EXHIBIT 27(h)(2)(iii)
AMENDMENT TO FUND PARTICIPATION AGREEMENT
(SERVICE SHARES)
This Amendment to the Fund Participation Agreement ("Agreement") dated June
21, 2000, as amended, between Janus Aspen Series, an open-end management
investment company organized as a Delaware business trust (the "Trust"), Janus
Distributors, Inc. ("Distributor"), a registered broker-dealer under the
Securities Exchange Act of 1934 and member of the National Association of
Securities Dealers, Inc., and a corporation organized under the laws of the
State of Colorado, and Minnesota Life Insurance Company, a Minnesota life
insurance company (the "Company") is effective as of February 19, 2001.
AMENDMENT
For good and valuable consideration, the receipt of which is hereby
acknowledged, the parties agree to amend the Agreement as follows:
1. Article I of the Participation Agreement is hereby amended by adding the
following:
1.10 In the event adjustments are required to correct any material error in
the computation of the net asset value of the Trust's shares, the Trust
shall notify the Company as soon as practicable after discovering the need
for those adjustments which result in a reimbursement to an Account in
accordance with the Trust's then current policies on reimbursement, which
the Trust represents are consistent with applicable SEC standards. If an
adjustment is to be made in accordance with such policies to correct an
error which has caused an Account to receive an amount different than that
to which it is entitled, the Trust shall make all necessary adjustments to
the number of shares owned in the Account and distribute to the Account the
amount of such underpayment for credit to the Contract owners.
2. All other terms of the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have caused their duly authorized officers
to execute this Amendment as of the date and year first above written.
MINNESOTA LIFE JANUS ASPEN SERIES
INSURANCE COMPANY
By: By:
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Name: Name:
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Title: Title:
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JANUS DISTRIBUTORS, INC.
By:
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Name:
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Title:
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