SIXTH AMENDMENT TO PARTICIPATION AGREEMENT

Exhibit 8(h)(6)

Participation Agreement Amendment No. 6 – Vanguard and TFLIC

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SIXTH AMENDMENT TO PARTICIPATION AGREEMENT

This Amendment to Participation Agreement is dated and effective as of January 19, 2014, by and among VANGUARD VARIABLE INSURANCE FUND (hereinafter the “Fund”), THE VANGUARD GROUP, INC. (hereinafter the “Sponsor”), VANGUARD MARKETING CORPORATION (hereinafter the “Distributor”), and TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY (hereinafter the “Company”), on its own behalf and on behalf of each separate account of the Company named in Schedule A hereto as may be revised from time to time (each such account hereinafter referred to as the “Account”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Agreement.

WHEREAS, the parties hereto have entered into a Participation Agreement dated June 30, 2010 (the “Agreement) and desire to modify certain provisions of the Agreement;

NOW, THEREFORE, in consideration of the mutual promises, the parties hereto agree as follows:

1. Amendment to Schedule B. Schedule B of the Agreement will be deleted in its entirety and replaced with the attached Schedule B.

2. No Other Modifications. Except as specifically modified herein, the Agreement remains in full force and effect in accordance with its terms. All references in the Agreement to the “Agreement” shall be deemed to be references to the Agreement as amended hereby. In the event of a conflict between the Agreement and this Sixth Amendment, it is understood and agreed that the provisions of this Sixth Amendment shall control.

3. Counterparts. This Sixth Amendment may be executed in any number of counterparts and/or by facsimile, each of which shall be deemed to be an original agreement but such counterparts shall together constitute one and the same instrument.

(Signatures on following page)

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IN WITNESS WHEREOF, each of the parties hereto has caused this Sixth Amendment to be executed in its name and on its behalf by its duly authorized representative as of the date specified above.

VANGUARD VARIABLE INSURANCE FUND						THE VANGUARD GROUP, INC.
By:		/s/ Xxxxx Xxxx				By:		/s/ Xxxxxxx X. Xxxxxx
Name:		Xxxxx Xxxx				Name:		Xxxxxxx X. Xxxxxx
Title:		Secretary				Title:		Principal
Date:		2/10/14				Date:		2/6/2014
VANGUARD MARKETING CORPORATION						TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY
By:		/s/ Xxxxxxx X. Xxxxxx				By:		/s/ Xxxx X. Xxxxx
Name:		Xxxxxxx X. Xxxxxx				Name:		Xxxx X. Xxxxx
Title:		Principal				Title:		V.P.
Date:		2/6/2014				Date:		3/11/14

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SCHEDULE B

LARGE TRANSACTION AMOUNTS

Effective January 19, 2014

Fund Number		Portfolio		Large Transaction Amount
104		Money Market Portfolio		$	5,000,000
106		Balanced Portfolio		$	1,000,000
107		Equity Index Portfolio		$	500,000
108		Equity Income Portfolio		$	500,000
109		Growth Portfolio		$	500,000
110		International Portfolio		$	1,000,000
161		Small Company Growth Portfolio		$	1,000,000
257		Total Bond Market Index Portfolio		$	1,000,000
000		Xxxx-Xxxxx Xxxx Xxxxxxxxx		$	500,000
274		Short-Term Investment-Grade Portfolio		$	1,000,000
000		Xxxxxxx Xxxxxx Xxxxxxxxx		$	500,000
278		Diversified Value Portfolio		$	1,000,000
287		Total Stock Market Index Portfolio		$	500,000
288		Mid-Cap Index Portfolio		$	200,000
349		REIT Index Portfolio		$	200,000
710		Conservative Allocation Portfolio		$	150,000
712		Moderate Allocation Portfolio		$	150,000

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