EXHIBIT NO. EX-99.d.9.i

           THE UBS FUNDS, ON BEHALF OF ITS SERIES, UBS HIGH YIELD FUND
                          INVESTMENT ADVISORY AGREEMENT
                              AMENDMENT NUMBER ONE

         THIS AMENDMENT is made this 1st day of July, 2004, by and between The
UBS Funds, a Delaware statutory trust (the "Fund"), and UBS Global Asset
Management (Americas) Inc., a Delaware corporation (the "Advisor").

         WHEREAS, the Fund and the Advisor have previously entered into an
Investment Advisory Agreement, dated July 1, 2002 (the "Advisory Agreement"),
pursuant to which the Advisor agreed to manage the investment and reinvestment
of assets of the UBS High Yield Fund series; and

         WHEREAS, the Advisor and the Fund have decided to amend the Advisory
Agreement to reduce compensation of the Advisor as provided in Section 3 of such
Advisory Agreement;

         NOW, THEREFORE, in consideration of the terms and conditions
hereinafter set forth, it is agreed as follows:

         1.       Section 3 of the Advisory Agreement is hereby deleted in its
entirety and replaced with the following:

                  3.     COMPENSATION TO THE ADVISOR. For the services to be
         rendered by the Advisor as provided in Sections 1 and 2 of this
         Agreement, the Series shall pay to the Advisor within five business
         days after the end of each calendar month, a monthly fee equal to a
         percentage of the Series' average daily net assets for the month in
         accordance with the following fee schedule:



                  ASSETS UNDER MANAGEMENT                      FEE
                  -----------------------                      ---
                                                           
                  $0 - $500 million                            0.60%
                  On the next $ 500 million - $1billion        0.55%
                  Above $1 billion                            0.525%


                  In the event of termination of this Agreement, the fee
         provided in this Section 3 shall be paid on a pro rata basis, based on
         the number of days when this Agreement was in effect.

         2.       The effective date of this Amendment shall be July 1, 2004.

         3.       The parties hereby further agree that no other provisions of
the Advisory Agreement are in any way modified by this Amendment, and that all
other provisions of the Advisory Agreement remain in full force and effect.



         IN WITNESS WHEREOF, the parties hereby have caused this Amendment to be
executed this 1st day of July, 2004.

THE UBS FUNDS                             UBS GLOBAL ASSET MANAGEMENT
                                          (AMERICAS) INC.


By:  /s/ W. Douglas Beck                  By:  /s/ Robert P. Wolfangel, Jr.
     --------------------------------          -------------------------------
     Name:  W. Douglas Beck                    Name:  Robert P. Wolfangel, Jr.
     Title: Vice President                     Title: Managing Director and
                                                      Chief Financial Officer

THE UBS FUNDS                             UBS GLOBAL ASSET MANAGEMENT
                                          (AMERICAS) INC.


By:  /s/ Paul H. Schubert                 By:  /s/ Mark Kemper
     --------------------------------          -------------------------------
     Name:   Paul H. Schubert                  Name:  Mark Kemper
     Title:  Treasurer and Principal           Title: Executive Director
             Accounting Officer