BY-LAWS
OF
DIVERSIFIED INVESTORS PORTFOLIOS

Dated: November 1, 2007

ARTICLE 1
Declaration of Trust and Principal Office

1.1 Declaration of Trust.  These By-laws are adopted pursuant
to Section 6.8 of the Amended and Restated Declaration of Trust,
as from time to time in effect (the Declaration), of Diversified
Investors Portfolios (the Trust) and shall be subject to the terms
of the Declaration.  Any capitalized term not otherwise
defined herein shall have the same meaning given to such
term in the Declaration. In the event of any inconsistency
between the terms of these By-Laws and the terms of the
Declaration or of any applicable laws, the terms of the
Declaration or of such applicable laws shall control.

1.2 Principal Office of the Trust.  The principal office of the
Trust is located at Transamerica Fund Complex, 570 Carillon Parkway,
St. Petersburg, Florida, or such other place as shall be determined
by the Trustees from time to time.  The Trust may have offices in
such other places within or outside the State of Florida as the
Trustees may from time to time determine.

ARTICLE 2
Trustees
2.1 Chair.  The Trustees may elect from their own number a Chair to
hold office until his or her successor shall have been duly elected
and qualified or until his or her earlier death, resignation,
removal or disqualification.  The Chair (or, if the Chair
is unable to attend any such meeting, the Chairs designee)
shall preside at all meetings of the Trustees and the Holders.
The Chair shall have such other duties and powers as the
Trustees may from time to time determine.

2.2 Regular Meetings.  Regular meetings of the Trustees may be held
without call or notice at such places (including for these purposes,
by means of conference telephone circuit, video conferencing or similar
communications equipment by means of which all persons participating
in the meeting can hear each other as provided for in the Declaration)
as the Trustees may from time to time determine.

2.3 Special Meetings.  Special meetings of the Trustees may be held
at any time and at any place (including for these purposes, by means of
conference telephone circuit, video conferencing or similar
communications equipment by means of which all persons
participating in the meeting can hear each other as provided
for in the Declaration) designated in the call of the meeting when
called by the Chair, the President or the Secretary or by two or more
Trustees, sufficient notice thereof as described in Section 2.4
below being given to each Trustee by the Secretary or an Assistant
Secretary or by the person calling the meeting.

2.4 Notice of Special Meetings.  It shall be sufficient notice to a
Trustee of a special meeting to send notice by overnight mail at l
east two days or by email or facsimile at least one day before the
meeting addressed to the Trustee at his or her usual or last known
business or residence address, email address or facsimile number as
applicable, or to give notice in person or by telephone one
day before the meeting.  Notice may be sent on the day of the
special meeting by email, facsimile or other electronic means,
or given by telephone or in person, if under the circumstances
the party calling the meeting deems more immediate action to
be necessary or appropriate.  Notice of a special meeting need
not be given to any Trustee if a written waiver of notice, executed
by him or her before or after the meeting, is filed with the
records of the meeting, or to any Trustee who attends the meeting
without protesting prior thereto or at its commencement the lack
of notice to him or her.  Neither notice of a meeting nor a waiver
of a notice need specify the purposes of the meeting.

2.5 Quorum and Manner of Acting.  At any meeting of the Trustees a
majority of the Trustees then in office shall constitute a quorum.
Any meeting may be adjourned from time to time by a majority of the
votes cast upon the question, whether or not a quorum is present, and
the meeting may be held as adjourned without further notice.  A meeting
at which a quorum is initially present may continue to transact business
notwithstanding the withdrawal from the meeting of one or more Trustees
if any action taken is approved by at least a majority of the required
quorum for that meeting.  The Declaration contains further provisions
relating to the manner of acting by the Trustees.

2.6 Actions by Consent.  If in accordance with the provisions of the
Declaration any action is taken by the Trustees by a written consent
of fewer than all of the Trustees, prompt notice of any such action
shall be furnished to each Trustee who did not execute such written
consent, provided that the effectiveness of such action shall not be
impaired by any delay or failure to furnish such notice.  Any written
consents may be executed and delivered in counterparts and by
electronic means.  The Declaration contains further provisions
relating to action by consent of the Trustees.

2.7. Counsel and Experts.  The Trustees who are not Interested Persons
may, by vote of a majority of such Trustees, at the Trusts expense,
hire such employees and retain such counsel, accountants, appraisers
or other experts or consultants whose services such Trustees may, in
their discretion, determine to be necessary or desirable from time to
time, including services to one or more committees established by the
Trustees, and may execute any agreements, contracts, instruments
or other documents in connection therewith.

ARTICLE 3
Committees

3.1 Establishment and Authority.  The Declaration contains provisions
relating to the establishment of committees by the Trustees.  Each
committee shall have such powers and authority as shall be authorized
by the Trustees, and may fix its own rules and procedures, and adopt
its own charter, in each case subject to approval by the Trustees.
The Trustees may abolish any such committee at any time in their sole
discretion.  Any committee to which the Trustees delegate any of
their powers shall maintain records of its meetings and shall report
its actions to the Trustees.  The Trustees shall have the power to
rescind any action of any committee, but no such rescission shall have
retroactive effect.  The Trustees shall have the power at any time
to fill vacancies in the committees.  The Trustees may designate one
or more Trustees as alternate members of any committee who may
replace any absent member at any meeting of the committee.

3.2 Quorum; Voting.  Unless the specific rules and procedures
adopted by a committee in accordance with Section 3.1 provide
otherwise, a majority of the members of any committee of the Trustees
shall constitute a quorum for the transaction of business, and any
action of such a committee may be taken at a meeting by a vote of a
majority of the members present (a quorum being present) or evidenced
by one or more writings signed by such a majority (which writings
may be executed and/or delivered by electronic means).  Members of a
committee may participate in a meeting of such committee by means of a
conference telephone circuit, video conferencing or similar
communications equipment by means of which all persons participating
in the meeting can hear each other at the same time and participation
by such means shall constitute presence in person at a meeting.

3.3 Compensation of Members.  The chair, if any, and members of
any duly appointed committee shall receive such compensation and/or
fees and reimbursement for expenses as from time to time may be
determined by the Trustees.


ARTICLE 4
Officers

4.1 Enumeration; Qualification.  The officers of the Trust
shall be a President, a Treasurer, a Secretary, a Chief Compliance
Officer and such other officers as the Trustees from time to time
may in their discretion elect, appoint or authorize in accordance
with Section 4.2 below.  Any officer of the Trust may but need not
be a Trustee.  Any two or more offices, except those of President
and Vice-President, may be held by the same person.

4.2 Election.  The President, the Treasurer, the Secretary
and the Chief Compliance Officer shall be elected or appointed
by the Trustees upon the occurrence of a vacancy in any such office.
The Chief Compliance Officer shall be elected or appointed by
a majority of the Trustees, including a majority of the Trustees
who are not interested persons of the Trust within the meaning of
the 1940 Act, or otherwise in accordance with Rule 38a-1
(or any successor rule) under the 1940 Act as in effect from
time to time (Rule 38a-1).  Other officers, if any, may be
elected or appointed by the Trustees at any time, or the Trustees
may delegate to the President the power to appoint such other
officers as the Trustees shall at any time or from time to time
deem advisable.  Vacancies in any such other office may be filled
at any time.  Each officer shall hold office at the pleasure of
the Trustees, provided that any removal of the Chief Compliance
Officer shall be in accordance with Rule 38a-1.

4.3 Powers.  Subject to the other provisions of these By-Laws,
each officer shall have, in addition to the duties and powers
herein and in the Declaration set forth, such duties and powers
as are commonly incident to the office occupied by him or her
as if the Trust were organized as a business corporation and
such other duties and powers as the Trustees may from time to
time designate.

4.4 President.  Unless the Trustees otherwise provide, the
President shall be the chief executive officer of the Trust.

4.5 Treasurer.  Unless the Trustees provide otherwise, the Treasurer
shall be the chief financial and accounting officer of the Trust,
and shall, subject to the provisions of the Declaration and to any
arrangement made by the Trustees with a custodian, investment
adviser or manager, or transfer, shareholder servicing or similar
agent, be in charge of the valuable papers, books of account
and accounting records of the Trust, and shall have such other
duties and powers as may be designated from time to time by
the Trustees or by the President.

4.6 Secretary.  The Secretary shall record all proceedings of the
Holders and the Trustees in books to be kept therefor.  In the
absence of the Secretary from any meeting of the Holders or Trustees,
an Assistant Secretary, or if there be none or if he or she is absent,
a temporary Secretary chosen at such meeting shall record the
proceedings thereof in the aforesaid books.

4.7 Chief Compliance Officer.  The Chief Compliance Officer shall
perform the duties and shall have the responsibilities of the chief
compliance officer of the Trust, including any such duties and
responsibilities imposed by Rule 38a-1, and shall have such other
duties and powers as may be designated from time to time by the
Trustees.

4.8 Resignations and Removals.  Any officer may resign at any time
by written instrument signed by him or her and delivered to the Chair,
the President or the Secretary or to a meeting of the Trustees.  Such
resignation shall be effective upon receipt unless specified to be
effective at some other time.  The Trustees may remove any officer
with or without cause.  Except to the extent expressly provided in a
written agreement with the Trust, no officer resigning and no officer
removed shall have any right to any compensation for any period
following his or her resignation or removal, or any right to
damages on account of such removal.

ARTICLE 5
Holders

5.1 Meetings.  There shall be no annual meetings of Holders except
as required by law.  A meeting of the Holders of the Trust or of any
Series shall be called by the Secretary whenever ordered by (i)
a majority of Trustees then in office, (ii) the Chair or (iii) the
President.  Meetings of the Holders of the Trust or of any Series
shall also be called by the Secretary upon the order of the Trustees
upon the written request of the Holders holding Interests representing
in the aggregate not less than one-third of the voting power of the
Outstanding Interests entitled to vote on the matters specified in
such written request provided that (1) such request shall state the
purposes of such meeting and the matters proposed to be acted on,
and (2) the Holders requesting such meeting shall have paid to
the Trust the reasonably estimated cost of preparing and mailing
the notice thereof, which the Secretary shall determine and
specify to such Holders.  No special meeting need be called
upon the request of Holders entitled to cast less than a majority
of all votes entitled to be cast at that meeting to consider any
matter which is substantially the same as a matter voted on at any
meeting of the Holders during the preceding twelve months.  If the
Secretary fails for more than 30 days to call a special meeting,
the Trustees, the Chair or the President requesting such a meeting
may, in the name of the Secretary, call the meeting by giving the
required notice.  If the meeting is a meeting of Holders of any
Series, but not a meeting of all Holders of the Trust, then only
a special meeting of Holders of such Series need be called and,
in such case, only Holders of such Series shall be entitled to
notice of and to vote at such meeting.  The Trustees may
determine, or may authorize the officers of the Trust to determine,
the date, time and place for any meeting of Holders, which place
may be within or outside the State of Maryland.  Any meeting so
called may be postponed prior to the meeting with notice to the
Holders entitled to vote at that meeting.

5.2 Record Dates.  For the purpose of determining the Holders
of the Trust or any Series of the Trust who are entitled to vote
or act at any meeting or any adjournment or postponement thereof,
or who are entitled to receive payment of any dividend or of
any other distribution, the Trustees may from time to time fix
a time, or may authorize the officers to fix a time, which shall
be not more than 120 days before the date set for any meeting of
Holders (without regard to any adjournments or postponements thereof)
or more than 60 days before the date of payment of any dividend or
of any other distribution, as the record date for determining the
Holders of the Trust or such Series having the right to notice of
and to vote at such meeting and any adjournment or postponements
thereof or the right to receive such dividend or distribution,
and in such case only Holders on such record date shall have
such right notwithstanding any transfer of Interests on the
books of the Trust after the record date; or without fixing such
record date the Trustees may for any such purposes close the
register or transfer books for all or part of such period.

5.3 Notice of Meetings.  Notice of all meetings of Holders and
any postponements thereof, stating the time, place and purposes
of the meeting, shall be given by the Secretary or the Trustees
in accordance with Section 5.9 hereof at least seven days and
not more than 120 days before the date for the meeting set forth
in such notice, to each Holder of record of the applicable Series
on the date set in accordance with Section 5.2 hereof.  Any
adjourned meeting may be held as adjourned without further notice
if the date, time and place of the adjourned meeting were announced
at the time of the adjournment, even if the date of such adjourned
meeting is more than 120 days after the date set for the
original meeting.  Where separate meetings are held for
Holders of the individual Series to vote on a matter required
to be voted on by Holders of the Trust in the aggregate, notice
of each such separate meeting shall be provided in the manner
described above in this Section.

5.4 Quorum.  The holders of Outstanding Interests entitled to
vote and present in person or by proxy representing thirty
percent (30%) of the voting power of the Trust shall constitute a
quorum at any meeting of the Holders, except that where pursuant
to any provision of law, the Declaration or these By-Laws a vote
shall be taken by individual Series then Outstanding Interests
entitled to vote and present in person or by proxy representing
thirty percent (30%) of the voting power of that Series shall be
necessary to constitute a quorum for the transaction of business
by that Series.  For the purposes of establishing whether a
quorum is present, all Interests present and entitled to vote,
including abstentions and broker non-votes, shall be counted.

5.5 Adjournments.  Any meeting of Holders may, by action
of the person presiding thereat, be adjourned with respect
to one or more matters to be considered at such meeting, if a
quorum is not present with respect to such matter; any meeting
of Holders may, by motion of the person presiding thereat, be
adjourned with respect to one or more matters to be considered
at such meeting, even if a quorum is present with respect to such
matters, when such adjournment is approved by the vote of holders
of Interests representing a majority of the voting power of the
Interests present and entitled to vote with respect to the matter
or matters adjourned.  Unless a proxy is otherwise limited in
this regard, any Interests present and entitled to vote at a
meeting that are represented by broker non-votes, may, at the
discretion of the proxies named therein, be voted in favor of
such an adjournment.

5.6 Proxies.  At any meeting of Holders, any holder of Interests
entitled to vote thereat may vote by proxy, provided that no proxy
shall be voted at any meeting unless it shall have been placed on
file with the Secretary, or with such other officer or agent of the
Trust as the Trustees or officers may direct, for verification prior
to the time at which such vote shall be taken.  In connection with the
solicitation of proxies by the Trustees, a Holder may give instructions
through telephonic or electronic methods of communication or via the
Internet for another person to execute his or her proxy, if in each
case such method has been authorized by the Trust by its officers,
and pursuant in each case to procedures established or approved by
the officers of the Trust or agents employed by the Trust for such
purpose as reasonably designed to verify that such instructions have
been authorized by such Holder; and the placing of a Holders name on
a proxy pursuant to such instructions shall constitute execution of such
proxy by or on behalf of such Holder.  Proxies may also be submitted via
facsimile if such method has been authorized by the Trust by its
officers, and pursuant to procedures established or approved by the
officers of the Trust or agents employed by the Trust for such purpose.
Pursuant to a vote of the Trustees, proxies may be solicited in the
name of one or more Trustees and/or one or more of the officers of
the Trust.  When any Interest is held jointly by several persons,
any one of them may vote at any meeting in person or by proxy in
respect of such Interest, but if more than one of them shall be
present at such meeting in person or by proxy and such joint owners
or their proxies so present disagree as to any vote to be cast,
such vote shall not be received in respect of such Interest, but
shall be counted as present at the meeting for all other purposes.
A proxy purporting to be executed by or on behalf of a Holder shall
be deemed valid unless challenged at or prior to its exercise, and
the burden of proving invalidity shall rest on the challenger.  If
the holder of any such Interest is a minor or a person of unsound
mind, and subject to guardianship or to the legal control of any
other person as regards the charge or management of such Interest,
such Interest may be voted by such guardian or such other person
appointed or having such control, and such vote may be given in
person or by proxy.  Unless otherwise specifically limited by
their terms, proxies shall entitle the holder thereof to vote
at any postponement or adjournment of a meeting, and no proxy
shall be valid after eleven months from its date.  A Holder who
has submitted a proxy may revoke or withdraw the proxy with
respect to any matter to be considered at a meeting or any
adjournment or postponement thereof if such revocation or
withdrawal is properly received prior to the vote on that
matter, by delivering a duly executed proxy bearing a later
date or by attending the meeting or the adjournment or postponement
thereof and voting in person on the matter or matters.

5.7 Conduct of Meetings.  Meetings of Holders shall be presided
over by the Chair, or, if the Chair is not present at the meeting,
by another Trustee or officer designated by the Chair, or is there
is no such designee present at the meeting, then by the most senior
officer of the Trust present at the meeting and such person shall
be deemed for all purposes the chairman of the meeting.  The
chairman of the meeting shall determine the order of business
of the meeting and may prescribe such rules, regulations and
procedures and take such actions as, in the discretion of such
chairman, are appropriate for the proper conduct of the meeting.
For any matter to be properly before any meeting of Holders, the
matter must be either specified in the notice of meeting given by
or at the direction of a majority of the Trustees then in office or
otherwise brought before the meeting by or at the direction of the
chairman of the meeting.  With the exception of Holder proposals
submitted in accordance with the requirements of Rule 14a-8 under
the Securities Exchange Act of 1934, as amended, or any successor
provisions, only matters proposed by the Trustees may be included
in the Trusts proxy materials.  The Trustees may from time to time
in their discretion provide for procedures by which Holders may,
prior to any meeting at which Trustees are to be elected, submit
the names of potential candidates for Trustee, to be considered
by the Trustees, or any proper committee thereof.  At all meetings
of Holders, unless voting is conducted by inspectors, all questions
relating to the qualification of voters and the validity of proxies
and the acceptance or rejection of votes shall be decided by the
chairman of the meeting.

5.8 Inspectors of Election.  In advance of any meeting of Holders
the Trustees, or at any such meeting the Trustees or the chairman
of the meeting, may appoint Inspectors of Election to act at the
meeting or any adjournment thereof.  If any person appointed as
inspector fails to appear or fails or refuses to act, the chairman
of the meeting may appoint a person to fill the vacancy.  Unless
otherwise instructed by the Trustees, or by the chairman of the
meeting, the Inspectors of Election shall determine the number
of Interests outstanding, the Interests represented at the meeting,
the existence of a quorum, the authenticity, validity and effect of
proxies, shall receive votes, ballots or consents, shall hear and
determine all challenges and questions in any way arising in
connection with the right to vote, shall count and tabulate all
votes and consents, determine the results, and do such other
acts as may be proper to conduct the election or vote.

5.9 Communications with Holders.  Any notices, reports,
statements or other communications with Holders of any kind
required under the Declaration, these By-Laws or applicable
law may be sent, delivered or made available by mail or other
carrier, in person, by email or other electronic communication or
by posting on a website or publication or in any other reasonable
manner as may be determined by the Trustees if not otherwise
prohibited by applicable law, and such communications may be sent,
delivered or otherwise made available to Holders in accordance with
householding or other similar rules under which a single copy of such
notice or report may be sent to Holders who reside at the same address.
No communication need be given to any Holder who shall have failed to
inform the Trust of the Holders current address and the Trustees may
from time to time adopt, or may authorize the officers or agents of
the Trust to adopt, procedures or policies with respect to
communications to Holders that are returned to the Trust or
its agents as undeliverable and similar matters.  Any Holder may
waive receipt of any notice or other communication.  Communications
shall be deemed to have been given at the time when delivered
personally or deposited in the mail or with another carrier or sent
by any means of written or electronic communication or, where notice
is given by posting on a website or by publication, on the date of
posting or publication.  An affidavit of the mailing or other means
of giving any notice of any meeting of Holders shall be filed and
maintained with the records of the Trust.

The foregoing provisions shall apply mutatis mutandis to any
communications given to a Holders counsel under Section 9.8
of the Declaration, provided however that communications
provided to either a Holder or Holders counsel under Section
9.8 may not by made by means of posting on a website or by
publication.

ARTICLE 6
Interests and Interest Certificates

6.1 Interest Certificates.  Unless the issuance of certificates
is authorized by the Trustees, Interests shall be held on the
books of the Trust by one or more transfer agents appointed in
accordance with Section 7.2 of the Declaration (each, a Transfer
Agent) in uncertificated form, and the record holders of such
Interests shall be treated for all purposes as Holders under the
Declaration.

The Trustees may at any time authorize the issuance of share
certificates for Interests of any Series in such form as the
Trustees may prescribe from time to time.  Each such certificate
shall bear a distinguishing number, shall exhibit the holders
name and the number of whole Interests owned by such holder,
and shall be signed by the President or a Vice President and
by the Treasurer or an Assistant Treasurer.  Such signatures
may be facsimile, printed or engraved if the certificate is
signed by the Transfer Agent with respect to such Interests
or by a registrar.  In case any officer who has signed or
whose facsimile signature has been placed on such certificate
shall cease to be such officer before such certificate is
issued, it may be issued by the Trust with the same effect
as if he were such officer at the time of its issue.

6.2 Transfers of Interests.  Transfers of Interests of the
Trust shall be made only on the books of the Trust, as maintained
by the Transfer Agent with respect to such Interests, by the
registered holder thereof, or by his attorney thereunto authorized
by power of attorney duly executed and filed with the Transfer Agent
for such Interests and upon surrender of any certificate or
certificates representing such Interests, if any, properly
endorsed and the payment of all taxes thereon.  Except as may
be otherwise provided by law or these By-Laws, the person in
whose name Interests stand on the books of the Trust shall be
deemed the owner thereof for all purposes as regards the Trust;
provided that properly documented pledges of Interests as
collateral security may be accounted for by the Transfer Agent
in accordance with its standard procedures with respect thereto.

6.3 Loss of Certificates.  The Transfer Agent for any Series,
with the approval of any two officers of the Trust, is authorized
to issue and countersign replacement certificates for Interests
which have been lost, stolen or destroyed upon (i) receipt of an
affidavit or affidavits of loss or non receipt and of an indemnity
agreement executed by the registered holder or his legal
representative and supported by an open penalty surety bond, said
agreement and said bond in all cases to be in form and content
satisfactory to and approved by the President or the Treasurer,
or (ii) receipt of such other documents and assurances as may be
approved by the Trustees.

6.4. Regulations.  The Trustees may make such additional rules and
regulations, not inconsistent with these By-Laws, as they may deem
expedient concerning the issue, certification, transfer and
registration of Interests.

ARTICLE 7
Miscellaneous

7.1 Books and Records.  The books and records of the Trust and any
Series thereof, including the Interest ledger or ledgers, may be
kept in or outside the State of Florida at such office or offices
of the Trust and/or its agents as may from time to time be determined
by the officers of the Trust.

7.2 Access to Book and Records.  The Holders shall only have such
right to inspect the records, documents, accounts and books of the
Trust or any Series thereof as may be granted from time to time by
the Trustees in their sole discretion.

7.3 Seal.  The Trustees may adopt a seal of the Trust which shall
be in such form and shall have such inscription thereon as the
Trustees may from time to time prescribe, but unless otherwise
required by the Trustees, the seal shall not be necessary to be
placed on, and its absence shall not impair the validity of, any
document, instrument or other paper executed and delivered by or
on behalf of the Trust.

7.4 Execution of Papers.  All deeds, leases, contracts, notes
and other obligations made by the Trustees shall be signed by
the President, any Vice President elected by the Trustees, the
Treasurer, the Secretary or any other officer elected by the
Trustees, except as the Trustees may generally or in particular
cases authorize the execution thereof in some other manner, or
as otherwise provided in these By-Laws.

7.5 Severability.  The provisions of these By-Laws are
severable.  If the Trustees determine, with the advice of
counsel, that any provision hereof conflicts with the 1940
Act, the regulated investment company or other provisions of
the Code or with other applicable laws and regulations, the
conflicting provision shall be deemed never to have constituted
a part of these By-Laws; provided, however, that such determination
shall not affect any of the remaining provisions of these By-Laws
or render invalid or improper any action taken or omitted prior to
such determination.  If any provision hereof shall be held invalid or
unenforceable in any jurisdiction, such invalidity or
unenforceability shall attach only to such provision only in
such jurisdiction and shall not affect any other provision of
these By-Laws.

7.6 Headings.  Headings are placed in these By-Laws for convenience
of reference only and in case of any conflict, the text of these
By-Laws rather than the headings shall control.

ARTICLE 8
Amendments to the Bylaws

8.1 General.  These By-Laws may be amended, supplemented,
amended and restated, or repealed, in whole or in part, by
a majority of the Trustees then in office at any meeting of
the Trustees, or by one or more writings signed by such a majority.