Exhibit
  4(h)

SUB-ADVISORY
  AGREEMENT

       AGREEMENT
    dated _________________, 2010 (this “Agreement”), between BlackRock Advisors,
    LLC, a Delaware limited liability company (the “Advisor”), and BlackRock International
    Limited, a corporation organized under the laws of Scotland  (the “Sub-Advisor”).

       WHEREAS,
    the Advisor has agreed to furnish investment advisory services to the portfolio
    named on Appendix A attached hereto (the “Portfolio”) of BlackRock
    FundsSM, a Massachusetts business trust (the “Fund”), an open-end
    management investment company registered under the Investment Company Act
    of 1940, as amended (the “1940 Act”);

       WHEREAS,
    the Advisor wishes to retain the Sub-Advisor to provide it with certain sub-advisory
    services as described below in connection with Advisor’s advisory activities
    on behalf of the Portfolio;

       WHEREAS,
    the advisory agreement between the Advisor and the Fund, dated September 29,
    2006 (such agreement or the most recent successor agreement between such
    parties relating to advisory services to the Portfolio is referred to herein
    as the “Advisory Agreement”) contemplates that the Advisor may sub-contract
    investment advisory services with respect to the Portfolio to a sub-advisor
    pursuant to a sub-advisory agreement agreeable to the Fund and approved in
    accordance with the provisions of the 1940 Act; and

       WHEREAS,
    this Agreement has been approved in accordance with the provisions of the
    1940 Act, and the Sub-Advisor is willing to furnish such services upon the
    terms and conditions herein set forth;

       NOW,
    THEREFORE, in consideration of the mutual premises and covenants herein contained
    and other good and valuable consideration, the receipt of which is hereby
    acknowledged, it is agreed by and between the parties hereto as follows:


     1.     Appointment. 
  The Advisor hereby appoints the Sub-Advisor to act as sub-advisor with respect
  to the Portfolio and the Sub-Advisor accepts such appointment and agrees to
  render the services herein set forth for the compensation herein provided. For
  the purposes of the rules of the Financial Services Authority of the United
  Kingdom (the “FSA”) and based on information obtained in respect of the Advisor,
  the Advisor will be treated by the Sub-Advisor as a professional client.


     2.     Services
  of the Sub-Advisor.  Subject to the succeeding provisions of this section,
  the oversight and supervision of the Advisor and the direction and control of
  the Fund’s Board of Trustees (the “Board of Trustees” or “Trustees”), the Sub-Advisor
  will perform certain of the day-to-day operations of the Portfolio, which may
  include one or more of the following services, at the request of the Advisor: 
  (a) acting as investment advisor for and managing the investment and reinvestment
  of those assets of the Portfolio as the Advisor may from time to time request
  and in connection therewith have complete discretion in purchasing and selling
  such securities 







and other assets for the
  Portfolio and in voting, exercising consents and exercising all other rights
  appertaining to such securities and other assets on behalf of the Portfolio;
  (b) arranging, subject to the provisions of paragraph 3 hereof, for the purchase
  and sale of securities and other assets of the Portfolio; (c) providing investment
  research and credit analysis concerning the Portfolio’s investments, (d)
  assisting the Advisor in determining what portion of the Portfolio’s assets
  will be invested in cash, cash equivalents and money market instruments, (e)
  placing orders for all purchases and sales of such investments made for the
  Portfolio, and (f) maintaining the books and records as are required to support
  Portfolio investment operations.  At the request of the Advisor, the Sub-Advisor
  will also, subject to the oversight and supervision of the Advisor and the direction
  and control of the Fund’s Board of Trustees, provide to the Advisor or
  the Fund any of the facilities and equipment and perform any of the services
  described in Section 4 of the Advisory Agreement.  In addition, the Sub-Advisor
  will keep the Fund and the Advisor informed of developments materially affecting
  the Portfolio and shall, on its own initiative, furnish to the Fund from time
  to time whatever information the Sub-Advisor believes appropriate for this purpose. 
  The Sub-Advisor will periodically communicate to the Advisor, at such times
  as the Advisor may direct, information concerning the purchase and sale of securities
  for the Portfolio, including:  (a) the name of the issuer, (b) the amount
  of the purchase or sale, (c) the name of the broker or dealer, if any, through
  which the purchase or sale is effected, (d) the CUSIP number of the instrument,
  if any, and (e) such other information as the Advisor may reasonably require
  for purposes of fulfilling its obligations to the Fund under the Advisory Agreement. 
  The Sub-Advisor will provide the services rendered by it under this Agreement
  in accordance with the Portfolio’s investment objective, policies and restrictions
  (as currently in effect and as they may be amended or supplemented from time
  to time) as stated in the Portfolio’s Prospectus and Statement of Additional
  Information and the resolutions of the Fund’s Board of Trustees.

     The
  Sub-Advisor represents, warrants and covenants that it is authorized and regulated
  by the FSA and has classified the Fund as a professional client as defined by
  the FSA rules.


     3.     Covenants.
  (a)  In the performance of its duties under this Agreement, the Sub-Advisor
  shall at all times conform to, and act in accordance with, any requirements
  imposed by: (i) the provisions of the 1940 Act and the Investment Advisers
  Act of 1940, as amended (the “Advisers Act”) and all applicable Rules and Regulations
  of the Securities and Exchange Commission (the “SEC”); (ii) any other applicable
  provision of law; (iii) the provisions of this Agreement, the Declaration of
  Trust and the Amended and Restated Code of Regulations of the Fund, as such
  documents are amended from time to time; (iv) the investment objectives and
  policies of the Portfolio as set forth in its Registration Statement on Form N-1A
  and/or the resolutions of the Board of Trustees; and (v) any policies and determinations
  of the Board of the Trustees of the Fund.



       (b)     In
    addition, the Sub-Advisor will: 

            (i)      place
    orders either directly with the issuer or with any broker or dealer. 
    Subject to the other provisions of this paragraph, in placing orders with
    brokers and dealers, the Sub-Advisor will attempt to obtain the best price
    and the most favorable execution of its orders. A summary of the Sub-Advisor’s
    Order Execution Policy accompanies this Agreement. The Advisor hereby confirms
    that it has read and understood this. In particular, the Advisor agrees that
    the Sub-Advisor may trade outside 



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  of the regulated market
    or multilateral trading facility. In placing orders, the Sub-Advisor will
    consider the experience and skill of the firm’s securities traders as
    well as the firm’s financial responsibility and administrative efficiency. 
    Consistent with this obligation, the Sub-Advisor may select brokers on the
    basis of the research, statistical and pricing services they provide to the
    Fund and other clients of the Advisor or the Sub-Advisor.  Information
    and research received from such brokers will be in addition to, and not in
    lieu of, the services required to be performed by the Sub-Advisor hereunder. 
    A commission paid to such brokers may be higher than that which another qualified
    broker would have charged for effecting the same transaction, provided that
    the Sub-Advisor determines in good faith that such commission is reasonable
    in terms either of the transaction or the overall responsibility of the Advisor
    and the Sub-Advisor to the Portfolio and their other clients and that the
    total commissions paid by the Fund will be reasonable in relation to the benefits
    to the Portfolio over the long-term. In no instance, however, will the Portfolio’s
    securities be purchased from or sold to the Advisor, the Sub-Advisor, the
    Fund’s distributor or any affiliated person thereof, except to the extent
    permitted by the SEC or by applicable law.  Subject
    to the foregoing and the provisions of the 1940 Act, the Securities Exchange
    Act of 1934, as amended, and other applicable provisions of law, the Advisor
    may select brokers and dealers with which it or
    the Fund is affiliated;

            (ii)     maintain
    books and records with respect to the Portfolio’s securities transactions
    and will render to the Advisor and the Fund’s Board of Trustees such
    periodic and special reports as they may request;

            (iii)     maintain
    a policy and practice of conducting its investment advisory services hereunder
    independently of the commercial banking operations of its affiliates. 
    When the Sub-Advisor makes investment recommendations for the Portfolio, its
    investment advisory personnel will not inquire or take into consideration
    whether the issuer of securities proposed for purchase or sale for the Portfolio’s
    account are customers of the commercial departments of its affiliates. 
    In dealing with commercial customers of its affiliates, the Sub-Advisor will
    not inquire or take into consideration whether securities of those customers
    are held by the Fund; and

            (iv)     treat
    confidentially and as proprietary information of the Fund all records and
    other information relative to the Fund, any of the Portfolio’s and the
    Fund’s prior, current or potential shareholders, and will not use such
    records and information for any purpose other than performance of its responsibilities
    and duties hereunder, except after prior notification to and approval in writing
    by the Fund, which approval shall not be unreasonably withheld and may not
    be withheld where the Sub-Advisor may be exposed to civil or criminal contempt
    proceedings for failure to comply, when requested to divulge such information
    by duly constituted authorities, or when so requested by the Fund.



     4.     Services
  Not Exclusive.  Nothing in this Agreement shall prevent the Sub-Advisor
  or any officer, employee or other affiliate thereof from acting as investment
  advisor for any other person, firm or corporation, or from engaging in any other
  lawful activity, and shall not in any 

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way limit or restrict the
  Sub-Advisor or any of its officers, employees or agents from buying, selling
  or trading any securities for its or their own accounts or for the accounts
  of others for whom it or they may be acting; provided, however, that the Sub-Advisor
  will undertake no activities which, in its judgment, will adversely affect the
  performance of its obligations under this Agreement.

     5.     Books
  and Records.  In compliance with the requirements of Rule 31a-3
  under the 1940 Act, the Sub-Advisor hereby agrees that all records which it
  maintains for the Portfolio are the property of the Fund and further agrees
  to surrender promptly to the Fund any such records upon the Fund’s request. 
  The Sub-Advisor further agrees to preserve for the periods prescribed by Rule
  31a-2 under the 1940 Act the records required to be maintained by Rule
  31a-1 under the 1940 Act (to the extent such books and records are not
  maintained by the Advisor).

     6.     Expenses. 
  During the term of this Agreement, the Sub-Advisor will bear all costs and expenses
  of its employees and any overhead incurred by the Sub-Advisor in connection
  with its duties hereunder; provided that the Board of Trustees of the Fund may
  approve reimbursement to the Sub-Advisor of the pro-rata portion of the salaries,
  bonuses, health insurance, retirement benefits and all similar employment costs
  for the time spent on Fund operations (including, without limitation, compliance
  matters) (other than the provision of investment advice and administrative services
  required to be provided hereunder) of all personnel employed by the Sub-Advisor
  who devote substantial time to the Fund operations or the operations of other
  investment companies advised or sub-advised by the Sub-Advisor.

     7.     Compensation.
  

          (a)     The
  Advisor agrees to pay to the Sub-Advisor and the Sub-Advisor agrees to accept
  as full compensation for all services rendered by the Sub-Advisor as such, a
  monthly fee in arrears at an annual rate equal to the amount set forth in Appendix
  A hereto.  For any period less than a month during which this Agreement
  is in effect, the fee shall be prorated according to the proportion which such
  period bears to a full month of 28, 29, 30 or 31 days, as the case may be.

          (b)     For
  purposes of this Agreement, the net assets of the Portfolio shall be calculated
  pursuant to the procedures adopted by resolutions of the Fund’s Board of Trustees
  for calculating the value of the Portfolio’s assets or delegating such calculations
  to third parties.

          (c)     If
  the Advisor waives any of all of its advisory fees payable under the Advisory
  Agreement, or reimburses the Fund pursuant to Section 8(b) of the Advisory Agreement,
  with respect to the Portfolio, the Sub-Advisor will bear its share of the amount
  of such waiver or reimbursement by waiving fees otherwise payable to it hereunder
  on a proportionate basis to be determined by comparing the aggregate fees that
  would otherwise be paid to it hereunder with respect to such Portfolio to the
  aggregate fees that would otherwise be paid by the Fund to the Advisor under
  the Advisory Agreement with respect to such Portfolio. The Advisor shall inform
  the Sub-Advisor prior to waiving any advisory fees.

     8.     Limitation
  on Liability.  The Sub-Advisor will not be liable for any error of
  judgment or mistake of law or for any loss suffered by the Advisor or by the
  Portfolio in 

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connection with the performance
  of this Agreement, except a loss resulting from a breach of fiduciary duty with
  respect to the receipt of compensation for services or a loss resulting from
  willful misfeasance, bad faith or gross negligence on its part in the performance
  of its duties or from reckless disregard by it of its duties under this Agreement. 
  As used in this Section 8, the term “Sub-Advisor” shall include any affiliates
  of the Sub-Advisor performing services for the Portfolio and/or the Fund contemplated
  hereby and partners, directors, officers and employees of the Sub-Advisor and
  such affiliates.

     9.     Duration
  and Termination.  This Agreement shall become effective as of the date
  hereof and, unless sooner terminated with respect to the Portfolio as provided
  herein, shall continue in effect for a period of two years.  Thereafter,
  if not terminated, this Agreement shall continue in effect with respect to the
  Portfolio for successive periods of 12 months, provided such continuance is
  specifically approved at least annually by both (a) the vote of a majority of
  the Fund’s Board of Trustees or a vote of a majority of the outstanding voting
  securities of the Portfolio at the time outstanding and entitled to vote and
  (b) by the vote of a majority of the Trustees, who are not parties to this Agreement
  or interested persons (as such term is defined in the 1940 Act) of any such
  party, cast in person at a meeting called for the purpose of voting on such
  approval.  Notwithstanding the foregoing, this Agreement may be terminated
  by the Fund, with respect to the Portfolio, or the Advisor at any time, without
  the payment of any penalty, upon giving the Sub-Advisor 60 days’ notice (which
  notice may be waived by the Sub-Advisor), provided that such termination by
  the Fund or the Advisor shall be directed or approved by the vote of a majority
  of the Trustees of the Fund in office at the time or by the vote of the holders
  of a majority of the voting securities of the Portfolio at the time outstanding
  and entitled to vote, or by the Sub-Advisor on 60 days’ written notice (which
  notice may be waived by the Fund and the Advisor), and will terminate automatically
  upon any termination of the Advisory Agreement between the Fund and the Advisor. 
  This Agreement will also immediately terminate in the event of its assignment. 
  (As used in this Agreement, the terms “majority of the outstanding voting securities,”
  “interested person” and “assignment” shall have the same meanings of such terms
  in the 1940 Act.)

     10.     Notices. 
  Any notice under this Agreement shall be in writing to the other party at such
  address as the other party may designate from time to time for the receipt of
  such notice and shall be deemed to be received on the earlier of the date actually
  received or on the fourth day after the postmark if such notice is mailed first
  class postage prepaid.

     11.     Amendment
  of this Agreement.  This Agreement may be amended by the parties only
  if such amendment is specifically approved by the vote of the Board of Trustees
  of the Fund, including a majority of those Trustees who are not parties to this
  Agreement or interested persons of any such party cast in person at a meeting
  called for the purpose of voting on such approval and, where required by the
  1940 Act, by a vote of a majority of the outstanding voting securities of the
  Portfolio.

     12.     Miscellaneous. 
  The captions in this Agreement are included for convenience of reference only
  and in no way define or delimit any of the provisions hereof or otherwise affect
  their construction or effect.  If any provision of this Agreement shall
  be held or made invalid by a court decision, statute, rule or otherwise, the
  remainder of this Agreement shall not be affected thereby.  This Agreement
  shall be binding on, and shall inure to the benefit of the parties hereto and
  their respective successors.

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     13.     Governing
  Law.  This Agreement shall be governed by and construed in accordance
  with the laws of the State of New York for contracts to be performed entirely
  therein without reference to choice of law principles thereof and in accordance
  with the applicable provisions of the 1940 Act.  To the extent that the
  applicable laws of the State of New York, or any of the provisions, conflict
  with the applicable provisions of the 1940 Act, the latter shall control.

     14.     Counterparts. 
  This Agreement may be executed in counterparts by the parties hereto, each
  of which shall constitute an original counterpart, and all of which, together,
  shall constitute one Agreement.


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     IN
  WITNESS WHEREOF, the parties hereto have caused this instrument to be executed
  by their duly authorized officers designated below as of the day and year first
  above written.


	    
	 BLACKROCK
        ADVISORS, LLC

	  
	  

	  
	 By:________________________________

	  
	 Name:
        

	  
	 Title:  
        

	  
	 
	  
	 BLACKROCK
        INTERNATIONAL LIMITED

	  
	  

	  
	 By:________________________________

	  
	 Name:

	  
	 Title:  
        



  AGREED AND ACCEPTED

    as of the date first set forth above


BLACKROCK FUNDSM,
  with respect to BLACKROCK WORLD GOLD FUND


By:_______________________________

  Name:

  Title:  
  


7







Schedule
  A

  Sub-Investment
    Advisory Fee


[    ]%
  of the monthly advisory fee received by the Advisor from the Fund, with respect
  to the Portfolio.