0000950134-03-006655 Sample Contracts

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Participation Agreement • April 29th, 2003 • Variable Annuity Account • New York

THIS AGREEMENT (the "Agreement"), made and entered into as of the 1st day of May, 2002 by and among Minnesota Life Insurance Company (hereinafter the "Company"), on its own behalf and on behalf of each separate account of the Company named in Schedule 1 to this Agreement, as may be amended from time to time by mutual consent (hereinafter collectively the "Accounts"), Oppenheimer Variable Account Funds (hereinafter the "Fund") and OppenheimerFunds, Inc. (hereinafter the "Adviser").

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SCHEDULE A (as amended May 1, 2003) to MINNESOTA LIFE INSURANCE COMPANY PARTICIPATION AGREEMENT
Participation Agreement • April 29th, 2003 • Variable Annuity Account

Minnesota Life Variable Life Account Variable Adjustable Life Variable Adjustable Life-Second Death Variable Adjustable Life - Horizon

Among
Participation Agreement • April 29th, 2003 • Variable Annuity Account • New York
AMONG
Participation Agreement • April 29th, 2003 • Variable Annuity Account • Massachusetts
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