There is disclosed an impact modifier which comprises a graft copolymer
comprising a rubber polymer (A) obtained from a mixture of one or more
kinds of (meth)acrylic monomers as major ingredients, having a glass
transfer temperature of 0.degree. C. or lower, and forming particles
having each of 80 wt % or more of them has a particle diameter within the
range of 400 to 1,000 nm as determined from a particle diameter
distribution on a weight basis, and branches (B) grafted thereto obtained
from one or more kinds of vinyl monomers; a process for producing
thereof; and a thermoplastic resin composition containing the impact
modifier.