PARTICIPATION AGREEMENT AMENDMENT NO. 1 Effective as of July 24, 2007

Exhibit (8)(AD)

PARTICIPATION AGREEMENT

AMENDMENT NO. 1

Effective as of July 24, 2007

This agreement (the “Agreement”), dated as of February 1, 2006, is entered by and between Franklin Xxxxxxxxx Variable Insurance Products Trust, (the “Trust”), Franklin/Xxxxxxxxx Distributors, Inc., (the “Underwriter”), and TIAA-CREF Life Insurance Company (you or the “Company”) and Teachers Personal Investors Services, LLC, (your “Distributor”), on your own behalf and on behalf of each segregated asset account maintained by you this is listed on Schedule B (“Account” or “Accounts”) is hereby amended as follows:

Schedule B of the Agreement is deleted in its entirety and replaced with the following:

Schedule B

Accounts of the Company

		Name of Account		SEC Registration (Yes/No)
1.		TIAA-CREF Separate Account VLI-1		Yes
2.		TIAA-CREF Separate Account VA-1		Yes

The Company:						TIAA-CREF Life Insurance Company
						By:
						Name:		Xxxxxxx X. Xxxxx
						Title:		Vice President
Distributor for the Company:						Teachers Personal Investors Services, Inc.
						By:
						Name:
						Title:
The Trust:						Franklin Xxxxxxxxx Variable Insurance Products Trust
						By:
						Name:
						Title:
The Underwriter:						Franklin/Xxxxxxxxx Distributors, Inc.
						By:
						Name:
						Title: