TOUCHSTONE ADVISORS, INC. AND
TOUCHSTONE VARIABLE SERIES TRUST
(FORMERLY SELECT ADVISORS VARIABLE INSURANCE TRUST)
AMENDMENT NO. 3
AMENDMENT dated as of May 1, 1999, between TOUCHSTONE VARIABLE SERIES
TRUST (formerly Select Advisors Variable Insurance Trust ), a Massachusetts
business trust (the "Trust") and TOUCHSTONE ADVISORS, INC., an Ohio corporation
("Touchstone").
WHEREAS, the Trust is an open-end management investment company
registered under the Investment Company Act of 1940, as amended (the "1940
Act");
WHEREAS, the Trust has engaged Touchstone to provide certain management
services with respect to each series of the Trust (each a "Fund") pursuant to
the dated as of September 9, 1994, as amended (the
"Agreement") between the Trust and Touchstone; and
WHEREAS, the Trust and Touchstone wish to amend the Agreement to
correct the clerical errors in paragraph (A) of Amendment No. 2 to the Agreement
dated as of January 1, 1999;
NOW, THEREFORE, in consideration of the mutual covenants and agreements
of the parties hereto as set forth in the Agreement and herein, acting pursuant
to Section 9 of the Agreement, the Trust and Touchstone hereby amend the
Agreement as follows:
(A) Section 4 of the Agreement shall read as follows:
4. Operating Expense Waivers or Reimbursement.
a) Touchstone shall waive all or a portion of its fee
pursuant to this and/or reimburse a portion
of the operating expenses (including amortization of
organization expense, but excluding interest, taxes, brokerage
commissions and other portfolio transaction expenses, capital
expenditures and extraordinary expenses) ("Expenses") of each
Fund of the Trust such that after such reimbursement the
aggregate Expenses of each such Fund of the Trust shall be
equal on an annual basis to the following percentages of the
average daily net assets of the Fund for the Fund's
then-current fiscal year:
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Touchstone Emerging Growth Fund 1.15%
Touchstone International Equity Fund 1.25%
Touchstone Income Opportunity Fund 0.85%
Touchstone Value Plus Fund 1.15%
Touchstone Growth & Income Fund 0.85%
Touchstone Balanced Fund 0.90%
Touchstone Bond Fund 0.75%
Touchstone Standby Income Fund 0.50%
Touchstone's obligations in this Section 5 may be
terminated, with respect to any Fund, by Touchstone as of the
end of any calendar quarter after December 31, 1999, upon at
least 30 days prior written notice to the Trust (an "Expense
Cap Termination").
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed and delivered in their names and on their behalf by the undersigned,
thereunto duly authorized, all as of May 1, 1999. The undersigned has executed
this Agreement not individually, but as an officer under the Trust's Declaration
of Trust, and the obligations of this Amendment are not binding upon the Trust's
Trustees, its officers, or investors in the Funds individually, but bind only
the Trust estate.
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TOUCHSTONE ADVISORS, INC. TOUCHSTONE VARIABLE SERIES TRUST
By: _____________________ By:
Xxxx X. XxXxxxxx
Name: ___________________ President and Chief Executive Officer
Title: __________________
639976.01
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