AMENDMENT NO. 3 TO FUND PARTICIPATION AGREEMENT


     THIS  AMENDMENT  NO. 3 TO FUND  PARTICIPATION  AGREEMENT is made as of this
____ day of February,  2002 by and between  SAFECO LIFE  INSURANCE  COMPANY (the
"Company"),  AMERICAN  CENTURY  VARIABLE  PORTFOLIOS,  INC. (the "Issuer"),  and
AMERICAN CENTURY  INVESTMENT  SERVICES,  INC. (the  "Distributor").  Capitalized
terms not otherwise  defined  herein shall have the meaning  ascribed to them in
the Agreement (defined below).

                                    RECITALS

         WHEREAS, the Company, the Issuer and the Distributor are parties to a
certain Fund Participation Agreement dated December 19, 1995, as amended on June
26, 1997 and September 12, 1997 (the "Agreement") whereby shares of the Funds
were made available to serve as investment funding options for the Contracts;
and

         WHEREAS, the Company, the Issuer and the Distributor wish to supplement
the Agreement as provided herein;

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

         1. Addition of Fund. The second Whereas clause of the Agreement is
hereby amended to read "WHEREAS, the Company wished to offer as investment
options under the Contracts, VP Balanced, VP International, and VP Value (the
"Funds"), each of which is a series of mutual fund shares registered under the
Investment Company Act of 1940, as amended, and issued by the Issuer."

         2.       Ratification  and  Confirmation  of  Agreement.  In the event
of a conflict  between the terms of this Amendment No. 3 and the  Agreement,
it is the intention of the parties that the terms of this Amendment No. 3
shall  control  and the  Agreement  shall be  interpreted  on that  basis.
To the  extent  the  provisions  of the Agreement have not been amended by this
Amendment No. 3, the parties hereby confirm and ratify the Agreement.

         3.       Counterparts.     This  Amendment  No. 3 may be  executed  in
 two or more  counterparts,  each of which shall be an original and all of which
 together shall constitute one instrument.

         4.       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 shall remain unamended and
shall continue to be in full force and effect.





                         


         IN WITNESS WHEREOF, the undersigned have executed this Amendment No. 3
as of the date first above written.

SAFECO LIFE INSURANCE COMPANY               AMERICAN CENTURY INVESTMENT
                                                              SERVICES, INC.

By:          /s/ Scott L. Bartholomaus                        By:          /s/ William M. Lyons
         --------------------------------------------                  --------------------------
         Name:   Scott L. Bartholomaus                        Name:  William M. Lyons
         Title:  Vice President                               Title: President/CEO



AMERICAN CENTURY VARIABLE
PORTFOLIOS, INC.


By:        /s/William M. Lyons
         --------------------------------------------
         Name:William M. Lyons
         Title:President/CEO