AMENDMENT NO. 1 TO INVESTMENT ADVISORY AGREEMENT
This Amendment No. 1 to the Investment Advisory Agreement (the "Agreement")
dated May 1, 2006, by and between Pioneer Investment Management, Inc., member of
the UniCredito Italiano banking group, register of banking groups, a Delaware
corporation (the "Adviser"), and MetLife Advisers, LLC (the successor to Met
Investors Advisory, LLC), a Delaware limited liability company (the "Manager"),
with respect to the Pioneer Fund Portfolio, is entered into effective the 1st
day of May, 2009.
WHEREAS the Agreement provides for the Adviser to provide certain
investment advisory services to the Manager, for which the Adviser is to receive
agreed upon fees; and
WHEREAS the Manager and the Adviser desire to make certain changes to the
Agreement;
NOW, THEREFORE, for good and valuable consideration, the receipt of which
is acknowledged, the Manager and the Adviser hereby agree that the Agreement is
amended as follows:
1. Schedule A of the Agreement is amended in whole to read as follows:
Percentage of average daily net assets
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Pioneer Fund Portfolio 0.35% of first $250 million of such assets plus
0.30% of such assets over $250 million up to $1 billion
plus 0.25% of such assets over $1 billion up to
$2 billion plus 0.225% of such assets over $2 billion.
2. All other terms and conditions of the Agreement shall remain in full
force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed on the 1st day of May, 2009.
METLIFE ADVISERS, LLC
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Authorized Officer
PIONEER INVESTMENT MANAGEMENT, INC.
By: /s/ Authorized Officer
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Authorized Officer