EX-99.(G)(3) 4 v111613_ex99-g3.txt FIRST AMENDMENT TO SECURITIES LENDING AGENCY AGREEMENT This First Amendment to Securities Lending Agency Agreement is dated as of December 19, 2003, by and among Touchstone Investment Trust, Touchstone Strategic Trust, and Touchstone Variable Series Trust (each a "Trust") acting on behalf of each series thereof as set forth on Exhibit A hereto (each a "Series") (each Trust on behalf of each of its respective Series thereof, each the "Fund"), as such Schedule may be amended from time to time, and Brown Brothers Harriman & Co. ("BBH"). Whereas, pursuant to the Securities Lending Agency Agreement dated as of March 27, 2003 by and among BBH and the Funds, as amended to date (the "Agreement"), BBH has been appointed the lending agent for the purpose of lending securities to approved borrowers on behalf of the Funds; Whereas, the Funds have requested, and BBH has agreed, to make certain modifications to the terms of the Agreement to amend the list of approved borrowers; Now, therefore, for good and valuable consideration, the receipt and sufficiency of which is acknowledged, the parties hereby agree to amend the Agreement as follows: I. Amendment to the Agreement 1. The Agreement is hereby amended by deleting Schedule 2 its entirety, and substituting therefore Schedule 2 attached hereto. II. Miscellaneous 1. Other than as amended hereby, all terms and provisions of the Agreement are hereby ratified and affirmed as of the date hereof and are hereby extended to give effect to the terms hereof. 2. By signing below where indicated, each Fund hereby ratifies and affirms each of the representations and warranties set forth in the Agreement and confirms that each representation and warranty remains true and correct as of the date hereof. 3. Upon receipt by BBH of a fully executed copy of this First Amendment, this First Amendment shall be deemed to be executed as an instrument under seal and governed by such laws as provided in Section 24 of the Agreement. This First Amendment may be executed in original counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same First Amendment. BROWN BROTHERS HARRIMAN & CO., AS AGENT By: /s/ Bonnie L. Hammer1 --------------------- Name: Bonnie L. Hammerl Title: Senior Vice President On behalf of the FUNDS listed on Schedule 1 hereto By: /s/ Michael S. Spangler ----------------------- Name: Title: V.P. EXHIBIT A Touchstone Investment Trust on behalf of the following Series thereof: Touchstone Intermediate Term U.S. Government Bond Fund Touchstone U.S. Government Money Market Fund Touchstone Institutional U.S. Government Money Market Fund Touchstone Money Market Fund Touchstone High Yield Fund Touchstone Core Bond Fund Touchstone Strategic Trust on behalf of each of the following Series thereof: Touchstone Enhanced 30 Fund Touchstone Large Cap Growth Fund Touchstone Growth Opportunities Fund Touchstone International Equity Fund Touchstone Value Plus Fund Touchstone Small Cap Growth Fund Touchstone Emerging Growth Fund Touchstone Variable Series Trust on behalf of each of the following Series thereof: Touchstone Balanced Fund Touchstone Bond Fund Touchstone Value Plus Fund Touchstone Enhanced 30 Fund Touchstone Large Cap Growth Fund Touchstone Growth & Income Fund Touchstone High Yield Fund Touchstone Money Market Fund Touchstone Third Avenue Value Fund (effective 4/28/03) Touchstone Emerging Growth Fund Touchstone Baron Small Cap Fund SCHEDULE 2 ---------- ABN AMRO Incorporated Barclays Capital Inc. Bear, Stearns & Co. Inc. Bear, Stearns Securities Corp. Citigroup Global Markets Inc. Deutsche Bank Securities Inc. Goldman Sachs & Co. ING Financial Markets LLC Lehman Brothers Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. Incorporated MS Securities Services Inc. SG Americas Securities, LLC UBS Financial Services Inc. UBS Securities LLC