SECURITY NATIONAL FINANCIAL CORP
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>4
<FILENAME>assump.txt
<TEXT>
                        ASSUMPTION REINSURANCE AGREEMENT
                                     BETWEEN
                         ACADIAN LIFE INSURANCE COMPANY
                                       AND
                    SECURITY NATIONAL LIFE INSURANCE COMPANY


THIS ASSUMPTION  REINSURANCE  AGREEMENT  (this  "Agreement") is made and entered
into effective as of the 1st day of January, 2003 (the "Effective Date"), by and
among ACADIAN LIFE INSURANCE COMPANY, a Louisiana insurance company ("Acadian"),
ACADIAN  FINANCIAL  GROUP,  INC.,  a  Louisiana  corporation  ("AFG"),  SECURITY
NATIONAL LIFE INSURANCE COMPANY,  a Utah insurance company  ("Security  National
Life")  and  SECURITY  NATIONAL  FINANCIAL   CORPORATION,   a  Utah  corporation
("Security National Financial").

                                   WITNESSETH:

WHEREAS,  Acadian  desires  to  reinsure  with  Security  National  Life  all of
Acadian's  insurance  policies listed and described in that certain  coinsurance
agreement (the "Coinsurance  Agreement") dated December 17, 2002 (the "Execution
Date"),  between Acadian and Security  National Life acquired from Gulf National
Life  Insurance  in force and  effect  (including  policies  which may be lapsed
subject to the right of reinstatement,  policies not lapsed but in arrears,  and
policies in force and in effect as paid up and extended term policies) as of the
Effective Date  (hereinafter the "Reinsured  Business"),  subject to approval by
the  commissioner  of insurance of the state of Louisiana (the  "Commissioner"),
upon the following terms and of conditions; and

WHEREAS,  Acadian  constitutes  the sole  operating  subsidiary  of AFG, and AFG
desires to join in this Agreement to ratify and confirm the sale and reinsurance
of Acadian's insurance business; and

WHEREAS,  Security  National  Life  is a  wholly-owned  subsidiary  of  Security
National  Financial,  and Security  National  Financial  desires to join in this
Agreement  to ratify and confirm the  assumption  of the  Reinsured  Business by
Security National Life;

NOW,  THEREFORE,  in  consideration  of  the  mutual  promises,   covenants  and
agreements herein contained, the parties hereby agree as follows:

     1.   Reinsurance Obligations of Security National Life. Subject to approval
          by the Commissioner,  as provided for in Section 9 below, Acadian does
          hereby cede to Security National Life, and Security National Life does
          hereby assume,  reinsure, and guarantee all of the insurance risks and
          contractual  obligations  of Acadian  relating  only to the  Reinsured
          Business  and  included  within the Master  Policy  List of Acadian as
          listed and  described  on the  compact  disk (CD)  attached  hereto as
          Schedule A, dated as of the Effective  Date,  which  Schedule shall be
          attached to this Agreement on the Effective  Date.  Security  National
          Life  hereby  agrees to pay all  legal  liabilities  and  obligations,
          including claims and commissions,  of Acadian under or with respect to
          the Reinsured  Business,  arising on or after the  Effective  Date, in
          accordance  with the terms and  conditions  of the  policies  included
          within the Reinsured  Business.  Security National Life hereby further
          covenants  and agrees  with  Acadian  and with each of the  holders of
          policies   included   in  the   Reinsured   Business,   and  with  the
          beneficiaries  thereof and/or their legal representatives and assigns,
          that effective as of the Effective Date,  Security  National Life will
          assume and carry out the several  obligations of Acadian  contained in
          the policies included in the Reinsured Business.

Security National Life covenants and agrees to issue a certificate of assumption
for each policy in force included in the Reinsured Business, reinsuring the same
according and subject to the terms and conditions  thereof;  provided,  however,
that Security National Life may be subrogated to and substituted for all rights,
privileges and interests  accruing under said policies included in the Reinsured
Business,  to the extent of the reinsurance agreed upon hereunder,  and provided
further that all obligations and liabilities hereby assumed by Security National
Life are  assumed  subject  to the  terms,  limitations  and  conditions  of the
insurance  policies  included  in  the  Reinsured  Business  and  all  defenses,
counter-claims  and off-sets which are or might  hereafter  become  available to
Security National Life subsequent to the Effective Date.  Security National Life
is assuming only those  insurance  risks and  contractual  obligations  included
within the Reinsured  Business of Acadian  provided for hereunder,  and Security
National  Life  is  not  assuming  hereunder  any   extra-contractual  or  other
liabilities or obligations  of Acadian.  Security  National Life is not assuming
and Acadian is not ceding any policy issued to an insured  whose death  occurred
prior to the  Effective  Date and for which a death  claim has been  received by
Acadian prior to the Effective Date.  Security  National Life does hereby assume
any valid claim of an insured whose death  occurred  prior to the Effective Date
:and for which a death claim was not received by Acadian  prior to the Effective
Date.

2.  Assignment  by Acadian of Policy  Contracts

     (a)  Acadian  does  hereby,  upon  the  Effective  Date of this  Agreement,
          transfer,  assign and convey unto  Security  National  Life all of its
          right,  title and interest,  as of the  Effective  Date, in and to the
          Reinsured Business,  including policies which may be lapsed subject to
          the right of reinstatement and policies in force and in effect as paid
          up and  extended  term  policies.  Such  policies  have been issued or
          assumed by Acadian  only in the forms set forth on all policy forms on
          Schedule B, attached hereto.

     (b)  On the  Effective  Date,  Acadian  agrees  to turn  over  to  Security
          National Life all policy owner service,  underwriting  and other files
          now on hand  which  may be  needed by  Security  National  Life in the
          continuation of the Reinsured Business,  and Acadian further agrees to
          turn  over such  records  and  record  books as may be  necessary  for
          carrying  on the  Reinsured  Business  including  all  such  permanent
          records of Acadian  necessary to Security National Life to continue in
          force and effect the Reinsured Business. It is understood that Acadian
          is to turn over to Security  National  Life all life  applications  in
          Acadian's  possession  on risks  covered by policies in full force and
          effect and on which premiums are currently being collected, and all of
          such other  forms  which  Acadian has been using in the conduct of its
          insurance  business,   including  life  registers,   lapse  registers,
          reinsurance reserve sheets and tabulations on the Reinsured Business.

     (c)  Effective  as of the  Effective  Date,  all  premiums  on  policies of
          insurance covered by this contract shall be and become the property of
          Security  National Life subject to the  restrictions  and  limitations
          herein provided and shall be accounted for to Security National Life.

     (d)  It is  understood  and  agreed  that  Acadian  is  ceding  all  of the
          Reinsured Business to Security National Life as of the Effective Date.

From the date of this Agreement until the Effective Date,  Acadian shall operate
in the ordinary  course of business.  Notwithstanding  the  foregoing,  Security
National Life shall be wholly  responsible  for any and all risks related to the
Reinsured  Business  following  the Effective  Date,  including any potential or
actual decline in the level of or number of insurance  policies  included within
the Reinsured Business.

3.   Treatment of Claims.  Subject to the  provisions  of Section 1, above,  all
     claims of every nature and description originating and arising prior to the
     last day of the month in which the Execution Date occurs of the Coinsurance
     Agreement under policies  included in the Reinsured  Business shall be paid
     and discharged by Acadian.  All claims  originating and arising on or after
     the last day of the month in which the  Execution  Date occurs and relating
     to the Reinsured Business shall be paid by Security National Life.

4.   Transfer of Assets.

     (a)  The Reinsured  Business  shall be transferred as of the Effective Date
          to Security  National  Life,  and Acadian  shall deliver these assets,
          which will include the Incurred  But Not  Reported  (IBNR)  reserve to
          cover the liabilities  assumed by Security  National Life in paragraph
          #1 above,  to  Security  National  Life  pursuant  to the  Coinsurance
          Agreement and the assets shall become the sole and exclusive  property
          of Security  National Life.  The reserves  applicable to the Reinsured
          Business and other similar  amounts with respect to losses,  benefits,
          claims, and expenses in respect of the Reinsured Business are to be

          (i)  determined in accordance with the accounting  practices  required
               or permitted by the insurance  regulatory  authority in the State
               of  Mississippi,  consistently  applied  throughout the specified
               period and in the comparable period in the immediately  preceding
               year, and generally accepted actuarial  assumptions  consistently
               applied,

          (ii) determined  in  accordance  with the  benefits  specified  in the
               related insurance policies,

          (iii)calculated,  established and reflected on a basis consistent with
               those  reserves and other similar  amounts and reserving  methods
               followed by Acadian at December 31, 2001, and

          (iv) determined in conformity  with the  requirements of the insurance
               laws of the State of Mississippi.  The reserves for the Reinsured
               Business as of the end of the quarter  immediately  preceding the
               date of Closing are set forth on Schedule C.

     (b)  The assets  subject to this  Agreement  will be such  assets as may be
          identified by Security National Life, all of which shall be admissible
          assets under  statutory  accounting  principles  as  applicable in the
          states of  Mississippi  and Utah. The assets that are designated to be
          transferred  at  statutory  values as of the last  day-of the  quarter
          immediately  preceding  Closing  date to support the  reserves for the
          Reinsured  Business,  are set forth on  Schedule  D. All of the assets
          shall be transferred  to Security  National Life free and clear of all
          liens and encumbrances of any nature, whatsoever.

     (c)  On or before the expiration of sixty (60) days following the Effective
          Date,  Acadian  shall  deliver or cause to be  delivered  to  Security
          National Life any  additional  assets as may be necessary to result in
          final delivery to Security  National Life of assets equal to the total
          reserves  applicable  to the  Reinsured  Business as of the  Effective
          Date.  Conversely,  if the assets  delivered  by  Acadian to  Security
          National Life at Closing exceed the total  reserves  applicable to the
          Reinsured  Business as of the Effective Date,  Security  National Life
          shall return to Acadian assets having a statutory  value equal to such
          excess,  on or before the  expiration of sixty (60) days following the
          Effective Date.

5.   Consideration for Reinsurance.  The consideration for this Agreement on the
     part of Security  National Life is hereby  declared to be the assumption by
     Security  National  Life of all  liabilities  and  obligations  of  Acadian
     pursuant  to  Section  1 hereof  and the  administration  thereof,  and the
     payment by  Security  National  Life to  Acadian of the sum of ten  dollars
     ($10.00), the receipt and sufficiency of which are hereby acknowledged.

6.   Closing.  The closing of this  transaction (the "Closing") shall occur at a
     time and place  specified by Security  National  Life anytime but not later
     than nine (9) months  subsequent to the Execution  Date of the  Coinsurance
     Agreement.  In the event  Acadian  comes under any  supervision  of a state
     regulator,  applies for or consent in the  appointment of, or the taking of
     possession by, a receiver,  custodian,  regulator, trustee or liquidator of
     itself  or of all or a  substantial  part of its  assets,  makes a  general
     assignment  for the benefit of its  creditors,  commences a voluntary  case
     under the  Federal  Bankruptcy  Code,  or files a petition  seeking to take
     advantage   of  any  other  law   relating   to   bankruptcy,   insolvency,
     reorganization or winding up, Acadian shall be deemed to have converted the
     Coinsurance Agreement to this Agreement one day prior to such insolvency or
     other actions described in this Section 6.

7.  Indemnity.

     (a)  Acadian  agrees to hold harmless  Security  National Life from (i) any
          claims by any third parties to the ownership or options to acquire the
          ownership  of any of the  assets,  tangible,  intangible,  movable  or
          immovable,  covered by this  Agreement,  (ii) any claims to be paid or
          discharged  by  Acadian  pursuant  to  Section 3 and (iii) any and all
          monetary  damages,  liabilities,   fines,  fees,  penalties,  interest
          obligations,  deficiencies,  losses,  costs,  and expenses  (including
          reasonable fees and expenses of attorneys, accountants, actuaries, and
          other experts) solely related to the Reinsured Business resulting from
          any breach of Acadian of any  representation,  warranty,  covenant  or
          agreement made by Acadian in this Agreement.  The indemnity provisions
          provided in  subsection  (iii) of the  preceding  sentence  shall only
          apply to such claims  presented in writing to Acadian on or before one
          year from the Effective Date. 30.

     (b)  Security  National Life agrees to hold  harmless  Acadian from (i) any
          and all  liabilities  and  obligations  with respect to the  Reinsured
          Business  which  Security  National Life has agreed to pay pursuant to
          this Agreement, provided that Security National Life shall be entitled
          to assert  any  defenses  at law or in  equity  that  could  have been
          asserted  by  Acadian,   and  (ii)  any  and  all  monetary   damages,
          liabilities,    fines,   fees,   penalties,    interest   obligations,
          deficiencies,  losses,  costs, and expenses (including reasonable fees
          and expenses of attorneys, accountants,  actuaries, and other experts)
          solely related to the Reinsured  Business resulting from any breach by
          Security National Life of any  representation,  warranty,  covenant or
          agreement  made by  Security  National  Life in  this  Agreement.  The
          indemnity  provisions  provided in  subsection  (ii) of the  preceding
          sentence  shall  only  apply to such  claims  presented  in writing to
          Security National Life on or before one year from the Effective Date.

8.   Certificates of Assumption.  Security National Life agrees to issue to each
     policyholder  reinsured  hereunder a Certificate  of Assumption in the form
     attached hereto as Schedule E.

9.   Approval by Louisiana  Department of  Insurance.  This  Agreement  shall be
     binding on the parties hereto from the date of its  execution,  and neither
     party shall have the right to void this Agreement,  but it shall not become
     effective  unless  and  until  it  has  been  approved  in  writing  by the
     commissioner  of insurance  of the state of  Louisiana  and the transfer of
     assets and  payment of  consideration  described  in  Sections 4 and 5 have
     occurred.

10.  Other  Reinsurance  Agreements.   Acadian  hereby  represents  to  Security
     National Life that there is not presently in force any other reinsurance or
     coinsurance  agreement  between  Acadian and any other company,  except for
     those  reinsurance  agreements  listed and described on Schedule F attached
     hereto, nor has Acadian ceded any business to any company through any means
     whatsoever, except as set forth on Schedule F.

11.  Coinsurance Agreement.  The parties acknowledge that all of the obligations
     of Acadian and Security  National Life hereunder shall be conditioned  upon
     Regulatory  Approval  (as  defined  below)  of  an  automatic   Coinsurance
     Agreement between Security National Life and Acadian.  For purposes of this
     Agreement, the term Regulatory Approval shall mean formal, written approval
     of such  automatic  Coinsurance  Agreement by the  Louisiana  Department of
     Insurance, as well as any other regulatory department,  agency or authority
     having  jurisdiction  over such  transaction,  or in lieu of such approval,
     written  confirmation  from  any such  department  or  agency  that no such
     approval is required.

12.  Arbitration.

     (a)  It is the  intention of both  Security  National Life and Acadian that
          the normal business practices of the insurance industry  applicable to
          reinsurance  be used to interpret this  Agreement.  The companies will
          act in all things  with the  highest  good  faith.  All  disputes  and
          differences with respect to either party's rights or obligations under
          this Agreement,  on which an amicable  understanding cannot be reached
          are to be decided by  arbitration.  The  arbitrators  are empowered to
          interpret this Agreement and are free to reach their decision from the
          standpoint of equity and customary  reinsurance  practices rather than
          from the strict law.

     (b)  Three  arbitrators  shall be  appointed  who must be current or former
          executive  officers of life insurance or life  reinsurance  companies,
          other than the two parties to this  Agreement or their  affiliates  or
          subsidiaries,  Security  National Life will appoint one arbitrator and
          Acadian the second.  These two arbitrators  will select a third before
          arbitration  begins.  If one of the  parties  declines  to  appoint an
          arbitrator  or if the two  arbitrators  are  unable to agree  upon the
          choice of a third,  the  appointment  will be left to the president of
          the American Council of Life Insurance or its successor organization.

     (c)  The arbitration will be held in Jackson,  Mississippi. The arbitrators
          will  decide by a majority  of votes and from their  written  decision
          there  shall be no  appeal.  Each  party  will pay the fees of its own
          attorneys and all other expenses  connected with the  presentation  of
          its case.  The other costs of  arbitration,  including the fees of the
          arbitrators,  will be borne by the losing party unless the arbitrators
          decide otherwise.

13.  Insolvency. In the event of Acadian's insolvency,  the reinsurance afforded
     by this Agreement will be payable by Security National Life on the basis of
     Acadian's liability under the policies reinsured without diminution because
     of Acadian's insolvency or because its liquidator,  receiver,  conservator,
     or  statutory  successor  has failed to pay all or a portion of any claims,
     subject,  however, to the right of Security National Life to offset against
     such funds due hereunder, any sums that may be payable by Security National
     Life to said insolvent  Acadian,  which right of offset is hereby expressly
     granted by Acadian, in accordance with applicable law. The reinsurance will
     be payable by Security  National Life directly to Acadian,  its liquidator,
     receiver,  conservator,  or  statutory  successor  except  (a)  where  this
     Agreement  specifically  provides  another payee of such reinsurance in the
     event of Acadian's insolvency or (b) where Security National Life, with the
     consent  of the  direct  insured  or  insureds,  has  assumed  such  policy
     obligations of Acadian as direct  obligations of itself to the payees under
     such policies in substitution for Acadian's obligation to such payees.

Acadian's liquidator,  receiver,  conservator,  or statutory successor will give
written  notice of the pendency of a claim  against  Acadian  under the policies
reinsured  within a reasonable  time after such claim is filed in the insolvency
Proceeding.  During the  pendency  of such  claim,  Security  National  Life may
investigate  said claim and interpose in the proceeding where the claim is to be
adjudicated,  at its own expense,  any defense  that they may deem  available to
Acadian, its liquidator,  receiver,  conservator,  or statutory  successor.  The
expense  thus  incurred by Security  National  Life will be  chargeable  against
Acadian,  subject to court  approval,  as part of the expense of conservation or
liquidation  to the extent that such  proportionate  share of the  benefit  will
accrue to  Acadian  solely as a result of the  defense  undertaken  by  Security
National Life.

In the event of the  insolvency  of  Security  National  Life,  the  liquidator,
receiver, or statutory successor of Security National Life will be entitled to a
lien  against all assets of  Security  National  Life in an amount  equal to the
reserves and other  liabilities  of Security  National  Life  applicable  to the
Reinsured  Business,  and  all  reinsurance  will  be  payable  directly  to the
liquidator,  receiver,  or statutory successor of Security National Life without
diminution because of the insolvency of Security National Life.

14.  General Provisions.

     (a)  Notices.  Any notice or other  communication  given  pursuant  to this
          Agreement must be in writing and (i) delivered  personally,  (ii) sent
          by facsimile or other similar facsimile transmission,  (iii) delivered
          by overnight  express,  or (iv) sent by registered or certified  mail,
          postage prepaid, as follows:

          (A)      If to Acadian:

                   Acadian Life Insurance Company
                   236 Third Street
                   Baton Rouge, Louisiana 70801
                   Attn: Robert E. Dolese, Chairman
                   Facsimile: (225) 7863-6540

          (B)      If to AFG:

                   Acadian Financial Group, Inc.
                   236 Third Street
                   Baton Rouge, Louisiana 70801
                   Attn: Robert E. Dolese, Chairman
                   Facsimile: (225) 7863-6540

          (C)      If to Security National Life:

                   Security National Life Insurance Company
                   5300 South 360 West, Suite 250
                   Salt Lake City, UT 84123
                   Attn: Scott M. Quist, President
                   Facsimile: (801) 265-9882

          (D)      If to Security National Financial:

                   Security National Financial Corporation
                   5300 South 360 West, Suite 250
                   Salt Lake City, UT 84123
                   Attn: Scott M. Quist, President
                   Facsimile: (801) 265-9882

All notices and other communications  required or permitted under this Agreement
that are addressed as provided in Section 14(a) will

               (a)  if delivered  personally or by overnight express,  be deemed
                    given upon delivery;

               (b)  if delivered by facsimile or similar facsimile transmission,
                    be deemed given when electronically confirmed; and

               (c)  if sent by  registered  or certified  mail,  be deemed given
                    when  received.  Any party  from time to time may change its
                    address for the purpose of notices to that party by giving a
                    similar notice specifying a new address,  but no such notice
                    will be  deemed  to have  been  given  until it is  actually
                    received by the party sought to be charged with the contents
                    thereof.

     (b)  Entire Agreement.  This Agreement supersedes all prior discussions and
          agreements  between the parties with respect to the subject matters of
          this Agreement,  and this Agreement,  including the schedule  attached
          hereto,  contains  the sole and entire  agreement  between the parties
          hereto with respect to the subject matter hereof.

     (c)  Expenses.  Except as otherwise  expressly  provided in this Agreement,
          each party  hereto will pay its own costs and  expenses in  connection
          with this Agreement and the transactions contemplated hereby.

     (d)  Confidentiality.

          (i)  From the date hereof until the fifth anniversary of the Effective
               Date,  each of Acadian and Security  National  Life will refrain,
               and will cause its respective  affiliates,  officers,  directors,
               employees,  agents, and other  representatives  to refrain,  from
               disclosing  to any  other  person  or  entity  any  documents  or
               information  concerning the other party hereto  acquired by it in
               connection with this Agreement or the  transactions  contemplated
               hereby  unless (A) such  disclosure  is  compelled by judicial or
               administrative process or by other requirements of law (including
               in  connection  with  obtaining  necessary  insurance  regulatory
               approvals)  and notice of such  disclosure  is  furnished to such
               other party  hereto as promptly as possible so that they may take
               action to avoid such disclosure; (B) either party hereto deems it
               necessary (upon advice of such party's  legalcounsel) to disclose
               any  such  documents  or  information  in  connection   with  the
               requirements  of law; or (C) such documents or information can be
               shown to have  been (1)  previously  known  by the  party  hereto
               receiving such documents or information, (2) in the public domain
               through no fault of such receiving  party,  or (3) later acquired
               by such receiving party from other public sources.

          (ii) If this  Agreement is terminated  and does not become  effective,
               then, for a period of five years after such termination, Security
               National  Life  will  refrain,  and  will  cause  its  respective
               officers, directors, employees, agents, and other representatives
               to refrain,  from  disclosing  to any other  person or entity any
               documents  or  information  concerning  Acadian or the  Reinsured
               Business  acquired by Security  National Life in connection  with
               this Agreement or the transactions contemplated hereby unless (A)
               such  disclosure  is  compelled  by  judicial  or  administrative
               process  or by  other  requirements  of law  and  notice  of such
               disclosure  is  furnished  to Acadian as  promptly as possible so
               that they may take action to avoid such disclosure;  (B) Security
               National Life deems it necessary (upon advice of legal counsel to
               Security  National  Life)  to  disclose  any  such  documents  or
               information in connection  with the  requirements  of law; or (C)
               such  documents  or  information  can be shown  to have  been (1)
               previously  known by Security  National  Life,  (2) in the public
               domain  through no fault of Security  National Life, or (3) later
               acquired by Security National Life from other public sources.

          (iii)If this Agreement is not  terminated  and does become  effective,
               then for a period of five (5) years following the Effective Date,
               Acadian will refrain,  and will cause its  affiliates,  officers,
               directors,   employees,  agents,  and  other  representatives  to
               refrain, from disclosing, to any person or entity any information
               regarding the Reinsured Business or the transactions contemplated
               hereby  unless (A) such  disclosure  is  compelled by judicial or
               administrative process or by other requirements of law and notice
               of such  disclosure  is  furnished to Security  National  Life as
               promptly  as  possible  so that it may take  action to avoid such
               disclosure;  (B) Acadian deems it necessary (upon advice of legal
               counsel to Acadian) to disclose any such documents or information
               in connection with the requirements of law; or (C) such documents
               or information can be shown to have been (1) in the public domain
               through  no fault of Acadian  Seller,  or (2) later  acquired  by
               Acadian from other public sources.

          (iv) Acadian and Security  National Life hereto  acknowledge and agree
               that  (A) a breach  of any of the  terms  or  provisions  of this
               Section would cause irreparable damage to the non-breaching party
               for which adequate  remedy at law is not  available;  and (B) the
               non-breaching  party  will be  entitled  as a matter  of right to
               obtain,  without  posting  any bond  whatsoever,  an  injunction,
               restraining  order,  or other  equitable  relief or restrain  any
               threatened or further  breach of this  Section,  which right will
               not be exclusive  but will be  cumulative  and in addition to any
               other rights and remedies available at law or in equity.

          (v)  Nothing in this  subsection  (d) shall  prevent any party to this
               Agreement  from  cooperating  fully  with  insurance   regulatory
               officials in conducting  examinations  or otherwise  carrying out
               their  regulatory  responsibilities  as  authorized by applicable
               law.

     (e)  Further  Assurances.  Acadian and Security  National  Life agree that,
          from time to time after the Closing,  upon the  reasonable  request of
          the  other,  they  will  cooperate  and will  cause  their  respective
          affiliates  to  cooperate  with  each  other  to  effect  the  orderly
          transition of the Reinsured Business from Acadian to Security National
          Life.

     (f)  Waiver.  Any term or condition of this  Agreement may be waived at any
          time by the party that is  entitled  to benefit  thereof.  Such waiver
          must be in writing  and must be executed  by an  executive  officer of
          such party. A waiver on one occasion will not be deemed to be a waiver
          of  the  same  or any  other  breach  or  nonfulfillment  on a  future
          occasion.  All remedies,  either under this  Agreement,  or by law or,
          otherwise afforded, will be cumulative and not alternative.

     (g)  Amendment.  This  Agreement may be modified or amended only in writing
          duly executed by all parties.

     (h)  Counterparts.  This  Agreement may be executed  simultaneously  in any
          number of counterparts,  each of which will be deemed an original, but
          all of which,  when taken  together,  will constitute one and the same
          instrument.

     (i)  Governing  Law. This  Agreement  will be governed by and construed and
          enforced  in  accordance  with  the laws of the  State of  Mississippi
          (without regard to the principles of conflicts of law) applicable to a
          contract executed and performable in such state.


     (j)  Binding  Effect.  This Agreement is binding upon and will inure to the
          benefit of the parties and their  respective  successors and permitted
          assigns.

     (k)  No  Assignment.  Neither this  Agreement  nor any right or  obligation
          hereunder or part hereof may be assigned by any party  hereto  without
          (i) the prior  written  consent of the other  parties  hereto (and any
          attempt  to do so will be void),  and (ii) the prior  approval  of the
          Mississippi  Department  of  Insurance.  This  paragraph  shall not be
          deemed to prohibit a merger or dissolution of Acadian.

     (l)  Due Diligence.  All parties to this Agreement hereby  acknowledge that
          they have received from the others all information  requested and have
          had an  adequate  opportunity  to  investigate  all  aspects  of  this
          transaction. Each party has done its own due diligence with respect to
          this transaction, and each has hired and relied upon the advice of its
          own  attorneys,  financial  advisors,  and such other advisors as such
          party has deemed  necessary  to evaluate  properly all aspects of this
          transaction.  Each party further  acknowledges that no representations
          have been made by any party  concerning  this  transaction,  except as
          specifically  set forth  herein or in one or more  written  agreements
          between the parties.

     (m)  Ratification by Holding Companies. AFG and Security National Financial
          hereby execute this Agreement  solely for the purpose of ratifying the
          actions of their respective subsidiary companies, described herein.

     (n)  Invalid  Provisions.  If any provision of this Agreement is held to be
          illegal;  invalid,  or unenforceable  under any present or future law,
          and if the rights or  obligations  under this Agreement of Acadian and
          Security  National Life will not be materially and adversely  affected
          thereby,  (i)  such  provision  will be  fully  severable;  (ii)  this
          Agreement will be construed and enforced as if such illegal,  invalid,
          or  unenforceable  provision  had never  comprised a part hereof;  and
          (iii) the remaining  provisions of this  Agreement will remain in full
          force and effect and will not be affected by the illegal,  invalid, or
          unenforceable provision or by its severance from this Agreement.

     IN  WITNESS  WHEREOF,  the  parties  hereto  have  caused  this  Assumption
     Reinsurance  Agreement to be executed by the respective officers authorized
     to act in the premises, effective on the Effective Date.

                                 ACADIAN LIFE INSURANCE COMPANY


                                 By:_________________________________
                                 Its: _______________________


                                 SECURITY NATIONAL LIFE INSURANCE COMPANY


                                 By:_________________________________
                                 Its: _______________________


                                 JOINING IN AGREEMENT FOR RATIFICATION
                                 PURPOSES ONLY:

                                 ACADIAN FINANCIAL GROUP, INC.


                                 By:_________________________________
                                 Its: _______________________


                                 SECURITY NATIONAL FINANCIAL CORPORATION



                                 By:_________________________________
                                 Its: _______________________


STATE OF LOUISIANA                 )
                                   )ss:
PARISH OF __________               )

     Personally  appeared  before me, the  undersigned  authority in and for the
said  county  and state,  on this ____ day of  ______________,  2003,  within my
jurisdiction,   the  within   named   ___________   _____________________,   who
acknowledged  that he is the  ___________ of Acadian Life Insurance  Company,  a
Louisiana  insurance company,  and that for and on behalf of said company and as
its act and deed he executed  the above and  foregoing  instrument,  after first
having been duly authorized by said corporation so to do.


_______________________________
Notary Public

STATE OF UTAH                      )
                                   )ss:
COUNTY OF SALT LAKE                )

     Personally  appeared  before me, the  undersigned  authority in and for the
said  county  and state,  on this ____ day of  ______________,  2003,  within my
jurisdiction,   the  within  named  ___________   _______________________,   who
acknowledged  that he is the  ___________  of Security  National Life  Insurance
Company,  a Utah insurance  company,  and that for and on behalf of said company
and as its act and deed he executed the above and  foregoing  instrument,  after
first having been duly authorized by said corporation so to do.


_______________________________
Notary Public


STATE OF LOUISIANA                 )
                                   )ss:
PARISH OF __________               )

     Personally  appeared  before me, the  undersigned  authority in and for the
said  county  and state,  on this ____ day of  ______________,  2003,  within my
jurisdiction,  the within  named  ___________  ___________________________,  who
acknowledged  that he is the  ___________ of Acadian  Financial  Group,  Inc., a
Louisiana corporation, and that for and on behalf of said corporation and as its
act and deed he executed the above and foregoing instrument,  after first having
been duly authorized by said corporation so to do.


_______________________________
Notary Public

STATE OF UTAH                      )
                                   )ss:
COUNTY OF SALT LAKE                )

     Personally  appeared  before me, the  undersigned  authority in and for the
said  county  and state,  on this ____ day of  ______________,  2003,  within my
jurisdiction,   the  within  named   ___________   ______________________,   who
acknowledged  that  he  is  the  ___________  of  Security  National   Financial
Corporation, a Utah corporation,  and that for and on behalf of said corporation
and as its act and deed he executed the above and  foregoing  instrument,  after
first having been duly authorized by said corporation so to do.


_______________________________
Notary Public

</TEXT>
</DOCUMENT>
