ADDENDUM TO ORGANIZATIONAL AGREEMENT

The Organizational  Agreement, made the 28th day of December, 1988 among The GCG
Trust (the "Trust"),  Directed Services,  Inc. ("DSI"), and Golden American Life
Insurance  Company  ("Golden  American") (the  "Organizational  Agreement"),  as
amended by the Assignment Agreement to the Organizational  Agreement dated March
20,  1991 and Addenda to the  Organizational  Agreement  dated  October 1, 1993,
November 7, 1994,  December 29, 1995, March 4, 1997,  August 19, 1997,  February
16,  1999,  June 15, 1999,  February 17, 2000,  May 18, 2000 and of November 16,
2000 is hereby  amended  by the  addition  of the  provisions  set forth in this
Addendum to the Organizational  Agreement,  which is dated as of the 22nd day of
February 2001.

                                   WITNESSETH:

     WHEREAS,  the Trust is authorized to issue separate  series,  each of which
will offer a separate class of shares of beneficial interest, each series having
its own investment objective or objectives, policies, or limitations;

     WHEREAS,  the Trust currently offers shares in multiple  series,  may offer
shares of  additional  series in the  future,  and  intends  to offer  shares of
additional series in the future;

     WHEREAS,  the  Trust  has  established  one new  series  designated  as the
Internet Tollkeeper Series; and

     WHEREAS, the Trust and Golden American desire that the Internet Tollkeeper
Series be sold to the  separate  accounts of Golden  American  to fund  benefits
under variable life insurance  policies and variable annuity contracts issued by
Golden American;

     NOW  THEREFORE,  in  consideration  of the mutual  promises  and  covenants
contained in this Addendum, it is agreed between the parties hereto as follows:

     1.  The   Internet Tollkeeper  Series   listed  on  Exhibit  B  to  the
     Organizational   Agreement,   shall  be  series  under  the  Organizational
     Agreement.

     2. Exhibit B to the  Organizational  Agreement shall be replaced with a new
     Exhibit B, a copy of which is attached hereto.

     IN WITNESS  WHEREOF,  the parties  hereto  have caused this  Addendum to be
executed as of the date indicated above.

                                   THE GCG TRUST

                                   By:__________________________
                                   Title:__________________________

                                   DIRECTED SERVICES, INC.

                                   By:__________________________
                                   Title:__________________________

                                   GOLDEN AMERICAN
                                   LIFE INSURANCE COMPANY

                                   By:__________________________
                                   Title:__________________________




                           EXHIBIT B


     The Series of The GCG Trust, as described in the attached
Organizational Agreement, are as follows:

                  Equity Income Series (formerly, Multiple Allocation Series)
                  Fully Managed Series
                  Limited Maturity Bond Series
                  Hard Assets Series
                  Real Estate Series
                  Liquid Asset Series
                  Capital Appreciation Series
                  Rising Dividends Series
                  Emerging Markets Series
                  Market Manager Series
                  Value Equity Series
                  Strategic Equity Series
                  Small Cap Series
                  Mid-Cap Growth Series
                  Total Return Series
                  Research Series
                  Capital Growth Series (formerly, Growth & Income Series)
                  Growth Series (formerly, Value + Growth Series)
                  Core Bond Fund (formerly, Global Fixed Income Series)
                  Developing World Series
                  Investors Series
                  All Cap Series
                  Large Cap Value Series
                  Managed Global Series
                  Diversified Mid-Cap Series
                  Asset Allocation Growth Series
                  Special Situations Series
                  Growth and Income Series
                  International Equity Series
                  Internet Tollkeeper Series