Exhibit (8)(q)(2)
                   Amendment No. 2 to Participation Agreement
                                   (Fidelity)
                AMENDMENT NO. 2 TO PARTICIPATION AGREEMENT AMONG
                        VARIABLE INSURANCE PRODUCTS FUND
                        FIDELITY DISTRIBUTORS CORPORATION
                                      and
                           PFL LIFE INSURANCE COMPANY
     WHEREAS, PFL LIFE INSURANCE COMPANY (the "Company"), VARIABLE
INSURANCE PRODUCTS FUND (the "Fund") and FIDELITY DISTRIBUTORS CORPORATION have
previously entered into a Participation Agreement (the "Agreement") containing
certain arrangements concerning prospectus costs; and
     WHEREAS, the Trustees of the Fund have approved certain changes to the
expense structure of the Fund; and
     NOW, THEREFORE, the parties do hereby agree to amend the Agreement by
substituting the following arrangement in place of any inconsistent language in
the Participation Agreement, wherever found:
     1.   The Fund will provide to the Company each year, at the Fund's cost,
such number of prospectuses and Statements of Additional Information as are
actually distributed to the Company's then-existing variable life and/or
variable annuity contract owners.
     2.   If the Company takes camera-ready film or computer diskettes
containing the Fund's prospectus and/or Statement of Additional Information in
lieu of receiving hard copies of these documents, the Fund will reimburse the
Company in an amount computed as follows. The number of prospectuses and
Statements of Additional Information actually distributed to existing contract
owners by the Company will be multiplied by the Fund's actual per-unit cost of
printing the documents.
     3.   The Company agrees to provide the Fund or its designee with such
information as may be reasonably requested by the Fund in order to verify that
the prospectuses and Statements of Additional Information provided to the
Company, or the reimbursement made to the Company, are or have been used only
for the purposes set forth hereinabove.
     IN WITNESS WHEREOF we have set our hand as of the 15th day of December,
1994.
     PFL LIFE INSURANCE COMPANY
     By:    /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
            --------------------------
     Name:   ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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     Title:  Vice President, Assistant  Secretary
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             and Associate General Counsel
     VARIABLE INSURANCE PRODUCTS FUND   FIDELITY DISTRIBUTORS CORPORATION
     By:    /s/ J. ▇▇▇▇ ▇▇▇▇▇▇▇▇        By:    /s/ ▇▇▇▇ ▇ ▇▇▇▇▇
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     Name:  J. ▇▇▇▇ ▇▇▇▇▇▇▇▇            Name:  ▇▇▇▇ ▇. ▇▇▇▇▇
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     Title: Senior Vice President       Title: President
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