EXHIBIT 8(d)
FORM OF
SECOND AMENDMENT TO THE
CUSTODIAN AGREEMENT BY AND BETWEEN
USAA LIFE INVESTMENT TRUST AND
STATE STREET BANK AND TRUST COMPANY
This Second Amendment, dated ____________, 1997, amends the Custodian
Agreement, dated December 15, 1994 ("Custodian Agreement"), made by and between
State Street Bank and Trust Company ("Custodian") and USAA Life Investment Trust
("Trust").
RECITALS
WHEREAS, the Custodian Agreement has been amended by an Amendment, dated
December 16, 1994, and a First Amendment to the Amendment, dated
July 24, 1996 (collectively, with the Custodian Agreement, the
"Agreement"); and
WHEREAS, the Custodian, pursuant to the Agreement, currently serves as
the custodian for the five initial series of the Trust, namely the USAA
Life Variable Annuity Money Market Fund, USAA Life Variable Annuity
Income Fund, USAA Life Variable Annuity Growth and Income Fund, USAA
Life Variable Annuity World Growth Fund, and USAA Life Variable Annuity
Diversified Assets Fund (each, an "Initial Fund"); and
WHEREAS, the Trust desires to retain the services of the Custodian,
under the terms of the Agreement, for each of its two new series, namely
the USAA Life Variable Annuity Aggressive Growth Fund and USAA Life
Variable Annuity International Fund (each, a "New Fund"), and the
Custodian desires to provide such services in accordance with the
Agreement; and
WHEREAS, the Trust and the Custodian desire to clarify certain aspects
of the Agreement with respect to payments to be received by the
Custodian for Trust shares.
NOW THEREFORE, in consideration of the mutual covenants and agreements
contained herein, the Custodian and Trust hereby amend the Agreement as
follows:
1. Addition of New Funds
Pursuant to Section 12 of the Agreement, the Trust hereby notifies the
Custodian that it desires to retain the Custodian's services for each
New Fund, under the terms of the Agreement, and the Custodian hereby
agrees to provide such services for each New Fund in accordance with the
Agreement. Accordingly, all references to "Fund"
or "Funds," as those terms are defined in and used throughout the
Agreement, shall include each New Fund in addition to each Initial Fund.
2. Payments for Shares
The first sentence of Section 2.5 of the Agreement is hereby revised to
read as follows:
The Custodian shall receive from USAA Life, from its general account or
from the applicable separate account of USAA Life Insurance Company (the
"Separate Account"), and, on the date of receipt, deposit into the
account of the appropriate Fund such payments for shares of that Fund
issued or sold from time to time by the Trust.
3. Applicability of Agreement
Except as otherwise provided herein, the terms of the Agreement, shall
apply or continue to apply, as the case may be, with full force and
effect to each Initial Fund and each New Fund.
IN WITNESS WHEREOF, each of the parties has caused this instrument to be
executed in its name and on its behalf by its duly authorized
representative as of the date first set forth above.
ATTEST USAA LIFE INVESTMENT TRUST
BY:__________________________ BY:__________________________
X. X. Xxxxxxxx, Xx. Xxxxx X. Xxxxxx
Secretary President & CEO
ATTEST STATE STREET BANK AND TRUST
COMPANY
BY:___________________________ BY:___________________________