or expenses owed to each JPMorgan Service Provider or to reimburse each Fund listed on Schedule A for the time periods so indicated. The JPMorgan Service Providers will waive fees or reimburse to the extent total operating expenses exceed the rate of average daily net assets also indicated on Schedule A. This expense limitation does not include acquired fund fees and expenses, dividend expenses on securities sold short, interest, taxes, extraordinary expenses and expenses related to the JPMorgan Funds’ Board of Trustees deferred compensation plan.

          The JPMorgan Service Providers understand and intend that the Funds will rely on this agreement in preparing and filing their registration statements on Form N-1A and in accruing the Funds’ expenses for purposes of calculating net asset value and for other purposes, and expressly permit the Funds to do so.

Please acknowledge acceptance on the enclosed copy of this letter.

Very truly yours,

▇.▇. ▇▇▇▇▇▇ Investment Management Inc.
JPMorgan Funds Management, Inc.
JPMorgan Distribution Services, Inc.

By:
Accepted by:
JPMorgan Trust I
By:

1

---

SCHEDULE A

Fund Name		Class		Fiscal Year End		Expense Cap		Expense Cap Period End
Highbridge Dynamic Commodities Strategy Fund		Class A		October 31		1.65%		November 30, 2010
		Class C				2.15%
		Select				1.40%

2

---