EXHIBIT 99.4(d)

MINNESOTA LIFE                                         HIGHEST ANNIVERSARY VALUE
                                                             DEATH BENEFIT RIDER


Minnesota Life Insurance Company o 400 Robert Street North o St. Paul, Minnesota
55101-2098


This rider is attached to and made part of this contract as of the Contract
Date. We will deduct a charge for this rider as set forth on page one of the
contract. Once elected, you may not terminate this rider.

Terms not defined in this rider have the meaning given to them in the contract.
The section of the contract titled "Amount Payable at Death Prior to the Annuity
Commencement Date" is deleted and replaced with the following:

AMOUNT PAYABLE AT DEATH PRIOR TO THE ANNUITY COMMENCEMENT DATE
If any Owner dies before Annuity Payments begin, we will pay the death benefit
of this contract to the Beneficiary. If the Owner of this contract is other than
a natural person, such as a trust or other similar entity, we will pay the death
benefit to the Beneficiary on the death of the Annuitant. The entire value of
the contract must be distributed within five years from the date of death except
as otherwise provided below.

The death benefit will be the greater of:

(a)  the Contract Value; or
(b)  the sum of Purchase Payments adjusted pro-rata for any amounts previously
     withdrawn; or
(c)  the Highest Anniversary Value prior to the date of death increased by any
     Purchase Payments and reduced pro-rata for amounts withdrawn since the
     previous Highest Anniversary Value was determined.

The Highest Anniversary Value will be determined on every Contract Anniversary
prior to the Contract Anniversary following your 80th birthday. The Highest
Anniversary Value is equal to the greater of:

-    the Contract Value; or
-    the previous Highest Anniversary Value increased by any Purchase Payments
     and reduced pro-rata for amounts withdrawn since the previous Highest
     Anniversary Value was determined.

Where Joint Owners exist, there will be no further Highest Anniversary Values
determined after the 80th birthday of the oldest Joint Owner. After the death of
the first Joint Owner, determination of new Highest Anniversary Values may
resume on the next Contract Anniversary if the surviving Joint Owner continues
the contract and has not passed his or her 80th birthday. Death benefit
guarantees continue to apply and will be based upon the age of the surviving
Owner.

The value of the death benefit will be determined as of the Valuation Date
coincident with or next following the day we receive due proof of death at our
home office. Any amounts due as a death benefit in excess of the Contract Value
will be directed into the Money Market Sub-Account in fulfillment of the death
benefit provisions of the contract.

We will pay the death benefit in a single sum unless another form of settlement
has been requested and agreed to by us as of the date we receive all information
necessary to make payment.

If any portion of the death benefit is payable to your designated Beneficiary
who is not your surviving spouse, that Beneficiary may elect an Annuity Payment
option measured by a period not longer than that Beneficiary's life expectancy.
Annuity Payments must begin no later than one year after your death.

If any portion of the contract interest is payable to your designated
Beneficiary who is your surviving spouse, the surviving spouse shall be treated
as the contract Owner for purposes of: (a) when payments must begin; and (b) the
time of distribution in the event of death. If a surviving spouse elects to
assume his or her deceased spouse's contract, there may be an adjustment to the
Contract Value in the form of a death benefit for the death of the original
Owner. The death benefit may only be exercised at the death of the original
Owner and at the death of the first surviving spouse.


02-70075                                      Minnesota Life Insurance Company 1


This rider will terminate at the earliest of: the payment of all death benefits
available under the contract; termination or surrender of the contract; or the
Annuity Commencement Date where all remaining Contract Value has been applied to
provide Annuity Payments.

/s/ Dennis E. Prohofsky                         /s/ Robert L. Senkler
-----------------------                         ---------------------
Dennis E. Prohofsky                             Robert L. Senkler
Secretary                                       President



02-70075                                      Minnesota Life Insurance Company 2