Exhibit (d)(4)

AMENDMENT NO. 3 TO

INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT

TCW Funds, Inc. and TCW Investment Management Company hereby agree to amend the Investment Advisory and Management Agreement (“Agreement”) entered into by the parties and dated as of February 6, 2013, as amended February 6, 2013 and June 26, 2013, as follows.

This amendment shall be effective as of November 24, 2014. All other terms and conditions of the Agreement will remain in full force and effect, including the existing provisions of Schedule A and any amendments, thereof.

SCHEDULE A

Fund	Annual Fee Rate (expressed as a percentage of net assets)
TCW Global Real Estate Fund		0.80	%
TCW High Dividend Equities Fund		0.65	%

IN WITNESS WHEREOF, the parties have agreed to and executed this amendment to the Agreement on the day and year written above.

Attest	TCW FUNDS, INC.
/s/ Patrick W. Dennis	By:	/s/ David S. DeVito
Patrick W. Dennis		David S. DeVito
Assistant Secretary		President and Chief Executive Officer
	By:	/s/ Richard Villa
		Richard Villa
		Treasurer and Principal Financial Officer
Attest	TCW INVESTMENT MANAGEMENT COMPANY
/s/ Patrick W. Dennis	By:	/s/ David S. DeVito
Patrick W. Dennis		David S. DeVito
Assistant Secretary		Executive Vice President and Chief Operating Officer
	By:	/s/ Richard Villa
		Richard Villa
		Chief Financial Officer and Managing Director