EXHIBIT 8(c)
AMENDMENT NO. 1
This AMENDMENT NO. 1 ("Amendment") made as of January 1, 2000, amends the
AGREEMENT ("Agreement") dated as of October 2, 1998 by and between WM ADVISORS,
INC., a Washington corporation ("Adviser") and AMERICAN GENERAL LIFE INSURANCE
COMPANY a Texas corporation ("AGL"). Capitalized terms used but not defined in
this Amendment shall have the meanings assigned to them in the Agreement unless
the context requires otherwise.
WHEREAS, Adviser and AGL desire to amend the Agreement to reflect a higher
annual fee rate for the Administrative Services performed by AGL under the
Agreement solely for the contracts listed on Schedule One of the Agreement
issued on or after January 1, 2000; and
WHEREAS, Adviser and AGL desire to amend the Agreement to reflect a change in
the definition of the defined term "Participation Agreement";
NOW, THEREFORE, Adviser and AGL hereby agree to amend the Agreement by:
(1) Amending the definition of the term "Participation Agreement" to refer to a
participation agreement entered into among AGL, American General Securities
Incorporated, WM Variable Trust and WM Funds Distributor, Inc., dated July 12,
1999; and
(2) Replacing paragraph 8 thereof in its entirety with the following revised
paragraph 8:
8. In consideration of the performance of the Administrative Services by
AGL, Adviser agrees for as long as Adviser remains as investment adviser to
the Funds, to pay AGL a fee at an annual rate which shall equal .185% for
contracts issued prior to January 1, 2000 and .25% for contracts issued on
or after January 1, 2000, of the value of the average net assets of the
Funds maintained in the Master Account for the Shareholders. The foregoing
fee will be paid by Adviser to AGL within (30) days following the end of
each calendar quarter. The determination of assets shall be made by
averaging the net assets of the applicable portfolios of the Funds
maintained in the Master Account for the Shareholders.
EXECUTED, on the date or dates set forth below to be effective as of the date
first above written.
AMERICAN GENERAL LIFE INSURANCE COMPANY
By: /s/ XXX XXXX
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Name: Xxx Xxxx
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Its: SVP
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Date: 03/16/00
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WM ADVISORS, INC.
By: /s/ XXXXXXX X. XXXXXX
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Name: Xxxxxxx X. Xxxxxx
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Its: President
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Date: 3/2/00
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