ADDENDUM TO SUB-ADVISORY AGREEMENT
DIVERSIFIED SMALL CAP GROWTH FUND
TOUCHSTONE STRATEGIC TRUST
This Agreement is entered into as of September 5, 2006 by and between Touchstone
Advisors, Inc. ("Touchstone") and Fort Washington Investment Advisors, Inc.
("Fort Washington").
WHEREAS, Touchstone and Fort Washington entered into a Sub-Advisory
Agreement dated as of September 5, 2006, (the "Sub-Advisory Agreement") with
respect to the Diversified Small Cap Growth Fund (the "Fund"), a series of
Touchstone Strategic Trust; and
WHEREAS, Touchstone and Fort Washington wish to enter into this
Addendum to the Sub-Advisory Agreement;
NOW, THEREFORE, it is agreed by and between the parties hereto as
follows:
1. Fort Washington will waive compensation due to it pursuant to
Section 3 of the Sub-Advisory Agreement such that Fort Washington
will receive a monthly fee equal on an annual basis to 0.40% of the
Fund's average daily net assets until such time as is mutually
agreed upon by Touchstone and Fort Washington.
2. Except for the provisions of this Addendum, the Sub-Advisory
Agreement shall continue in full force and effect and be binding
upon the parties notwithstanding the execution and delivery of this
Addendum.
3. This Addendum shall be binding upon the parties and, to the extent
permitted by the Sub-Advisory Agreement, their respective successors
and assigns.
IN WITNESS WHEREOF, each of the parties hereto has caused this Addendum to be
duly executed and delivered in its name and on its behalf by their respective
officers thereunto duly authorized, all as of the day and year first above
written.
TOUCHSTONE ADVISORS, INC. FORT WASHINGTON INVESTMENT ADVISORS, INC.
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇
-------------------------------- -------------------------------------
Print Name: Print Name:
------------------------ -----------------------------
Print Title: President Print Title: President & CEO
Date: September 5, 2006 Date: September 5, 2006
