DISTRIBUTION AGREEMENT

                                     BETWEEN

                    FIRST SECURITY BENEFIT LIFE INSURANCE AND
                           ANNUITY COMPANY OF NEW YORK

                                       AND

                           SECURITY DISTRIBUTORS, INC.


   THIS  DISTRIBUTION  AGREEMENT,  made as of the __ day of July,  2002,  by and
between FIRST SECURITY  BENEFIT LIFE  INSURANCE AND ANNUITY  COMPANY OF NEW YORK
("INSURER"),  a life insurance  company organized under the laws of the State of
New  York,  for  itself  and on  behalf  of the  Insurer's  Separate  Account(s)
established  and  maintained  by Insurer under the laws of the State of New York
(the  "SEPARATE  ACCOUNTS"),  and SECURITY  DISTRIBUTORS,  INC.,  a  corporation
organized and existing under the laws of the State of Kansas ("UNDERWRITER").

                                   WITNESSETH:

   WHEREAS,  the Separate  Accounts have been  established by Insurer to support
variable annuity contracts (the "CONTRACTS") issued by Insurer;

   WHEREAS,  Underwriter is registered as a  broker-dealer  under the Securities
Exchange  Act of 1934,  as amended  ("SEA-34"),  and is a member of the National
Association of Securities Dealers, Inc. ("NASD");

   WHEREAS,  Underwriter  desires to distribute  the Contracts  supported by the
Separate Accounts and offered by Insurer;

   WHEREAS,  Insurer  desires to issue  such  Contracts  to the  public  through
Underwriter acting as the principal underwriter;

   NOW,  THEREFORE,  in  consideration  of the premises and the mutual  promises
hereinafter set forth, the parties hereto agree as follows:

 1.  DEFINITIONS

     (a)  AFFILIATE -- With respect to a person,  any other person  controlling,
          controlled by, or under common control with, such person.

     (b)  APPLICATION  -- An  application  for a  Contract  and any other  forms
          required to be completed before a Contract is issued.

     (c)  DISTRIBUTOR -- A person  registered as a broker-dealer and licensed as
          a life insurance  agent or affiliated  with a person so licensed,  who
          will be authorized by Underwriter to distribute the Contracts.

     (d)  FUND -- An investment  company,  underlying the Contracts as in effect
          at the Effective Date, and such other investment companies that may be
          added from time to time.

     (e)  PERSON -- An individual,  corporation,  partnership, limited liability
          company,  firm,  joint  venture,  association,   joint-stock  company,
          unincorporated  organization,  governmental or regulatory authority or
          other entity.

     (f)  PREMIUM  -- A  payment  made  under  a  Contract  by an  applicant  or
          purchaser to purchase benefits under the Contract.

     (g)  PROSPECTUS -- The prospectus and statement of additional  information,
          if any, included within a Registration Statement,  except that, if the
          most recently filed prospectus and statement of additional information
          filed pursuant to Rule 497 under SA-33 subsequent to the date on which
          a Registration  Statement became effective differs from the prospectus
          and  statement  of  additional   information   included   within  such
          Registration  Statement  at the  time it  became  effective,  the term
          "Prospectus"  shall refer to the most recently  filed  prospectus  and
          statement of additional  information filed under Rule 497 under SA-33,
          from and after the date on which they each shall have been filed.

     (h)  REGISTRATION  STATEMENT  -- At any  time  that  this  Agreement  is in
          effect, each currently effective registration  statement, or currently
          effective post-effective amendment thereto, relating to the Contracts,
          including financial  statements included in, and all exhibits to, such
          registration statement or post-effective amendment.

     (i)  REGULATIONS -- The rules and regulations  promulgated by the SEC under
          SA-33,  SEA-34  and the  Investment  Company  Act of 1940,  as amended
          ("ICA-40").

     (j)  REPRESENTATIVE  -- When  used  with  reference  to a  Distributor,  an
          individual  who is an  associated  person,  as that term is defined in
          SEA-34, thereof.

     (k)  SA-33 -- The Securities Act of 1933, as amended.

     (l)  SEC -- The Securities and Exchange Commission.

 2.  SALE OF CONTRACTS

     (a)  PRINCIPAL UNDERWRITER

          Insurer,  on its  behalf  and on  behalf  of  the  Separate  Accounts,
          authorizes Underwriter,  and Underwriter accepts such authority, to be
          the   distributor   and  principal   underwriter   of  the  Contracts.
          Underwriter shall act as distributor and principal  underwriter of the
          Contracts,  subject to Insurer's control. As distributor and principal
          underwriter,  Underwriter  shall  have the  right to  authorize  third
          parties as Distributors and Distributor  Representatives  to engage in
          distribution activities involving the solicitation of Applications and
          Premiums  directly from customers and prospective  customers,  in each
          case as  Underwriter  may so provide or limit,  provided  that Insurer
          reserves  the right,  which shall not be  exercised  unreasonably,  to
          require that  Underwriter  not enter into a sales  agreement  with any
          proposed Distributor or appoint a Distributor Representative.  Insurer
          shall   authorize   Underwriter  on  its  behalf  to  appoint  in  the
          appropriate  states or jurisdictions  such Distributors or Distributor
          Representatives.  Underwriter  shall be an independent  contractor and
          neither Underwriter, nor any of its officers, directors, employees, or
          agents is or shall be an  employee  of Insurer in the  performance  of
          Underwriter's duties hereunder.

     (b)  NO ALTERATION, DISCHARGE, ETC., OF CONTRACTS

          Underwriter shall not have authority, and shall not grant authority to
          Distributors or Distributor Representatives,  on behalf of Insurer: to
          make, alter, waive, change or discharge any Contract or other contract
          entered into pursuant to a Contract;  to waive any Contract forfeiture
          provision; to extend the time of paying any Premium; to endorse checks
          or money  orders  payable  to  Insurer,  or to  receive  any monies or
          Premiums (except for the sole purpose of forwarding monies or Premiums
          to  Insurer).  Underwriter  shall not  expend,  nor  contract  for the
          expenditure of, the funds of Insurer. Underwriter shall not possess or
          exercise any authority on behalf of Insurer other than that  expressly
          conferred on Underwriter by this Agreement.

 3.  SOLICITATION ACTIVITIES, APPLICATIONS AND PREMIUMS

     Underwriter  agrees that its  solicitation  activities  with respect to the
     Contracts shall be subject to applicable laws and regulations and the rules
     set forth herein:

     (a)  Underwriter  shall use  Applications  and other materials  approved by
          Insurer for use in the  solicitation  activities  with  respect to the
          Contracts.

     (b)  All  Premiums  paid by check  or money  order  that are  collected  by
          Underwriter and  attributable to a Separate  Account shall be remitted
          promptly  (and in any event not later than two  business  days) to the
          Insurer.  Checks or money orders in payment of Premiums shall be drawn
          to the order of "First  Security  Benefit Life  Insurance  and Annuity
          Company of New York."  Premiums may be  transmitted by wire order from
          Underwriter   to  the  Insurer  in  accordance   with  the  procedures
          reasonably  agreed upon by the parties.  If any Premium is held at any
          time  by  Underwriter,  Underwriter  shall  hold  such  Premium  in  a
          fiduciary  capacity and such portion of the Premium  attributable to a
          Separate  Account  shall be  remitted  promptly,  and in any event not
          later  than  two  business   days,  to  Insurer.   All  such  Premiums
          attributable to the Separate Account, whether by check, money order or
          wire, shall be the property of Insurer.

     (c)  Underwriter  acknowledges that Insurer shall have the right to reject,
          in whole or in part, any  Application,  but only for reasonable  cause
          and only after  giving prior  notice to  Underwriter.  In the event an
          Application  is rejected,  any Premium  submitted  therewith  shall be
          returned by Insurer to the applicant.  Insurer shall  promptly  notify
          Underwriter  and, if  applicable,  the  Distributor  who submitted the
          Application,  of such action. In the event that a purchaser  exercises
          his or her free look  right  under  their  Contract,  any amount to be
          refunded  as  provided  in such  Contract  shall be so refunded to the
          purchaser by Insurer. Insurer shall notify Underwriter of such action.

     (d)  All  solicitation  and sales  activities  engaged in by Underwriter in
          regard to the  Contracts  shall be in compliance  with all  applicable
          federal  and state  securities  laws and  regulations,  as well as all
          applicable insurance laws and regulations.

     (e)  Underwriter shall not offer, attempt to offer, or solicit Applications
          for  the  Contracts  or  deliver  the  Contracts,   in  any  state  or
          jurisdiction other than the state of New York.

 4.  ADMINISTRATION

     (a)  Insurer, as agent for Underwriter, shall confirm to each applicant for
          and  purchaser  of a Contract in  accordance  with Rule  10b-10  under
          SEA-34  acceptance  of  premiums  and such other  transactions  as are
          required   to  be   confirmed   by  Rule   10b-10  or   administrative
          interpretations thereunder, or any NASD requirements.

     (b)  Insurer  shall  maintain  and  preserve  such books and  records  with
          respect to the Contracts in conformity with the  requirements of Rules
          17a-3  and  17a-4  under   SEA-34   including,   to  the  extent  such
          requirements   apply,   all  books  and   records   with   respect  to
          confirmations  provided under Rule 10b-10.  Insurer shall maintain all
          such books and records,  which shall be considered  the joint property
          of Insurer and Underwriter,  and Insurer  acknowledges that such books
          and records are at all times  subject to inspection by the SEC and the
          NASD in  accordance  with  Section  17(a) of SEA-34 and shall  provide
          copies thereof upon Underwriter's request.

     (c)  Insurer  shall not  sub-contract  with  another  person  other than an
          affiliate of Insurer to perform any of the functions  contemplated  by
          this   Section  or  maintain  any   information,   books  and  records
          contemplated  by this Agreement  without first obtaining such person's
          undertaking,  in  writing,  to  comply  with  the  provisions  of this
          Agreement to keep confidential all proprietary information obtained by
          such person.

 5.  MARKETING

     Underwriter  shall  have  responsibility  for the  marketing  arrangements,
     marketing  materials and marketing  practices,  respecting  the  Contracts.
     Underwriter  shall be  responsible  for the design and  preparation  of all
     promotional,  sales and  advertising  material  relating to the  Contracts.
     Insurer shall provide  Underwriter with the following in such quantities as
     it shall  reasonably  request:  (1) copies of the  current  Prospectus  and
     Statement of Additional Information for the Contracts; (2) applications for
     the Contracts;  and (3) sales literature for the Contracts. No promotional,
     sales or advertising material may be used by any party without the approval
     of the  other  party.  Prior to any use with  members  of the  public,  the
     following procedures shall be observed:

     (a)  Each party shall provide to the other party copies of all promotional,
          sales and  advertising  material  developed by such party, if any, for
          such other party's review and written  approval,  and each party shall
          be given a reasonable amount of time to complete its review.

     (b)  Each party shall respond on a prompt and timely basis in approving any
          such material and shall act reasonably in connection therewith.

     (c)  Insurer  shall be  responsible  for filing all  promotional,  sales or
          advertising material,  whether developed by Underwriter or Insurer, as
          required, with the New York state insurance regulatory authorities.

     (d)  Underwriter shall be responsible for filing all promotional,  sales or
          advertising material,  whether developed by Underwriter or Insurer, as
          required,  with the NASD,  and New York  state  securities  regulatory
          authorities.

     (e)  Each party shall notify the other party  expeditiously of any comments
          provided  by  the  NASD  or  the  New  York  securities  or  insurance
          regulatory   authority   on  such   material,   and   will   cooperate
          expeditiously  in  resolving  and   implementing   any  comments,   as
          applicable.

     The parties acknowledge that such material,  to the extent it identifies or
     discusses  a  Fund,  may be  subject  to  review  and  approval  procedures
     implemented  by that Fund.  Each party  reserves  the right,  after  having
     approved a piece of material, to object to further use of such material and
     may require the other party to cease use of such material.

 6.  EXPENSES

     (a)  UNDERWRITER

          With respect to this  Agreement,  Underwriter  shall pay the following
          expenses related to its distribution of the Contracts:

          (1)  the  compensation  of   Distributors,   which  amounts  shall  be
               reimbursed by the Insurer;

          (2)  the costs of any  promotional,  sales and  advertising  material,
               including Applications and any other materials used in connection
               with the sale of the Contracts; and

          (3)  the  expenses of printing  and mailing the  Prospectuses  for the
               Contracts  and  the  Funds  (and  any  supplements  thereto)  for
               distribution to prospective customers.

     (b)  OTHER EXPENSES

          Other than as specifically  provided in this Agreement,  Insurer shall
          pay all expenses that it incurs in connection with this Agreement, and
          Underwriter  shall pay all expenses that it incurs in connection  with
          this Agreement.

 7.  REPRESENTATIONS AND WARRANTIES OF INSURER

     (a)  Insurer  represents  and warrants to Underwriter on the Effective Date
          that:

          (1)  Insurer  has been duly  organized  and is validly  existing  as a
               corporation  in good standing  under the laws of the State of New
               York with full power and authority to own,  lease and operate its
               properties  and  conduct  its  business,  is  duly  qualified  to
               transact  the business of a life  insurance  company and to issue
               variable insurance products.

          (2)  The execution and delivery of this Agreement and the consummation
               of the transactions contemplated herein have been duly authorized
               by all  necessary  corporate  action  by  Insurer,  and  when  so
               executed  and  delivered  this  Agreement  shall be the valid and
               binding obligation of Insurer  enforceable in accordance with its
               terms.

          (3)  The consummation of the transactions contemplated herein, and the
               fulfillment  of the terms of this  Agreement,  shall not conflict
               with,  result in any breach in any material respect of any of the
               terms and provisions of, or constitute (with or without notice or
               lapse of time) a  default  in any  material  respect  under,  the
               articles of incorporation or bylaws of Insurer, or any indenture,
               agreement,  mortgage, deed of trust, or other instrument to which
               Insurer  is a party or by which it is  bound,  or, to the best of
               Insurer's knowledge, violate in any material respect any law, any
               order,  rule or regulation  applicable to Insurer of any court or
               of any federal or state regulatory body, administrative agency or
               any other governmental  instrumentality  having jurisdiction over
               Insurer or any of its properties.

     (b)  Insurer  further   represents  and  warrants  to  Underwriter  on  the
          effective  date of the  most  recent  Registration  Statement  for the
          Contracts,  and undertakes to use its best efforts to ensure as of the
          effective date of each subsequent Registration Statement, that:

          (1)  Insurer has filed with the SEC all statements,  notices and other
               documents  required for  registration  of the  Contracts  (or the
               interests therein) and the Separate Accounts under the provisions
               of  ICA-40  and SA-33 and the  Regulations  thereunder;  further,
               there are no contracts or documents of Insurer or relating to the
               Contracts or the Separate  Account which are required to be filed
               as exhibits to such  Registration  Statement by SA-33,  ICA-40 or
               the Regulations which have not been so filed.

          (2)  Such  Registration  Statement has been declared  effective by the
               SEC or has become effective in accordance with the Regulations.

          (3)  Insurer has not  received any notice from the SEC with respect to
               such  Registration  Statement  pursuant to Section 8(e) of ICA-40
               and no stop order under  SA-33 has been issued and no  proceeding
               therefor has been instituted or threatened by the SEC.

          (4)  Insurer  has  obtained,  or  prior  to  the  commencement  of the
               offering of the Contracts will obtain, all necessary or customary
               orders  of  exemption  or  approval  from the SEC to  permit  the
               distribution  of the Contracts  pursuant to this Agreement and to
               permit the  operation of the Separate  Accounts  supporting  such
               Contracts as contemplated in the related Prospectuses.

          (5)  Insurer has  represented in the  Registration  Statement that the
               fees and charges deducted under the Contracts,  in the aggregate,
               are reasonable in relation to the services rendered, the expenses
               expected to be incurred, and the risks assumed by the Insurer. In
               addition,  Insurer complies with all other applicable  provisions
               of Section 26 of the ICA-40,  as if it were  trustee or custodian
               of the Separate  Accounts;  Insurer has filed with the  insurance
               regulatory  authority  for  the  State  of  New  York  an  annual
               statement  of  its  financial  condition,  which  indicates  that
               Insurer has capital and surplus or unassigned surplus of not less
               than $1 million or such other amount as  prescribed  by SEC rule;
               and Insurer,  together with its registered separate accounts,  is
               supervised and examined  periodically by the insurance  authority
               of New York.

          (6)  Such Registration  Statement and the related Prospectus comply in
               all material respects with the provisions of SA-33 and ICA-40 and
               the Regulations,  and neither the Registration  Statement nor the
               Prospectus  contains an untrue  statement  of a material  fact or
               omits to state a material fact  required to be stated  therein or
               necessary to make the statements therein not misleading, in light
               of the circumstances in which they were made; provided,  however,
               that none of the  representations  and warranties in this Section
               8(b)(6)   shall  apply  to   statements   or  omissions   from  a
               Registration Statement or Prospectus made in reliance upon and in
               conformity  with  information  furnished to Insurer in writing by
               Underwriter  expressly for use in such Registration  Statement or
               Prospectus.

          (7)  Each Separate  Account has been duly  established  by Insurer and
               conforms to the description thereof in the Registration Statement
               and the Prospectus for the Separate Account.

          (8)  The  form  of the  Contracts  has  been  approved  to the  extent
               required by the New York Insurance Commissioner.

          (9)  The Contracts have been duly authorized by Insurer and conform to
               the descriptions  thereof in the Registration  Statements for the
               Contracts  and the  related  Prospectuses  and,  when  issued  as
               contemplated by such  Registration  Statements,  shall constitute
               legal,  validly  issued  and  binding  obligations  of Insurer in
               accordance with their terms.

          (10) No other consent,  approval,  authorization or order of any court
               or governmental  authority or agency is required for the issuance
               or sale of the Contracts,  the  establishment or operation of the
               Separate  Accounts,  or for the  consummation of the transactions
               contemplated by this Agreement, that has not been obtained.

 8.  REPRESENTATIONS AND WARRANTIES OF UNDERWRITER

     Underwriter  represents  and warrants to Insurer on the  Effective  Date as
     follows:

     (a)  Underwriter  has been duly  organized  and is  validly  existing  as a
          corporation  in good  standing  under  the laws of the State of Kansas
          with full power and authority to own, lease and operate its properties
          and to conduct its business, and is in good standing, in each state in
          which its business so requires.

     (b)  The execution and delivery of this Agreement and the  consummation  of
          the transactions  contemplated herein have been duly authorized by all
          necessary  corporate  action by Underwriter,  and when so executed and
          delivered this Agreement shall be the valid and binding  obligation of
          Underwriter enforceable in accordance with its terms.

     (c)  The  consummation of the  transactions  contemplated  herein,  and the
          fulfillment of the terms of this  Agreement,  shall not conflict with,
          result in any breach in any  material  respect of any of the terms and
          provisions of, or constitute (with or without notice or lapse of time)
          a default in any material respect under, the articles of incorporation
          or bylaws of Underwriter, or any indenture,  agreement, mortgage, deed
          of trust,  or other  instrument to which  Underwriter is a party or by
          which it is bound, or to the best of Underwriter's  knowledge  violate
          in any  material  respect  any law,  or, to the best of  Underwriter's
          knowledge,  any order, rule or regulation applicable to Underwriter of
          any court or of any federal or state regulatory  body,  administrative
          agency or any other governmental  instrumentality  having jurisdiction
          over Underwriter or any of its properties.

     (d)  Underwriter is registered as a broker-dealer under SEA-34, is a member
          of the  NASD,  and is duly  registered  as a  broker-dealer  under the
          securities laws of the state of New York, holding all requisite Series
          licenses in connection with its obligations under this Agreement.

     (e)  Underwriter  is and shall remain during the term of this  Agreement in
          compliance with Section 9(a) of ICA-40.

 9.  RECORDS

     Insurer and Underwriter each shall maintain such accounts,  books,  records
     and other  documents  as are required to be  maintained  by each of them by
     applicable laws and  regulations  and shall preserve such accounts,  books,
     records and other  documents  for the periods  prescribed  by such laws and
     regulations.  Each party  shall  have the right to  inspect  and audit such
     accounts,  books,  records and other  documents  of the other party  during
     normal  business hours upon  reasonable  written notice to the other party.
     Each party shall keep  confidential  all information  obtained  pursuant to
     such an inspection or audit,  and shall disclose such  information to third
     parties only upon receipt of written  authorization from the other party or
     as otherwise described in Section 11, below.

10.  INVESTIGATIONS AND PROCEEDINGS

     (a)  COOPERATION

          Underwriter  and Insurer  shall  cooperate  fully in any  insurance or
          securities   regulatory   investigation   or  proceeding  or  judicial
          proceeding with respect to Insurer, Underwriter,  their Affiliates and
          their  agents,  Representatives  or  employees to the extent that such
          investigation  or proceeding is in connection with the offering,  sale
          or  distribution  of the Contracts  distributed  under this Agreement.
          Without limiting the foregoing,  Insurer and Underwriter  shall notify
          each other promptly of any notice of any regulatory  investigation  or
          proceeding  or judicial  proceeding,  arising in  connection  with the
          offering, sale or distribution of the Contracts distributed under this
          Agreement,   received  by  either   party  with  respect  to  Insurer,
          Underwriter or any of their  Affiliates,  agents,  Representatives  or
          employees  or which may affect  Insurer's  issuance  or  Underwriter's
          distribution of any Contract marketed under this Agreement.

     (b)  CUSTOMER COMPLAINT

          Insurer and  Underwriter  shall notify each other promptly in the case
          of a substantive  customer  complaint  arising in connection  with the
          offering, sale or distribution of the Contracts distributed under this
          Agreement.  In addition,  Underwriter  and Insurer shall  cooperate in
          investigating  such complaint and any response by either party to such
          complaint  shall be sent to the other party for written  approval  not
          less than five  business  days prior to its being sent to the customer
          or any regulatory authority,  except that if a more prompt response is
          required,  the proposed response shall be communicated by telephone or
          facsimile. In any event, neither party shall release any such response
          without the other party's prior written approval.

11.  CONFIDENTIAL AND PROPRIETARY INFORMATION

     At all times  throughout  the term of this  Agreement,  and  following  any
     termination  or  expiration  of this  Agreement,  each party and all of its
     respective Affiliates, and each officer, director, shareholder, employee or
     agent thereof,  shall maintain the  confidentiality  of (i) this Agreement,
     (ii) the  transactions  and other matters  contemplated  herein,  (iii) any
     proprietary or other  information  provided by one party to the other party
     to facilitate  the  transactions  contemplated  herein,  provided that this
     obligation of confidentiality  shall not apply to: (i) disclosures required
     to be made to any  regulatory  bodies,  administrative  agencies  or  other
     governmental  instrumentalities  or disclosures  deemed by such party to be
     desirable  to  disclose  to any  such  entity;  (ii)  disclosures  made  to
     attorneys,  accountants and other representatives in order to assist in the
     consummation of the  transactions  and other matters  contemplated  herein;
     (iii) disclosures otherwise required by applicable law; or (iv) disclosures
     to which the other party consents;  provided  further that, with respect to
     the immediately  foregoing clauses (i) and (iii), any party that makes such
     a  disclosure  shall so notify the other party  prior to or  simultaneously
     with making  such  disclosure  to the extent  reasonably  practicable;  and
     provided  further that, with respect to the foregoing  clause (ii), a party
     shall  make  disclosures  regarding  this  Agreement  and the  transactions
     contemplated  herein only to such party's attorneys,  accountants and other
     third party representatives who agree to keep such information confidential
     in accordance with this Section.

12.  DURATION AND TERMINATION OF THIS AGREEMENT

     (a)  TERM

          This Agreement shall become  effective upon the Effective Date and may
          be terminated at any time without the payment of any penalty by either
          party by giving  the  other  party at least  sixty  (60)  days'  prior
          written notice of such intention to terminate.

     (b)  ASSIGNMENT

          This  Agreement  will  automatically  terminate  in the  event  of its
          assignment,  as such term is  defined  in  ICA-40,  without  the prior
          written consent of the other party.

     (c)  TERMINATION UPON MATERIAL BREACH

          This Agreement may be terminated at the option of either party to this
          Agreement upon the other party's  material  breach of any provision of
          this Agreement or of any representation made in this Agreement, unless
          such breach has been cured  within 30 days after  receipt of notice of
          breach from the non-breaching party.

     (d)  EFFECT OF TERMINATION

          Upon  termination  of this  Agreement all  authorizations,  rights and
          obligations shall cease except:  (1) the obligation to settle accounts
          hereunder, including commissions on Premiums subsequently received for
          Contracts in effect at the time of termination  or issued  pursuant to
          Applications  received by Insurer  prior to  termination;  and (2) the
          obligations contained in Sections 9, 10, and 11 hereof.

13.  AMENDMENT OF THIS AGREEMENT

     No provisions  of this  Agreement may be changed,  waived,  discharged,  or
     terminated orally, but only by an instrument in writing signed by the party
     against which enforcement of the change, waiver,  discharge, or termination
     is sought.

14.  AMENDMENT OF SCHEDULES

     The parties to this  Agreement may amend  Schedule 1 to this Agreement from
     time to time to reflect  additions  of or changes in any class of Contracts
     or Separate  Accounts  that have been agreed upon.  The  provisions of this
     Agreement  shall be equally  applicable  to each such class of Contracts or
     Separate  Accounts  that may be added to the  Schedule,  unless the context
     otherwise requires.

15.  MISCELLANEOUS

     (a)  CAPTIONS

          The  captions  in this  Agreement  are  included  for  convenience  of
          reference  only,  and in no way define or limit any of the  provisions
          hereof or otherwise affect their construction or effect.

     (b)  COUNTERPARTS

          This  Agreement  may  be  executed   simultaneously  in  two  or  more
          counterparts,  each of which shall be deemed an  original,  but all of
          which together shall constitute one and the same instrument.

     (c)  RIGHTS, REMEDIES, ETC., ARE CUMULATIVE

          The rights,  remedies and obligations  contained in this Agreement are
          cumulative  and are in addition to any and all  rights,  remedies  and
          obligations,  at  law or in  equity,  which  the  parties  hereto  are
          entitled to under state and federal  laws.  Failure of either party to
          insist  upon  strict  compliance  with any of the  conditions  of this
          Agreement shall not be construed as a waiver of any of the conditions,
          but the same shall  remain in full force and effect.  No waiver of any
          of the  provisions  of  this  Agreement  shall  be  deemed,  or  shall
          constitute, a waiver of any other provisions,  whether or not similar,
          nor shall any waiver constitute a continuing waiver.

     (d)  INTERPRETATION; JURISDICTION

          This Agreement  constitutes  the whole  agreement  between the parties
          hereto with respect to the subject matter  hereof,  and supersedes all
          prior  oral or  written  understandings,  agreements  or  negotiations
          between the parties  with  respect to such  subject  matter.  No prior
          writings by or between the parties with respect to the subject  matter
          hereof  shall  be  used  by  either  party  in  connection   with  the
          interpretation  of any  provision of this  Agreement.  This  Agreement
          shall  be  construed  and  its  provisions  interpreted  under  and in
          accordance  with the  internal  laws of the state of New York  without
          giving effect to principles of conflict of laws.

     (e)  SEVERABILITY

          This is a severable Agreement. In the event that any provision of this
          Agreement  would  require  a  party  to  take  action   prohibited  by
          applicable federal or state law or prohibit a party from taking action
          required by applicable  federal or state law, then it is the intention
          of the  parties  hereto that such  provision  shall be enforced to the
          extent  permitted  under the law,  and,  in any event,  that all other
          provisions of this Agreement  shall remain valid and duly  enforceable
          as if the provision at issue had never been a part hereof.

     (f)  REGULATION

          This Agreement shall be subject to the provisions of SA-33, SEA-34 and
          ICA-40 and the  Regulations and the rules and regulations of the NASD,
          from time to time in effect,  including such exemptions from ICA-40 as
          the SEC may  grant,  and the terms  hereof  shall be  interpreted  and
          construed in accordance therewith.  Without limiting the generality of
          the foregoing,  the term "assigned"  shall not include any transaction
          exempted from Section 15(b)(2) of ICA-40.

16.  NOTICE, CONSENT AND REQUEST

     Any notice,  consent or request required or permitted to be given by either
     party  to the  other  shall  be  deemed  sufficient  if sent  by  facsimile
     transmission  followed by Federal Express or other overnight carrier, or if
     sent by registered or certified  mail,  postage  prepaid,  addressed by the
     party giving notice to the other party at the following address (or at such
     other address for a party as shall be specified by like notice):

        if to Insurer:

           First Security Benefit Life Insurance and Annuity Company of New York
           Attn:  Roger K. Viola, Secretary and Vice President
           70 West Red Oak Lane, 4th Floor
           White Plains, New York 10604
           Phone No.:  (785) 438-3137
           Fax No.:  (785) 438-3080

        and if to Underwriter:

           Security Distributors, Inc.
           One Security Benefit Place
           Topeka, Kansas 66636
           Attn:  General Counsel
           Phone No.: (785) 438-3137
           Fax No.:  (785) 438-3080

   IN WITNESS  WHEREOF,  Insurer and  Underwriter  have each duly  executed this
Agreement as of the day and year first above written.

FIRST SECURITY BENEFIT LIFE INSURANCE
AND ANNUITY COMPANY OF NEW YORK


By Its Authorized Officer

By:
      --------------------------------------------
      Roger K. Viola, Secretary and Vice President

Date:
      --------------------------------------------


SECURITY DISTRIBUTORS, INC.


By Its Authorized Officer

By:
      --------------------------------------------
      Greg Garvin, President

Date:
      --------------------------------------------

                                   SCHEDULE 1

                         CONTRACTS SUBJECT TO AGREEMENT


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    CONTRACT MARKETING NAME         CONTRACT FORM NOS.     SEC REGISTRATION NO.
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AdvisorDesigns Variable Annuity      FSB 216 (10-01)
                                     FSB 216 (10-01)U
--------------------------------------------------------------------------------

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