SECOND AMENDMENT TO

                                                                   Exhibit 8(gg)

                               SECOND AMENDMENT TO

                          AGREEMENT DATED JULY 1, 1997

     THIS SECOND AMENDMENT is made this 1st day of May, 2009, between JANUS
ASPEN SERIES, a Delaware statutory trust (the "Trust"), and JANUS CAPITAL
MANAGEMENT LLC, a Delaware limited liability company ("JCM").

                                   WITNESSETH

     WHEREAS, the Trust and Janus Capital Corporation are parties to an
Agreement related to the allocation of expenses incurred on behalf of Large Cap
Growth Portfolio (the "Portfolio"), dated July 1, 1997, and amended May 1, 2005
(the "Agreement");

     WHEREAS, Janus Capital Corporation's interest in the Agreement was
transferred to and assumed by JCM by a Transfer and Assumption Agreement dated
April 1, 2002;

     WHEREAS, the parties desire to amend the Agreement as set forth in greater
detail below; and

     WHEREAS, the name of the Portfolio has been changed to Janus Portfolio
effective May 1, 2009;

     NOW, THEREFORE, in consideration of the premises and of the mutual
agreements set forth below, the parties agree to amend the Agreement as follows:

     1. All references to "Large Cap Growth Portfolio" shall be replaced with
"Janus Portfolio."

     2. The parties acknowledge that the Agreement, as amended, remains in full
force and effect as of the date of this Amendment, and that this Amendment,
together with the Agreement, contains the entire understanding and the full and
complete agreement of the parties and supercedes and replaces any prior
understandings and agreements among the parties respecting the subject matter
hereof.

     3. This Amendment may be contemporaneously executed in two or more
counterparts, each of which shall be deemed an original but all of which
together shall constitute one and the same instrument.



     IN WITNESS WHEREOF, the parties have caused their duly authorized officers
to execute this Amendment as of the date first above written.

                                      JANUS CAPITAL MANAGEMENT LLC


                                      By: /s/ Xxxxxxx X. Xxxxx
                                          --------------------------------------
                                          Xxxxxxx X. Xxxxx, Executive Vice
                                          President and Chief Financial Officer


                                      JANUS ASPEN SERIES


                                      By: /s/ Xxxxxxxxx Xxxxxxxxxx-Xxxxxx
                                          --------------------------------------
                                          Xxxxxxxxx Xxxxxxxxxx-Xxxxxx
                                          Vice President and Secretary