EX-99.h.8
AMENDMENT TO TRANSFER AGENCY AGREEMENT
JNL VARIABLE FUND III LLC
AMENDMENT made as of this 18th day of February, 2004, by and between
JNL Variable Fund III LLC, a Delaware limited liability corporation ("the
Variable Fund"), and Xxxxxxx National Asset Management, LLC, a Michigan limited
liability company ("JNAM").
WITNESSETH
WHEREAS, the Fund and JNAM entered into a Transfer Agency Agreement
(the "Agreement") dated January 31, 2001; and
WHEREAS, under the terms of the Agreement, JNAM renders certain
transfer agency and other services to units of beneficial interest in separate
funds ("Fund") of the Variable Fund and the owners of record thereof; and
WHEREAS, a new paragraph 15 has been added to the Agreement; and
WHEREAS, in order to reflect a change in sub-adviser, the name of the
Fund has been changed.
NOW THEREFORE, in consideration of the mutual covenants herein
contained, the parties hereby agree to amend the Agreement as follows:
1. The following paragraph is added to the Agreement in its entirety:
15. However, the addition or deletion of a Fund reflecting
changes that have been formally approved by resolution by the
Board of Trustees will not require approval by the Board of
Trustees.
2. Exhibit A to the Agreement is hereby deleted and replaced in its
entirety with Exhibit A dated February 18, 2004, attached hereto.
IN WITNESS WHEREOF, the parties have caused this instrument to be
executed as of the day and year first above written.
ATTEST: JNL VARIABLE FUND III LLC
/s/ Xxxxx X. Xxxxx /s/ Xxxxx. X. Xxxx
___________________________ By:______________________________
Xxxxx X. Xxxx
As Its Vice President, Counsel and Secretary
ATTEST: XXXXXXX NATIONAL ASSET
MANAGEMENT, LLC
/s/ Xxxxx X. Xxxxx /s/ Xxxxxx X. Xxxxxxx
___________________________ By:______________________________
Xxxxxx X. Xxxxxxx
As Its President
EXHIBIT A
FEBRUARY 18, 2004
JNL/Mellon Capital Management The Xxx XX 10 Fund
