FIFTH AMENDMENT DATED MAY 1, 2008
TO
PARTICIPATION AGREEMENT
Effective May 1, 2008, the Participation Agreement made and entered into as
of the 20th day of February, 1997, as amended, by and among ▇▇▇▇▇▇▇▇▇▇▇ Variable
Account Funds (the "Funds"), OppenheimerFunds, Inc. (the "Fund Party") and CUNA
Mutual Insurance Society ("CMIS") (the "Agreement"), is hereby amended as
follows:
1. Schedule 2 of the Agreement is amended to add the following contracts
under the CUNA Mutual Variable Annuity Account option:
MEMBERS Variable Annuity I Product
MEMBERS Variable Annuity II Product
MEMBERS Variable Annuity III Product
MEMBERS Choice Variable Annuity Product
2. Schedule 3 of the Agreement is amended to add the following funds
under the ▇▇▇▇▇▇▇▇▇▇▇ Variable Account Funds option:
▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ Service Class
▇▇▇▇▇▇▇▇▇▇▇ Main Street Small Cap VA Service Class
▇▇▇▇▇▇▇▇▇▇▇ International Growth Funds VA Service Class
The Funds, the Fund Party and CMIS each acknowledges that it intends CMIS and/or
CUNA Brokerage Services, Inc. ("CBSI"), CMIS's affiliated broker-dealer, to
qualify as an "Insurance Company Recipient" as that term is used in the Funds'
Distribution and Service Plans and Agreements for its Service shares, whereby
during the duration of this Agreement, CMIS and/or CBSI may receive additional
payments of 0.25% per annum of assets attributable to CUNA Mutual Insurance
Society during the prior quarter, subject to the terms and conditions of those
Distribution and Service Plans and Agreements. It is understood by the parties
hereto that payments to CMIS may be for administrative or shareholder servicing
services only, while payments to CBSI may be for distribution-related services.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the
Participation Agreement to be executed in its name and on its behalf by its duly
authorized representative.
▇▇▇▇▇▇▇▇▇▇▇ VARIABLE ACCOUNT FUNDS CUNA MUTUAL INSURANCE SOCIETY
By its authorized officer, By its authorized officer,
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------- ------------------------------------
Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
------------------------------- Title: VP, Associate General Counsel
Title: Treasurer Date: 4/22/08
------------------------------
Date: 4-23-08
-------------------------------
OPPENHEIMERFUNDS, INC.
By its authorized officer,
By: /s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
---------------------------------
Name: ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
-------------------------------
Title: Vice President
------------------------------
Date: 4-22-08
-------------------------------
