0001193125-04-219913 Sample Contracts

EXHIBIT (8)(a)(4) Amendment No. 31 to Participation Agreement
Participation Agreement • December 28th, 2004 • Separate Account VA WNY

Amendment No. 31 to the Participation Agreement among AEGON/Transamerica Series Fund, Inc., (the “Fund”), Transamerica Life Insurance Company (“Transamerica”), Transamerica Financial Life Insurance Company (“TFLIC”), Peoples Benefit Life Insurance Company (“Peoples”), Transamerica Occidental Life Insurance Company (“TOLIC”), and Transamerica Life Insurance and Annuity Company (“TALIAC”) dated July 1, 1992, as amended (“Participation Agreement”).

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EXHIBIT (3)(a) FORM OF AMENDED AND RESTATED PRINCIPAL UNDERWRITING AGREEMENT
Principal Underwriting Agreement • December 28th, 2004 • Separate Account VA WNY • New York

THIS AMENDED AND RESTATED PRINCIPAL UNDERWRITING AGREEMENT made and effective as of the 1st day of November, by and between AFSG SECURITIES CORPORATION (“AFSG”), a Pennsylvania corporation, and Transamerica Financial Life Insurance Company (“TFLIC”), a New York Corporation, (TFLIC is the surviving company of the merger of Transamerica Life Insurance Company of New York into AUSA Life Insurance Company, Inc. effective April 1, 2003), on and on its own behalf and on behalf the separate investment accounts of TFLIC set forth in Exhibit A attached hereto and made a part hereof (collectively, the “Account(s)”).

EXHIBIT (4)(a) FORM OF POLICY
Separate Account VA WNY • December 28th, 2004 • Iowa

This contract permits the accumulation of funds on a tax-deferred basis and provides a periodic annuity payment for the life of the annuitant or for a certain period of time, payments start on the annuity commencement date.

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