0000928385-02-001659 Sample Contracts

FORM OF AMENDMENT NO. 7 TO PARTICIPATION AGREEMENT (AIM)
Participation Agreement • April 29th, 2002 • Separate Account Va B

The Participation Agreement (the "Agreement"), dated as of May 1, 1998, by and among AIM Variable Insurance Funds, a Delaware trust; A I M Distributors, Inc., a Delaware corporation; Transamerica Life Insurance Company, an Iowa life insurance company; and AFSG Securities Corporation, a Pennsylvania corporation, is hereby amended as follows:

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WITNESSETH:
Principal Underwriting Agreement • April 29th, 2002 • Separate Account Va B • Iowa
EXHIBIT (8)(h)(3)
Termination of Participation Agreement • April 29th, 2002 • Separate Account Va B

This TERMINATION OF PARTICIPATION AGREEMENT is made and entered into this 1/st/ day of May, 2002, among TRANSAMERICA LIFE INSURANCE COMPANY, formerly PFL Life Insurance Company, an Iowa corporation, AUSA LIFE INSURANCE COMPANY, INC., a New York company and PEOPLES BENEFIT LIFE INSURANCE COMPANY, an Iowa corporation, (hereinafter the "Companies") on their own behalf and on behalf of their separate accounts, (hereinafter the "Account" or "Accounts"); ENDEAVOR SERIES TRUST, a Massachusetts business trust (hereinafter the "Fund"), and ENDEAVOR MANAGEMENT CO., a California corporation (hereinafter the "Manager").

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