Exhibit 11
AMENDMENT TO THE INVESTMENT MANAGEMENT
SERVICES AGREEMENT
Pursuant to Paragraph 11 of the Investment Management Services
Agreement (the "Agreement") by and between TIAA-CREF Investment Management, LLC
("Management") and the College Retirement Equities Fund ("CREF"), dated December
17, 1991, as thereafter amended, and pursuant to resolution of a majority of the
Trustees of CREF, including a majority of Trustees who are not certain parties
to the Agreement or "interested persons" (as that term is defined in the
Investment Company Act of 1940) of any such party to the Agreement, the parties
to the Agreement mutually agree that the Agreement shall be amended as set forth
below:
1. The second "Whereas" clause of the Agreement is amended to read as
follows:
WHEREAS, CREF is registered as an open-end management investment
company under the Investment Company Act of 1940 ("1940 Act"), and currently
consists of eight investment portfolios (the "Accounts"): the Stock Account, the
Money Market Account, the Bond Market Account, the Social Choice Account, the
Global Equities Account, the Equity Index Account, the Growth Account and the
Inflation-Linked Bond Account, and may consist of additional investment
portfolios in the future; and
2. Paragraph 7 of the Agreement is amended to read as follows:
7. REIMBURSEMENT
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For the services to be rendered and the expenses assumed by Management
as provided herein, CREF shall reimburse Management for the cost of such
services and the amount of such expenses through daily payments (as described
below) based on an annual rate agreed upon from time to time between CREF and
Management reflecting estimates of the cost of such services and expenses with
the objective of keeping the payments as close as possible to actual expenses.
As soon as is practicable after the end of each quarter (usually within 30
days), the amount necessary to correct any differences between the payments and
the expenses actually incurred will be determined. This amount will be paid by
or credited to Management, as the case may be, in equal daily installments over
the remaining days in the quarter.
For the services rendered and expenses incurred by Management as
provided herein, the amount currently payable from the net assets of each
Account each Valuation Day for each Calendar Day of the Valuation Period ending
on that Valuation Day will be as follows:
Stock Account:
.0005479% (corresponding to an annual rate of 0.08% of its
average daily net assets)
Money Market Account:
.0001644% (corresponding to an annual rate of 0.06% of its
average daily net assets)
Bond Market Account:
.0001644% (corresponding to an annual rate of 0.06% of its
average daily net assets)
Social Choice Account:
.0001918% (corresponding to an annual rate of 0.07% of its
average daily net assets)
Global Equities Account:
.0004110% (corresponding to an annual rate of 0.15% of its
average daily net assets)
Growth Account:
.0003562% (corresponding to an annual rate of 0.13% of its
average daily net assets)
Equity Index Account:
.0001918% (corresponding to an annual rate of 0.07% of its
average daily net assets)
Inflation-Linked Bond Account:
.0002192% (corresponding to an annual rate of 0.08% of its
average daily net assets)
For purposes of this Agreement, "Valuation Day," "Calendar Day," and
"Valuation Period" shall be defined as specified in CREF's current Registration
Statement.
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IN WITNESS WHEREOF, CREF and Management have caused this Agreement to
be executed in their names and on their behalf and under their trust and
corporate seals as of this 15th day of April, 1998 by and through their duly
authorized officers.
COLLEGE RETIREMENT EQUITIES FUND
ATTEST:
/s/ XXXXXXX X. XXXXXX By:/s/ XXXXX X. XXXXXXX
--------------------- ----------------------------------------
Xxxxxxx X. Xxxxxx Xxxxx X. Xxxxxxx
Title: Senior Vice President
and Chief Counsel,
Investments
TIAA-CREF INVESTMENT MANAGEMENT, LLC
ATTEST:
/s/ XXXXXXX X. XXXXXX By:/s/ XXXX XXXX
--------------------- ----------------------------------------
By: Xxxxxxx X. Xxxxxx Xxxx Xxxx
Title: Assistant Secretary
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