Exhibit 24(b)(5)(a)

                              THE AAL MUTUAL FUNDS

                          INVESTMENT ADVISORY AGREEMENT


         AGREEMENT made this 28th day of November,  1990, by and between THE AAL
MUTUAL FUNDS (the "Trust"),  a Massachusetts  Business  Trust,  and AAL ADVISORS
INC. (the "Advisor").


                                   WITNESSETH:


     In consideration of the mutual promises and agreements herein contained and
other  good  and  valuable  consideration,   the  receipt  of  which  is  hereby
acknowledged, it is hereby agreed by and between the parties hereto as follows:

     1.   In General

     The Trust hereby  appoints the Advisor to act as investment  advisor to the
Trust  with  respect  to its  series of shares  described  on Exhibit A attached
hereto.  Each  series  is  referred  to  herein  individually  as "a  Fund"  and
collectively  as "the  Funds." The Advisor  agrees,  all as more fully set forth
herein,  to  provide  professional  investment  management  with  respect to the
investment  of the assets of each Fund and to supervise and arrange the purchase
and sale of  securities  and other assets held in the portfolio of each Fund and
generally administer the affairs of the Trust. The Advisor may engage, on behalf
of the  Trust  or any  Fund,  the  services  of a  Sub-Advisor,  subject  to any
limitations imposed by the Investment Company Act of 1940 (the "Act").

     2.   Duties and  Obligations  of the Advisor With Respect to  Management of
          the Trust

     (a) Subject to the succeeding provisions of this section and subject to the
direction  and control of the Board of Trustees of the Trust,  the Advisor  (and
the Sub-Advisor when authorized by the Advisor),  as agent and  attorney-in-fact
with respect to the Trust,  is  authorized,  in its discretion and without prior
consultation with the Trust to:

          (i) Buy,  sell,  exchange,  convert,  lend and otherwise  trade in any
     stocks, bonds and any other securities or assets; and

          (ii)  Place  orders and  negotiate  the  commissions  (if any) for the
     execution of  transactions  in  securities  or other assets with or through
     such brokers, dealers, underwriters or issuers as the Advisor may select.

     (b) Any  investment  purchases  or sales  made by the  Advisor  and/or  any
Sub-Advisor  shall at all times  conform  to,  and be in  accordance  with,  any
requirements  imposed  by:  (1) the  provisions  of the Act and of any  rules or
regulations in force thereunder; (2) any other applicable provisions of law; (3)
the  provisions of the  Declaration of Trust and By-Laws of the Trust as amended
form time to time; (4) any policies and  determinations of the Board of Trustees
of the Trust; and (5) the fundamental policies of the Trust, as reflected in its
Registration  Statement under the Act, or as amended by the  shareholders of the
Trust.

     (c) The  Advisor  shall also  administer  the  affairs of the Trust and, in
connection therewith, shall be responsible for (i) maintaining the Trust's books
and records (other than financial or accounting books and records  maintained by
any  accounting  services  agent  and such  records  maintained  by the  Trust's
custodian  or  transfer   agent);   (ii)   overseeing   the  Trust's   insurance
relationships;  (iii)  preparing  for the Trust  (or  assisting  counsel  and/or
auditors in the preparation of) all required tax returns,  proxy  statements and
reports  to the  Trust's  shareholders  and  Trustees  and  reports to and other
filings with the Securities and Exchange  Commission and any other  governmental
agency (the Trust  agreeing to supply or cause to be supplied to the Advisor all
necessary  financial and other  information in connection  with the  foregoing);
(iv) preparing such  applications and reports as may be necessary to register or
maintain the Trust's  registration  and/or the registration of the shares of the
Funds under the securities or "Blue Sky" laws of the various states  selected by
the  Trust's  distributor  (a Fund or Funds  agreeing  to pay all filing fees or
other similar fees in connection therewith);  (v) responding to all inquiries or
other communications of shareholders, if any, which are directed to the Advisor,
or if any such inquiry or  communication  is more properly to be responded to by
the Trust's custodian,  transfer agent or accounting services agent,  overseeing
their response thereto;  (vi) overseeing all relationships between the Trust and
its custodian(s),  transfer agent(s) and accounting services agent(s), including
the  negotiation  of agreements and the  supervision of the  performance of such
agreements;  and (vii) authorizing and directing any of the Advisor's directors,
officers and  employees  who may be elected as Trustees or officers of the Trust
to serve  in the  capacities  in which  they are  elected.  All  services  to be
furnished  by the Advisor  under this  Agreement  may be  furnished  through the
medium of any directors, officers or employees of the Advisor.

     (d) The Advisor  shall give the Trust the benefit of its best  judgment and
effort in rendering services hereunder.  In the absence of willful  misfeasance,
bad faith,  gross  negligence  or reckless  disregard of  obligations  or duties
("disabling  conduct")  hereunder on the part of the Advisor (and its  officers,
directors,  agents, employees,  controlling persons,  shareholders and any other
person or entity  affiliated  with the Advisor) the Advisor shall not be subject
to  liability  to the  Trust or to any  shareholder  of the Trust for any act or
omission  in the course of, or  connected  with  rendering  services  hereunder,
including without limitation, any error of judgment or mistake of law of for any
loss  suffered  by any of them in  connection  with the  matters  to which  this
Agreement is related, except to the extent specified in Section 36(b) of the Act
concerning  loss  resulting  from a breach of fiduciary duty with respect to the
receipt of compensation  for services.  Except for such disabling  conduct,  the
Trust  shall  indemnify  the  Advisor  (and  its  officers  directors,   agents,
employees,  controlling  persons,  shareholders  and any other  person or entity
affiliated  with the Advisor)  from any  liability  arising  from the  Advisor's
conduct under the Agreement to the extent  permitted by the Declaration of Trust
and applicable law.

     (e) Nothing in this Agreement  shall prevent the Advisor or any "affiliated
person" (as defined in the Act) of the Advisor from acting as investment advisor
or manager and/or principal underwriter for an other person, firm or corporation
and shall not in any way limit or restrict  the  Advisor or any such  affiliated
person  from  buying,  selling or trading  any  securities  for its or their own
accounts or the accounts of others for whom it or they may be acting,  provided,
however,  that  the  Advisor  expressly  represents  that it will  undertake  no
activities which, in its judgment,  will adversely affect the performance of its
obligations to the Trust under this Agreement.

     (f) It is agreed that the Advisor shall have no responsibility or liability
for the accuracy or completeness of the Funds' Registration  Statement under the
Act or the Securities Act of 1933 except for information supplied by the Advisor
for inclusion therein.

     3.   Broker-Dealer Relationships

     In  connection  with its  duties  set  forth in  Section  2(a) (ii) of this
Agreement to arrange for the purchase  and sale of  securities  and other assets
held by each Fund by placing  purchase and sale orders for the Fund, the Advisor
and/or any Sub-Advisor shall select such  broker-dealers  ("brokers") and shall,
in the Advisor's or Sub-Advisor's judgment, implement the policy of the Trust to
achieve  "best  execution,"  i.e.,  prompt and  efficient  execution at the most
favorable net price. In making such selection, the Advisor and/or Sub-Advisor is
authorized to consider the reliability, integrity and financial condition of the
broker.  The Advisor and/or  Sub-Advisor is also authorized to consider  whether
the broker provides brokerage and/or research services to the Trust and/or other
accounts of the Advisor or Sub-Advisor. The commissions paid to such brokers may
be higher than another  broker would have charged if a good faith  determination
is made by the Advisor and/or  Sub-Advisor  that the commission is reasonable in
relation to the  services  provided,  viewed in terms of either that  particular
transaction or the Advisor's or Sub-Advisor's overall responsibilities as to the
accounts as to which it  exercises  investment  discretion.  The Advisor  and/or
Sub-Advisor shall use its judgment in determining that the amount of commissions
paid are reasonable in relation to the value of brokerage and research  services
provided and need not place or attempt to place a specific  dollar value on such
services or on the portion of commission  rates  reflecting  such  services.  To
demonstrate that such determinations were in good faith, and to show the overall
reasonableness  of commissions  paid, the Advisor  and/or  Sub-Advisor  shall be
prepared to show that  commissions  paid (i) were for purposes  contemplated  by
this Agreement;  (ii) provide lawful and  appropriate  assistance to the Advisor
and/or Sub-Advisor in the performance of its  decision-making  responsibilities;
and (iii) were within a d reasonable  range as compared to the rates  charged by
qualified  brokers  to other  institutional  investors  as such rates may become
known from available  information.  The Trust recognizes that, on any particular
transaction, a higher than usual commission may be paid due to the difficulty of
the transaction in question.  The Advisor and/or  Sub-Advisor is also authorized
to consider  sales of shares as a factor in the  selection of brokers to execute
brokerage  and  principal  transactions,  subject to the  requirements  of "best
execution," as defined above.

     4.   Allocation of Expenses

     The  Advisor  agrees  that it will  furnish  the  Trust,  at the  Advisor's
expense,  with all office space,  facilities,  equipment and clerical  personnel
necessary  for carrying out its duties  under this  Agreement.  The Advisor will
also pay all  compensation of all Trustees,  officers and employees of the Trust
who are affiliated persons of the Advisor.  All costs and expenses not expressly
assumed  by the  Advisor  under  this  Agreement  shall  be paid  by the  Trust,
including,   but  not  limited  to  (i)  interest  and  taxes;   (ii)  brokerage
commissions;  (iii) insurance  premiums;  (iv)  compensation and expenses of its
Trustees  other  than those  affiliated  with the  Advisor;  (v) legal and audit
expenses; (vi) fees and expenses of the Trust's custodian, shareholder servicing
or transfer agent and accounting  services agent; (vii) expenses incident to the
issuance of its shares,  including stock  certificates and issuance of shares on
the payment of, or reinvestment of, dividends; (viii) fees and expenses incident
to the  registration  under Federal or state securities laws of the Trust or its
shares;  (ix) expenses of preparing,  printing and mailing  reports and notices,
proxy material and  prospectuses  to  shareholders  of the Trust;  (x) all other
expenses incidental to holding meetings of the Trust's  shareholders;  (xi) dues
or assessments of or  contributions to the Investment  Company  Institute or any
successor or other industry  association;  (xii) such non-recurring  expenses as
may arise,  including  litigation  affecting the Trust and the legal obligations
which the Trust may have to indemnify  its  officers  and Trustees  with respect
thereto; and (xiii) all expenses which the Trust or a Fund agrees to bear in any
distribution  agreement  or in any  plan  adopted  by the  Trust  and/or  a Fund
pursuant to Rule 12b-1 under the Act.

<PAGE>




     5.   Compensation of the Advisor

     (a) The Trust agrees to pay the Advisor and the Advisor agrees to accept as
full  compensation  for all services  rendered by the Advisor as such, an annual
management  fee,  payable  monthly and  computed on the average  daily net asset
value of each Fund as shown on Exhibit A attached hereto.

     (b) In the event the expenses of a Fund  (including the fees of the Advisor
and  amortization  of  organization  expenses,  but excluding  interest,  taxes,
brokerage commissions, extraordinary expenses and sales charges and distribution
fees) for any fiscal year  exceed the limits set by  applicable  regulations  of
state  securities  commissions,  the  Advisor  will  reduce its fee by up to the
amount of such excess.  Any such reductions are subject to  readjustment  during
the year.  The  payment  of the  management  fee at the end of any month will be
reduced or postponed or, if  necessary,  a refund will be made to a Fund so that
at no time will there be any accrued,  but unpaid,  liability under this expense
limitation.

     6.   Duration and Termination

     (a) This  Agreement  shall go into effect for The AAL Capital  Growth Fund,
The AAL Income Fund,  The AAL Municipal  Bond Fund and The AAL Money Market Fund
on the first  business  day  following  approval by a vote of a  "majority"  (as
defined in the Act) of the outstanding voting securities of the Fund,  replacing
any prior  agreement;  and for additional funds initiated after the date of this
Agreement,  on such date as  specified on Schedule A hereto;  and shall,  unless
terminated as hereinafter  provided,  continue in effect thereafter from year to
year,  but only so long as such  continuance is  specifically  approved at least
annually by a majority of the Trust's  Board of Trustees,  or by the vote of the
holders  of a  "majority"  (as  defined  in the Act) of the  outstanding  voting
securities of the Fund,  and, in either case, a majority of the Trustees who are
not parties to this Agreement or "interested persons" (as defined in the Act) of
any such party cast in person at a meeting  called for the  purpose of voting on
such approval.

     (b) This  Agreement  may be  terminated  by the Advisor at any time without
penalty  upon giving the Trust  sixty (60) days'  written  notice  (which may be
waived by the  Trust)  and may be  terminated  by the Trust at any time  without
penalty upon giving the Advisor sixty (60 days' written notice (which notice may
be waived by the Advisor),  provided that such termination by the Trust shall be
directed or approved by the vote of a majority of all of its  Trustees in office
at the time or by the  vote of the  holders  of a  majority  of the  outstanding
voting  securities  of the Trust,  or with  respect to any Fund by the vote of a
majority of the  outstanding  voting share of such Fund.  This  Agreement  shall
automatically  terminate  in the event of its  "assignment"  (as  defined in the
Act).

     (c) The  Trust  hereby  agrees  that if (i) the  Advisor  ceases  to act as
investment  advisor to the Trust and (ii)  continued use of the Trust's  present
name would create confusion in the context of the Advisor's  business or that of
Aid  Association  for Lutherans or its  affiliates,  the Trust will use its best
efforts to change its name in order to delete  the  abbreviation  "AAL" from its
name.

     7.   Agreement Binding Only on Trust Property

     The Advisor  understands  that the  obligations  of this  Agreement are not
binding upon any shareholder of the Trust personally,  but bind only the Trust's
property;  the advisor  represents  that it has notice of the  provisions of the
Trust's  Declaration  of Trust  disclaiming  shareholder  liability  for acts or
obligations of the Trust.



         IN WITNESS  WHEREOF,  the  parties  hereto  have  caused the  foregoing
instrument  to be  executed  by duly  authorized  persons  and their seals to be
hereunto affixed, all as of the day and year first above written.



ATTEST:                                      THE AAL MUTUAL FUNDS



/s/ Robert G. Same                           /s/ John H. Pender
-----------------------------                -------------------------------
Robert G. Same, Secretary                    John H. Pender, President



ATTEST:                                      AAL ADVISORS INC.



/s/ Robert G. Same                           /s/ Rochelle Lamm Wallach
-----------------------------                -------------------------------
Robert G. Same, Secretary                    Rochelle Lamm Wallach, President

<PAGE>


                        EXHIBIT A TO THE AAL MUTUAL FUNDS

                          INVESTMENT ADVISORY AGREEMENT


1.   The AAL Capital Growth Fund (effective December 21, 1990)

     The management fee for this Fund, calculated in accordance with paragraph 5
of The AAL Mutual Funds Investment  Advisory  Agreement,  shall be at the annual
rate of 0.75 of 1% on the first $250  million  of  average  daily net assets and
0.65 of 1% on average daily net assets over $250 million.

2.   The AAL Income Fund (effective December 21, 1990)

     The management fee for this Fund, calculated in accordance with paragraph 5
of The AAL Mutual Funds Investment  Advisory  Agreement,  shall be at the annual
rate of 0.60 of 1% on the first $250  million  of  average  daily net assets and
0.525 of 1% on average daily net assets over $250 million.

3.   The AAL Municipal Bond Fund (effective November 28, 1990)

     The management fee for this Fund, calculated in accordance with paragraph 5
of The AAL Mutual Funds Investment  Advisory  Agreement,  shall be at the annual
rate of 0.60 of 1% on the first $250  million  of  average  daily net assets and
0.525 of 1% on average daily net assets over $250 million.

4.   The AAL Money Market Fund (effective December 21, 1990)

     The management fee for this Fund, calculated in accordance with paragraph 5
of The AAL Mutual Funds Investment  Advisory  Agreement,  shall be at the annual
rate of 0.50 of 1% on the first $500  million  of  average  daily net assets and
0.45 of 1% on average daily net assets over $500 million.

<PAGE>


                                 AMENDMENT NO. 9
                                       TO
                          INVESTMENT ADVISORY AGREEMENT

The Investment  Advisory  Agreement between The AAL Mutual Funds and AAL Capital
Management Corporation (f/k/a AAL Advisors,  Inc.), effective November 28, 1990,
is hereby amended, effective December 29, 1997, as follows:

     1.  Schedule A attached to the Investment Advisory Agreement is modified to
         add The AAL  Balanced  Fund and a revised fee schedule for The AAL Bond
         and Municipal Bond Funds (effective September 1, 1997).
         An amended Schedule A, December 29, 1997, is attached hereto.

IN WITNESS WHEREOF the parties hereto have caused this Amendment to be signed by
the respective officers effective as of December 29, 1997.



ATTEST:                                      THE AAL MUTUAL FUNDS



/s/ Robert G. Same                           /s/ Ronald G. Anderson
-----------------------------                -------------------------------
Robert G. Same, Secretary                    Ronald G. Anderson, President



ATTEST:                                      AAL CAPITAL MANAGEMENT
                                             CORPORATION



/s/ Robert G. Same                           /s/ Ronald G. Anderson
-----------------------------                -------------------------------
Robert G. Same, Secretary                    Ronald G. Anderson, President



<PAGE>


                                    EXHIBIT A

                                 AMENDMENT NO. 9
                                       TO
               THE AAL MUTUAL FUNDS INVESTMENT ADVISORY AGREEMENT
                             DATED NOVEMBER 28, 1990

1.   The AAL Capital Growth Fund (effective November 1, 1995)

The Management fee for this Fund,  calculated in accordance  with paragraph 5 of
The AAL Mutual Funds Investment Advisory Agreement,  shall be at the annual rate
of 0.70 of 1% on the first $250 million of average daily net assets,  0.65 of 1%
on  average  daily net  assets on the next $250  million  of  average  daily net
assets,  0.575 of 1% on the next $500  million of  average  daily net assets and
0.50 of 1% on the average daily net assets over $1 billion.

2.   The AAL Bond Fund (f/k/a The AAL Income Fund) (effective September 1, 1997)

The management fee for this Fund,  calculated in accordance  with paragraph 5 of
The AAL Mutual Funds Investment Advisory Agreement,  shall be at the annual rate
of 0.50 of 1% on the first $250 million of average  daily net assets and 0.45 of
1% on average daily net assets over $250 million.

3.   The AAL Municipal Bond Fund (effective September 1, 1997)

The management fee for this Fund,  calculated in accordance  with paragraph 5 of
The AAL Mutual Funds Investment Advisory Agreement,  shall be at the annual rate
of 0.50 of 1% on the first $250 million of average  daily net assets and 0.45 of
1% on average daily net assets over $250 million.

4.   The AAL Money Market Fund (effective December 21, 1990)

The management fee for this Fund,  calculated in accordance  with paragraph 5 of
The AAL Mutual Funds Investment Advisory Agreement,  shall be at the annual rate
of 0.50 of 1% on the first $500 million of average  daily net assets and 0.45 of
1% on average daily net over $500 million.

5.   The AAL U.S.  Government  Zero Coupon Target Fund,  Series 2001  (effective
     November 13, 1991)

The management fee for this Fund,  calculated in accordance  with paragraph t of
The AAL Mutual Funds Investment Advisory Agreement,  shall be at the annual rate
of 0.50 of 1% on average daily net assets.

6.   The AAL U.S.  Government  Zero Coupon Target Fund,  Series 2006  (effective
     November 13, 1991)

7.   The AAL Mid Cap Stock  Fund  (f/k/a  The AAL  Small  Company  Stock  Fund )
     (effective November 1, 1995)

The management fee for this Fund,  calculated in accordance  with paragraph 5 of
The AAL Mutual Funds Investment Advisory Agreement,  shall be at the annual rate
of 0.75 of 1% on the first $200 million of average  daily net assets and 0.65 of
1% on average daily net assets over $200 million.

8.   The AAL Equity  Income  Fund  (f/k/a  The AAL  Utilities  Fund)  (effective
     November 1, 1995)

The management fee for this Fund,  calculated in accordance  with paragraph 5 of
The AAL Mutual Funds Investment Advisory Agreement,  shall be at the annual rate
of 0.50 of 1% on the first  $250  million  and 0.45 of 1% on  average  daily net
assets over $250 million.

9.   The AAL International fund (effective August 1, 1995)

The management fee for this Fund,  calculated in accordance  with paragraph 5 of
The AAL Mutual Funds Investment Advisory Agreement,  shall be at the annual rate
of 1% of average daily net assets.

10.  The AAL Small Cap Stock Fund (effective July 1, 1996)

The management fee for this Fund,  calculated in accordance  with paragraph 5 of
The AAL Mutual Funds Investment Advisory Agreement,  shall be at the annual rate
of 0.75 of 1% on the first $200 million of average  daily net assets and 0.65 of
1% on average daily net assets over $200 million.

11.  The AAL High Yield Bond Fund (effective January 8, 1997)

The management fee for this Fund,  calculated in accordance  with paragraph 5 of
The AAL Mutual Funds Investment Advisory Agreement,  shall be at the annual rate
of 0.60 of 1% on average daily net assets.

12.  The AAL Balanced Fund (effective December 29, 1997)

The management fee for this Fund,  calculated in accordance  with paragraph 5 of
The AAL Mutual Funds Investment Advisory Agreement,  shall be at the annual rate
of 0.60 of 1% on average daily net assets.