EX-99.d.12.i AMENDMENT TO THE SUB-ADVISORY AGREEMENT THIS AMENDMENT ("Amendment") to the Sub-Advisory Agreement ("Agreement") dated August 16, 2006, by and between Mercer Global Investments, Inc., a Delaware corporation (the "Advisor"), and Lazard...

                                                                    EX-99.d.12.i




                     AMENDMENT TO THE SUB-ADVISORY AGREEMENT

     THIS AMENDMENT  ("Amendment") to the Sub-Advisory  Agreement  ("Agreement")
dated  August 16,  2006,  by and between  Mercer  Global  Investments,  Inc.,  a
Delaware  corporation  (the  "Advisor"),  and  Lazard  Asset  Management  LLC, a
Delaware limited liability company (the  "Sub-Adviser"),  is made effective this
28th day of February, 2008.

                                    RECITALS

     WHEREAS,  the  Agreement  provides  that the parties may mutually  agree to
supplement or amend any provision of the Agreement; and

     WHEREAS,  the Sub-Adviser  manages certain investments on behalf of the MGI
Funds  (the  "Trust")  under the  Agreement,  as  amended,  with  respect to the
following Fund:

                MGI Non-US Core Equity Fund, a series of the MGI Funds; and

     WHEREAS, the Sub-Adviser and Advisor wish to amend the Agreement:

                                    AGREEMENT

     NOW THEREFORE,  in consideration of the promises and mutual  agreements set
forth herein, the parties hereby agree to amend the Agreement, as follows:

     1.   Exhibit A, the Fee Schedule of the Agreement is hereby  deleted in its
          entirety and replaced with Exhibit A to this Amendment: and

     2.   All other terms and  provisions of the Agreement  shall remain in full
          force and effect, except as modified hereby.



Mercer Global Investments, Inc.               Lazard Asset Management LLC

By:                                           By:
      Name:                                          Name:
      Title:                                         Title:


                                    EXHIBIT A

                             SUB-ADVISORY AGREEMENT

                                     BETWEEN

                         MERCER GLOBAL INVESTMENTS, INC.
                                       AND
                           LAZARD ASSET MANAGEMENT LLC

                        Effective Date: February 28, 2008

                           MGI NON-US CORE EQUITY FUND


FEE SCHEDULE


The fees for investment  management  services  provided by the  Sub-Advisor  are
based upon the value of the Sub-Advisor  Assets under  management and calculated
as follows:

  ASSETS                         COMPENSATION


   0.80%                         on the first $50 million

   0.75%                         on the next $100 million

   0.70%                         on the next $50 million

   0.60%                         on all assets over $200 million


     Global Fee Arrangement:  The parties hereto agree that the fee schedule set
forth herein shall apply to all  relationship  assets  relating to portfolios of
▇▇▇▇▇▇ Global Investments, Inc. and its affiliates (collectively, "MGI") managed
by the Sub-Advisor and each of its affiliates  globally in the Emerging  Markets
Equity Strategy.