AMENDMENT
The Subadvisory Agreement dated as of October 2, 2000 (the "Agreement") by and
between Phoenix Variable Advisors ("Advisor") and Alliance Capital Management
L.P. ("Subadvisor"), acting through its Xxxxxxxxx Investment Research and
Management unit, is hereby amended as follows:
1. Schedule C to the Agreement is hereby deleted in its entirety and
Schedule C attached hereto substituted in its place.
2. Except as expressly amended hereby, all provisions of the Agreement
remain in full force and effect and are unchanged in all other respects. To
the extent not preempted by the provisions of any law of the United States
heretofore or hereafter enacted, this Amendment shall be construed in
accordance with and governed by the laws of the Commonwealth of
Massachusetts.
3. This Amendment shall become effective on the date first accepted by
the Subadvisor which date is set forth above the Subadvisor's name on the
signature page hereof.
4. This Amendment may be executed in one or more counterparts, each of
which shall be deemed to be an original and, all of which, when taken
together, shall constitute but one and the same instrument.
IN WITNESS WHEREOF, the parties hereto intending to be legally bound have
caused this Amendment to be executed by their duly authorized officers or other
representatives.
PHOENIX VARIABLE ADVISORS
By: /s/ Xxxxx X. Xxx
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Name: Xxxxx X. Xxx
Title:
ACCEPTED by Subadvisor this 9th day of
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April , 2001
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ALLIANCE CAPITAL MANAGEMENT L.P.
By: Alliance Capital Management
Corporation, its General Partner
By: /s/ Xxxxx X. Xxxxxx
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Xxxxx X. Xxxxxx
Assistant Secretary
SCHEDULE C
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SUBADVISORY FEE
For services provided to the Fund pursuant to paragraph 3 hereof, the
Advisor will pay to the Subadvisor, on or before the 10th day of each month, a
fee payable in arrears, at the annual rate of
0.80% of the first $25 million of net assets;
0.60% of net assets thereafter.
The fees shall be prorated for any month during which this agreement is in
effect for only a portion of the month. In computing the fee to be paid to the
Subadvisor, the net asset value of the Fund and each Series shall be valued as
set forth in the then current registration statement of the Fund.
In accordance with the Subadvisor's fee and discount policies for portfolios
managed in accordance with its value investment strategies by its Xxxxxxxxx
Investment Research and Management unit, clients with managed assets of $10
million or more who have two or more accounts invested in different investment
management services in the same asset category will receive a 10% reduction in
fees on the smaller account(s) in that asset category. Clients with an account
of $25 million or more receive a 10% discount on smaller individually managed
related accounts in other asset categories. For this purpose, equity services
are considered a separate asset category and fixed-income services are
considered a separate asset category. The economic value of such reductions may
be applied by a client to any of the accounts in the asset category eligible for
such reductions, as provided above.