EXHIBIT (d.3)
AMENDMENT TO INVESTMENT SUB-ADVISORY AGREEMENT
BETWEEN
AETNA LIFE INSURANCE AND ANNUITY COMPANY
AND
MASSACHUSETTS FINANCIAL SERVICES COMPANY
This Amendment is dated as of the 13th day of February, 2002 by and
between Aetna Life Insurance and Annuity Company (the "Adviser") and
Massachusetts Financial Services Company (the "Subadviser") (collectively, the
"Parties").
WHEREAS, the Adviser and the Subadviser entered into an Investment
Sub-advisory Agreement on November 7, 2001 (the "Agreement");
WHEREAS, the Parties desire to amend said Agreement in the manner
hereinafter set forth;
NOW THEREFORE, the parties hereby amend the Agreement in the following
form:
1. The fifth Whereas clause shall be deleted in its entirety and
replaced with the following:
WHEREAS, the Board of Directors and the Adviser desire to retain
the Subadviser as subadviser for the Portfolios designated in
Appendix B of this Agreement (each a "Portfolio", collectively
referred to hereinafter as the "Portfolios"), to furnish certain
investment advisory services to the Adviser and the Company and
the Subadviser is willing to furnish such services;
2. By adding Appendix B in the form attached hereto.
3. All of the other provisions contained in the Agreement shall remain
in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed by their duly authorized signatories as of the date and year first
above written.
Aetna Life Insurance and Annuity Company
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇
Vice President
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(Title)
Massachusetts Financial Services Company
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Chairman & Chief Executive Officer
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(Title)
APPENDIX B
The Portfolios of Portfolio Partners, Inc. to which Massachusetts Financial
Services Company shall act as sub-adviser are as follows:
MFS Capital Opportunities Portfolio (formerly MFS Value Equity Portfolio)
MFS Emerging Equities Portfolio
MFS Research Growth Portfolio
MFS Global Growth Portfolio