EXHIBIT 99.(h-2)

AMENDMENT NO. 3

TO

SHAREHOLDER

ADMINISTRATIVE SERVICES AGREEMENT

Each of the investment companies listed in Schedule A hereto (each, a “Fund” and collectively, the “Funds”) and Fred Alger Management, Inc. (“Alger Management”) entered into a Shareholder Administrative Services Agreement dated February 28, 2005, as amended June 30, 2007 and May 18, 2010 (the “Agreement”), and wish to amend the Agreement as follows:

WHEREAS, the Boards of Trustees of the Funds approved this amendment to reflect the addition of Class Z shares to the Agreement at a Board Meeting on December 13, 2011, effective as of December 29, 2010;

NOW, THEREFORE, in consideration of the foregoing and the terms and conditions set forth in the Agreement, the parties agree as follows:

For the services provided by Alger Management under the Agreement, effective December 29, 2010, each Fund will pay Alger Management an asset based fee of 0.0165% (1.65 basis points) with respect to Class A, B, and C shares of the Fund, and 0.01% (1 basis point) with respect to Class I, R, I-2, S and Z shares of the Fund, plus out-of-pocket expenses incurred by Alger Management in performing its responsibilities under the Agreement, within 10 days of the first day of each month.

FRED ALGER MANAGEMENT, INC.
By:		/s/ Hal Liebes
Name:		Hal Liebes
Title:		Chief Operating Officer
	Attest:		/s/ Lisa Moss
	Name:		Lisa Moss
	Title:		Senior Vice President
ALGER CHINA-U.S. GROWTH FUND
By:		/s/ Hal Liebes
Name:		Hal Liebes
Title:		Secretary
	Attest:		/s/ Lisa Moss
	Name:		Lisa Moss
	Title:		Assistant Secretary

THE ALGER FUNDS
By:		/s/ Hal Liebes
Name:		Hal Liebes
Title:		Secretary
	Attest:		/s/ Lisa Moss
	Name:		Lisa Moss
	Title:		Assistant Secretary
THE ALGER FUNDS II
By:		/s/ Hal Liebes
Name:		Hal Liebes
Title:		Secretary
	Attest:		/s/ Lisa Moss
	Name:		Lisa Moss
	Title:		Assistant Secretary
THE ALGER INSTITUTIONAL FUNDS
By:		/s/ Hal Liebes
Name:		Hal Liebes
Title:		Secretary
	Attest:		/s/ Lisa Moss
	Name:		Lisa Moss
	Title:		Assistant Secretary
THE ALGER PORTFOLIOS
By:		/s/ Hal Liebes
Name:		Hal Liebes
Title:		Secretary
	Attest:		/s/ Lisa Moss
	Name:		Lisa Moss
	Title:		Assistant Secretary
EXHIBIT A
Alger China-U.S. Growth Fund
The Alger Funds
The Alger Funds II
The Alger Institutional Funds
The Alger Portfolios

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