AMENDMENT TO AMENDED AND RESTATED MUTUAL FUND CUSTODY AND SERVICES AGREEMENT

                                                                EX-99.23(g)(12)

                                  AMENDMENT TO
                  AMENDED AND RESTATED MUTUAL FUND CUSTODY AND
                               SERVICES AGREEMENT

     This  Amendment  dated the 17th day of  January,  2006,  to the Amended and
Restated Mutual Fund Custody and Services Agreement effective as of May 1, 2001,
(the "Agreement") by and between JNL Variable Fund LLC and JNLNY Variable Fund I
LLC (each  individually  the  "Fund")  and  Mellon  Trust of New  England,  N.A.
(formerly Boston Safe Deposit and Trust Company) (the "Custodian").

     WHEREAS, the Fund and the Custodian have entered into the Agreement;

     WHEREAS, in order to reflect a change in the names of certain Funds; and

     WHEREAS,  pursuant to Article IV, Section 9(d) of the  Agreement,  the Fund
and the  Custodian  wish to amend the Agreement to reflect the addition of a new
Fund.

     NOW, THEREFORE, the parties hereto agree to amend the Agreement as follows:

     1.   To delete  Appendix E of the Agreement in its entirety and  substitute
          it with the Appendix E attached hereto.

     2.   Except as specifically  amended hereby,  the Agreement shall remain in
          full force and effect in accordance with its terms.

     3.   The Fund and the  Custodian  hereby each  represent and warrant to the
          other that it has full authority to enter into this Amendment upon the
          terms and  conditions  hereof and that the  individual  executing this
          Amendment on its behalf has the  requisite  authority to bind the Fund
          or Custodian to this Amendment.

     IN WITNESS  WHEREOF,  the parties hereto have executed this Amendment as of
the date set forth above.

                                    JNL VARIABLE FUND LLC
                                    JNLNY VARIABLE FUND I LLC

                                    By: ______________________________
                                    Name: __Robert A. Fritts__________
                                    Title: ___President_______________

                                    MELLON TRUST OF NEW ENGLAND, N.A.


                                    By: ______________________________
                                    Name: ____________________________
                                    Title: ___________________________





                                   APPENDIX E

                                  LIST OF FUNDS
                            (as of January 17, 2006)


                              JNL VARIABLE FUND LLC

              JNL/Mellon Capital Management DowSM 10 Fund
              JNL/Mellon Capital Management S&P(R) 10 Fund
              JNL/Mellon Capital Management Global 15 Fund
              JNL/Mellon Capital Management 25 Fund
              JNL/Mellon Capital Management Select Small-Cap Fund
              JNL/Mellon Capital Management Nasdaq(R) 15 Fund
              JNL/Mellon Capital Management Value Line(R) 25 Fund
              JNL/Mellon Capital Management DowSM Dividend Fund
              JNL/Mellon Capital Management VIP Fund
              JNL/Mellon Capital Management JNL 5 Fund
              JNL/Mellon Capital Management Communications Sector Fund
              JNL/Mellon Capital Management Consumer Brands Sector Fund
              JNL/Mellon Capital Management Financial Sector Fund
              JNL/Mellon Capital Management Healthcare Sector Fund
              JNL/Mellon Capital Management Oil & Gas Sector Fund
              JNL/Mellon Capital Management Technology Sector Fund

                            JNLNY VARIABLE FUND I LLC

              JNL/Mellon Capital Management DowSM 10 Fund
              JNL/Mellon Capital Management S&P(R) 10 Fund
              JNL/Mellon Capital Management Global 15 Fund
              JNL/Mellon Capital Management 25 Fund
              JNL/Mellon Capital Management Select Small-Cap Fund
              JNL/Mellon Capital Management Nasdaq(R) 15 Fund
              JNL/Mellon Capital Management Value Line(R) 25 Fund
              JNL/Mellon Capital Management DowSM Dividend Fund