AMENDMENT NO. 2
                                       TO
                          FUND PARTICIPATION AGREEMENT

     This  AMENDMENT  NO.  2 is  made as of the 1 St day of  May,  2003,  by and
between Pilgrim Baxter & Associates, Ltd. (the "Adviser"), PBHG Insurance Series
Fund (the "Fund") and American  United Life Insurance  Company  ("AUL"),  a life
insurance company organized under the laws of the State of Indiana.

                                  WITNESSETH:

     WHEREAS,   the  Fund,  the  Adviser  and  AUL  have  entered  into  a  Fund
Participation  Agreement  dated May 1, 1997 relating to the purchase and sale of
certain series of the Fund by certain  variable life insurance  and/or  variable
annuity contracts offered through certain,  Separate Accounts (the "Agreement");
and,

     WHEREAS,  the Fund,  Adviser and AUL desire to amend the  Agreement  to add
additional Portfolios to eligible Separate Accounts.

     NOW,  THEREFORE,  intending to be legally bound,  the parties hereto hereby
agree as follows:

     1.   Appendix A and Appendix B to the Agreement are each hereby deleted and
          replaced in their entirety by the Appendix B attached hereto.

     2.   All other provisions of the Agreement shall remain unchanged.

     IN WITNESS  WHEREOF,  the parties  hereto have caused this  Amendment to be
duly executed as of the day and year first above written.





                                        Pilgrim Baxter Assocates, Ltd.

ATTEST:   /s/ John M. Zerr               By: /s/ Eric C. Schneider
Name:   John M. Zerr                     Name: Eric C. Schneider
Title:  General Counsel and Secretary    Title: Chief Financial Officer


                                        PBHG Insurance Series Fund

ATTEST:   /s/ John M. Zerr               By: /s/ Eric C. Schneider
Name:   John M. Zerr                     Name: Lee T. Cummings
Title:  General Counsel and Secretary    Title: Chief Financial Officer

ATTEST:   /s/ Thomas M. Zurek            By: /s/ Constance E. Lund
Name:   Thomas M. Zurek                  Name: constance E. Lund
Title:  General Counsel and Secretary    Title: Chief Financial Officer





                                   APPENDIX A

PBHG Insurance Series Fund - Portfolios

PBHG Growth II Portfolio
PBHG Technology & Communications Portfolio
PBHG Small Cap Portfolio
PBHG Mid Cap Portfolio


                                   APPENDEX B

                   Separate Accounts and Associated Contracts


Name of Separate Account        Contracts Funded by
Established by AUL Exec. Comm.  Separate Account              Selected Portfolio
------------------------------  ----------------              ------------------


AUL American Unit Trust         Registered 401, 403(b),       Growth II
(established 8/17/89)           457 & 408 contracts           Technology &
                                                              Communications

AUL American Individual         Flexible Premium Contracts    Growth II
Unit Trust                                                    Technology &
                                                              Communications

AUL American Individual         Flexible Premium Contracts    Growth II
Variable Annuity Unit Trust                                   Technology &
                                                              Communications
                                                              Small Cap
                                                              Mid Cap

AUL American Individual         Flexible Premium Contracts    Growth II
Variable Life Unit Trust                                      Technology &
                                                              Communications
                                                              Small Cap
                                                              Mid Cap