Exhibit (d)(22)(i)
AMENDMENT NO. 1
TO
INVESTMENT ADVISORY AGREEMENT
AMENDMENT NO. 1 to the Investment Advisory Agreement ("Amendment No.
1"), dated as of September 1, 2001, between The Equitable Life Assurance Society
of the United States, a New York corporation ("Equitable") and Xxxxxxx Capital
Management, LLC ("Adviser"), a limited liability company.
Equitable and the Adviser agree to modify and amend the Investment
Advisory Agreement ("Agreement"), dated as of February 1, 2001, as follows:
1. NEW PORTFOLIO. Equitable hereby appoints the Adviser as the investment
adviser of the EQ/Xxxxxxx Focus Portfolio ("New Portfolio") on the terms and
conditions set forth in the Agreement.
2. DURATION OF AGREEMENT. Section 9 of the Agreement is replaced in its entirety
as follows:
(a) The Agreement became effective with respect to the Allocated
Portion on February 1, 2001 and will become effective with
respect to the New Portfolio on the date of this Amendment.
(b) The Agreement will continue in effect with respect to the
Allocated Portion until February 1, 2003 and may be continued
thereafter pursuant to (d) below.
(c) The Agreement will continue in effect with respect to the
EQ/Xxxxxxx Focus Portfolio until August 31, 2003 and may be
continued thereafter pursuant to (d) below.
(d) With respect to each Portfolio, this Agreement shall continue in
effect annually after the date specified in subsection (a), (b)
or (c), as the case may be, only so long as such continuance is
specifically approved at least annually either by the Board of
Trustees or by a majority of the outstanding voting securities of
the Portfolio, provided that in either event such continuance
shall also be approved by the vote of a majority of the Trustees
of the EQ Advisors Trust who are not "interested persons" (as
defined in the Investment Company Act of 1940) (the "Independent
Trustees") of any party to the Agreement cast in person at a
meeting called for the purpose of voting on such approval. The
required shareholder approval of the Agreement or of any
continuance of the Agreement shall be effective with respect to a
Portfolio if a majority of the outstanding voting securities of
the series (as defined in Rule 18f-2(h) under the Investment
Company Act) of shares of such Portfolio votes to approve the
Agreement or its continuance, notwithstanding that the Agreement
or its continuance may not have been approved by a majority of
the outstanding voting securities of (a) any other portfolio
affected by the Agreement or (b) all the portfolios of the Trust.
3. APPENDIX A. Appendix A to the Agreement, setting forth the Portfolios of the
Trust for which the Adviser is appointed as the investment adviser and the fees
payable to the Adviser with respect to each Portfolio, is hereby replaced in its
entirety by Appendix A attached hereto.
4. RATIFICATION. Except as modified and amended hereby, the Agreement is hereby
ratified and confirmed in full force and effect in accordance with its terms.
IN WITNESS WHEREOF, the parties have executed and delivered this
Amendment No. 1 as of the date first above set forth.
XXXXXXX CAPITAL MANAGEMENT, LLC THE EQUITABLE LIFE ASSURANCE
SOCIETY OF THE UNITED STATES
By: /s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxx X. X'Xxxx
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Name: Xxxxxxx X. Xxxxx Name: Xxxxx X. X'Xxxx
Title: President Title: Executive Vice President
APPENDIX A
AMENDMENT NO. 1
TO THE INVESTMENT ADVISORY AGREEMENT
WITH XXXXXXX CAPITAL MANAGEMENT, LLC
Portfolios Annual Advisory Fee
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EQ/Aggressive Stock Portfolio* .27% of the Xxxxxxx Allocated Portion's
average daily net assets
EQ/Xxxxxxx Focus Portfolio .45% of the Portfolio's average daily net
assets
* Fee to be paid with respect to this Portfolio shall be based only on the
portion of the Portfolio's average daily net assets advised by the Adviser,
which may be referred to as the "Xxxxxxx Allocated Portion."
