AMENDMENT TO PARTICIPATION AGREEMENT

Exhibit 1.A(8)(b)(li)

AMENDMENT TO PARTICIPATION AGREEMENT

THIS AGREEMENT is made by and among Security Life of Denver Insurance Company, a life insurance company organized under the laws of the State of Colorado (the "Company"), Variable Insurance Products Fund II, an unincorporated business trust organized under the laws of the Commonwealth of Massachusetts (the "Fund"), and Fidelity Distributors Corporation, a Massachusetts corporation (the "Underwriter") (collectively, the "Parties").

WHEREAS, the Parties executed a participation agreement dated August 10, 1994 (the "Participation Agreement"), governing how shares of the Fund's portfolios are to be made available to certain variable life insurance and/or variable annuity contracts (the "Contracts") offered by the Company through certain separate accounts (the "Separate Accounts");

WHEREAS, the other investment companies available under the Variable Life Insurance Contracts offered by the Company are listed in Schedule C of the Participation Agreement;

NOW, THEREFORE, in consideration of their mutual promises, the Parties agree as follows:

The Participation Agreement is hereby amended by substituting for the current Schedule C amended Schedule C in the form attached hereto.

Executed this 5th day of April, 2002.

Security Life of Denver Insurance Company			Variable Insurance Products Fund II
BY:	/s/ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇		BY:	/s/ ▇▇▇▇▇ ▇▇▇▇▇
	▇▇▇ ▇▇▇▇▇▇▇▇▇▇			▇▇▇▇▇ ▇▇▇▇▇
	Executive Vice President			Treasurer
			Fidelity Distributors Corporation
			BY:	/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
				▇▇▇▇ ▇▇▇▇▇▇▇
				Executive Vice President

 

 

 

Schedule C

Other investment companies currently available under variable annuities or variable life insurance issued by the Company (not all funds/portfolios are available in all products):

AIM VI Capital Appreciation Portfolio
AIM VI Government Securities Portfolio
▇▇▇▇▇ American MidCap Growth Portfolio
▇▇▇▇▇ American Small Capitalization Portfolio
▇▇▇▇▇ American Growth Portfolio
▇▇▇▇▇ American Leveraged Allcap Portfolio
Fidelity Investments Variable Insurance Products Fund
	Growth Portfolio
	Money Market Portfolio
	Overseas Portfolio
The GCG Trust
	Equity Income Portfolio
	Growth Portfolio
	Hard Assets Portfolio
	Limited Maturity Bond Portfolio
	Liquid Asset Portfolio
	Mid-Cap Growth Portfolio
	Research Portfolio
	Total Return Portfolio
	Fully Managed Portfolio
	Diversified Midcap Portfolio
	Large Cap Value Portfolio
ING Income Shares
	ING ▇▇ ▇▇▇▇ Portfolio
ING Partners, Inc.
	ING ▇▇▇▇▇▇▇ Tactical Asset Allocation Portfolio - I Class
	ING ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Portfolio - I Class
ING Variable Portfolios, Inc.
	ING VP Index Plus Large Cap Portfolio
	ING VP Index Plus Mid Cap Portfolio
	ING VP Index Plus Small Cap Portfolio
ING Variable Products Trust
	ING VP Growth Opportunities Portfolio
	ING VP MagnaCap Portfolio
	ING ▇▇ ▇▇▇▇▇▇ Opportunities Portfolio
	ING VP SmallCap Opportunities Portfolio
INVESCO VIF High Yield Fund
INVESCO VIF Core Equity Fund
INVESCO VIF Health Sciences Fund
INVESCO VIF Total Return Fund
INVESCO VIF Utilities Fund
INVESCO VIF Small Company Growth Fund
Janus Aspen Series
	Growth Portfolio
	Aggressive Growth Portfolio
	International Growth Portfolio
	Worldwide Growth Portfolio
▇▇▇▇▇▇▇ ▇▇▇▇▇
	Balanced Capital Focus Fund
	Basic Value Focus Fund
	Global Growth Focus Fund
	Index 500 Fund
	Small Cap Value Focus Fund
M Fund, Inc.
	▇▇▇▇▇▇▇ International Equity Fund
	Business Opportunity Value Fund
	▇▇▇▇▇▇▇ Enhanced U. S. Equity Fund
	Frontier Capital Appreciation Fund
	▇▇▇▇▇▇ Core Growth Fund
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Growth Portfolio
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Limited Maturity Bond Portfolio
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Partners Portfolio
Pioneer Investment Management, Inc.
	Mid Cap Value VCT Portfolio - Class II
	Small Cap Value VCT Portfolio - Class II
▇▇▇▇▇▇ Variable Trust
	New Opportunities Fund
	Voyager Fund
	Growth and Income Fund
	SmallCap Value Fund
▇▇▇ ▇▇▇ Worldwide Insurance Trust
	Bond Fund
	Emerging Markets Fund
	Hard Assets Fund
	Real Estate Fund