Exhibit (d)(5)

EXPENSE LIMITATION AGREEMENT

AGREEMENT made as of the                      day of                      2007 by and between STI Classic Funds (the “Trust”), a Massachusetts business trust, Trusco Capital Management Inc. (the “Adviser”) and Alpha Equity Management, LLC (the “Subadviser”).

The Adviser and Subadviser hereby agree to waive their fees and the Adviser agrees to reimburse expenses to the extent necessary to limit total operating expenses for the series of the Trust (the “Funds”) set forth on Schedule A to the levels set forth on Schedule A until August 1, 2009. The total advisory fees waived shall be borne 40% by the Adviser and 60% by the Subadviser.

If at any point before August 1, 2011, it becomes unnecessary for the Adviser or Subadviser to waive fees or to make reimbursements for a particular Fund, the Adviser and Subadviser may retain the difference between the Total Annual Fund Operating Expenses of that Fund and the applicable expense cap to recapture any of their prior reimbursements.

The Trust acknowledges that the Adviser and Subadviser may engage in brokerage transactions using Fund assets with brokers who agree to pay a portion of the Fund’s expenses, and that the Adviser’s and Subadviser’s guarantee of Fund expense ratios takes into account these expenses-limiting arrangements.

IN WITNESS WHEREOF, the parties hereto have caused this Expense Limitation Agreement to be executed as of the day and year first written above.

STI CLASSIC FUNDS	TRUSCO CAPITAL MANAGEMENT INC.
By:	By:
ALPHA EQUITY MANAGEMENT, LLC
By:

EXPENSE LIMITATION AGREEMENT
SCHEDULE A

	SHARE	EXPENSE
FUND	CLASS	LIMITATION
International Equity 130/30 Fund	I		1.55	%
	A		1.90	%
	C		2.55	%
Real Estate 130/30 Fund	I		1.45	%
	A		1.80	%
	C		2.45	%
U.S. Equity 130/30 Fund	I		1.30	%
	A		1.65	%
	C		2.30	%