Exhibit (e)(13)

                    FORM OF DISTRIBUTION AGREEMENT SUPPLEMENT
                               The RBB Fund, Inc.

                             Bear Stearns CUFS Fund

            This supplemental agreement is entered into this ___ day of
________, 2006, by and between THE RBB FUND, INC. (the "Company") and PFPC
DISTRIBUTORS, INC. (the "Distributor").

            The Company is a corporation organized under the laws of the State
of Maryland and is an open-end management investment company. The Company and
the Distributor have entered into a Distribution Agreement, dated as of January
2, 2001 (as from time to time amended and supplemented, the "Distribution
Agreement"), pursuant to which the Distributor has undertaken to act as
distributor for the Company, as more fully set forth therein. Certain
capitalized terms used without definition in this Distribution Agreement
Supplement have the meaning specified in the Distribution Agreement.

            The Company agrees with the Distributor as follows:

            1. ADOPTION OF DISTRIBUTION AGREEMENT. The Distribution Agreement is
hereby adopted for the Bear Stearns CUFS Fund Class of Common Stock of the
Company (the "Class").

            2. PAYMENT OF FEES. For all services to be rendered, facilities
furnished and expenses paid or assumed by the Distributor on behalf of the Class
as provided in the Distribution Agreement and herein, the Company shall pay the
Distributor no compensation.

            3. COUNTERPARTS. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.

            IN WITNESS WHEREOF, the undersigned have entered into this
Agreement, intending to be legally bound hereby, as of the date and year first
above written.

THE RBB FUND, INC.                          PFPC DISTRIBUTORS, INC.


By:                                         By:
       -----------------------                 ----------------------------
Name:  Edward J. Roach                      Name:
Title: President                            Title: