EXHIBIT(d)(8)(i)
AMENDMENT NO. 1
TO INVESTMENT ADVISORY AGREEMENT
AMENDMENT NO. 1 to Investment Advisory Agreement ("Amendment No. 1"),
dated as of August 1, 2002, between The Equitable Life Assurance Society of the
United States, a New York stock life insurance corporation (the "Manager") and
Massachusetts Financial Services Company, a corporation organized under the laws
of the State of Delaware ("Adviser").
The Manager and the Adviser agree to modify and amend the Investment
Advisory Agreement (the "Agreement") dated as of November 30, 2001 between them
as follows:
1. The Manager hereby terminates its appointment of the Adviser as one
of the investment advisers for the AXA Premier Small/Mid Cap Growth Fund.
2. The Manager hereby reaffirms its appointment of the Adviser as one
of the investment advisers for the AXA Premier Large Cap Value Fund on the terms
and conditions set forth in the Agreement.
3. Appendix A to the Agreement, setting forth the Fund of the Trust for
which the Adviser is appointed as the investment adviser and the fee payable to
the Adviser with respect to such Fund is hereby replaced in its entirety by
Appendix A attached hereto.
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.
MASSACHUSETTS FINANCIAL SERVICES THE EQUITABLE LIFE ASSURANCE
COMPANY SOCIETY OF THE UNITED STATES
By: /s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx Xxxxx X. Xxxxx
Senior Vice President Executive Vice President
APPENDIX A
TO AMENDMENT NO. 1
TO INVESTMENT ADVISORY AGREEMENT
WITH
MASSACHUSETTS FINANCIAL SERVICES COMPANY
Related Portfolios Annual Advisory Fee Rate***
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LARGE CAP VALUE PORTFOLIOS, which shall 0.40% of the MFS Allocated Portion's average
consist of the following Allocated daily net assets up to and including
Portion and Other Allocated Portion** $300 million; and 0.375% of the MFS
(collectively referred to as "Large Cap Allocated Portion's average daily net assets
Value Portfolios"): in excess of $300 million and up to and
including $600 million; and 0.35% of the
MFS Allocated Portion's average daily net
assets in excess of $600 million
AXA Premier Large Cap Value Fund*
AXA Premier VIP Large Cap Value Portfolio*
* Fee to be paid with respect to this Fund shall be based only on the portion
of a Fund's average daily net assets advised by the Adviser, which may be
referred to as an "MFS Allocated Portion."
** Other Allocated Portions are other registered investment companies (or series
or portions thereof) that are managed by the Manager and advised by the Adviser,
which are classified as "Large Cap Value Portfolios."
*** The daily advisory fee for the Related Portfolios is calculated by
multiplying the aggregate net assets of the Related Portfolios at the close of
the immediately preceding business day by the annual Advisory Fee Rate
calculated as set forth above and then dividing the result by the number of days
in the year. The daily fee applicable to each Allocated Portion is the portion
of the daily advisory fee for the Related Portfolios equal to the Allocated
Portion's net assets relative to the aggregate net assets of the Related
Portfolios, including the Allocated Portion, used in the fee calculation.
