EXHIBIT 99.(d)(30)
AMENDMENT TO THE INVESTMENT ADVISORY AGREEMENT
The Investment Advisory Agreement (the "Agreement") dated March 1, 1999, by and
between Vantagepoint Investment Advisers, LLC, a Delaware limited liability
company ("Client"), Barclays Global Fund Advisers, ("Adviser"), and The
Vantagepoint Funds ("Funds"), Delaware business trust, is hereby amended as
follows.
1. Section 1. The Account, is hereby amended by the insertion of the
following clause at the end of paragraph one:
"To the extent that such withdrawals shall reduce the assets
of the account to zero, the Adviser shall not be entitled to
any fees as set forth hereunder for the period of time for
which no assets are held in the Account, notwithstanding any
termination provisions set forth in the Agreement."
2. Schedule A, Statement of Investment Policies and Schedule B, Investment
Adviser Guidelines, are deleted in their entirety;
3. Any references in the Agreement to Schedule A and Schedule B hereby
refer to the Statement of Investment Policies and Investment Adviser
Guidelines respectively, which have been provided to the Adviser;
4. Schedule C, Fee Schedule, is now Schedule A, Fee Schedule;
5. Adviser must manage the assets of the Fund held in the Account in
accordance with the Investment Adviser Guidelines and the Fund's
Statement of Investment Policies, which have been provided to the
Adviser and which may be changed by Client at any time upon written
notice to the Adviser and subject to the Adviser's approval and
acceptance of said changes, provided, however, that the Adviser is not
required to manage the assets in a manner that conflicts in any way with
the Investment Company Act of 1940, as amended, any rules, regulations,
or interpretations thereof, or with the Funds' then-current registration
statement;
6. All other provisions of the Agreement remain in full force and effect;
and
7. The effective date of this Amendment is December 10, 2001.
Unless otherwise defined in this Amendment, all terms used in this Amendment
have the same meaning given to them in the Agreement.
IN WITNESS WHEREOF, DULY AUTHORIZED REPRESENTATIVES OF THE HERETO EXECUTED THIS
AMENDMENT.
THE VANTAGEPOINT FUNDS
By: /s/ [ILLEGIBLE]
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Title: [Secrety]
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VANTAGEPOINT INVESTMENT ADVISERS, LLC
By: /s/ [ILLEGIBLE]
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Title: [ILLEGIBLE]
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BARCLAYS GLOBAL FUND ADVISERS
By: /s/ XXXXXXX X. XXXXXX
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Title: MANAGING DIRECTOR
By: /s/ [ILLEGIBLE]
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Title: Principal
