AMENDMENT TO THE SELLING AGREEMENT
FOR THE
CONTRACTS FUNDED BY
TIAA SEPARATE ACCOUNT VA-1 AND THE SHARES
ISSUED BY THE TIAA-CREF MUTUAL FUNDS
Amendment to the Selling Agreement for the Contracts Funded by
the TIAA Separate Account VA-1 dated May 31, 1995, by and between Teachers
Personal Investors Services, Inc. ("TPIS") and TIAA-CREF Individual &
Institutional Services, Inc. ("T-C Services") as amended June 30, 1997. T-C
Services and TPIS mutually agree that upon execution of this Amendment, the
Agreement shall be amended as set forth below:
1.The title of the Agreement is hereby amended to read as follows:
"Selling Agreement for the Contracts Funded by the TIAA
Separate Account VA-1, TIAA-CREF Life Separate Account VA-1
and the Shares Issued by TIAA-CREF Mutual Funds.
2. The first Whereas clause is hereby amended to read as follows:
"WHEREAS, TPIS has entered into agreements with the Teachers
Insurance and Annuity Association of America ("TIAA"), TIAA
Separate Account VA-1 ("VA-1"), TIAA-CREF Mutual Funds (the
"Fund"), and TIAA-CREF Life Insurance Company, for itself and
on behalf of TIAA-CREF Life Separate Account VA-1 ("TIAA-CREF
Life VA-1"), pursuant to which it serves as the principal
underwriter of the variable annuity Contracts (the
"Contracts") issued by VA-1 and TIAA-CREF Life VA-1 and the
shares issued by the Fund (the "Shares").
IN WITNESS WHEREOF, T-C Services and TPIS have caused this
Amendment to the Agreement to be executed in their names and on their behalf as
of this day of November, 1998 by and through their duly authorized officers.
TIAA-CREF INDIVIDUAL & INSTITUTIONAL SERVICES, INC.
By: Attest:
Xxxx Xxxx Title:
Vice President, Chief
Counsel and Secretary
TEACHERS PERSONAL INVESTORS SERVICES, INC.
By: Attest:
Xxxxxx X. Xxxxx Title:
President
