EX-99.d.11
AMENDMENT
TO
INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT
BETWEEN
JNL VARIABLE FUND LLC
AND
XXXXXXX NATIONAL ASSET MANAGEMENT, LLC
This AMENDMENT is by and between JNL Variable Fund LLC, a Delaware
limited liability company (the "Fund") and Xxxxxxx National Asset Management,
LLC, a Michigan limited liability company (the "Adviser").
WHEREAS, the Fund and the Adviser entered into an Investment Advisory
and Management Agreement dated January 31, 2001 (the "Agreement"), whereby the
Fund retained the Adviser to perform investment advisory and management services
for the Funds enumerated in the Agreement; and
WHEREAS, the JNL/Mellon Capital Management The DowSM 5 Fund has been
merged into the JNL/Mellon Capital Management The DowSM 10 Fund.
NOW THEREFORE, in consideration of the mutual covenants contained
herein and for other good and valuable consideration, the Fund and the Adviser
agree as follows:
1. Schedule A to the Agreement is hereby deleted and replaced in its
entirety with Schedule A dated May 3, 2004, attached hereto.
2. Schedule B to the Agreement is hereby deleted and replaced in its
entirety with Schedule B dated May 3, 2004, attached hereto.
3. The Fund and the Adviser agree to abide and be bound by all of the
terms and conditions set forth in the Agreement.
IN WITNESS WHEREOF, the Fund and the Adviser have caused this Agreement
to be executed by their duly authorized officers as of the 3rd day of May, 2004.
JNL VARIABLE FUND LLC
By: _____________________________________
Name: XXXXXX X. XXXXXX
Title: PRESIDENT
XXXXXXX NATIONAL ASSET
MANAGEMENT, LLC
By: _____________________________________
Name: XXXX X. XXXXX
Title: CHIEF FINANCIAL OFFICER
SCHEDULE A
Dated May 3, 2004
(Fund)
JNL/Mellon Capital Management The DowSM 10 Fund
JNL/Mellon Capital Management The S&P(R) 10 Fund
JNL/Mellon Capital Management Global 15 Fund
JNL/Mellon Capital Management 25 Fund
JNL/Mellon Capital Management Small-Cap Fund
JNL/Mellon Capital Management Communications Sector Fund
JNL/Mellon Capital Management Consumer Brands Sector Fund
JNL/Mellon Capital Management Energy Sector Fund
JNL/Mellon Capital Management Financial Sector Fund
JNL/Mellon Capital Management Pharmaceutical/Healthcare Sector Fund
JNL/Mellon Capital Management Technology Sector Fund
SCHEDULE B
Dated May 3, 2004
(Compensation)
JNL/MELLON CAPITAL MANAGEMENT THE DOWSM 10 FUND
$0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/MELLON CAPITAL MANAGEMENT THE S&P(R) 10 FUND
$0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/MELLON CAPITAL MANAGEMENT GLOBAL 15 FUND
$0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/MELLON CAPITAL MANAGEMENT 25 FUND
$0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/MELLON CAPITAL MANAGEMENT SELECT SMALL-CAP FUND
$0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/MELLON CAPITAL MANAGEMENT COMMUNICATIONS SECTOR FUND
$0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/MELLON CAPITAL MANAGEMENT CONSUMER BRANDS SECTOR FUND
$0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/MELLON CAPITAL MANAGEMENT ENERGY SECTOR FUND
$0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/MELLON CAPITAL MANAGEMENT FINANCIAL SECTOR FUND
$0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/MELLON CAPITAL MANAGEMENT PHARMACEUTICAL/HEALTHCARE SECTOR FUND
$0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
JNL/MELLON CAPITAL MANAGEMENT TECHNOLOGY SECTOR FUND
$0 to $50 million .37%
$50 to $100 million .31%
Over $100 million .28%
