EXHIBIT (8)(g)(2) AMENDMENT NO. 3 TO PARTICIPATION AGREEMENT (JANUS)

EXHIBIT (8)(g)(2)

AMENDMENT NO. 3 TO PARTICIPATION AGREEMENT

(JANUS)

AMENDMENT NO. 3 TO

JANUS ASPEN SERIES

FUND PARTICIPATION AGREEMENT

(Service Shares)

Amendment No. 3 to the Participation Agreement between Janus Aspen Series (the “Trust”) and PFL Life Insurance Company (the “Company”) dated April 6, 2000.

IT IS HEREBY AGREED THAT the name of the Company is changed from “PFL Life Insurance Company” to “Transamerica Life Insurance Company.” All references in the Agreement to PFL Life Insurance Company shall refer to Transamerica Life Insurance Company;

IT IS HEREBY FURTHER AGREED that Schedule A to the Participation Agreement is hereby amended to add the Accounts and the Contracts.

IN WITNESS WHEREOF, the parties have caused their duly authorized officers to execute this Participation Agreement as of May 1, 2002.

JANUS ASPEN SERIES						TRANSAMERICA LIFE INSURANCE COMPANY
By:		/s/ Xxxxxx X. Xxxx				By:		/s/ Xxxxx X. Xxxxxx
Name:		Xxxxxx X. Xxxx				Name:		Xxxxx X. Xxxxxx
Title:		Vice President				Title:		President

Schedule A

Separate Accounts and Associated Contracts

Name of Separate Account				Contracts Funded By Separate Account
Separate Account VA A				Transamerica Life Insurance Company Policy Form No. AV337 101 100397 (The Atlas Portfolio Builder Variable Annuity)
Separate Account VA E				Transamerica Life Insurance Company Policy Form No. AV288 101 95 796 (Privilege Select Variable Annuity)
Separate Account VA C				Transamerica Life Insurance Company Individual Policy Form No. AV464 000 000 000 (Transamerica EXTRA Variable Annuity, formerly Extra Variable Annuity)
				Transamerica Life Insurance Company Group Contract Form No. AV432 101 114 199CRT (Transamerica EXTRA Variable Annuity, formerly Extra Variable Annuity)
Separate Account VA D				Transamerica Life Insurance Company Individual Policy Form No. AV474 101 122 1099 (Transamerica Access Variable Annuity, formerly Access Variable Annuity)
				Transamerica Life Insurance Company Group Contract Form No. AV432 101 114 199CRT (Transamerica Access Variable Annuity, formerly Access Variable Annuity)
Separate Account VA B				Transamerica Life Insurance Company Policy Form No. AV494 101 124 100 (Transamerica Landmark Variable Annuity, formerly PFL Endeavor Variable Annuity)
				Transamerica Life Insurance Company Policy Form No. AV400 101 107 198 (Transamerica Freedom Variable Annuity, formerly PFL Endeavor Platinum Variable Annuity)

Separate Account VA K Transamerica Life Insurance Company Policy Form No. AV721 101 149 1001 (Retirement Income Builder III Variable Annuity)

All other terms and provisions of the Agreement not amended herein shall remain in full force and effect. In the event of a conflict between the Agreement and this Amendment, it is understood and agreed that the provisions of this Amendment shall control.