EX-99.8(G)(IV) 2 c23395bexv99w8xgyxivy.txt FOURTH AMENDMENT TO THE TARGET FUNDS PARTICIPATION AGREEMENT EX-99.8(g)(iv) FOURTH AMENDMENT TO TARGET FUNDS PARTICIPATION AGREEMENT (FOR PRODUCTS SOLD THROUGH W&R DISTRIBUTION SYSTEM) This Fourth Amendment (the "Amendment") is entered into this 1st day of March 2008, 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. Exhibit B is deleted and replaced in its entirety by the Exhibit B 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: ________________________________________________ Its: ________________________________________________ W&R TARGET FUNDS, INC. _____________________________________________________ By: ________________________________________________ Its: ________________________________________________ EXHIBIT B March 1, 2008 W&R Target Funds, Inc. Funds Available to Variable Accounts - W&R Target Funds