Exhibit No. EX-99.d.1.b


                   FEE WAIVER AND EXPENSE ASSUMPTION AGREEMENT

                        GENWORTH VARIABLE INSURANCE TRUST


     AGREEMENT made as of the 15th day of August,  2008, by and between Genworth
Variable Insurance Trust, a Delaware statutory trust (the "Trust),  on behalf of
each of its series  listed on Schedule A hereto  (each,  a "Fund," and together,
the  "Funds"),  and Genworth  Financial  Wealth  Management,  Inc., a California
corporation (the "Advisor").

     WHEREAS, the Advisor has entered into an Investment Advisory Agreement (the
"Investment Advisory Agreement") with the Trust, on behalf of each of the Funds,
pursuant  to which the  Advisor  provides,  or arranges  for the  provision  of,
investment advisory services to each Fund, and for which it is compensated based
on the average daily net assets of each such Fund; and

     WHEREAS,  the Trust and the Advisor have  determined that it is appropriate
and in the best interests of each Fund and its  shareholders  to limit the total
expenses of each Fund to the amount provided for each Fund on Schedule A hereto,
as may be amended from time to time;

     NOW,  THEREFORE,  in  consideration  of the mutual  promises and agreements
herein contained and other good and valuable consideration, the receipt of which
is hereby  acknowledged,  the parties hereto,  intending to be legally bound, do
hereby agree as follows:

1.   FEE WAIVER AND EXPENSE ASSUMPTION.

     The Advisor  hereby  agrees to waive all or a portion of its advisory  fees
and, if necessary,  to assume certain other expenses (to the extent permitted by
the  Internal  Revenue  Code of 1986,  as amended)  of each Fund,  to the extent
necessary so that the Fund's  Total Annual  Operating  Expenses  (excluding  any
taxes, interest,  brokerage fees, insurance costs and extraordinary expenses) do
not exceed a specified  percentage  of the average daily net assets of the Fund,
as indicated in Schedule A to this Agreement.

2.   REIMBURSEMENT.

     The Trust,  on behalf of each Fund,  agrees to repay the Advisor any waived
fees or expenses assumed for the Fund in later periods; provided,  however, that
the repayment shall be payable only to the extent that it (1) can be made during
the three years  following the time at which the Advisor  waived fees or assumed
expenses  for the Fund  under  this  Agreement,  and (2) can be  repaid  without
causing the Total Annual  Operating  Expenses  (excluding  any taxes,  interest,
brokerage  fees,  insurance  costs and  extraordinary  expenses)  of the Fund to
exceed any applicable  expense  limitation that was in place for the Fund at the
time of the  waiver/assumption  of  expenses.  The Trust  agrees to  furnish  or
otherwise make available to the Advisor such copies of its financial statements,
reports,  and other  information  relating  to its  business  and affairs as the
Advisor may, at any time or from time to time,  reasonably request in connection
with this Agreement.

3.   ASSIGNMENT.

     This Agreement may not be assigned by the Advisor without the prior consent
of the Trust.

4.   DURATION AND TERMINATION.

     This Agreement  shall remain in effect for an initial period  commencing on
the effective date of this Agreement through ending December 31, 2009, and shall
continue in effect from year to year  thereafter  upon mutual  agreement  of the
Trust and the Advisor.  This Agreement  shall  automatically  terminate upon the
termination  of the  Investment  Advisory  Agreement.  In the event of merger or
liquidation of a Fund, this  Agreement,  as it relates that merged or liquidated
Fund only, shall automatically terminate upon the consummation of such merger or
liquidation transaction.

     The parties  hereto have caused this  Agreement  to be  effective as of the
15th day of August, 2008.


                       GENWORTH VARIABLE INSURANCE TRUST


                       By: /s/  Carrie E. Hansen


                       Name and Title:  Carrie E. Hansen, President


                       GENWORTH FINANCIAL WEALTH MANAGEMENT, INC.


                       By: /s/  Gurinder S. Ahluwalia


                       Name and Title:  Gurinder S. Ahluwalia, Co-Chairman





                                   SCHEDULE A



-------------------------------------------------------------- -----------------
Fund                                                            Expense Limit*
-------------------------------------------------------------- -----------------
                                                                    1.40%
Genworth Calamos Growth Fund

Genworth Columbia Mid Cap Value Fund                                1.25%

Genworth Davis NY Venture Fund                                      1.15%

Genworth Eaton Vance Large Cap Value Fund                           1.15%

Genworth Legg Mason PartnersAggressive Growth Fund                  1.10%

Genworth PIMCO StocksPLUS Fund                                      1.00%

Genworth Putnam International Capital Opportunities Fund            1.35%

Genworth Thornburg International Value Fund                         1.30%

Genworth Western Asset Management Core Plus Fixed Income Fund       1.05%


* As a percentage of the Fund's average daily net assets.