AMENDMENT NO. 1
TO INVESTMENT ADVISORY AGREEMENT
This Amendment No. 1 to the Investment Advisory Agreement (the
"Agreement") dated April 3, 2002, by and between Met Investors Advisory LLC (the
"Manager") and Janus Capital Management LLC (the "Adviser") with respect to the
Janus Aggressive Growth Portfolio ("Portfolio"), is entered into effective the
1st day of May, 2002.
WHEREAS the Agreement provides for the Adviser to provide certain
investment advisory services to the Manager, for which the Adviser is to receive
agreed upon fees; and
WHEREAS the Manager and the Adviser desire to make certain changes to the
Agreement;
NOW, THEREFORE, the Manager and the Adviser hereby agree that the
Agreement is amended as follows:
1. Schedule A of the Agreement hereby is amended to change the Adviser's
fee to the following:
Percentage of average daily net assets
--------------------------------- ---------------------------------------------
Janus Aggressive Growth
0.50% of first $250
million of such
assets, plus 0.45%
of such assets over
$200 million up to
$750 million, plus
0.40% of such
assets over $750
million up to $1.5
billion, plus 0.35%
of such assets over
$1.5 billion
--------------------------------- ----------------------------------------------
2. All other terms and conditions of the Agreement shall remain in full
force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed on the 24th day of April, 2002.
MET INVESTORS ADVISORY LLC
By:______________________________
Authorized Officer
JANUS CAPITAL MANAGEMENT LLC
By:______________________________
Xxxxxx X. Xxxx, Vice President
