SCHEDULE A

WELLS CAPITAL MANAGEMENT INCORPORATED

INVESTMENT SUB-ADVISORY AGREEMENT

FEE AGREEMENT

WELLS FARGO FUNDS TRUST

This fee agreement is made as of the 27^th day of March, 2009, and is amended as of the 18th day of May, 2011, by and between Wells Fargo Funds Management, LLC (the “Adviser”) and Wells Capital Management Incorporated (the “Sub-Adviser”); and

WHEREAS, the parties and Wells Fargo Funds Trust (the “Trust”) have entered into an Investment Sub-Advisory Agreement (“Sub-Advisory Agreement”) whereby the Sub-Adviser provides investment management advice to each series of the Trust as listed in Appendix A to the Sub-Advisory Agreement (each a “Fund” and collectively the “Funds”).

WHEREAS, the Sub-Advisory Agreement provides that the fees to be paid to the Sub-Adviser are to be as agreed upon in writing by the parties.

NOW THEREFORE, the parties agree that the fees to be paid to the Sub-Adviser under the Sub-Advisory Agreement shall be calculated as follows on a monthly basis by applying the annual rates described in this Schedule A to Appendix A for each Fund listed in Appendix A.

The Sub-Adviser shall receive a fee as described in this Schedule A to Appendix A of the assets of the Conservative Allocation Fund, Growth Balanced Fund and Moderate Balanced Fund and from each WealthBuilder Portfolio for providing services with respect to which Master Trust Portfolios (or, in the case of the WealthBuilder Portfolios, other unaffiliated funds) these Funds will invest in and the percentage to allocate to each Master Portfolio or unaffiliated fund in reliance on Section 12(d)(1)(G) under the Act, the rules thereunder, or order issued by the Commission exempting the Fund from the provisions of Section 12(d)(1)(A) under the Act (a “Fund of Funds structure”).

The net assets under management against which the foregoing fees are to be applied are the net assets as of the first business day of the month. If this fee agreement becomes effective subsequent to the first day of a month or shall terminate before the last day of a month, compensation for that part of the month this agreement is in effect shall be subject to a pro rata adjustment based on the number of days elapsed in the current month as a percentage of the total number of days in such month. If the determination of the net asset value is suspended as of the first business day of the month, the net asset value for the last day prior to such suspension shall for this purpose be deemed to be the net asset value on the first business day of the month.

SCHEDULE A

WELLS CAPITAL MANAGEMENT INCORPORATED

INVESTMENT SUB-ADVISORY AGREEMENT

FEE AGREEMENT

WELLS FARGO FUNDS TRUST

Funds Trust Funds

Fee as % of Avg. Daily Net Assets

Adjustable Rate Government Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

Asia Pacific Fund

First 100M

Next 100M

Over 200M

0.65

0.55

0.45

California Limited-Term Tax-Free Fund

First 100M

Next 200M

Over 300M

0.15

0.10

0.05

California Tax-Free Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

California Municipal Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

Capital Growth Fund

First 100M

Next 100M

Next 300M

Over 500M

0.35

0.30

0.20

0.15

Cash Investment Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

Classic Value Fund⁹

First 100M

Next 100M

Next 300M

Over 500M

0.35

0.30

0.20

0.15

Colorado Tax-Free Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

Common Stock Fund

First 100M

Next 100M

Over 200M

0.45

0.40

0.30

Conservative Allocation Fund

First 250M

Over 250M

0.10

0.05

Core Equity Fund¹⁰

First 100M

Next 100M

Next 300M

Over 500M

0.35

0.30

0.20

0.15

Disciplined Global Equity Fund¹¹

First 200M

Over 200M

0.35

0.30

Disciplined U.S. Core Fund¹²

First 100M

Next 200M

Over 300M

0.25

0.20

0.15

Disciplined Value Fund¹³

First 100M

Next 200M

Over 300M

0.25

0.20

0.15

Discovery Fund

First 100M

Next 100M

Over 200M

0.45

0.40

0.35

Diversified Capital Builder Fund

First 100M

Next 200M

Over 500M

0.35

0.30

0.25

0.20

Diversified Income Builder Fund

First 100M

Next 200M

Over 500M

0.35

0.30

0.25

0.20

Diversified International Fund

First 200M

Over 200M

0.45

0.40

Emerging Markets Equity Fund

First 100M

Next 100M

Over 200M

0.65

0.55

0.45

Endeavor Select Fund

First 100M

Next 100M

Next 300M

Over 500M

0.35

0.30

0.20

0.15

Enterprise Fund

First 100M

Next 100M

Over 200M

0.45

0.40

0.30

Global Opportunities Fund

First 100M

Next 100M

Over 200M

0.55

0.50

0.40

Government Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

Government Securities Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

Growth Balanced Fund

First 250M

Over 250M

0.10

0.05

Growth Fund

First 100M

Next 100M

Next 300M

Over 500M

0.35

0.30

0.20

0.15

Growth Opportunities Fund¹⁴

First 100M

Next 100M

Over 200M

0.45

0.40

0.35

Health Care Fund

First 100M

Over 100M

0.40

0.35

Heritage Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

High Income Fund

First 100M

Next 200M

Over 500M

0.35

0.30

0.25

0.20

High Yield Bond Fund

First 100M

Next 200M

Over 500M

0.35

0.30

0.25

0.20

Income Plus Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

Index Asset Allocation Fund

First 100M

Next 100M

Over 200M

0.15

0.125

0.10

Intermediate Tax/AMT-Free Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

International Equity Fund

First 200M

Over 200M

0.45

0.40

Large Cap Growth Fund

First 100M

Next 100M

Next 300M

Over 500M

0.35

0.30

0.20

0.15

Managed Account CoreBuilder Shares Series G

0.00

Managed Account CoreBuilder Shares Series M

0.00

Mid Cap Growth Fund¹⁵

First 100M

Next 100M

Over 200M

0.45

0.40

0.30

Minnesota Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

Minnesota Tax-Free Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

Moderate Balanced Fund

First 250M

Over 250M

0.10

0.05

Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

Municipal Bond Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

Municipal Cash Management Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

Municipal Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

National Tax-Free Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

New Jersey Municipal Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

New York Municipal Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

North Carolina Tax-Free Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

Omega Growth Fund

First 100M

Next 100M

Next 300M

Over 500M

0.35

0.30

0.20

0.15

Opportunity Fund

First 100M

Next 100M

Over 200M

0.45

0.40

0.30

Pennsylvania Municipal Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

Pennsylvania Tax-Free Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

Precious Metals Fund

First 100M

Over 100M

0.40

0.35

Premier Large Company Growth Fund

First 100M

Next 100M

Next 300M

Over 500M

0.35

0.30

0.20

0.15

Prime Investment Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

Short Duration Government Bond Fund

First 100M

Next 200M

Over 300M

0.15

0.10

0.05

Short-Term Bond Fund

First 100M

Next 200M

Over 300M

0.15

0.10

0.05

Short-Term High Yield Bond Fund

First 100M

Next 200M

Over 500M

0.35

0.30

0.25

0.20

Short-Term Municipal Bond Fund

First 100M

Next 200M

Over 300M

0.15

0.10

0.05

Small Cap Growth Fund¹⁶

First 100M

Next 100M

Over 200M

0.55

0.50

0.40

Small Cap Value Fund

First 100M

Next 100M

Over 200M

0.55

0.50

0.40

Small Mid/Cap Value Fund

First 100M

Next 100M

Over 200M

0.45

0.40

0.35

Special Mid Cap Value Fund

First 100M

Next 100M

Over 200M

0.45

0.40

0.30

Special Small Cap Value Fund

First 100M

Next 100M

Over 200M

0.55

0.50

0.40

Strategic Large Cap Growth Fund

First 100M

Next 100M

Next 300M

Over 500M

0.35

0.30

0.20

0.15

Strategic Municipal Bond Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

Traditional Small Cap Growth Fund

First 100M

Next 100M

Over 200M

0.55

0.50

0.40

Treasury Plus Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

Ultra Short-Term Income Fund

First 100M

Next 200M

Over 300M

0.15

0.10

0.05

Ultra Short-Term Municipal Income Fund

First 100M

Next 200M

Over 300M

0.15

0.10

0.05

WealthBuilder Conservative Allocation Portfolio

0.15

WealthBuilder Equity Portfolio

0.15

WealthBuilder Growth Allocation Portfolio

0.15

WealthBuilder Growth Balanced Portfolio

0.15

WealthBuilder Moderate Balanced Portfolio

0.15

WealthBuilder Tactical Equity Portfolio

0.15

Wisconsin Tax-Free Fund

First 100M

Next 200M

Over 500M

0.20

0.175

0.15

0.10

100% Treasury Money Market Fund

First 1B

Next 2B

Next 3B

Over 6B

0.05

0.03

0.02

0.01

Most recent annual approval by the Board of Trustees: March 25, 2011

Schedule A amended: May 18, 2011

The foregoing fee schedule is agreed to as of May 18, 2011 and shall remain in effect until changed in writing by the parties.

WELLS FARGO FUNDS MANAGEMENT, LLC

By: _________________________________________

Andrew Owen

Executive Vice President

WELLS CAPITAL MANAGEMENT INCORPORATED

By: _________________________________________

Karen Norton

Chief Operating Officer

[1] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Classic Value Fund into the Equity Value Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[2] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Core Equity Fund into the Opportunity Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[3] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Disciplined Global Equity Fund into the Intrinsic World Equity Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[4] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the sub-adviser change to the Disciplined U.S. Core Fund. Pending shareholder approval, the sub-adviser change will become effective in the third quarter of 2011.

[5] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Disciplined Value Fund into the Large Company Value Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[6] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Growth Opportunities Fund into the Discovery Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[7] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Mid Cap Growth Fund into the Enterprise Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[8] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Small Cap Growth Fund into the Emerging Growth Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[9] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Classic Value Fund into the Equity Value Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[10] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Core Equity Fund into the Opportunity Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[11] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Disciplined Global Equity Fund into the Intrinsic World Equity Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[12] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the sub-adviser change to the Disciplined U.S. Core Fund. Pending shareholder approval, the sub-adviser change will become effective in the third quarter of 2011.

[13] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Disciplined Value Fund into the Large Company Value Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[14] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Growth Opportunities Fund into the Discovery Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[15] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Mid Cap Growth Fund into the Enterprise Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.

[16] On May 18, 2011, the Board of Trustees of Wells Fargo Funds Trust approved the merger of the Small Cap Growth Fund into the Emerging Growth Fund. Pending shareholder approval, the merger will become effective in the third quarter of 2011.