TO INVESTMENT ADVISORY AGREEMENT

                           AMENDMENT DATED MAY 1, 1998

                                       TO

                          INVESTMENT ADVISORY AGREEMENT

                                     BETWEEN

                                COVA SERIES TRUST

                                       AND

                      COVA INVESTMENT ADVISORY CORPORATION

     WHEREAS,  pursuant to Section 1(a) of the Investment  Advisory Agreement by
and between COVA SERIES TRUST (the "Trust"),  formerly VAN XXXXXX XXXXXXX SERIES
TRUST,  and COVA INVESTMENT  ADVISORY  CORPORATION  (the "Adviser") dated May 1,
1996 (the "Advisory Agreement"), the Trust seeks to employ the Adviser to act as
investment adviser for one additional Sub-Trust;

     NOW THEREFORE,  said Advisory Agreement is hereby amended with the addition
of the following Sub-Trust to Section 1(a):

                        Emerging Markets Equity Portfolio

     In  addition  the  following  Fee  Schedule  is added as an  Exhibit to the
Advisory Agreement pursuant to Section 2(a):

                                    EXHIBIT V

                                COVA SERIES TRUST
                        EMERGING MARKETS EQUITY PORTFOLIO

     In accordance with Section 2(a) of the Investment  Advisory Agreement dated
May 1, 1996, as amended,  the Emerging Markets Equity Portfolio shall pay to the
Adviser at the end of each calendar month an investment  management fee of 1.25%
of the first $25  million  of the  average  daily  net  assets  and 1.05% of the
average  daily net  assets  over $25  million  of the  Emerging  Markets  Equity
Portfolio.

     IN WITNESS WHEREOF, the Trust and the Adviser have caused this Amendment to
be executed on the day and year first above written.

COVA INVESTMENT                                    COVA SERIES TRUST
ADVISORY CORPORATION

By:______________________________                  By:__________________________

Its:______________________________                 Its:_________________________