EXHIBIT (8)(j)(iii)
AMENDMENT TO FUND PARTICIPATION AGREEMENT
This Amendment to the Fund Participation Agreement ("Agreement") is made by
and between Xxxxxxxxx & Xxxxxx Management Incorporated ("N&B Management"), a New
York corporation, Xxxxxxxxx & Xxxxxx Advisers Management Trust ("Trust"), a
Delaware business trust, Advisers Managers Trust ("Managers Trust"), and
American General Life Insurance Company ("Life Company"), a life insurance
company organized under the laws of the State of Texas.
WHEREAS, the Life Company has previously entered into a Sales Agreement
("Sales Agreement") dated July 7, 1994 with the Former Trust (as defined below)
and N&B Management regarding the purchase of shares of the Trust by Life
Company;
WHEREAS, the Life Company entered into an Assignment and Modification
Agreement dated May 1, 1995 with the Xxxxxxxxx & Xxxxxx Advisers Management
Trust ("Former Trust"), a Massachusetts business trust, Trust, Managers Trust
and N&B Management regarding the reorganization in which the Former Trust was
converted into the Trust and the renaming of the Sales Agreement to Fund
Participation Agreement;
WHEREAS, Life Company, Trust, Managers Trust and N&B Management have
reached an agreement to revise Section 1 of the Agreement to add an Appendix
thereto in order to designate the Separate Accounts of the Life Company; and
WHEREAS, Life Company, Trust and N&B Management have reached an agreement
to delete Appendix A to the Agreement in its entirety and replace it with the
Appendix A attached hereto.
NOW, THEREFORE, in consideration of their mutual promises, Life Company,
Trust, Managers Trust and N&B Management agree as follows:
1. Section 1 is deleted in its entirety and replaced by the following:
"1. TRUST will make available to the designated Separate Accounts of LIFE
COMPANY as set forth in Appendix B hereto shares of the selected Portfolios for
investment of purchase payments of variable contracts allocated to the
designated Separate Accounts as provided in the TRUST's Prospectus."
2. Appendix A is hereby deleted in its entirety and replaced with the Appendix
A attached hereto.
3. Except as amended hereby, the Agreement is hereby ratified and confirmed in
all respects.
Executed and effective the 15/th/ day of January, 2004.
AMERICAN GENERAL LIFE INSURANCE COMPANY
Attest: ___________________________ By: __________________________________
Title: _______________________________
XXXXXXXXX & XXXXXX ADVISERS
MANAGEMENT TRUST
(a Delaware business trust)
Attest: ___________________________ By: __________________________________
Title: _______________________________
ADVISERS MANAGERS TRUST
Attest: ___________________________ By: __________________________________
Title: _______________________________
XXXXXXXXX & XXXXXX MANAGEMENT
INCORPORATED
Attest: ___________________________ By: __________________________________
Title: _______________________________
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APPENDIX A
Balanced Portfolio
Mid-Cap Growth Portfolio
Partners Portfolio
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APPENDIX B
Separate Accounts
American General Life Insurance Company Separate Account VL-R
American General Life Insurance Company Separate Account D
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