AMENDMENT NO. 4 TO THE SUBADVISORY AGREEMENT
Exhibit 28(d)(xxx)
This AMENDMENT NO. 4 TO THE SUBADVISORY AGREEMENT is dated as of November 15, 2010, by and
between SUNAMERICA ASSET MANAGEMENT CORP., a Delaware corporation (the “Adviser”), and X.X. XXXXXX
INVESTMENT MANAGEMENT INC., a Delaware corporation (the “Subadviser”).
W I T N E S S E T H:
WHEREAS, the Adviser and SunAmerica Series Trust, a Massachusetts business trust (the
“Trust”), have entered into an Investment Advisory and Management Agreement dated as of January 1,
1999, as amended from time to time (the “Advisory Agreement”), pursuant to which the Adviser has
agreed to provide investment management, advisory and administrative services to the Trust, and
pursuant to it which the Adviser may delegate one or more of its duties to a subadviser pursuant to
a written subadvisory agreement;
WHEREAS, the Adviser and the Subadviser are parties to a Subadvisory Agreement dated November
1, 2005, as amended from time to time (the “Subadvisory Agreement”), pursuant to which the
Subadviser furnishes investment advisory services to certain series (the “Portfolios”) of the
Trust, as listed on Schedule A of the Subadvisory Agreement;
WHEREAS, the Board of Trustees of the Trust has approved this Amendment to the Subadvisory
Agreement and it is not required to be approved by the shareholders of the Portfolios.
NOW, THEREFORE, it is hereby agreed between the parties hereto as follows:
1. Schedule A to the Subadvisory Agreement is hereby amended to reflect the addition of
the SunAmerica Series Trust Growth-Income Portfolio. Schedule A is also attached hereto.
| Annual Fee | ||
| (as a percentage of the average | ||
| daily net assets the Subadviser | ||
| Portfolio(s) | manages in the portfolio) | |
Growth-Income Portfolio
|
0.35% on the first $50 million | |
| 0.30% on the next $100 million | ||
| 0.25% on the next $150 million | ||
| 0.20% on the next $200 million | ||
| 0.15% over $500 million |
Subadviser shall manage the Growth-Income Portfolio assets and shall be compensated as noted
above.
2. Counterparts. This Amendment may be executed in two or more counterparts,
each of which shall be an original and all of which together shall constitute one instrument.
3. Full Force and Effect. Except as expressly supplemented, amended or
consented to hereby, all of the representations, warranties, terms, covenants, and conditions of
the Subadvisory Agreement shall remain unchanged and shall continue to be in full force and effect.
4. Miscellaneous. Capitalized terms used but not defined herein shall have the
meanings assigned to them in the Subadvisory Agreement.
IN WITNESS WHEREOF, the parties have caused their respective duly authorized officers to
execute this Agreement as of the date first above written.
| SUNAMERICA ASSET MANAGEMENT CORP. |
||||
| By: | /s/ XXXXX X. XXXXXXX | |||
| Name: | Xxxxx X. Xxxxxxx | |||
| Title: | President & CEO | |||
| X.X. XXXXXX INVESTMENT MANAGEMENT INC. |
||||
| By: | /s/ XXX BRANDS | |||
| Name: | Xxx Brands | |||
| Title: | Vice President | |||
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SCHEDULE A
Effective November 15, 2010
| Annual Fee | ||||
| (as a percentage of the average | ||||
| daily net assets the Subadviser | ||||
| Portfolio(s) | manages in the portfolio) | |||
Global Equities Portfolio |
0.45% on the first $50 million | |||
(Tax ID No. 00-0000000) |
0.40% on the next $100 million | |||
| 0.35% on the next $350 million | ||||
| 0.30% over $500 million | ||||
Balanced Portfolio |
0.40% on the first $50 million | |||
(Tax ID No. 00-0000000) |
0.30% on the next $100 million | |||
| 0.25% over $150 million | ||||
Mid-Cap Growth Portfolio |
0.42% on the first $100 million | |||
(Tax ID No. 00-0000000) |
0.40% over $100 million | |||
Growth-Income Portfolio |
0.35% on the first $50 million | |||
| 0.30% on the next $100 million | ||||
| 0.25% on the next $150 million | ||||
| 0.20% on the next $200 million | ||||
| 0.15% over $500 million | ||||
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