AMENDMENT TO SUB-ADVISORY AGREEMENT BETWEEN TRANSAMERICA ASSET MANAGEMENT, INC. AND MORGAN STANLEY INVESTMENT MANAGEMENT INC.

Ex - 28(d)(14)e

28(d)(14)e. Amendment dated June 1, 2010 to Sub-Advisory Agreement
on behalf of Transamerica Xxxxxx Xxxxxxx Mid-Cap Growth VP, Transamerica Multi Managed Large Cap Core VP and
Transamerica Xxxxxx Xxxxxxx Active International Allocation VP

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AMENDMENT TO SUB-ADVISORY AGREEMENT BETWEEN
TRANSAMERICA ASSET MANAGEMENT, INC. AND
XXXXXX XXXXXXX INVESTMENT MANAGEMENT INC.

THIS AMENDMENT is made as of June 1, 2010 to the Sub-Advisory Agreement dated May 1, 2002, as amended (the “Agreement”), between Transamerica Asset Management, Inc. and Xxxxxx Xxxxxxx Investment Management Inc. (the “Sub-Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

	1.	Schedule A. Schedule A to the Agreement is hereby deleted and replaced in its entirety with the attached revised Schedule A, and all references in the Agreement to Schedule A shall be deemed to refer to the attached Schedule A.
	2.	Schedule B. Schedule B to the Agreement is hereby deleted and replaced in its entirety with the attached revised Schedule B and all references in the Agreement to Schedule B shall be deemed to refer to the attached Schedule B.
	3.	Section 5. Use of Names. References to “Xxx Xxxxxx” are hereby removed from Section 5 of the Agreement.

In all other respects, the Sub-Advisory Agreement dated May 1, 2002, as amended, is confirmed and remains in full force and effect.

The parties hereto have caused this amendment to be executed as of June 1, 2010.

	TRANSAMERICA ASSET MANAGEMENT, INC.
	By:	/s/ Xxxxxxxxxxx X. Xxxxxxx
	Name:		Xxxxxxxxxxx X. Xxxxxxx
	Title:		Senior Vice President
	Date:		6/1/10
	XXXXXX XXXXXXX INVESTMENT MANAGEMENT INC.
	By:	/s/ Xxxxx Xxxxxx
	Name:		Xxxxx Xxxxxx
	Title:		Managing Director
	Date:		6/1/10

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SUB-ADVISORY AGREEMENT
SCHEDULE A

as of June 1, 2010

Transamerica Xxxxxx Xxxxxxx Active International Allocation VP
Transamerica Multi Managed Large Cap Core VP
Transamerica Xxxxxx Xxxxxxx Mid-Cap Growth VP

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SUB-ADVISORY AGREEMENT
SCHEDULE B

as of June 1, 2010

Portfolio		Sub-Adviser Compensation*
Transamerica Xxxxxx Xxxxxxx Active International Allocation VP		0.45% up to $250 million;
		0.40% over $250 million up to $500 million;
		0.35% over $500 million up to $1 billion; and
		0.325% in excess of $1 billion
Transamerica Xxxxxx Xxxxxxx Mid-Cap Growth VP		0.40% up to $1 billion;
		0.375% in excess of $1 billion
Transamerica Multi Managed Large Cap Core VP		0.30% of average daily net assets**

*	As a percentage of average daily net assets on an annual basis.
**	For the portion of assets managed by Xxxxxx Xxxxxxx Investment Management Inc.

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