EXHIBIT 9(c)
EQ ADVISORS TRUST
FORM OF
ORGANIZATIONAL EXPENSE
REIMBURSEMENT AGREEMENT
This Agreement is made this ___ day of __________ 1997, by and
between EQ Financial Consultants, Inc. (the "Manager") and EQ Advisors Trust
(the "Trust"), on behalf of each series of the Trust set forth in Schedule A
(each a "Portfolio," and collectively, the "Portfolios").
WHEREAS, the Trust is registered as an open-end diversified
management investment company under the Investment Company Act of 1940, as
amended; and
WHEREAS, there have been certain necessary organizational expenses
incurred as a part of such process, which are proper expenses of the
Portfolios, that have been and will in the future be paid by the Manager and
affiliated companies of the Manager, by reason of the fact that each Portfolio
was not capitalized when such expenses were incurred (such expenses
hereinafter referred to as "Organizational Expenses");
NOW THEREFORE, in consideration of the promises and mutual covenants
herein contained, it is agreed as follows:
1. Effective as of the initial public offering of shares of
each Portfolio, the Trust shall be obligated to reimburse
and pay to the Manager, or such affiliated companies of the
Manager as the Manager may designate, the amounts expended
and to be expended by the Manager and its affiliates for
Organizational Expenses.
2. Such reimbursements shall be paid by the Trust promptly upon
the demand of the Manager. Upon demand for payment, the
Manager shall present copies of invoices of receipts, copies
of canceled checks or other evidence of payment of the
Organizational Expenses for which it is demanding
reimbursement from the Trust.
ATTEST: EQ ADVISORS TRUST
ON BEHALF OF
EACH OF ITS SERIES
______________________ By:______________________
Secretary
ATTEST: EQ FINANCIAL CONSULTANTS, INC.
______________________ By:______________________
Secretary
SCHEDULE A
This Agreement relates to the following Portfolios of the Trust:
X. Xxxx Price International Stock Portfolio
X. Xxxx Price Equity Income Portfolio
EQ/Xxxxxx Growth & Income Value Portfolio
EQ/Xxxxxx International Equity Portfolio
EQ/Xxxxxx Investors Growth Portfolio
EQ/Xxxxxx Balanced Portfolio
MFS Research Portfolio
MFS Emerging Growth Companies Portfolio
Xxxxxx Xxxxxxx Emerging Markets Equity Portfolio
Warburg Pincus Small Company Value Portfolio
Xxxxxxx Xxxxx World Strategy Portfolio
Xxxxxxx Xxxxx Basic Value Equity Portfolio