EX-99(d)
AMENDMENT TO THE INVESTMENT MANAGEMENT
AGREEMENT FOR TIAA-CREF LIFE FUNDS
AMENDMENT, dated ____________, 2003, to the Investment Management Agreement
dated November 30, 1998 (the "Agreement"), as amended, by and between TIAA-CREF
Life Funds (the "Fund") and Teachers Advisors, Inc. ("Advisors").
WHEREAS, the Fund has established two additional series, which shall be
known as the Bond Fund and the Money Market Fund (the "New Series");
WHEREAS, Advisors is willing to provide or arrange to provide overall
management of the New Series; and
NOW, THEREFORE, in consideration of the premises and the mutual covenants
herein contained, the Fund and Advisors hereby agree as follows:
1. Section 3(a) of the Agreement shall be amended to read as follows:
For the services rendered, the facilities furnished and expenses assumed by
Advisors, the Fund shall pay to Advisors at the end of each calendar month a fee
calculated as a percentage of the average value of the net assets each day for
each Fund during that month at the following annual rates:
Bond Fund...................................................0.10%
Money Market Fund...........................................0.06%
Large-Cap Value Fund........................................0.24%
Small-Cap Equity Fund.......................................0.10%
Real Estate Securities Fund ................................0.25%
Growth Equity Fund..........................................0.25%
Growth & Income Fund........................................0.23%
International Equity Fund ..................................0.29%
Stock Index Fund............................................0.06%
Social Choice Equity Fund...................................0.07%
IN WITNESS WHEREOF, the Fund and Advisors have caused this Amendment to be
executed in their names and on their behalf by and through their duly authorized
officers on the day and year first written above.
TIAA-CREF LIFE FUNDS
By:_______________________________ Attest:___________________________
Title:____________________________ Title:____________________________
TEACHERS ADVISORS, INC.
By:_______________________________ Attest:___________________________
Title:____________________________ Title:____________________________
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