EX-99.8(i)
FIRST AMENDMENT TO TARGET FUNDS PARTICIPATION AGREEMENT
(FOR PRODUCTS SOLD THROUGH W&R DISTRIBUTION SYSTEM)
THIS FIRST AMENDMENT (the "Amendment") is entered into this 4th day of
June, 2004, by and among Minnesota Life Insurance Company ("Company") and
Xxxxxxx & Xxxx, Inc. ("W&R"). All capitalized terms used herein and not
otherwise defined shall have the meanings set forth in that certain Target Funds
Participation Agreement, dated as of December 12, 2003 (the "Agreement"), by and
among the Company (as defined herein) and W&R (as defined herein).
WHEREAS, Company and W&R are parties to the Agreement; and
WHEREAS, pursuant to Section 18 of the Agreement, Company and W&R desire
to amend the Agreement upon the terms and conditions hereinafter set forth in
this Amendment.
NOW, THEREFORE, the parties agree as follows:
1. Paragraph (b) of Exhibit C is amended to read as follows:
"(b) Each month, W&R shall calculate and pay to Company a fee that
shall be equal to twenty-five (25) basis points, and on an
annualized basis, of the average daily account value of the
Aggregated Assets (including any seed money provided by Company or
any of its affiliates). If any portion of the fee is attributable to
12b-1 fees, W&R may, at its option, pay such portion of the fee to
the underwriter of the variable annuity contracts."
IN WITNESS WHEREOF, the parties have duly executed this Amendment as of
the date first written above.
MINNESOTA LIFE INSURANCE COMPANY
By /s/ Xxxxxx X Xxxxxxx
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Its Executive Vice President
XXXXXXX & XXXX, INC.
By /s/ Xxxxxx X. Xxxxx
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Its Executive Vice President