EX-99.B(E)MNL2PARTAM 13 m_mnl-2partamend7107.htm AMENDMENT 3 TO MN LIFE PARTICIPATION AGREEMENT 2

         EX-99.B(e)mnl2partamend3

Third Amendment to Target Funds Participation Agreement
(For Products Sold Through W&R Distribution System)

 

This Third Amendment (the "Amendment") is entered into this 1st day of July, 2007, by and among Minnesota Life Insurance Company ("Company"), Waddell & Reed, Inc. ("W&R"), and W&R Target Funds, Inc.

     
 

WHEREAS, Company and W&R are parties to the Agreement; and

     
 

WHEREAS, the parties intended, at the effective date of the Agreement, for W&R Target Funds, Inc. to be a party to the Agreement, as evidenced by the W&R Target Funds, Inc. executing and performing obligations under the Agreement, as amended; and

     
 

WHEREAS, Company wishes to amend Exhibit A of the Agreement;

     
 

NOW, THEREFORE, the parties agree as follows:

     
 

1.

W&R Target Funds, Inc. is hereby made a party to the Agreement, as amended, for all purposes as of September 19, 2003.

     
 

2.

Exhibit A is deleted and replaced in its entirety by the Exhibit A attached to this Second Amendment.

     
 

IN WITNESS WHEREOF, the parties have duly executed this Amendment as of the date first written above.

 

MINNESOTA LIFE INSURANCE COMPANY


   

By:

Bruce P. Shay

Its:

Senior Vice President

WADDELL & REED, INC.


   

By:

Thomas W. Butch

Its:

President

W&R TARGET FUNDS, INC.


   

By:

Henry Herrmann

Its:

President

 

 

 

 
EXHIBIT A
(as amended July 1, 2007)
 
Variable Accounts of Minnesota Life Insurance Company
 

1. Variable Annuity Account

2. Minnesota Life Variable Life Account

3. Minnesota Life Individual Variable Universal Life Account