AMENDMENT TO FUND PARTICIPATION AND SERVICE AGREEMENT

Exhibit (8)(A13)

AMENDMENT TO FUND PARTICIPATION AND SERVICE AGREEMENT

This Amendment is entered into as of               , 2016, by and among Teachers Insurance and Annuity Association of America (the “Company”) on its own behalf and on behalf of each segregated asset account of the Company set forth on Schedule A of the Agreement as may be amended from time to time, X. Xxxx Price Associates, Inc. (“Adviser”), on behalf of itself and the X. Xxxx Price Funds (“Fund” or “Funds”) and X. Xxxx Price Investment Services, Inc. (hereinafter the “Underwriter”), a Maryland corporation.

RECITALS

WHEREAS, the parties entered into a Participation Agreement dated December 15, 2006, as amended (the “Agreement”);

WHEREAS, the parties desire to amend the Agreement;

NOW, THEREFORE, in consideration of the mutual covenants herein contained, which consideration is full and complete, the parties hereby agree to amend the Agreement as follows:

1. Amendment

Schedule A. Schedule A of the Agreement is deleted in its entirety and replaced with Schedule A attached hereto.

2. Continuing Provisions of the Agreement. Except as otherwise specifically set forth in this Amendment, all other terms of the Agreement shall remain unchanged and continue in full force and effect.

3. Counterpart Signatures. This Amendment may be executed in any number of counterpart signatures with the same effect as if the parties had all signed the same document. Facsimile signatures shall have the same effect as manual signatures. All counterpart signatures shall be construed together and shall constitute one agreement.

IN WITNESS WHEREOF, the undersigned has caused this Amendment to be executed as of the date first above written.

TEACHERS INSURANCE AND ANNUITY
ASSOCIATION OF AMERICA
By:  /s/ Xxx Xxxxx
Title: Senior Director
Date:  8/8/2016
X. XXXX PRICE INVESTMENT SERVICES, INC.		X. XXXX PRICE ASSOCIATES, INC.
By: /s/ Xxxxx Xxxxxxx		By: /s/ Xxxxx Xxxxxxx
Title: Vice President		Title: Vice President
Date: 8/9/2016		Date: 8/9/2016

Schedule A

Separate Accounts of the Company

Separate Accounts		Funds		Ticker Symbol
TIAA Separate Account VA-3		X. Xxxx Price Institutional Large Cap Growth Fund		TRLGX
		X. Xxxx Price QM U.S. Small-Cap     Growth Equity Fund		PRDSX
		X. Xxxx Price QM U.S. Small-Cap     Growth Equity Fund-I Class		TQAIX