SERVICES AGREEMENT THIS AGREEMENT, made and entered into as of this day 1st of May, 1999 by and among Aetna Investment Services, Inc. (“AISI”), Aetna Life Insurance and Annuity Company (“ALIAC”) (collectively, “Aetna”), and Goldman, Sachs & Co....

Exhibit 24(b)(8.69)
SERVICES AGREEMENT
	THIS AGREEMENT, made and entered into as of this day 1st of May, 1999 by and
among Aetna Investment Services, Inc. (“AISI”), Aetna Life Insurance and Annuity
Company (“ALIAC”) (collectively, “Aetna”), and Xxxxxxx, Xxxxx & Co. (“Distributor”),
acting as agent for the registered open-end management investment companies whose
shares are or may be underwritten by Distributor (each a “Fund” or collectively the
“Funds”).
	WHEREAS, Distributor acts as principal underwriter for the Funds;
	WHEREAS, AISI distributes shares of investment companies to certain plans under
Sections 401 or 457 of the Internal Revenue Code of 1986, as amended ("Code") or to
custodial accounts under Section 403(b)(7) of the Code (collectively, "Plans"); and
	WHEREAS, ALIAC is an insurance company that provides various recordkeeping
and other administrative services to Plans; and
	WHEREAS, ALIAC will provide various administrative and shareholder services in
connection with the investment by the Plans in the Funds.
	NOW, THEREFORE, it is agreed as follows:
1.	Investment of Plan Assets.
	AISI represents that it is authorized under the Plans to implement the investment of
Plan assets in the name of an appropriately designated nominee of each Plan (“Nominee”)
in shares of investment companies or other investment vehicles specified by a sponsor, an
investment adviser, an administrative committee, or other fiduciary as designated by a
Plan (“Plan Representative”) upon the direction of a Plan participant or beneficiary
(“Participant”). The parties acknowledge and agree that selections of particular
investment companies or other investment vehicles are made by Plan representatives or
Participants, who may change their respective selections from time to time in accordance
with the terms of the Plan.
2.	Omnibus Account.
	The parties agree that a single omnibus account held in the name of the Nominee
shall be maintained for those Plan assets directed for investment in the Funds
(“Account”). ALIAC as service agent for the Plans, shall facilitate purchase and sale
transactions with respect to the Account in accordance with the Agreement. ALIAC shall
perform some or all of the following services as set forth in Exhibit I in its capacity as
service agent for the Plans.
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3.	Pricing Information, Orders, Settlement.
	(a) Distributor will make shares available to be purchased by the Nominee on behalf
of the Account at the net asset value applicable to each order; provided, however, that the
Plans meet the criteria for purchasing shares of the Funds at net asset value as described
in the Funds’ prospectuses. Fund shares shall be purchased and redeemed on a net basis
for such Plans in such quantity and at such time determined by AISI or the Nominee to
correspond with investment instructions received by AISI from Plan Representatives or
Participants, provided such times are consistent with the terms of each Fund’s prospectus.
	(b) Distributor agrees to furnish or cause to be furnished to AISI for each Fund: (i)
confirmed net asset value information as of the close of trading (currently 4:00 p.m., East
Coast time) on the New York Stock Exchange (“Close of Trading”) on each business day
that the New York Stock Exchange is open for business (“Business Day”) or at such other
time as the net asset value of a Fund is calculated as disclosed in the relevant then current
prospectus(es) in a format that includes the Fund’s name, and if possible, the change from
the last calculated net asset value (ii) dividend and capital gains information as it arises,
and (iii) in the case of a fixed income fund, the daily accrual or the distribution rate
factor. Distributor shall use its best effort to provide or cause to be provided to AISI such
information between 6:00 p.m. and 7:00 p.m., East Coast time on each Business Day the
Fund is open for business.
	(c) AISI, as agent for the Funds for the sole purposes expressed herein shall receive
from Plan Representatives or Participants for acceptance as of the Close of Trading on
each Business Day: (i) orders for the purchase of shares of the Funds, exchange orders,
and redemption requests and redemption directions with respect to shares of the Funds
held by the Nominee (“Instructions”), (ii) transmit to Distributor such Instructions no
later than 8:30 a.m., East Coast time on the next following Business Day, and (iii) upon
acceptance of any such Instructions, communicate such acceptance to the Plan
Representatives or Plan Participants, as appropriate (“Confirmation”). The Business Day
on which such Instructions are received in proper form by AISI and time stamped by the
Close of Trading will be the date as of which Fund shares shall be deemed purchased,
exchanged, or redeemed as a result of such Instructions. Instructions received in proper
form by AISI and time stamped after the Close of Trading on any given Business Day
shall be treated as if received on the next following Business Day. AISI agrees that all
Instructions received by AISI, which will be transmitted to Distributor for processing as
of a particular Business Day, will have been received and time stamped prior to the Close
of Trading on that previous Business Day. Dividends and capital gains distributions will
be automatically invested at net asset value in accordance with the Funds’ then current
prospectuses.
	(d) AISI will wire payment, or arrange for payment to be wired, for such purchase
orders, in immediately available funds, to a Fund custodial account or accounts
designated by Distributor, as soon as possible, but in any event no later than 4:00 p.m.,
East Coast time on the Business Day following the Business Day as of which such
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purchase orders are made in conformance with Section 3(c). For purchases of shares of

daily dividend accrual funds, those shares will not begin to accrue dividends until the day

the payment for those shares is received.

(e) In lieu of the applicable provisions set forth in subparagraphs 3(a) through 3(d)

above, the parties may agree to provide pricing information, execute orders and wire

payments for purchases and redemptions through National Securities Clearing

Corporation's Fund/SERV System, in which case such activities will be governed by the

provisions set forth in Exhibit II to this Agreement. In connection with the transmission of

purchase, exchange and redemption orders placed by the Plans, AISI is authorized to

receive such orders from the Plans on the Fund’s behalf for purposes of Rule 22c-1 under

Investment Company Act of 1940, as amended (the "1940 Act"), and will follow the

procedures set forth above in subparagraphs 3a through 3e. Subject to AISI’s compliance

with those procedures, AISI will be considered a limited agent for the Distributor and the

Funds solely for the purpose of receiving such orders. All other services provided by AISI

or ALIAC including, without limitation, all recordkeeping and other services provided by

AISI or ALIAC on behalf of participants in the Plans that are participant-directed plans, will

be provided by AISI or ALIAC either as an independent contractor or as agent for the Plans

and not as agent for the Funds, the Distributor or any of their affiliates.

(f) Distributor or its designees will wire payment, or arrange for payment to be

wired, for redemption orders, in immediately available funds, to an account or accounts

designated by AISI, as soon as possible, but normally no later than 4:00 p.m. and in any

event no later than 5:00 p.m., East Coast time on the next Business Day after such

redemption orders are received in conformance with Section 3(c).

(g) Upon Distributor’s request, AISI shall provide copies of historical records

relating to transactions between the Funds and the Plan Representatives or Participants

investing in such Funds, written communications regarding the Funds to or from such

persons, and other materials, in each case, as may reasonably be requested to enable

Distributor or any other designated entity, including without limitation, auditors,

investment advisers, or transfer agents of the Funds to monitor and review the services

being provided under this Agreement, the internal controls designed to prevent orders

received after the Close of Trading from being aggregated with orders received before the

Close of Trading, or to comply with any request of a governmental body or self-

regulatory organization or a shareholder. AISI also agrees that AISI will permit

Distributor or the Funds, or any duly designated representative to have reasonable access

to AISI’s personnel and records in order to facilitate the monitoring of the quality of the

services being provided under this Agreement.

(h) AISI shall assume responsibility as herein described for any loss to Distributor

or to a Fund caused by a cancellation or correction made to an Instruction by a Plan

Representative or Participant subsequent to the date as of which such Instruction has been

received by AISI and originally relayed to Distributor, and AISI will immediately pay

such loss to Distributor or such Fund upon AISI’s receipt of written notification, with

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supporting data.
	(i) Distributor shall indemnify and hold AISI harmless, from the effective date of
this Agreement, against any amount AISI is required to pay to Plans, Plan
Representatives, or Participants due to: (i) a material incorrect calculation of a Fund’s
daily net asset value, dividend rate, or capital gains distribution rate or (ii) a materially
incorrect or a late reporting (after 7:00 p.m. East Coast time on each Business Day the
Fund is open for business) of the daily net asset value, dividend rate, or capital gain
distribution rate of a Fund, upon written notification by AISI, with supporting data, to
Distributor, in each case which requires reprocessing. In addition, the Fund or the
Distributor shall be liable to AISI for systems and out of pocket costs incurred by AISI in
making a Contract owner's or a participant's account whole, if such costs or expenses are
a result of the Fund's failure to provide timely or correct net asset values, dividend and
capital gains or financial information and if such information is not corrected by 4:00
p.m. East Coast time of the next business day after releasing such incorrect information
provided the incorrect NAV as well as the correct NAV for each day that the error
occurred is provided. If a mistake is caused in supplying such information or
confirmations, which results in a reconciliation with incorrect information, the amount
required to make a Contract owner's or a Participant's account whole shall be borne by the
party providing the incorrect information, regardless of when the error is corrected.
	(j) Each party shall notify the other of any errors or omissions in any information,
including a net asset value and distribution information set forth above, and interruptions
in or delay or unavailability of, the means of transmittal of any such information as
promptly as possible. AISI and Distributor agree to maintain reasonable errors and
omissions insurance coverage commensurate with each party’s respective responsibilities
under this Agreement.
4.	Servicing Fees.
	The provision of shareholder and administrative services to the Plans shall be the
responsibility of AISI, ALIAC or the Nominee and shall not be the responsibility of
Distributor. The Nominee will be recognized as the sole shareholder of Fund shares
purchased under this Agreement. It is further recognized that there will be a substantial
savings in administrative expense and recordkeeping expenses by virtue of having one
shareholder rather than multiple shareholders. In consideration of the administrative
savings resulting from such arrangement, Distributor agrees to pay to ALIAC a quarterly
servicing fee equal to on an annual basis to the amounts specified in Exhibit III. The
Funds and/or Xxxxxxx, Sachs & Co. may be responsible for the payment of all or a portion
of the fees specified on Exhibit III.
5.	Expenses.
	Distributor shall make available for reimbursement certain out-of-pocket expenses
ALIAC incurs in connection with providing shareholder services to the Plans. These
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expenses include actual postage paid by ALIAC in connection with mailing updated
prospectuses, supplements and financial reports to Plan Representatives or Participants
for which ALIAC provides shareholder services hereunder, and all costs incurred by
ALIAC associated with proxies for the Fund, including proxy preparation, group
authorization letters, programming for tabulation and necessary materials (including
postage). Except as otherwise agreed in writing, Aetna shall bear all other expenses
incidental to the performance of the services described herein. Distributor shall, however,
provide Aetna, or at Aetna’s request, the Plan, with such sufficient copies of relevant
prospectuses for all Participants making an initial Fund purchase as well as relevant
prospectuses, prospectus supplements and periodic reports to shareholders, and other
material as shall be reasonably requested by Aetna to disseminate to Plan participants
who purchase share of the Funds.
6.	Termination.
This Agreement shall terminate as to the maintenance of the Account:
	(a) At the option of either Aetna or Distributor upon two (2) months advance
written notice to the other parties;
	(b) At the option of Aetna, if shares of the Funds are not available for any reason to
meet the investment requirements of the Plans; provided, however, that prompt advance
notice of election to terminate shall be furnished by the terminating entity;
	(c) At the option of either AISI or Distributor, upon institution of formal
disciplinary or investigative proceedings against AISI, Distributor or the Funds by the
National Association of Securities Dealers, Inc. (“NASD”), SEC, or any other regulatory
body;
	(d) At the option of Distributor, if Distributor shall reasonably determine in good
faith that shares of the Funds are not being offered in conformity with the terms of this
Agreement;
	(e) At the option of Distributor, if Distributor has reason to believe that the
performance of the services or receipt of fees by Aetna or its affiliates under this
Agreement may be unlawful;
	(f) Upon termination of the Management Agreement between the Fund and
Adviser; written notice of such termination shall be promptly furnished to Aetna;
	(g) Upon assignment of this Agreement by any party, unless made with the written
consent of all other parties hereto; provided, however, that AISI and ALIAC may assign,
without consent of Distributor, their respective duties and responsibilities under this
Agreement to any of their affiliates; and AISI or ALIAC may enter into subcontracts with
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other dealers (“Third Party Dealers”) for the solicitation of sales of shares of the Funds
without the consent of Distributor; or
	(h) If the Fund’s shares are not registered, issued or sold in conformance with
federal law or such law precludes the use of Fund shares as an investment vehicle for the
Plans; provided, however, that prompt notice shall be given by any party should such
situation occur.
7.	Continuation of Agreement.
	Termination as the result of any cause listed in Section 6 hereof shall not affect the
Funds’ respective obligations to continue to maintain the Account as an investment
option for Plans electing to invest in the Funds prior to the termination of this Agreement.
8.	Advertising and Related Materials.
	(a) Advertising and sales literature with respect to the Funds prepared by AISI or
the Nominee or its agents (including Third Party Dealers) for use in marketing shares of
the Funds to the Plans shall be submitted to Distributor for review and approval before
such material is used with the general public or any Plan, Plan Representative, or
Participant. In no event shall such materials be used without the prior written consent of
Distributor, unless such use is in accordance with procedures mutally agreed upon by the
parties. Distributor shall advise the submitting party in writing within ten (10) Business
Days of receipt of such materials Distributor of its approval or disapproval of such
materials.
	(b) Distributor will provide to Aetna at least one complete copy of all prospectuses,
statements of additional information, annual and semiannual reports and proxy
statements, other related documents, and all amendments or supplements to any of the
above documents that relate to the Funds promptly after the filing of such document with
the SEC or other regulatory authorities.
	(c) Distributor will provide to Aetna in electronic format performance updates and
portfolio updates for the Funds within ten business days after the end of each calendar
quarter.
9.	Proxy Voting.
	Aetna or the Nominee will distribute to Plan Representatives or Participants all
proxy materials furnished by Distributor or its designees for the Funds. Aetna and the
Nominee shall not oppose or interfere with the solicitation of proxies for Fund shares
held for such beneficial owners.
10. Indemnification.
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(a) Aetna agrees to indemnify and hold harmless the Funds, Distributor and each of

their directors, officers, employees, agents and each person, if any, who controls the

Funds, the Distributor or their investment adviser within the meaning of the Securities

Act of 1933 (“1933 Act”) against any losses, claims, damages or liabilities (including

reasonable fees and expenses of counsel) to which the Funds, Distributor or any such

director, officer, employee, agent, or controlling person may become subject, insofar as

such losses, claims, damages, or liabilities (or actions in respect thereof) (i) arise out of,

or are based upon, the provision of administrative services by Aetna under this

Agreement, (ii) result from a breach of a material provision of this Agreement or any

representation, warranty or covenant, (iii) arise out of or are based upon any untrue

statement of any material fact made by sales representatives of Aetna or any Third Party

Dealer who solicits shares of the Fund pursuant to paragraph 6(g) above (unless such

information is contained in the then current prospectus of the Fund, in current sales

literature of the Fund approved by the Fund or in publicly available databases such as

those databases created by Standard & Poor's and Morningstar); (iv) arise out of or are

based upon any untrue statement of a material fact contained in sales literature prepared

by Aetna or any Third Party Dealer who solicits shares of the Fund pursuant to paragraph

6(g) above (unless such sales literature has been approved by Distributor), or (v) arise out

of, or are based upon any violation of applicable law including but not limited to the

rules, regulations or policies of any self regulatory organization that Aetna or any other

broker dealer who solicits shares of the Fund pursuant to paragraph 6(g) above is a

member. Without limiting the generality of the foregoing, Aetna agrees to indemnify the

Funds, the Distributor or any such director, officer, employee, agent or controlling person

from and against any losses, claims, damages or liabilities resulting from any errors

contained in any purchase, exchange or redemption order transmitted on behalf of the Plans

or from the untimely receipt of any such order by the Funds or the Distributor. In addition,

if payment for any purchase of Class A Shares is not received from AISI or its designee by

the time specified herein, the purchase to which such payment relates may, in the Fund’s

sole discretion, be rescinded and AISI will be liable for any dilution to a Fund resulting

from the rescinded trade. Aetna will reimburse any legal or other expenses reasonably

incurred by the Funds, Distributor or any such director, officer, employee, agent, or

controlling person in connection with investigating or defending any such loss, claim,

damage, liability or action; provided, however, that Aetna will not be liable for

indemnification hereunder to the extent that any such loss, claim, damage, liability or

action arises out of or is based upon the gross negligence or willful misconduct of the

Funds, Distributor or any such director, officer, employee, agent or any controlling person

herein defined in performing their obligations under this Agreement.

(b) Distributor agrees to indemnify and hold harmless each of AISI and ALIAC, the

Nominee and each of their directors, officers, employees, agents and each person, if any,

who controls AISI and ALIAC and the Nominee within the meaning of the 1933 Act

against any losses, claims, damages or liabilities (including reasonable fees and expenses

of counsel) to which AISI or ALIAC, the Nominee, or any such director, officer,

employee, agent or controlling person may become subject, insofar as such losses, claims,

damages or liabilities (or actions in respect thereof) (i) arise out of or are based upon any

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untrue statement of any material fact contained in the registration statement, prospectus or
sales literature of the Funds or arise out of, or are based upon, the omission to state
therein a material fact required to be stated therein or necessary to make the statements
therein not misleading provided such materials are distributed without change, are
approved by Distributor, or they are not used in a manner contrary to any instructions
given by Distributor or with applicable laws, regulations and rules or (ii) result from a
breach of a material provision of this Agreement or any representation, warranty or
covenant. Distributor will reimburse any legal or other expenses reasonably incurred by
AISI or ALIAC, the Nominee, or any such director, officer, employee, agent, or
controlling person in connection with investigation or defending any such loss, claim,
damage, liability or action; provided, however, that will not be liable for indemnification
hereunder to the extent that any such loss, claim, damage or liability arises out of, or is
based upon, the gross negligence or willful misconduct of AISI or ALIAC, the Nominee
or their respective directors, officers, employees, agents, or any controlling person herein
defined in the performance of their obligations under this Agreement.
	(c) Promptly after receipt by an indemnified party hereunder of notice of the
commencement of action, such indemnified party will, if a claim in respect thereof is to
be made against the indemnifying party hereunder, notify the indemnifying party of the
commencement thereof, but the omission so to notify the indemnifying party will not
relieve it from any liability that it may have to any indemnified party otherwise than under
this Section 10. In case any such action is brought against any indemnified party, and it
notifies the indemnifying party of the commencement thereof, the indemnifying party will
be entitled to participate therein and, to the extent that it may wish to, assume the defense
thereof, with counsel satisfactory to such indemnified party, and after notice from the
indemnifying party to such indemnified party of its election to assume the defense
thereof, the indemnifying party will not be liable to such indemnified party under this
Section 10 for any legal or other expenses subsequently incurred by such indemnified
party in connection with the defense thereof other than reasonable costs of investigation.
11.	Representations and Warranties.
(a)	Representations of ALIAC. ALIAC represents and warrants:
	(i) that it (1) is a life insurance company organized under the laws of the State of
Connecticut, (2) is in good standing in that jurisdiction, (3) is in material compliance with
all applicable federal and state insurance laws, (4) is duly licensed and authorized to
conduct business in every jurisdiction where such license or authorization is required, and
will maintain such license or authorization in effect at all times during the term of this
Agreement, and (5) has full authority to enter into this Agreement and carry out its
obligations pursuant to it terms; and
	(ii) that it is authorized under the Plans to (1) provide administrative services to
the Plans and (2) facilitate transactions in the Fund through the Account;
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(iii) that it will conduct its activities in accordance with all applicable federal and

state laws and regulations, including securities laws and ERISA; and

(iv)that it will notify the Distributor promptly if for any reason it is unable to

perform its obligations hereunder.

(b) Representations of AISI. AISI represents and warrants:

(i) that it (1) is a member in good standing of the NASD, (2) is registered as a

broker-dealer with the SEC, and (3) will continue to remain in good standing and be so

registered during the term of this Agreement;

(ii) that it (1) is a corporation duly organized under the laws of the State of

Connecticut, (2) is in good standing in that jurisdiction, (3) is in material compliance with

all applicable federal, state and securities laws, (4) is duly registered and authorized to

conduct business in every jurisdiction where such registration or authorization is required,

and will maintain such registration or authorization in effect at all times during the term

of this Agreement, and (5) has full authority to enter into this Agreement and carry out its

obligations pursuant to the terms of this Agreement;

(iii) that it is authorized under the Plans to make available investments of Plan

assets in the name of the Nominee of each Plan in shares of investment companies or

other investment vehicles specified by Plan Representatives or Participants;

(iv) that it will not, without the written consent of Distributor, make

representations concerning shares of the Funds except those contained in the then-current

prospectus and in the current printed sales literature approved by either the Fund or

Distributor; and

(v) that it will not, without written consent of the Funds and the Distributor in each

instance use in advertising, publicity or otherwise the names of the Funds, the Distributor,

or any of their affiliates nor any trade name, trademark, trade device, service xxxx, symbol

or any abbreviation, contraction or simulation thereof of the Funds, the Distributor or their

affiliates, except as otherwise permitted by procedures mutually agreed upon by the parties;

and

(c) Representations of Distributor. Distributor represents and warrants:

(i) that the Funds (1) are duly organized under the laws of the various states, (2)

are in good standing in such jurisdictions. (3) are in material compliance with all

applicable federal, state and securities laws, and (4) are duly licensed and authorized to

conduct business in every jurisdiction where such license or authorization is required;

(ii) that the shares of the Funds are registered under the 1933 Act, duly authorized

for issuance and sold in compliance with the laws of the States and all applicable federal,

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state, and securities laws; that the Funds amend their registration statements under the

1933 Act and the 1940 Act from time to time as required or in order to effect the

continuous offering of its shares; and that the Funds have registered and qualified its

shares for sale in accordance with the laws of each jurisdiction where it is required to do

so;

(iii) that the Funds are currently qualified as regulated investment companies

under Subchapter M of the Internal Revenue Code of 1986, as amended, and will make

every effort to maintain such qualification, and that Distributor will notify AISI and

ALIAC immediately upon having a reasonable basis for believing that any of the Funds

have ceased to so qualify or that any might not qualify in the future;

(iv) that Distributor (1) is a member in good standing of the NASD, (2) is

registered as a broker-dealer with the SEC, and (3) will continue to remain in good

standing and be so registered during the term of this Agreement; and

(v) that Distributor (1) is a partnership duly organized under the laws of the State

of New York, (2) is in good standing in that jurisdiction, (3) is in material compliance

with all applicable federal, state, and securities laws, (4) is duly registered and authorized

in every jurisdiction where such license or registration is required, and will maintain such

registration or authorization in effect at all times during the term of this Agreement, and

(5) has full authority to enter into this Agreement and carry out its obligations pursuant to

the terms of this Agreement

12. Governing Law.

This Agreement and all the rights and obligations of the parties shall be governed

by and construed under the laws of the State of Connecticut without giving effect to the

principles of conflicts of laws and the provisions shall be continuous.

13. Relationship of Parties.

Except as noted in paragraph 3(e), Aetna will be deemed to be an independent

contractor and not an agent of the Funds, the Distributor or any of their affiliates for all

purposes hereunder and will have no authority to act for or represent any of them. Aetna

acknowledges that this Agreement is not exclusive, and that the Funds and the Distributor

may enter into similar agreements with other employee benefit plan administrators without

Aetna’s consent.

14. Year 2000 Warranty.

Xxxxxxx, Sachs & Co. and its affiliates, on the one hand, and Aetna and its

affiliates on the other hand, represent and warrant to each other that they will (a) review

all of their respective hardware and/or software comprising computer systems which will

be used in connection with this Agreement (individually, the “Computer System” and

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collectively, the “Computer Systems”) to determine if such computer systems are Year
2000 Compliant (as defined below), (b) render such Computer Systems Year 2000
Compliant prior to any part of such Computer Systems suffering a material malfunction
due to its not being made Year 2000 Compliant on a timely basis, (c) ensure that the
performance of its obligations under this Agreement, and the operation or reliability of
the products and services it provides hereunder, shall not materially be disrupted or
adversely affected by its reliance on sources or suppliers whose computer systems are not
Year 2000 Compliant, and (d) jointly test any interfaces between Xxxxxxx, Xxxxx & Co.
and its affiliates’ Computer System and Aetna and its affiliates’ Computer System so as
to determine that they are capable of interfacing without material malfunctions.
Xxxxxxx, Sachs & Co. and its affiliates and Aetna and its affiliates represent and warrant
to each other that they have devoted sufficient resources in terms of funding personnel
and project time to satisfy their respective obligations under this warranty.
	For the purpose of this, “Year 2000 Compliant” shall mean that the referenced
Computer System will correctly differentiate between years, in different centuries, that
end in the same two digits, and will accurately process date/time data (including, but not
limited to, calculating, comparing and sequencing) from, into, and between the centuries
including leap year calculations.
15.	Miscellaneous.
	(a) Amendment and Waiver. Neither this Agreement nor any provision hereof
may be amended, waived, discharged or terminated orally, but only by an instrument in
writing signed by all parties hereto.
	(b) Notices. All notices and other communications hereunder shall be given or
made in writing and shall be delivered personally, or sent by telex, facsimile, express
delivery or registered or certified mail, postage prepaid, return receipt requested, to the
party or parties to whom they are directed at the following address, or at such other
addresses as may be designated by notice from such party to all other parties.
	To AISI/ALIAC:
	Aetna Investment Services, Inc./Aetna Life Insurance and Annuity Company
	000 Xxxxxxxxxx Xxxxxx
	Xxxxxxxx, XX 00000
	Attention: Xxxxx X. Xxxxxxxx, Counsel
	(000) 000-0000
	To Distributor:
	Xxxxxxx, Sachs & Co.
	00 Xxxxx Xxxxxx
	Xxx Xxxx, Xxx Xxxx 00000
	Attention: Xxxxxxx Grip
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Any notice, demand or other communication given in a manner prescribed in this

Subsection (b) shall be deemed to have been delivered on receipt.

(c) Successors and Assigns. This Agreement shall be binding upon and inure to

the benefit of the parties hereto and their respective permitted successors and assigns.

(d) Counterparts. This Agreement may be executed in any number of

counterparts, all of which taken together shall constitute one agreement, and any party

hereto may execute this Agreement by signing any such counterpart.

(e) Severability. In case any one or more of the provisions contained in this

Agreement should be invalid, illegal or unenforceable in any respect, the validity, legality

and enforceability of the remaining provisions contained herein shall not in any way be

affected or impaired thereby.

(f) Entire Agreement. This Agreement constitutes the entire agreement and

understanding between the parties hereto relating to the subject matter hereof, and

supersedes all prior agreement and understandings relating to such subject matter.

(g) Binding Effect. The obligations of the Funds under this Agreement are not

binding upon any of the Trustees, officers, shareholders, employees or agents of the Funds

individually but are binding only upon the Funds and its assets. Neither the Trustees,

officers, shareholders, employees or agents of the Funds will be personally liable for any

obligation hereunder, and no Class or Fund will be liable for the obligations of any other

Class or Fund hereunder.

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12

	IN WITNESS WHEREOF, the undersigned have executed this Agreement by
their duly authorized officers as of the date first written above.
AETNA LIFE INSURANCE AND		AENTA INVESTMENT
ANNUITY COMPANY		SERVICES, INC.
By: /s/ Xxxxxx X. XxXxxxx		By: /s/ Xxxxxx X. XxXxxxx
Name:	Xxxxxx X. XxXxxxx	Name:	Xxxxxx X. XxXxxxx
Title:	Vice President	Title:	signing pursuant to delegation
			of authority dated 8/12/98
XXXXXXX, SACHS & CO.		XXXXXXX XXXXX TRUST
By: /s/ Xxxxxxx X. Grip		By: /s/ Xxxxxxx X. Grip
Name:	Xxxxxxx X. Grip	Name:	Xxxxxxx X. Grip
Title:	President	Title:	President
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		13

EXHIBIT I
Description of Services
ALIAC hereby agrees, to perform some or all of the following services:
(a)	Provide assistance in connection with recordkeeping and
	administrative services to participants in connection with
	their investments in Class A Shares of the Funds including
	the maintenance of separate records for each participant,
	which records will reflect the Shares purchased, exchanged
	and redeemed, including the date and price for transactions,
	dividend information and Share balances, and the
	maintenance of records of the proceeds of redemptions of
	Shares and other dividends, capital gains or other
	distributions authorized by the Funds in accordance with the
	instructions provided by the participants, including, without
	limitation, changes to accounts and reinvestment into the
	Funds;
(b)	Prepare and transmit to plan participants periodic (at least
	quarterly) account statements showing the total number of
	Class A Shares owned by the plan participants as of the
	statement closing date, the net asset value of such Shares on
	such date, purchases and redemptions of Shares by the plan
	participants during the period covered by the statement and
	the dividends and other distributions paid to the plan
	participants during the statement period (whether paid in
cash or reinvested in Shares);
(c)	Transmit to the Plan Representative proxy material, reports
	and other information provided by the Funds and/or required
	to be sent to Plans (mailing at Distributor’s expense);
(d)	Maintain account balance information for participants and
	daily and monthly purchase summaries expressed in Shares
	and dollar amounts;
(e)	Provide to participants or plans such reports and information
	with respect to their investments in Class A Shares as may be
	required by then prevailing laws and regulations under the
	Internal Revenue Code for qualified employee benefit plan
	accounts, and prepare and file or transmit federal, state and
	local government reports and returns as required by law with
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	respect to such investments for accounts maintained on
behalf of plans or participants;
(f)	Transmit or assist in the transmission of purchase orders,
	exchange requests and redemption requests placed by the
	participants in accordance with the Fund’s then current
	prospectuses;
(g)	Prepare and transmit, or assist in the preparation and
	transmission of, written confirmations to the participants of
	purchase orders, exchange requests and redemption requests
	placed by the participants to the extent such confirmations
	are required;
(h)	Assist in the settlement of purchase orders, exchange
	requests and redemption requests (including, but not limited
	to the transmission of wires, checks and drafts, if any) placed
	by participants in accordance with the terms of the Fund’s
	then current prospectuses;
(i)	Provide materials and other information to, and participate in
	meetings with, the Plans concerning the Funds and their
	operations;
(j)	Provide facilities to answer inquiries and respond to
	correspondence with the Plans and participants about the
	status of their accounts or about the Funds;
(k)	Respond to requests from the Plans and participants for
	prospectuses and statements of additional information
furnished by the Distributor; and
(l)	Act as liaison between the Plans and participants and the
	Funds, including obtaining information from the Funds,
	assisting the Funds in correcting errors and resolving
	problems.
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EXHIBIT II
Procedures for NSCC Fund/Serv Order and Settlement
A. The Funds or Xxxxxxx, Sachs & Co. ("GS") will furnish AISI for each Fund via
MFPS through the Defined Contribution Interface of NSCC/Fund Serv (1) the most current
net asset value information between 6:00 p.m. and 7:00 p.m. Eastern Time on each business
day that the Fund is open for business (each a "Business Day") or at such other time as that
information becomes available, (2) a schedule of anticipated dividend and distribution
payment dates for each Fund, which is subject to change without prior notice, and (3) in the
case of fixed income funds that declare daily dividends, the daily accrual or the interest rate
factor between 6:00 p.m. and 7:00 p.m. Eastern Time on each Business Day the Fund is
open for business or at such other time as such information becomes available.
B.	Upon receipt of purchase, exchange and redemption instructions from Plans (or,
with respect to Plans that are participant-directed plans, from a Plan’s participants) for
acceptance as of the time at which a Fund's net asset value is calculated as specified in such
Fund's prospectus ("Close of Trading") on each Business Day ("Instructions"), and upon its
determination that the Plan holds good funds with respect to Instructions involving the
purchase of Shares, AISI will calculate the net purchase or redemption order for each Fund.
Orders for net purchases or net redemptions derived from Instructions received by AISI
prior to the Close of Trading on any given Business Day will be sent to the Defined
Contribution Interface of NSCC/Fund Serv by 6:00 a.m. Eastern Time on the next Business
Day. Subject to AISI’s compliance with the foregoing, AISI will be considered the agent of
the Distributor and the Funds, and the Business Day on which Instructions are received by
AISI in proper form prior to the Close of Trading will be the date as of which Shares of the
Funds are deemed purchased, exchanged or redeemed pursuant to such Instructions.
Instructions received in proper form by AISI after the Close of Trading on any given
Business Day will be treated as if received on the next following Business Day. Dividends
and capital gains distributions will be automatically reinvested at net asset value in
accordance with the Fund's then current prospectuses.
C.	AISI will wire payment for net purchase orders by Fund, in immediately
available funds, to a custodial account designated by NSCC and notify NSCC of the Federal
reference numbers for such wire transfers as soon as possible but in any event no later than
5:00 p.m. Eastern time on the same Business Day such purchase orders are communicated
to NSCC. For purchases of Shares of daily dividend accrual funds, those Shares will not
begin to accrue dividends until the day the payment for those Shares is received.
D. NSCC will normally wire payment for net redemption orders by Fund, in
immediately available funds, to one or more accounts designated by AISI, by 5:00 p.m.
Eastern Time on the Business Day such redemption orders are communicated to NSCC,
except as provided in a Fund's prospectus and statement of additional information.
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E. With respect to C. or D. above, if Distributor does not send a confirmation of

AISI’s purchase or redemption order to NSCC by the applicable deadline to be included

in that Business Day’s payment cycle, payment for such purchases or redemptions will be

made the following Business Day.

F. If on any day AISI or Distributor is unable to meet the NSCC deadline for the

transmission of purchase or redemption orders, it may at its option transmit such orders

and make such payments for purchases and redemptions directly to Distributor or to AISI,

as applicable, as is otherwise provided in this Agreement.

G. These procedures are subject to any additional terms in each Fund's prospectus

and the requirements of applicable law. The Funds reserve the right, at its discretion and

without notice, to suspend the sale of Shares or withdraw the sale of Shares of any Fund.

H. AISI, Plan Representatives, and clearing agents (if applicable) are required to

sign the appropriate NSCC membership agreements.

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17

EXHIBIT III
Annual Fee Rate for Class A Shares of
Xxxxxxx Xxxxx Fixed Income and
Equity Funds:	_____% of average daily net assets
	attributable to shares of such non-
	money market Fund which are owned
	beneficially by Plans during such
	period.
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