SUPPLEMENT AE TO

                                                                    Exhibit 4(d)

                                  SUPPLEMENT AE

                                       TO

                          INVESTMENT ADVISORY AGREEMENT

       Supplement AE made this 29th day of April, 1994, by and between Mutual of
America Capital Management Corporation,  a Delaware corporation (the "Adviser"),
and Mutual of America  Investment  Corporation  , a  Maryland  corporation  (the
"Company"),  supplementing the investment  advisory agreement dated the 21st day
of April,  1993,  by and between the  Adviser and the Company  (the  "Investment
Advisory Agreement").

                               W I T N E S S E T H

       WHEREAS,   the  Company  desires  to  authorize  the  Adviser  to  engage
subadvisory  services  with  respect  to the  management  of the  assets  of the
Aggressive  Equity Fund of the Company  (the  "Aggressive  Equity  Fund") in the
manner and on the terms hereinafter set forth;

       NOW THEREFORE, in consideration of the promises and the mutual agreements
herein contained,  the Investment  Advisory Agreement is hereby  supplemented as
follows:

       1. Engagement of Subadvisory Services. In carrying out its obligations to
manage the investment and  reinvestment  of the assets of the Aggressive  Equity
Fund, the Adviser shall as appropriate  and consistent  with the limitations set
forth in Paragraph 4 of the Investment  Advisory  Agreement engage, on behalf of
the  Aggressive  Equity Fund and with the required  consent of the  stockholders
thereof, the services of one or more subadvisers (the "Subadvisers"), subject to
any limitations imposed by the Investment Company Act of 1940.

       2. Brokerage and Research  Services.  With respect only to the Aggressive
Equity  Fund,  Paragraph  5  of  the  Investment  Advisory  Agreement  shall  be
interpreted  so that the term  "Adviser",  whenever it appears in the Paragraph,
includes the Subadvisers.

       IN WITNESS WHEREOF,  the parties hereto have caused this Supplement AE to
the  Investment  Advisory  Agreement to be duly  executed as of the day and year
first above written.

                                      MUTUAL OF AMERICA
                               CAPITAL MANAGEMENT CORPORATION

                                   By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
                                       -------------------------------
                                       Name:  ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
                                       Title:  Senior Vice President

                                      MUTUAL OF AMERICA
                                   INVESTMENT CORPORATION

                                    By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
                                       -------------------------------
                                       Name:  ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
                                       Title: Senior Exec.Vice Pres. & CFO