ADMINISTRATIVE SERVICES AGREEMENT





     Modern Woodmen of America ("INSURER") and Summit Investment Partners, Inc.

("Summit") (collectively, the "Parties") mutually agree to the arrangements set

forth in this Administrative Services Agreement (the "Agreement") dated as of

October 29, 2001.



     WHEREAS, Summit is the investment adviser to Summit Mutual Funds, Inc. (the

"Fund"); and



     WHEREAS, Summit has entered into an Investment Advisory Agreement, dated

March 22, 1984, with the Fund ("Advisory Agreement") pursuant to which it has

agreed to provide, or arrange to provide, not only investment advisory services,

but also certain administrative services, including such services as may be

requested by the Fund's Board of Directors from time to time; and



     WHEREAS, INSURER issues variable life insurance contracts and/or variable

annuity contracts (collectively, the "Contracts"); and



     WHEREAS, INSURER has entered into a participation agreement, dated

October 29, 2001 ("Participation Agreement"), with the Fund, pursuant to

which the Fund has agreed to make shares of certain of its portfolios

("Portfolios") available for purchase by one or more of INSURER's separate

accounts or divisions thereof (each, a "Separate Account"), in connection with

the allocation by Contract owners of purchase payments to corresponding

investment options offered under the Contracts; and



     WHEREAS, INSURER and Summit expect that the Fund, and its Portfolios, can

derive substantial savings in administrative expenses by virtue of having one or

more Separate Accounts of INSURER each as a single shareholder of record of

Portfolio shares, rather than having numerous public shareholders of such

shares; and



     WHEREAS, INSURER and Summit expect that the Fund, and its Portfolios, can

derive such substantial savings because INSURER performs the administrative

services listed on Schedule A hereto for the Fund in connection with the

Contracts issued by INSURER; and



     WHEREAS, INSURER has no contractual or other legal obligation to perform

such administrative services, other than pursuant to this Agreement and the

Participation Agreement; and



     WHEREAS, INSURER desires to be compensated for providing such

administrative services; and



     WHEREAS, Summit desires that the Fund benefit from the lower administrative

expenses resulting from the administrative services performed by INSURER; and





                                       1

{Page}



     WHEREAS, Summit desires to retain the administrative services of INSURER

and to compensate INSURER for providing such administrative services;



     NOW, THEREFORE, the Parties agree as follows:





SECTION 1. ADMINISTRATIVE SERVICES; PAYMENTS THEREFOR.



     (a) INSURER shall provide the administrative services set out in Schedule A

hereto and made a part hereof, as the same may be amended from time to time. For

such services, Summit agrees to pay to INSURER a quarterly fee ("Quarterly Fee")

equal to a percentage of the average daily net assets of the Fund attributable

to the Contracts issued by INSURER ("INSURER Fund Assets") at the following

annual rates:



{Table}

{Caption}

     ANNUAL RATE     TOTAL AVERAGE QUARTERLY NET ASSETS FOR ALL PORTFOLIOS

     -----------     -----------------------------------------------------

    {S}             {C}

     10 basis        On all net assets attributable to the Contracts issued by INSURER

     points

{/Table}



     (b) Summit shall calculate the Quarterly Fee at the end of each calendar

quarter and will make such payment to INSURER, without demand or notice by

INSURER, within 30 days thereafter. For purposes of computing the Quarterly Fee

payable to the INSURER contemplated under this paragraph, the average aggregate

net asset value of shares of the Portfolios held by a Separate Account over a

calendar quarter shall be computed by totaling the Separate Account's aggregate

investment (share net asset value multiplied by total number of shares held by

the Separate Account) on each business day during the calendar quarter, and

dividing by the total number of business days during such quarter.



     (c) From time to time, the Parties shall review the Quarterly Fee to

determine whether it reasonably approximates the incurred and anticipated costs,

over time, of INSURER in connection with its duties hereunder. The Parties agree

to negotiate in good faith any change to the Quarterly Fee proposed by a Party

in good faith.





SECTION 2. NATURE OF PAYMENTS.



     The Parties to this Agreement recognize and agree that Summit's payments to

INSURER hereunder are for administrative services only and do not constitute

payment in any manner for investment advisory services or for costs of

distribution of Contracts or of Portfolio shares, and are not otherwise related

to investment advisory or distribution services or expenses. INSURER represents

and warrants that the fees to be paid by Summit for services to be rendered by

INSURER pursuant to the terms of this Agreement are to compensate the INSURER

for providing administrative services to the Fund, and are not designed to

reimburse or compensate INSURER for providing administrative services with

respect to the Contracts or any Separate Account.



                                       2

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SECTION 3. TERM AND TERMINATION.



     Any Party may terminate this Agreement, without penalty, on 60 days'

written notice to the other Party. Unless so terminated, this Agreement shall

continue in effect for so long as Summit or its successors) in interest, or any

affiliate thereof, continues to perform in a similar capacity for the Fund, and

for so long as INSURER provides the services contemplated hereunder with respect

to Contracts under which values or monies are allocated to a Portfolio.

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