AMENDMENT 1 TO
PARTICIPATION AGREEMENT
Among
▇▇▇▇▇▇▇▇▇▇▇ VARIABLE ACCOUNT FUNDS,
OPPENHEIMERFUNDS, INC.
and
AMERICAN ENTERPRISE LIFE INSURANCE COMPANY
THIS AMENDMENT 1 TO PARTICIPATION AGREEMENT ("Amendment 1") is
effective as of June 15, 1999, among ▇▇▇▇▇▇▇▇▇▇▇ VARIABLE ACCOUNT FUNDS (the
"Fund"), OPPENHEIMERFUNDS, INC. (the "Adviser"), and AMERICAN ENTERPRISE LIFE
INSURANCE COMPANY (the "Company"). Capitalized terms not otherwise defined
herein will have the meaning ascribed to them in the Agreement (defined below).
WHEREAS, the Fund, the Adviser and the Company are parties to the
Participation Agreement dated October 30, 1997 (the "Agreement") in connection
with the participation by the Funds in Contracts offered by the Company to its
clients; and
WHEREAS, the Company now desires to expand the number of Portfolios of
the Fund made available as underlying investment media for the Contracts; and
WHEREAS, the parties to this Amendment 1 now desire to modify the
Agreement as provided herein.
NOW, THEREFORE, in consideration of the mutual promises set forth
herein, the parties hereto agree as follows:
1. Amendment to Notices Provision. In Article IX, the reference under
notices "If to the Company" to ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Director-Variable Assets
Product Management, is hereby deleted in its entirety and replaced with a
reference to "President."
2. Amendment to Schedule 2. Schedule 2 of the Agreement is hereby
amended to read as follows:
Schedule 2
Contracts
Contract Form 34560 Contract Form 43410
Contract Form 43260 and state variations of this form
and state variations of these forms
3. Amendment to Schedule3. Schedule 3 of the Agreement is hereby
amended to read as follows:
Schedule 3
Portfolios
Under Contract Form 34560, 43260 and state variations of these forms:
▇▇▇▇▇▇▇▇▇▇▇ Capital Appreciation Fund/VA (formerly ▇▇▇▇▇▇▇▇▇▇▇ Variable Account
Funds/▇▇▇▇▇▇▇▇▇▇▇ Growth Fund)
▇▇▇▇▇▇▇▇▇▇▇ High Income Fund/VA (formerly ▇▇▇▇▇▇▇▇▇▇▇ Variable Account
Funds/▇▇▇▇▇▇▇▇▇▇▇ High Income Fund)
Under Contract Form 43410 and state variations of this form:
▇▇▇▇▇▇▇▇▇▇▇ Global Securities Fund/VA
▇▇▇▇▇▇▇▇▇▇▇ Main Street Growth & Income Fund/VA
▇▇▇▇▇▇▇▇▇▇▇ Strategic Bond Fund/VA
4. Ratification and Confirmation of Agreement. In the event of a
conflict between the terms of this Amendment 1 and the Agreement, it is the
intention of the parties that the terms of this Amendment 1 will control and the
Agreement will be interpreted on that basis. To the extent the provisions of the
Agreement have not been amended by this Amendment 1, the parties hereby confirm
and ratify the Agreement.
5. Counterparts. This Amendment 1 may be executed in two or more
counterparts, each of which will be an original and all of which together will
constitute one instrument.
6. Full Force and Effect. Except as expressly supplemented, amended or
consented to hereby, all of the representations, warranties, terms, covenants
and conditions of the Agreement will remain unamended and will continue to be in
full force and effect.
IN WITNESS WHEREOF, the undersigned have executed this Amendment 1 as
of the date first above written.
AMERICAN ENTERPRISE LIFE
INSURANCE COMPANY ATTEST
By:/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ By:/s/ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: President Title: Assistant Secretary
▇▇▇▇▇▇▇▇▇▇▇ VARIABLE ACCOUNT
FUNDS OPPENHEIMERFUNDS, INC.
By:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Title: Vice President Title: Vice President