AMENDMENT TO THE
INVESTMENT ADVISORY AGREEMENT
FOR TIAA-CREF LIFE FUNDS
This is an amendment, dated as of May 1, 2016, to the Investment
Advisory Agreement for TIAA-CREF Life Funds ("Agreement"), dated the
1st day of May, 2010, as amended from time to time, between TIAA-CREF
Life Funds (the "Trust"), a Delaware statutory trust, and Teachers Advisors,
Inc. (the "Advisor"), a Delaware corporation.
WHEREAS, the Board of Trustees has determined that it is in
the best interest of the Trust to synchronize the date of the Agreement
with the annual renewal of the Agreement to facilitate the Trust's
compliance schedule and administration;
NOW THEREFORE, the parties agree that the Agreement, as amended,
shall be dated May 1, 2016.
IN WITNESS WHEREOF, the parties hereto have caused this instrument
to be executed by their officers designated below as of the
day and year set forth above.
TIAA-CREF LIFE FUNDS
/s/Xxxxxx X. Xxxxxxx
By: Xxxxxx X. Xxxxxxx
Title: VP, Funds Treasurer
TEACHERS ADVISORS, INC.
/s/ Xxxxxxx Xxxxxx
By: Xxxxxxx Xxxxxx
Title: SMD, President, TIAA Investments
