AMENDMENT TO THE MUTUAL FUND CUSTODY AGREEMENT

                                AMENDMENT TO THE
                          MUTUAL FUND CUSTODY AGREEMENT

      AMENDMENT made as of the 5th day of February, 2003, between The Victory
Variable Insurance Funds (the "Trust"), a Delaware statutory trust, having
its principal place of business at 0000 Xxxxxxx Xxxx, Xxxxxxxx, Xxxx 00000,
on behalf of its Funds, and KeyBank National Association (the successor to
Key Trust of Ohio, N. A.), a bank chartered under the laws of the United
States, having its principal office at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxx
00000-0000 (the "Custodian") to the Mutual Fund Custody Agreement dated
October 16, 1998 (as amended and in effect on the date hereof, the
"Agreement").

      WHEREAS, under the Agreement, the Custodian is designated as the
Trust's custodian and performs the mutual fund custody services for the Trust
that are enumerated in the Agreement or one or more Attachments thereto;

      WHEREAS, Section 3(a) of the Agreement defines the term "Authorized
Person" as "the Trust's President, Vice-President, Treasurer and any other
person, whether or not any such person is an officer or employee of the
Trust, duly authorized by Trustees of the Trust to give Proper Instructions
on behalf of the Trust and the Funds;"

      WHEREAS, the Trust and the Custodian desire to amend Section 3(a) of
the Agreement in order to permit any Authorized Person to appoint other
appropriate Authorized Persons;

      WHEREAS, except for the term "Authorized Persons," capitalized terms
not defined in this Amendment are used as defined in the Agreement;

      NOW, THEREFORE, in consideration of the covenants contained in this
Amendment, the Trust and the Custodian hereby amend Section 3(a) of the
Agreement to read as follows:

            "Authorized Person."  As used in this Agreement, the term
      "Authorized Person" means the Trust's President, Vice-President,
      Treasurer and any other individual, whether or not such individual is
      an officer or employee of the Trust, duly authorized by the Trustees of
      the Trust to give Proper Instructions on behalf of the Trust and the
      Funds listed on Attachment A, which may be amended from time to time,
      or any individual who has been appointed to give Proper Instructions by
      an Authorized Person who has been duly authorized by the Trustees of
      the Trust to make such appointments.

      IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed all as of the day and year first above written.

THE VICTORY VARIABLE INSURANCE FUNDS, on  KEYBANK NATIONAL ASSOCIATION
    behalf of the Funds, individually
    and not jointly

By: /s/ Xxxxxxxx X Xxxxxx                 By: /s/ Xxxxxxx X. Xxxxxx
    --------------------------------          ---------------------
    Xxxxxxxx X. Xxxxxx                      Name:  Xxxxxxx X. Xxxxxx
    President                               Title:  Vice President