One Post Office Square Boston, Massachusetts 02109 617 292-1000

One Post Office Square

Boston, Massachusetts 02109

617 292-1000

▇▇▇▇▇▇ INVESTMENTS

April 14, 1996

Paragon Life Insurance Company

▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇

St. Louis, MO. 63125

▇▇▇▇▇▇ Capital Manager Trust

Dear Sirs:

We refer to the Participation Agreement (the “Agreement”), dated as of October 30, 1995, among ▇▇▇▇▇▇ Capital Manager Trust (“PCM”), ▇▇▇▇▇▇ Mutual Funds Corp. (“PMF”) and Paragon Life Insurance Company (“Paragon”). PCM, PMF and Paragon hereby agree to delete Section 1.10 of the Agreement.

Very truly yours,

▇▇▇▇▇▇ CAPITAL MANAGER TRUST						▇▇▇▇▇▇ MUTUAL FUNDS CORP.
By:						By:
		Name:						Name:
		Title:						Title:

▇▇▇▇▇▇ and accepted as of

the date hereof

PARAGON LIFE INSURANCE COMPANY
By:		▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, President
		Name:
		Title: