0001193125-04-031032 Sample Contracts

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AMENDMENT NO. 3
Participation Agreement • February 27th, 2004 • United of Omaha Separate Account C

This is an Amendment to the Participation Agreement (Agreement) dated June 1, 1995, among The Alger American Fund (the Fund), Fred Alger Management, Inc. (the Adviser) and United of Omaha Life Insurance Company (the Company). This Amendment is effective November 22, 2002.

AGREEMENT ---------
Participation Agreement • February 27th, 2004 • United of Omaha Separate Account C
AMENDMENT NO. 1 TO AMENDED AND RESTATED PARTICIPATION AGREEMENT
United of Omaha Separate Account C • February 27th, 2004

Pursuant to the Amended and Restated Participation Agreement, made and entered into as of the 12/th/ day of March, 2001, by and among MFS Variable Insurance Trust, United of Omaha Life Insurance Company, and Massachusetts Financial Services Company, the parties hereby agree to amend Schedule A as attached hereto.

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