EXHIBIT (d)(1)(ii)
FORM OF AMENDMENT NO. 1
TO THE
INVESTMENT MANAGEMENT AGREEMENT
AMENDMENT NO. 1 to the Investment Management Agreement ("Amendment No.
1"), dated as of [June 30, 2003], between AXA Premier VIP Trust, a Delaware
statutory trust (the "Trust") and the Equitable Life Assurance Society of the
United States, a New York stock life insurance company ("Equitable" or
"Manager").
The Trust and Equitable agree to modify and amend the Investment
Management Agreement dated as of November 30, 2001 ("Original Agreement") as
follows:
1. New Portfolio. The Trust hereby appoints Equitable as the investment
manager of the Premier VIP Aggressive Equity Portfolio and the AXA Premier VIP
High Yield Portfolio ("New Portfolios") on the terms and conditions contained in
the Agreement.
2. Duration of Agreement.
(a) With respect to each Portfolio specified in Appendix A to the
Original Agreement, the Agreement continued in effect until
November 30, 2003 and thereafter pursuant to subsection (c)
below.
(b) With respect to each Portfolio specified in Amendment No. 1,
the Agreement will continue in effect until June 30, 2004 and
may be continued thereafter pursuant to subsection (c) below.
(c) With respect to each Portfolio, this Agreement shall continue
in effect annually after the date specified in subsection (a),
(b) or (c), as the case may be, only so long as such
continuance is specifically approved at least annually either
by the Board of Trustees of the Trust or by a vote of a
majority of the outstanding voting securities of the Trust,
provided that in either event such continuance shall also be
approved by a vote of a majority of the Trustees of the Trust
who are not interested persons of any party to the Agreement,
cast in person at a meeting called for the purpose of voting
on such approval.
3. Appendix A. Appendix A to the Agreement, setting forth the
Portfolios of the Trust for which Equitable is appointed as the investment
manager, is hereby replaced in its entirety by Appendix A attached hereto.
Except as modified and amended hereby, the Agreement is hereby ratified
and confirmed in full force and effect in accordance with its terms.
IN WITNESS WHEREOF, the parties have executed and delivered this
Amendment No. 1 as of the date first above set forth.
AXA PREMIER VIP TRUST THE EQUITABLE LIFE ASSURANCE SOCIETY
OF THE UNITED STATES
By: By:
----------------------------- ----------------------------------
Xxxxxx X. Xxxxx Xxxxx X. Xxxxx
President and Executive Vice President and
Chief Executive Officer Chief Investment Officer
APPENDIX A
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AMENDMENT NO. 1
TO THE
INVESTMENT MANAGEMENT AGREEMENT
FUND MANAGEMENT FEE
AXA Premier VIP Large Cap Core Equity Portfolio 0.90% of the Fund's average daily net assets
AXA Premier VIP Large Cap Growth Portfolio 0.90% of the Fund's average daily net assets
AXA Premier VIP Large Cap Value Portfolio 0.90% of the Fund's average daily net assets
AXA Premier VIP Small/Mid Cap Growth Portfolio 1.10% of the Fund's average daily net assets
AXA Premier VIP Small/Mid Cap Value Portfolio 1.10% of the Fund's average daily net assets
AXA Premier VIP International Equity Portfolio 1.05% of the Fund's average daily net assets
AXA Premier VIP Technology Portfolio 1.20% of the Fund's average daily net assets
AXA Premier VIP Health Care Portfolio 1.20% of the Fund's average daily net assets
AXA Premier VIP Core Bond Portfolio 0.60% of the Fund's average daily net assets
With respect to the following portfolios, management fee is calculated as a
percentage of daily net assets of each portfolio:
First Next Next Next
$1 Billion $1 Billion $3 Billion $5 Billion Thereafter
---------- ---------- ---------- ---------- ----------
AXA Premier VIP Aggressive Equity 0.650% 0.600% 0.575% 0.550% 0.525%
Portfolio
First Next Next Next
$750 Million $750 Million $1 Billion $2.5 Billion Thereafter
------------ ------------ ---------- ------------ ----------
AXA Premier VIP High Yield Portfolio 0.600% 0.575% 0.550% 0.530% 0.520%
