1
                                                               EXHIBIT 10.28

                  ADDENDUM II TO LEASE - BUSINESS PROPERTY -
                         SHORT FORM IN THE HUB TOWER


       THIS ADDENDUM II TO LEASE-BUSINESS PROPERTY-SHORT FORM (the "Lease") is 
made and entered into this 21st day of July, 1998 between AmerUs Properties, 
Inc., ("Landlord") and AmerUs Life Holdings, Inc. ("Tenant").

       1.    Section 2. Rent is amended to add the following:

             If the Landlord, its successors or assigns, should default under 
       the terms of that certain Promissory Note dated July 17, 1998, from 
       Landlord as Maker to Massachusetts Mutual Life Insurance Company ("Mass 
       Mutual"), that certain Mortgage and Security Agreement dated July 17,
       1998 from Landlord as Mortgagor to Mass Mutual, or that certain
       Assignment of Leases and Rents dated July 17, 1998 with Landlord as
       Assignee to Mass Mutual, the monthly rental for the Third Floor and the
       Fourteenth Floor shall be increased from $57,397.73 to $91,392.67. 
       While this increase in the Tenant's rent is triggered by a default of
       the Landlord, this provision is given for the benefit of Mass Mutual and
       recognizes that the Landlord, at the time this is executed, is a 
       wholly-owned subsidiary of the Tenant, and that this requirement has 
       been relied upon by Mass Mutual to enter into the loan transaction with 
       Landlord.

       IN WITNESS WHEREOF, this Addendum II is executed on the 21st day of 
July, 1998.



LANDLORD:                                     TENANT:


AMERUS PROPERTIES, INC.,                      AMERUS LIFE HOLDINGS, INC.,
an Iowa corporation                           an Iowa corporation


By: /s/ James A. McClarnon                    By: /s/ Gene Harris
   --------------------------------------         ------------------------------
   James A. McClarnon, Vice President             Gene Harris, Vice President