Amendment to Investment Advisory Agreement dated January 1, 2008
AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
THIS AMENDMENT is made as of January 1, 2008 to the Investment Advisory Agreement dated as of
January 1, 1997, as amended (the “Agreement”), between AEGON/Transamerica Series Trust and
Transamerica Asset Management, Inc. (formerly, Transamerica Fund Advisors, Inc.). In consideration
of the mutual covenants contained herein, the parties agree as follows:
Compensation
Any reference to compensation of American Century Large Company Value is now revised to
reflect the following Advisory Fees:
0.835% of the first $250 million of average daily net assets; 0.80% over $250 million up
to $500 million of average daily net assets; 0.775% over $500 million up to $750 million
of average daily net assets; 0.725% over $750 million up to $1 billion of average daily
net assets; and 0.70% of average daily net assets over $1 billion
Any reference to compensation of Capital Guardian U.S. Equity is now revised to reflect the
following Advisory Fees:
0.80% of the first $500 million of average daily net assets; 0.775% over $500 million up
to $1 billion of average daily net assets; 0.675% over $1 billion up to $2 billion of
average daily net assets; and 0.65% of average daily net assets over $2 billion
Any reference to compensation of Capital Guardian Value is now revised to reflect the
following Advisory Fees:
0.80% of the first $500 million of average daily net assets; 0.775% over $500 million up
to $1 billion of average daily net assets; 0.65% over $1 billion up to $2 billion of
average daily net assets; and 0.625% of average daily net assets over $2 billion
Any reference to compensation of Federated Market Opportunity is now revised to reflect the
following Advisory Fees:
0.75% of the first $500 million of average daily net assets; 0.675% over $500 million up
to $750 million of average daily net assets; and 0.65% of average daily net assets over
$750 million
Any reference to compensation of MFS High Yield is now revised to reflect the following
Advisory Fees:
0.725% of the first $250 million of average daily net assets; 0.715% over $250 million up
to $500 million of average daily net assets; 0.71% over $500 million up to $750 million
of average daily net assets; 0.68% over $750 million up to $1 billion of average daily
net assets; and 0.67% of average daily net assets over $1 billion
Any references to Asset Allocation – Conservative Portfolio, Asset Allocation – Growth
Portfolio, Asset Allocation – Moderate Growth Portfolio, Asset Allocation – Moderate
Portfolio, BlackRock Large Cap Value, Capital Guardian Global, Clarion Global Real Estate
Securities, International Moderate Growth Fund, JPMorgan Core Bond, JPMorgan Enhanced Index,
JPMorgan Mid Cap Value, Xxxxxxxx Growth, Xxxx Xxxxx Partners All Cap, MFS International
Equity, Xxxxxxx Growth, Munder Net50, PIMCO Total Return, X. Xxxx Price Equity Income, X. Xxxx
Price Growth Stock, X. Xxxx Price Small Cap, Xxxxxxxxx Transamerica Global, Third Avenue
Value, Transamerica Balanced, Transamerica Convertible Securities, Transamerica Equity,
Transamerica Equity II, Transamerica Growth Opportunities, Transamerica Money Market,
Transamerica Science & Technology, Transamerica Small/Mid Cap Value, Transamerica U.S.
Government Securities, Transamerica Value Balanced, Xxx Xxxxxx International Allocation, Xxx
Xxxxxx Large Cap Core and Xxx Xxxxxx Mid-Cap Growth remain the same.
In all other respects, the Investment Advisory Agreement dated as of January 1, 1997, as
amended, is confirmed
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and remains in full force and effect. The parties hereto have caused this amendment to be executed
as of January 1, 2008.
| TRANSAMERICA ASSET MANAGEMENT, INC. (FORMERLY, TRANSAMERICA FUND ADVISORS, INC.) | ||||||
| By: | /s/ T. Xxxxxxx Xxxxxxx, XX | |||||
| Name: | T. Xxxxxxx Xxxxxxx, XX | |||||
| Title: | Senior Vice President and Chief Compliance Officer | |||||
| AEGON/TRANSAMERICA SERIES TRUST | ||||||
| By: | /s/ Xxxxxx X. Xxxxxxxxx | |||||
| Name: | Xxxxxx X. Xxxxxxxxx | |||||
| Title: | Vice President, General Counsel and Secretary | |||||
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