EXHIBIT 5(b)
AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
This amendment, dated February 7, 1997, amends the Investment Advisory
Agreement, dated December 16, 1994 (Agreement), by and between USAA Investment
Management Company (Adviser) and USAA Life Investment Trust (Trust)
(collectively, the Parties).
RECITALS
WHEREAS, the Adviser, pursuant to the Agreement, currently serves as the
investment adviser to the five initial series of the Trust, namely the USAA Life
Variable Annuity Money Market Fund, USAA Life Variable Annuity Income Fund, USAA
Life Variable Annuity Growth and Income Fund, USAA Life Variable Annuity World
Growth Fund, and USAA Life Variable Annuity Diversified Assets Fund
(collectively, the Initial Funds); and
WHEREAS, the Adviser proposes to serve as the investment adviser to the
two new series of the Trust, namely, the USAA Life Variable Annuity Aggressive
Growth Fund (VA Aggressive Growth Fund) and USAA Life Variable Annuity
International Fund (VA International Fund) (each, a New Fund), pursuant to the
Agreement, as amended hereby to include each New Fund (Amendment); and
WHEREAS, the Parties intend this Amendment to serve as the writing
contemplated by Section 1(b) of the Agreement, pursuant to which the scope of
the Agreement may be extended to include each New Fund, in the manner described
herein;
WHEREAS, the Board of Trustees, including a majority of disinterested
Trustees, has approved this Amendment;
NOW, THEREFORE, the Parties hereto agree as follows:
1. The term Fund as defined and used throughout the Agreement shall
include each New Fund, except as provided below.
2. References to Fund in the first paragraph of Paragraph 4 of the
Agreement describing the advisory fees payable to the Adviser shall
be changed to Initial Fund.
3. The first paragraph of Paragraph 4 of the Agreement shall be
revised to add the following after the last sentence:
For the services and facilities that the Adviser provides to the
USAA Life Variable Annuity Aggressive Growth Fund (VA Aggressive
Growth Fund) and the USAA Life Variable Annuity International Fund
(VA International Fund) in accordance with Paragraph 2 above, each
such Fund shall pay to the Adviser a monthly fee equal to an annual
percentage of their respective Monthly Average Net Assets (as
defined in the Agreement) for such calendar month. The annual
percentages for
the VA Aggressive Growth Fund and VA International Fund shall be
0.50% and 0.65%, respectively. Such fees shall be payable as soon
as practical after the last day of each calendar month.
4. Notwithstanding Paragraph 8(a) of the Agreement, the Agreement
shall apply to each New Fund for an initial period commencing May
1, 1997 and ending January 3, 1998, and shall continue in full
force and effect thereafter with respect to each New Fund in
accordance with the terms of Section 8 of the Agreement.
5. Except as otherwise provided herein, the terms of the Agreement
shall apply or continue to apply, as the case may be, with full
force and effect to each Initial Fund and each New Fund.
IN WITNESS WHEREOF, the Parties hereto have caused this Amendment to be
executed as of the date first set forth above.
USAA LIFE INVESTMENT
TRUST
BY: /s/ XXXXX X. XXXXXX
--------------------------
XXXXX X. XXXXXX
President
ATTEST:
/s/ X.X. XXXXXXXX, XX.
-------------------------
X.X. XXXXXXXX, XX.
Secretary
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USAA INVESTMENT
MANAGEMENT COMPANY
BY: /s/ XXXX X. XXXXXXXX, XX.
---------------------------
XXXX X. XXXXXXXX, Xx.
Senior Vice President
ATTEST:
/s/ XXXX X. XXXXXXX, XX.
-------------------------
XXXX X. XXXXXXX, Xx.
Assistant Secretary
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