RELIANCE STANDARD LIFE INSURANCE COMPANY NONQUALIFIED DEFERRED COMPENSATION PLAN

Exhibit 10.2 RELIANCE STANDARD LIFE INSURANCE COMPANY
NONQUALIFIED DEFERRED COMPENSATION PLAN
AS AMENDED AND RESTATED EFFECTIVE JANUARY 1, 2009 Preamble Reliance Standard Life Insurance Company (the "Company") hereby adopts the Nonqualified Deferred Compensation Plan (the "Plan"), as amended and restated effective January 1, 2009. The purpose of the Plan, which will supersede all prior versions of the Plan, is to provide a select group of highly-compensated employees of the Company and its participating Affiliated Companies with the opportunity to defer compensation. The select group of highly-compensated employees who will be eligible for the Plan and are currently eligible to participate in the Reliance Standard Life Insurance Company Retirement Savings Plan (the "Retirement Savings Plan") have a limit imposed on the amount of contributions they can make to the Retirement Savings Plan. The Plan will allow these highly-compensated employees to participate in this Plan. For those employees who are eligible to participate in the Retirement Savings Plan, the Plan will allow them to be credited with the same level of Company matching contributions they would have received had certain restrictions not been imposed on contributions to the Retirement Savings Plan. Definitions The terms used in this Plan shall have the meanings set forth below:

          (a) the Company, Delphi Capital Management, Inc., First Reliance Standard Life Insurance Company, and any Affiliated Company which shall adopt the Plan for their employees with the approval of the Board of Directors of the Company; and           (b) any successor to the business entity described in subsection (a) as a result of a statutory merger, purchase of assets or any other form of reorganization of the business of the business entity described in subsection (a).

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Section 1 — Eligibility An employee of a Participating Employer will become eligible to participate in the Plan on January 1 of the calendar year with respect to which he/she is first designated as a highly-compensated employee, as defined in Code Section 414(q) and the regulations thereunder and in accordance with any "top-paid" group election made by the Company for such calendar year under qualified plans sponsored by the Company. Section 2 — Nonqualified Deferred Annual Compensation Elections Each Eligible Employee shall be eligible to defer from 1% to 10% of his/her Annual Compensation which would otherwise be payable to him/her for services to be rendered in the following calendar year. Such employee must elect to defer prior to the beginning of the calendar year of such deferral, except as otherwise provided below for a "newly eligible" employee. In the case of the first calendar year in which an employee becomes eligible to participate, such "newly eligible" employee must make such deferral election within 30 days after his/her initial January 1 eligibility date, with respect to Annual Compensation paid for services performed after the election. In the event an employee

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has ceased being eligible to participate (other than the accrual of earnings) for a period of at least 24 months, and subsequently becomes eligible to participate in the Plan again, the employee shall be considered a "newly eligible" employee and such employee’s original deferral election as to time and form of payment shall be reinstated. Each NQDC Plan Participant shall file with the Company, at the time of his/her initial deferral election, an irrevocable election regarding the percentage of compensation to be deferred under the Plan, the timing of distributions and the form of distribution for all amounts in his/her Account under the Plan. Deferral elections with respect to the percentage of compensation to be deferred under the Plan shall remain in effect until a NQDC Plan Participant elects otherwise in accordance with this Section 2. Deferral elections with respect to the timing of distribution and the form of distribution shall remain in effect for all subsequent deferral elections. Each NQDC Plan Participant shall be provided with the opportunity the make a special election one-time election as to the time and form of payment of the distribution of the Participant’s Account pursuant to the transition relief rules provided under Section 409A of the Code and the regulations promulgated thereunder. Such election must be made by December 31, 2008 and must be made in accordance with the procedure set forth by the Company. Such election shall only apply to amounts that would not otherwise be payable in the 2008 calendar year and shall not cause an amount to be paid in the 2008 calendar year that would not otherwise be payable in the 2008 calendar year. Section 3 — Plan Matching Amounts In the event that a Retirement Savings Plan Participant has elected Nonqualified Deferred Annual Compensation with respect to a calendar year, the Company shall determine a Plan Matching Amount under this Plan for such employee. The Plan Matching Amount shall be equal to the Retirement Savings Plan Matching Contribution that would have been credited for such year to the NQDC Plan Participant had the NQDC Plan Participant also contributed the Nonqualified Deferred Annual Compensation to the Retirement Savings Plan, less the actual amount of Retirement Savings Plan Matching Contribution credited to such Retirement Savings Plan Participant for such year. For this purpose the annual compensation limit under Code Section 401(a)(17) does not a