Exhibit (m)(i) under Form N-1A
Exhibit 1 under Item 601/Reg. S-K
DISTRIBUTION PLAN
This Distribution Plan ("Plan") is adopted by the Board of Trustees of Wachovia
Variable Insurance Funds, (the "Trust"), a Massachusetts business trust, with
respect to certain portfolios of the Trust (the "Funds") set forth in exhibits
hereto.
1. This Plan is adopted pursuant to Rule 12b-1 under the Investment Company Act
of 1940, as amended ("Act"), so as to allow the Trust to make payments as
contemplated herein, in conjunction with the distribution of the Funds
("Shares").
2. This Plan is designed to finance activities of Federated Securities Corp.
("FSC") principally intended to result in the sale of Shares to include: (a)
providing incentives to financial institutions ("Financial Institutions") to
sell Shares; (b) advertising and marketing of Shares to include preparing,
printing and distributing prospectuses and sales literature to prospective
shareholders and with Financial Institutions; and (c) implementing and operating
the Plan. In compensation for services provided pursuant to this Plan, FSC will
be paid a fee in respect of the following Funds set forth on the applicable
exhibit.
3. Any payment to FSC in accordance with this Plan will be made pursuant to the
"Distributor's Agreement/Contract" entered into by the Trust and FSC. Any
payments made by FSC to Financial Institutions with funds received as
compensation under this Plan will be made pursuant to the "Financial Institution
Agreement" entered into by FSC and the Institution.
4. FSC has the right (i) to select, in its sole discretion, the Financial
Institutions to participate in the Plan and (ii) to terminate without cause and
in its sole discretion any Financial Institution Agreement.
5. Quarterly in each year that this Plan remains in effect, FSC shall prepare
and furnish to the Board of Trustees of the Trust, and the Board of Trustees
shall review, a written report of the amounts expended under the Plan and the
purpose for which such expenditures were made.
6. This Plan shall become effective with respect to each Fund (i) after approval
by majority votes of: (a) the Trust's Board of Trustees; (b) the members of the
Board of the Trust who are not interested persons of the Trust and have no
direct or indirect financial interest in the operation of the Plan or in any
related documents to the Plan ("Disinterested Trustees"), cast in person at a
meeting called for the purpose of voting on the Plan; and (c) the outstanding
voting securities of the particular Fund, as defined in Section 2(a)(42) of the
Act and (ii) upon execution of an exhibit adopting this Plan with respect to
such Class.
7. This Plan shall remain in effect with respect to each Fund presently set
forth on an exhibit and any subsequent Funds added pursuant to an exhibit for
the period of one year from the date set forth on the initial exhibit and may be
continued thereafter if this Plan is approved with respect to each Fund at least
annually by a majority of the Trust's Board of Trustees and a majority of the
Disinterested Trustees, cast in person at a meeting called for the purpose of
voting on such Plan. If this Plan is adopted with respect to a Fund after the
first annual approval by the Trust as described above, this Plan will be
effective as to that Fund upon execution of the applicable exhibit pursuant to
the provisions of paragraph 6(ii) above and will continue in effect until the
next annual approval of this Plan by the Trustees and thereafter for successive
periods of one year subject to approval as described above.
8. All material amendments to this Plan must be approved by a vote of the Board
of Trustees of the Trust and of the Disinterested Trustees, cast in person at a
meeting called for the purpose of voting on it.
9. This Plan may not be amended in order to increase materially the costs which
the Funds may bear for distribution pursuant to the Plan without being approved
by a majority vote of the outstanding voting securities of the Funds as defined
in Section 2(a)(42) of the Act.
10. This Plan may be terminated with respect to a particular Fund at any time
by: (a) a majority vote of the Disinterested Trustees; or (b) a vote of a
majority of the outstanding voting securities of the particular Fund as defined
in Section 2(a)(42) of the Act; or (c) by FSC on 60 days' notice to the Trust.
11. While this Plan shall be in effect, the selection and nomination of
Disinterested Trustees of the Trust shall be committed to the discretion of the
Disinterested Trustees then in office.
12. All agreements with any person relating to the implementation of this Plan
shall be in writing and any agreement related to this Plan shall be subject to
termination, without penalty, pursuant to the provisions of Paragraph 10 herein.
13. This Plan shall be construed in accordance with and governed by the
laws of the Commonwealth of Pennsylvania.
EXHIBIT A
to the
Distribution Plan
WACHOVIA VARIABLE INSURANCE FUNDS
Wachovia Balanced Fund II
Wachovia Equity Fund II
Wachovia Special Values Fund II
This Plan is adopted by Wachovia Variable Insurance Funds with respect to
the Funds set forth above.
In compensation for the services provided pursuant to this Plan, FSC will
be paid a monthly fee computed at the annual rate of 0.25 of 1% of the average
aggregate net asset value of the Shares of each Fund held during the month.
Witness the due execution hereof this 3rd day of March, 2000.
WACHOVIA VARIABLE INSURANCE FUNDS
By: /s/ James E. Ostrowski
Name: James E. Ostrowski
Title: Vice President
