ITEM 77Q(i)(e) - COPIES OF ANY NEW OR AMENDED REGISTRANT
INVESTMENT ADVISORY CONTRACTS
Amendment to Investment Advisory Contract between
Federated Managed Allocation Portfolios and
Federated Investment Management Company
This Amendment to the Investment Advisory Contract
("Agreement") dated December 1, 1993, between Federated
Managed Allocation Portfolios ("Fund") and Federated
Investment Management Company ("Service Provider") is made
and entered into as of the 1st day of June, 2001.
WHEREAS, the Fund has entered into the Agreement with
the Service Provider;
WHEREAS, the Securities and Exchange Commission has adopted
Regulation S-P at 17 CFR Part 248 to protect the privacy of
individuals who obtain a financial product or service for
personal, family or household use;
WHEREAS, Regulation S-P permits financial institutions,
such as the Fund, to disclose "nonpublic personal information"
("NPI") of its "customers" and "consumers" (as those terms are
therein defined in Regulation S-P) to affiliated and
nonaffiliated third parties of the Fund, without giving such
customers and consumers the ability to opt out of such
disclosure, for the limited purposes of processing and servicing
transactions (17CFR SS 248.14) ("Section 248.14 NPI"); for
specified law enforcement and miscellaneous purposes (17 CFR
SS 248.15) ("Section 248.15 NPI") ; and to service providers
or in connection with joint marketing arrangements (17 CFR SS
248.13) ("Section 248.13 NPI");
WHEREAS, Regulation S-P provides that the right of a
customer and consumer to opt out of having his or her NPI
disclosed pursuant to 17 CFR SS 248.7 and 17 CFR SS 248.10
does not apply when the NPI is disclosed to service providers
or in connection with joint marketing arrangements, provided
the Fund and third party enter into a contractual agreement
that prohibits the third party from disclosing or using the
information other than to carry out the purposes for which
the Fund disclosed the information (17 CFR SS 248.13);
NOW, THEREFORE, the parties intending to be legally bound
agree as follows:
The Fund and the Service Provider hereby acknowledge that the
Fund may disclose shareholder NPI to the Service Provider as
agent of the Fund and solely in furtherance of fulfilling the
Service Provider's contractual obligations under the Agreement
in the ordinary course of business to support the Fund and
its shareholders.
The Service Provider hereby agrees to be bound to use and
redisclose such NPI only for the limited purpose of fulfilling
its duties and obligations under the Agreement, for law
enforcement and miscellaneous purposes as permitted in 17
CFR SS 248.15, or in connection with joint marketing arrangements
that the Funds may establish with the Service Provider in
accordance with the limited exception set forth in
17 CFR SS 248.13.
The Service Provider further represents and warrants that,
in accordance with 17 CFR SS 248.30, it has implemented, and will
continue to carry out for the term of the Agreement, policies
and procedures reasonably designed to:
* insure the security and confidentiality of records and
NPI of Fund customers
* protect against any anticipated threats or hazards to the
security or integrity of Fund customer records and NPI, and
*protect against unauthorized access to or use of such Fund
customer records or NPI that could result in substantial harm or
inconvenience to any Fund customer.
4. The Service Provider may redisclose Section 248.13 NPI
only to: (a) the Funds and affiliated persons of the Funds
("Fund Affiliates"); (b) affiliated persons of the Service
Provider ("Service Provider Affiliates") (which in turn may
disclose or use the information only to the extent permitted
under the original receipt); (c) a third party not affiliated
with the Service Provider of the Funds ("Nonaffiliated Third
Party") under the service and processing (SS248.14) or
miscellaneous (SS248.15) exceptions, but only in the ordinary
course of business to carry out the activity covered by the
exception under which the Service Provider received the
information in the first instance; and (d) a Nonaffiliated
Third Party under the service provider and joint marketing
exception (SS248.13), provided the Service Provider enters
into a written contract with the Nonaffiliated Third Party
that prohibits the Nonaffiliated Third Party from disclosing
or using the information other than to carry out the
purposes for which the Funds disclosed the information in
the first instance.
5. The Service Provider may redisclose Section 248.14 NPI
and Section 248.15 NPI to: (a) the Funds and Fund Affiliates;
(b) Service Provider Affiliates (which in turn may disclose
the information to the same extent permitted under the original
receipt); and (c) a Nonaffiliated Third Party to whom the
Funds might lawfully have disclosed NPI directly.
6. The Service Provider is obligated to maintain beyond the
termination date of the Agreement the confidentiality of any
NPI it receives from the Fund in connection with the Agreement
or any joint marketing arrangement, and hereby agrees that
this Amendment shall survive such termination.
WITNESS the due execution hereof this 1st day of June, 2001.
Federated Managed Allocation Portfolios
By: /s/ X. Xxxxxxxxxxx Xxxxxxx
Name: X. Xxxxxxxxxxx Xxxxxxx
Title: President
Federated Investment Management Company
By: /s/ X. Xxxxxx Xxxxxxxxx
Name: X. Xxxxxx Xxxxxxxxx
Title: Vice President