AMENDMENT NO. 3
TO
MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS
This Amendment dated as of October 15, 2004, amends the Master
Intergroup Sub-Advisory Contract for Mutual Funds (the "Agreement"), dated April
30, 2004, between A I M Advisors, Inc. and INVESCO Institutional (N.A.), Inc.
W I T N E S S E T H:
WHEREAS, the parties desire to amend the Agreement to rename each
INVESCO Fund by replacing "INVESCO VIF -" with "AIM V.I." and to change the name
of INVESCO VIF - Core Equity Fund to AIM V.I. Core Stock Fund;
NOW, THEREFORE, the parties agree as follows;
1. Exhibit A to the Agreement is hereby deleted in its entirety and
replaced with the following:
"EXHIBIT A
TO
MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS
AIM VARIABLE INSURANCE FUNDS
AIM V.I. Real Estate Fund
AIM V.I. Core Stock Fund
AIM V.I. Total Return Fund"
2. In all other respects, the Agreement is hereby confirmed and remains
in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed by their respective officers on the date first written above.
A I M ADVISORS, INC. INVESCO INSTITUTIONAL (N.A.), INC.
By:/s/ Xxxx X. Xxxxxxxxxx By: /s/ Xxxxxxx X. Xxxxx
------------------------------- --------------------------------------
Xxxx X. Xxxxxxxxxx Name: Xxxxxxx X. Xxxxx
President Title: Secretary and General Counsel
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