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Separate Account A of Pacific Life Insurance Co., et al. – ‘485BPOS’ on 7/7/22

On:  Thursday, 7/7/22, at 12:56pm ET   ·   Effective:  7/12/22   ·   Accession #:  1104659-22-77967   ·   File #s:  811-08946, 333-185326

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 7/07/22  Sep Acct A of Pacific Life Ins Co 485BPOS     7/12/22    9:1.8M                                   Toppan Merrill/FASeparate Account A of Pacific Life Insurance Co. (811-08946) Pacific Odyssey

Post-Effective Amendment of a Form N-1 or N-1A Registration   —   Rule 485(b)

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 485BPOS     Post-Effective Amendment Filed Pursuant to          HTML    441K 
                Securities Act Rule 485(B)                                       
 8: EX-99.(12)  Miscellaneous Exhibit                               HTML     22K 
 9: EX-99.(16)  Miscellaneous Exhibit                               HTML    288K 
 3: EX-99.(4)(AA)  Miscellaneous Exhibit                            HTML     47K 
 4: EX-99.(4)(BB)  Miscellaneous Exhibit                            HTML     48K 
 5: EX-99.(4)(CC)  Miscellaneous Exhibit                            HTML     46K 
 6: EX-99.(4)(DD)  Miscellaneous Exhibit                            HTML     47K 
 7: EX-99.(4)(EE)  Miscellaneous Exhibit                            HTML     46K 
 2: EX-99.(4)(Z)  Miscellaneous Exhibit                             HTML     47K 


‘485BPOS’   —   Post-Effective Amendment Filed Pursuant to Securities Act Rule 485(B)


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As filed with the Securities and Exchange Commission on July 7, 2022.

Registration Nos. 333-185326
811-08946

 
 
 

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 
 

FORM N-4

 

   

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

X

   

Pre-Effective Amendment No.

O

Post-Effective Amendment No. 27 

X

 

and/or

 

  

REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940

X

   
   

Amendment No. 781

(Check appropriate box or boxes) 

X

 

SEPARATE ACCOUNT A
(Exact Name of Registrant)

 

PACIFIC LIFE INSURANCE COMPANY
(Name of Depositor)

700 Newport Center Drive
Newport Beach, California 92660
(Address of Depositor’s Principal Executive Offices) (Zip Code)

 

(949) 219-3943
(Depository’s Telephone Number, including Area Code)

 

Brandon J. Cage
Assistant Vice President
Pacific Life Insurance Company
700 Newport Center Drive
Newport Beach, California 92660
(Name and Address of Agent for Service)

 

Approximate Date of Proposed Public Offering:

 

It is proposed that this filing will become effective (check appropriate box)


 

O immediately upon filing pursuant to paragraph (b) of Rule 485
X on July 12, 2022 pursuant to paragraph (b) of Rule 485
O 60 days after filing pursuant to paragraph (a)(1) of Rule 485
O on ________ pursuant to paragraph (a)(1) of Rule 485

 

If appropriate, check the following box:

 

O This post-effective amendment designates a new effective date for a previously filed post-effective amendment.

 

 
 
 

 

 

 
 


 

Supplement dated July 12, 2022 to the Statutory Prospectus dated May 1, 2022, for

the Pacific Odyssey (on and after October 1, 2013) variable annuity contracts issued by Pacific Life Insurance Company

 

The purpose of this supplement is to inform you of three new optional living benefit riders that will be offered starting July 18, 2022, subject to availability. Only one of the new optional riders may be in effect at one time. This supplement must be preceded or accompanied by the Statutory Prospectus (the “Prospectus”) for your Contract, as supplemented. All information on your Prospectus dated May 1, 2022, remains in effect unless otherwise supplemented. Capitalized terms used in this supplement are defined in your Prospectus unless otherwise defined herein. ‘‘We,’’ ‘‘us,’’ or ‘‘our’’ refer to Pacific Life Insurance Company; ‘‘you’’ or ‘‘your’’ refer to the Contract Owner. You can obtain a copy of the current Prospectus by contacting us at (833) 455-0901, or online at PacificLife.com/Prospectuses. Please retain it for future reference.

 

The IMPORTANT INFORMATION YOU SHOULD CONSIDER ABOUT YOUR CONTRACT table is deleted and replaced with the following:

 

FEES AND EXPENSES

LOCATION IN
PROSPECTUS

Charges for Early Withdrawals

There are no withdrawal charges.

Fee Tables

Transaction Charges

There are no transaction charges under this Contract (for example, sales loads, charges for transferring Contract Value between Investment Options, or wire transfer fees).

 

Ongoing Fees and Expenses (annual charges)

The table below describes the fees and expenses that you may pay each year, depending on the options you choose. Please refer to your Contract specifications page for information about the specific fees you will pay each year based on the options you have elected. Advisory fees for services provided by your financial professional taken from your Contract Value or other assets and are not reflected in the Annual Fees below. If such fees were reflected, the annual costs of your Contract would be higher.

 

Charges Fees and Deductions

 

Appendix: Funds Available Under the Contract

 

Charges, Fees and Deductions – Living Benefit Rider Charges

 

Charges, Fees and Deductions – Mortality and Expense Risk Charge and Optional Death Benefit Rider Charge

 

Withdrawals – Optional Withdrawals – Withdrawals to Pay Advisory Fees

 

 

 

ANNUAL FEES

MINIMUM

MAXIMUM

 

1. Base Contract

0.30%1

0.40%1

 

2. Investment Options (Fund fees and expenses)

0.27%2

2.14%2

 

3. Optional Benefits (for a single option, if elected)

0.20%3

3.50%3

 

Because your Contract is customizable, the choices you make affect how much you will pay. To help you understand the cost of owning your Contract, the following table shows the lowest and highest cost you could pay each year based on current charges.

 

Lowest Annual Cost: $643

Highest Annual Cost: $7,105

 

Assumes:

·                   Investment of $100,000

·                   5% annual appreciation

·                   Least expensive combination of base Contract and Fund fees and expenses

·                   No optional benefits

·                   No sales charges or advisory fees

Assumes:

·                   Investment of $100,000

·                   5% annual appreciation

·                   Most expensive combination of base Contract, optional benefits, and Fund fees and expenses

·                   No sales charges or advisory fees

·                   No additional purchase payments, transfers, or withdrawals

 

 


 

FEES AND EXPENSES

LOCATION IN
PROSPECTUS

 

·                   No additional purchase payments, transfers, or withdrawals

 

 

 

1 As a percentage of the average daily Variable Account Value. This percentage includes the Mortality and Expense Risk Charge and the Administrative Fee. If your Contract was issued before December 1, 2016, your Administrative Fee annual rate is 0.25%.

 

2 As a percentage of Fund assets.

 

3 As a percentage of the Protected Base (for Investment Guard) or average daily Variable Account Value (for Stepped-Up Death Benefit).

 

RISKS

LOCATION IN
PROSPECTUS

Risk of Loss

You can lose money by investing in the Contract, including loss of principal.

Principal Risks of Investing in the Contract

Not a Short-Term Investment

This Contract is not a short-term investment and is not appropriate for an investor who needs ready access to cash.

 

The benefits of tax deferral, long-term income, and living benefits are generally more beneficial to investors with a long-term investment horizon.

Principal Risks of Investing in the Contract

Risks Associated with Investment Options

An investment in this Contract is subject to the risk of poor investment performance and can vary depending on the performance of the Investment Options available under the Contract (e.g. Funds).

 

Each Investment Option will have its own unique risks.

 

You should review, working with your financial professional, the Investment Options before making an investment decision.

Principal Risks of Investing in the Contract

 

Appendix: Funds Available Under the Contract

 

Insurance Company Risks

Investment in the Contract is subject to the risks related to us, and any obligations, guarantees, or benefits are subject to our claims-paying ability. If we experience financial distress, we may not be able to meet our obligations to you. More information about us, including our financial strength ratings, is available upon request by calling (800) 722-4448 or visiting our website at www.PacificLife.com.

Principal Risks of Investing in the Contract

 

RESTRICTIONS

LOCATION IN
PROSPECTUS

Investments

 

Transfers between Variable Investment Options are limited to 25 each calendar year. Transfers to or from a Variable Investment Option cannot be made before the seventh calendar day following the last transfer to or from the same Variable Investment Option. Additional Fund transfer restrictions apply.

 

Certain Funds may stop accepting additional investments into the Fund or a Fund may liquidate. In addition, if a Fund determines that excessive trading has occurred, they may limit your ability to continue to invest in their Fund for a certain period of time.

 

We reserve the right to remove, close to new investment, or substitute Funds as Investment Options.

Transfers and Market-Timing Restrictions

 

 

Appendix: Funds Available Under the Contract

 


 

RESTRICTIONS

LOCATION IN
PROSPECTUS

Optional Benefits

 

Certain optional living benefits limit or restrict the Investment Options that you may select under the Contract. We may change these limits or restrictions in the future.

 

Withdrawals that exceed withdrawal limits specified by an optional living benefit may affect the availability of the benefit, by reducing the benefit by an amount greater than the value withdrawn, and/or could terminate the benefit.

 

We may stop offering an optional living benefit or optional death benefit at any time, including for current Contract Owners who have not yet purchased the rider.

 

We reserve the right to reject or restrict, at our discretion, any additional Purchase Payments for a rider and, as a result, we will not accept Purchase Payments for your Contract. You will not be able to increase protected amounts or your Contract Value through additional Purchase Payments.

Death Benefits

 

Death Benefit Riders

 

Living Benefit Riders

 

Appendix: Funds Available Under the Contract

 

 

TAXES

LOCATION IN
PROSPECTUS

Tax Implications

Consult with a tax professional to determine the tax implications of an investment in and payments received under the Contract.

 

It is important to know that IRAs and qualified plans are already tax-deferred which means the tax deferral feature of a variable annuity does not provide a benefit in addition to that already offered by an IRA or qualified plan. An annuity contract should only be used to fund an IRA or qualified plan to benefit from the annuity’s features other than tax deferral.

 

Withdrawals will be subject to ordinary income tax and may be subject to a tax penalty if you take a withdrawal before age 59½.

Federal Tax Issues

 

 

CONFLICTS OF INTEREST

LOCATION IN
PROSPECTUS

Investment Professional Compensation

Some financial professionals may receive compensation for selling this Contract to you in the form of advisory fees, additional payments, non-cash compensation, and/or reimbursement of expenses. These financial professionals may have a financial incentive to offer or recommend this Contract over another investment.

Distribution Arrangements

Exchanges

Some financial professionals may have a financial incentive to offer you a new contract in place of the one you already own.

 

You should only exchange your contract if you determine, after comparing the features, fees, and risks of both contracts, that it is preferable for you to purchase the new contract rather than continue to own the existing contract.

Replacement of Life Insurance or Annuities

 

 

The Living Benefits paragraph in the OVERVIEW OF THE CONTRACT section is deleted and replaced with the following:

 

Living Benefits. You may purchase an optional guaranteed minimum withdrawal benefit and guaranteed minimum accumulation benefit riders, for an additional cost. The guaranteed minimum withdrawal benefit riders focus on providing an income stream for life through withdrawals during the accumulation phase beginning at the age for lifetime withdrawals specified by the rider, if certain conditions are met. The guaranteed minimum accumulation benefit riders focus on providing principal protection, if certain conditions are met. The riders that are currently available are:

 

·                  Future Income Generator (Single and Joint)

 

·                  Enhanced Income Select 2 (Single and Joint)

 

·                  CoreIncome Advantage Select (Single and Joint)

 

·                  Protected Investment Benefit – 5 and 10 Year Options

 


 

·                  Investment Guard – 5-Year (10% Buffer), 7-Year (10% or 15% Buffer), and 10-Year (10%, 15%, or 20% Buffer) Options

 

For more information, restrictions, and when you may purchase available riders, see the BENEFITS AVAILABLE UNDER THE CONTRACT, Optional Living Benefit Riders, and OPTIONAL RIDER NOT AVAILABLE FOR PURCHASE APPENDIX sections.

 

 

The FEE TABLES section is amended to include the following:

 

The fees and expenses below do not reflect an advisory fee paid to your financial professional, which are deducted from the Contract Value or other assets. If such charges are reflected, the fees and expenses would be higher.

 

 

The Annual Contract Expenses subsection is amended to include the following:

 

Guaranteed Minimum Accumulation Benefit Maximum Charges (as a percentage of the Protected Base)

Investment Guard (5-Year Option)

 

3.50%

Investment Guard (7-Year Option)

 

3.50%

Investment Guard (10-Year Option)

 

3.50%

 

 

The Examples subsection is deleted and replaced with the following:

 

Examples

The Examples are intended to help you compare the cost of investing in the Contract with the cost of investing in other variable annuity contracts. These costs include transaction expenses, annual Contract expenses, and annual Fund expenses.

 

The example assumes that you invest $100,000 in the Contract for the time periods indicated. The Example also assumes that your investment has a 5% return each year and assumes the most expensive combination of annual Fund expenses and optional benefits available for an additional charge. The Example does not account for withdrawals from your Contract Value or other assets to pay advisory fees. If these were included, your costs would be higher. Although your actual costs may be higher or lower, based on these assumptions, your costs would be:

 

·         If you surrendered or annuitized your Contract at the end of the applicable time period, or left your money in your Contract:

 

1 Year

3 Years

5 Years

10 Years

$8,921

$27,022

$45,415

$92,248

 

 

The PRINCIPAL RISKS OF INVESTING IN THE CONTRACT section is amended to include the following:

 

Advisory Fees

 

Authorized advisory fees to pay for advisory services from your financial professional are withdrawn from your Contract Value. Such withdrawals will reduce the death benefit under the Contract, may impact the benefits offered by an optional rider, and may be subject to federal and state income taxes and a 10% federal tax penalty.

 

The below is deleted in the BENEFITS AVAILABLE UNDER THE CONTRACT section and replaced with the following:

 


 

Standard Benefits (No Additional Charge)

Name of Benefit

Purpose

Maximum
Annual Fee

Brief Description of
Restrictions/Limitations

Death Benefit Amount

Provides a death benefit equal to the greater of the Contract Value or total Purchase Payments adjusted for withdrawals.

No Charge

·      Poor investment performance could reduce the death benefit amount.

·      Withdrawals (including withdrawals to pay advisory fees) will reduce the death benefit amount and adjust the total amount of Purchase Payments on a pro rata basis. The reduction may be greater than the actual amount withdrawn.

·      This benefit terminates upon annuitization.

 

The following is amended to add the following to the BENEFITS AVAILABLE UNDER THE CONTRACT section:

 

Optional Living Benefits (Additional Charges Apply)

Name of Benefit

Purpose

Maximum
Annual Fee

Brief Description of Restrictions/Limitations

Investment Guard (5-Year Option) – 10% Buffer

This benefit may add an additional amount to the Contract Value if the Contract Value is less than the Protected Base at the end of a 5-year term.

3.50% (as a percentage of the Protected Base)

·      Available only at Contract purchase and renewable at the end of the term, subject to availability.

·      Must follow investment allocation requirements which limit the number of allowable Investment Options.

·      May choose only one Buffer Percentage and cannot change during the Term of the rider.

·      Age of the Owner and Annuitant on the date of purchase is lesser of 85 years or 5 years from the maximum annuitization age at time of purchase.

·      The rider’s effective date is at least 5 years before your selected Annuity Date.

·      Any additional Purchase Payments made after the first year of a Term will increase the Contract Value and may reduce or eliminate the benefit provided by this Rider. Given the limitations on crediting of subsequent purchase payments for rider purposes and investment allocation restrictions, the likelihood that an additional amount will be added to the Contract Value may be minimal.

·      Withdrawals (including RMD withdrawals and withdrawals to pay advisory fees) made during the Term will lower the Protected Base.

·      Additional amount is only paid if the Contract Value is less than the Protected Base at the end of the Term.

·      May not voluntarily terminate the rider.

·      Benefit and benefit charges terminate upon annuitization.

 

Investment Guard (7-Year Option) – 10% Buffer

This benefit may add an additional amount to the Contract Value if the Contract Value is less than the Protected

3.50% (as a percentage of the Protected Base)

·      Available only at Contract purchase and renewable at the end of the term, subject to availability.

 

 


 

Optional Living Benefits (Additional Charges Apply)

Name of Benefit

Purpose

Maximum
Annual Fee

Brief Description of Restrictions/Limitations

or 15% Buffer

Base at the end of a 7-year term.

 

·      Must follow investment allocation requirements which limit the number of allowable Investment Options.

·      Cannot change Buffer Percentage during the Term of the rider.

·      Age of the Owner and Annuitant on the date of purchase is lesser of 85 years or 7 years from the maximum annuitization age at time of purchase.

·      The rider’s effective date must be at least 7 years before your selected Annuity Date.

·      Any additional Purchase Payments made after the first year of a Term will increase the Contract Value and may reduce or eliminate the benefit provided by this Rider. Given the limitations on crediting of subsequent purchase payments for rider purposes and investment allocation restrictions, the likelihood that an additional amount will be added to the Contract Value may be minimal.

·      Withdrawals (including RMD withdrawals and withdrawals to pay advisory fees) made during the Term will lower the Protected Base.

·      Additional amount is only paid if the Contract Value is less than the Protected Base at the end of the Term.

·      May not voluntarily terminate the rider.

·      Benefit and benefit charges terminate upon annuitization.

 

Investment Guard (10-Year Option) – 10% Buffer, 15% Buffer, and 20% Buffer

This benefit may add an additional amount to the Contract Value if the Contract Value is less than the Protected Base at the end of a 10-year term.

3.50% (as a percentage of the Protected Base)

·      Available only at Contract purchase and renewable at the end of the term, subject to availability.

·      Must follow investment allocation requirements which limit the number of allowable Investment Options.

·      Cannot change Buffer Percentage during the Term of the rider.

·      Age of the Owner and Annuitant on the date of purchase is lesser of 85 years or 10 years from the maximum annuitization age at time of purchase.

·      The rider’s effective date must be at least 10 years before your selected Annuity Date.

·      Any additional Purchase Payments made after the first year of a Term will increase the Contract Value and may reduce or eliminate the benefit provided by this Rider. Given the limitations on crediting of subsequent purchase payments for rider purposes and investment allocation restrictions, the likelihood that an additional amount will be added to the Contract Value may be minimal.

·      Withdrawals (including RMD withdrawals and withdrawals to pay advisory fees) made during the Term will lower the Protected Base.

 


 

Optional Living Benefits (Additional Charges Apply)

Name of Benefit

Purpose

Maximum
Annual Fee

Brief Description of Restrictions/Limitations

 

 

 

·      Additional amount is only paid if the Contract Value is less than the Protected Base at the end of the Term.

·      May not voluntarily terminate the rider.

·      Benefit and benefit charges terminate upon annuitization.

 

 

 

The Investing in Variable Investment Options – Your Variable Account Value Will Change subsection is amended to include the following:

 

Charges due to any optional living benefit riders, transfers, or withdrawals (including withdrawals to pay advisory fees) will reduce the number of Subaccount Units credited to your Contract but will not affect Subaccount Unit Value.

 

 

 

The CHARGES, FEES, AND DEDUCTIONS—Optional Rider Charges subsection is amended to include the following:

 

The following disclosure applies to Investment Guard (5-Year, 7-Year, and 10-Year Option) Riders.

 

If you purchase an optional rider listed in the table below, we will deduct an annual charge from your Variable Investment Options on a proportionate basis. Deductions against your Variable Investment Options are made by debiting some of the Subaccount Units previously credited to your Contract.

 

The charge is deducted every 3 months following the Rider Effective Date (“Quarterly Rider Anniversary”). The Rider charge will be deducted while the Rider remains in effect and when the Rider terminates. The charge is deducted in arrears each Quarterly Rider Anniversary. Once the Rider is issued, your annual charge will not change as long as you own the Rider.

 

As provided below, if your Rider terminates on a Quarterly Rider Anniversary, the entire charge for the prior quarter will be deducted on that anniversary. If the Rider terminates prior to a Quarterly Rider Anniversary for reasons other than when a death benefit becomes payable under the Contract, a prorated charge will be deducted on the earlier of the day the Contract terminates or on the Quarterly Rider Anniversary immediately following the day your Rider terminates. The charge will be determined as of the day your Rider terminates.

 

If your Rider terminates when the death benefit becomes payable under the Contract, any annual charge deducted between the date of death and the Notice Date will be prorated as applicable to the date of death and added to the Contract Value on the Notice Date.

 

If you make a full withdrawal of the amount available for withdrawal during a Contract Year, we will deduct the charge from the final payment made to you.

 

We will waive the charge for the quarter in which full annuitization of the Contract occurs and the annual charge will no longer be deducted.

 

Annual Charge Percentage Table

 

Optional Living Benefit Rider1

Current
Annual Charge
Percentage

Maximum
Annual Charge
Percentage
Under the Rider

To determine the
amount to be deducted,
the Annual Charge
Percentage is multiplied
by the:

The Charge is

deducted on each:

Investment Guard (5-Year Option) – 10% Buffer

1.15%

3.50%

Protected Base2

Quarterly Rider Anniversary

Investment Guard (7-Year Option) – 10% Buffer

0.80%

3.50%

Protected Base2

Quarterly Rider Anniversary

Investment Guard (7-Year Option) – 15% Buffer

1.05%

3.50%

Protected Base2

Quarterly Rider Anniversary

 


 

Optional Living Benefit Rider1

Current
Annual Charge
Percentage

Maximum
Annual Charge
Percentage
Under the Rider

To determine the
amount to be deducted,
the Annual Charge
Percentage is multiplied
by the:

The Charge is

deducted on each:

Investment Guard (10-Year Option) – 10% Buffer

0.60%

3.50%

Protected Base2

Quarterly Rider Anniversary

Investment Guard (10-Year Option) – 15% Buffer

0.70%

3.50%

Protected Base2

Quarterly Rider Anniversary

Investment Guard (10-Year Option) – 20% Buffer

0.90%

3.50%

Protected Base2

Quarterly Rider Anniversary

 

1 The table above reflects the current and maximum annual charge percentages for each applicable rider. Your actual current annual charge percentage could be higher or lower than what is stated above. To confirm which annual charge percentage applies to your rider, speak with your financial professional or call us at (800) 722-4448 to confirm the current rider charges that apply to you.

 

2 The Protected Base is the Contract Value at the start of a Term, plus any subsequent Purchase Payments received during the first year of a Term, less an adjustment for withdrawals (on a pro rata basis) made during the Term. The Contract Value on the Contract Date is equal to the initial Purchase Payment. See the Sample Calculations section in each Rider for numerical examples of how the Charge Base changes.

 

 

The OPTIONAL LIVING BENEFIT RIDERS section is amended as follows:

 

Guaranteed Minimum Accumulation Benefit

 

·                  Investment Guard (5-Year Option) – 10% Buffer

 

·                  Investment Guard (7-Year Option) – 10% Buffer or 15% Buffer

 

·                  Investment Guard (10-Year Option) – 10% Buffer, 15% Buffer, or 20% Buffer

 

The guaranteed minimum accumulation benefit riders focus on providing a level of protection against declines in Contract Value for a specified period of time, if certain conditions are met. If your Contract Value is less than the Protected Base at the end of the applicable term, we will make up the difference by making a one-time addition to your Contract Value. If an additional amount is added to your Contract Value, the amount will be equal to (a) the lesser of the difference between on the Contract Value on the last day of the applicable term and the Protected Base, or (b) the applicable Buffer Amount. If the Contract Value is greater than the Protected Base at the end of the applicable term, no additional amount will be added to the Contract Value. Given the limitations on subsequent purchase payments and investment allocation restrictions, the likelihood that an additional amount will be added to the Contract Value may be minimal. When you select an Investment Guard (5-Year Option, 7-Year Option, or 10-Year Option) rider, you must also select an available Buffer Percentage. Only one Buffer Percentage can be selected and cannot be changed during the term of the rider. Working with your financial professional, see the individual rider descriptions after this section for complete information about each optional rider and its features and benefits.

 

You can find complete information about each rider and its key features and benefits below.

 

You may purchase the Investment Guard Rider only at the time you submit your application. Your purchase of a living benefit rider must be received In Proper Form. You can find complete purchasing and eligibility information about each living benefit rider in the Purchasing Your Rider subsection of each rider.

 

 

The following new Riders are added:

 

Investment Guard (5-Year Option)

 

(This Rider is called the Guaranteed Minimum Accumulation Benefit in the Contract’s Rider.)

 

·                  10% Buffer Percentage

 

Purchasing the Rider

 

You must obtain our approval before making an initial or additional Purchase Payment that will bring your total Purchase Payments equal to $1,000,000 or greater.

 

You may purchase the optional Rider on the Contract Date provided that on the Rider Effective Date:

 

·                  the age of any Owner and Annuitant on the date of purchase is 85 years or younger,

 


 

·                  the Rider Effective Date is at least 5 years before your selected Annuity Date, and

 

·                  you allocate your entire Contract Value according to the investment allocation requirements in the APPENDIX: FUNDS AVAILABLE UNDER THE CONTRACT.

 

The rider charge is a percentage of the Protected Base and is guaranteed not to change as long as you own the rider. The charge is assessed quarterly and deducted in arrears against your Variable Investment Options each Quarterly Rider Anniversary. See the FEE TABLE and CHARGES, FEES AND DEDUCTIONS—Optional Living Benefit Rider Charges for more information.

 

Rider Terms

 

Buffer Percentage – The maximum percentage of loss that the client is protected against. The available Buffer Percentage option for the 5-Year Option is 10%.

 

Buffer Amount – The Protected Base multiplied by the Buffer Percentage outlined in the Rider. The Buffer Amount is used to determine the additional amount at the end of a term.

 

Protected Base – The amount used to determine whether an additional amount is added to the Contract Value at the end of the Term.

 

How the Rider Works

 

The Rider will remain in effect, unless otherwise terminated, for a 5-year period (the “Term”) beginning on the Effective Date of the Rider.

 

On the last day of the Term, we will add an additional amount to your Contract Value if, on that day, the Contract Value is less than the Protected Base. The additional amount will be equal to the lesser of:

 

(a)         difference between the Contract Value on the last day of the Term and the Protected Base, or

 

(b)         the Buffer Amount.

 

If the Contract Value is greater than the Protected Base at the end of the Term, no additional amount will be added to the Contract Value. Any additional amount added to the Contract Value will be considered earnings and allocated to your Investment Options according to your most recent allocation instructions. Additional Purchase Payments made after the first year of a Term will not be included in the Protected Base. Any additional Purchase Payments made after the first year of a Term will increase the Contract Value and may reduce or eliminate the benefit provided by this Rider. Given the limitations on crediting of subsequent purchase payments for rider purposes and investment allocation restrictions, the likelihood that an additional amount will be added to the Contract Value may be minimal. Please discuss the advisability of making additional Purchase Payments after the first year of a Term with your financial professional.

 

The Protected Base is equal to (a) plus (b) minus (c) as indicated below:

 

(a)         is the Contract Value at the start of the Term,

 

(b)         is the amount of any subsequent Purchase Payment received during the first year of the Term, and

 

(c)          is a pro rata adjustment for withdrawals (including RMD withdrawals) made from the Contract during the Term. The adjustment for each withdrawal is calculated by multiplying the Protected Base prior to the withdrawal by the ratio of the amount of the withdrawal, including any applicable withdrawal charges, premium taxes, and/or other taxes, to the Contract Value immediately prior to the withdrawal.

 

For purposes of determining the Contract Value at the start of the Term, the Contract Value is equal to the initial Purchase Payment. Any subsequent Purchase Payments received after the first year of a Term are not included in the Protected Base but will increase the Contract Value.

 

If, on the last day of the Term, the Contract is annuitized, a death benefit becomes payable under the Contract, or a full withdrawal is made, the Contract Value will reflect any additional amount owed under the Rider before the payment of any annuity or death benefits, or full withdrawal. No additional amount will be made if the Contract Value on the last day of the Term is greater than or equal to the Protected Base.

 

Withdrawals (including RMD withdrawals and withdrawals to pay advisory fees) during the Term will reduce the Contract Value and the Protected Base. Withdrawals when the Contract Value is less than the Protected Base will result in a reduction of the Protected Base that is greater than the amount of the withdrawal which will reduce or may eliminate the benefit provided by the rider.

 

Subsequent Purchase Payments

 

We reserve the right to reject or restrict, at our discretion, any additional Purchase Payments. If we decide to no longer accept Purchase Payments, we will not accept subsequent Purchase Payments for your Contract or any other optional living benefit riders that you may own while this Rider remains in effect. If we limit additional Purchase Payments, you may not be able to continue to invest in your Contract or Rider as planned by you and your financial professional. If we exercise this right, we will provide 30 days advance notice to the Owner.

 


 

Continuation of Rider if Surviving Spouse Continues Contract

 

This Rider terminates when a death benefit becomes payable under the Contract during the Term. If the surviving spouse continues the Contract, then the provisions of the Rider will continue until the end of the Term.

 

Termination

 

You cannot request a termination of the Rider. The Rider will automatically terminate at the end of the Term, or, if earlier on:

 

·                  the day any portion of the Contract Value is no longer allocated according to the investment allocation requirements in the APPENDIX: FUNDS AVAILABLE UNDER THE CONTRACT and no corrective action was taken, after written notice was provided, to comply with the requirements to continue the Rider,

 

·                  the day we are notified of an ownership change of a Non-Qualified Contract (excluding ownership changes: to or from certain trusts, adding or removing the Owner’s spouse, or for Riders issued in California),

 

·                  when a death benefit becomes payable under the Contract (except as provided under the Continuation of Rider if Surviving Spouse Continues Contract subsection),

 

·                  the date the Contract is terminated according to the provisions of the Contract,

 

·                  the day a requested loan is processed,

 

·                  the date a full surrender is made under the Contract, or

 

·                  the Annuity Date.

 

If the Rider automatically terminates at the end of the Term, you may repurchase an Investment Guard rider (5-Year, 7-Year, or 10-Year Option) if all Owners and Annuitants meet the requisite age and Annuity Date purchase eligibility requirements, subject to availability and at the then current Annual Charge Percentage.

 

Sample Calculations

 

The examples provided are based on certain hypothetical assumptions and are for example purposes only. Where Contract Value is reflected, the examples do not assume any specific return percentage. They have been provided to assist in understanding the benefits provided by this Rider and to demonstrate how Purchase Payments and withdrawals made from the Contract Prior to the end of a Term effect the values and benefits under this Rider. There may be minor differences in the calculations due to rounding. These examples are not intended to serve as projections of future investment returns or losses nor are they a reflection of how your Contract will actually perform.

 

The values shown below are based on the following assumptions:

 

·                  Initial Purchase Payment = $100,000

 

·                  Rider Effective Date = Contract Date

 

·                  Buffer Percentage = 10%

 

·                  A subsequent Purchase Payment of $20,000 is received in Contract Year 1 and $10,000 is received in Contract Year 3.

 

·                  A withdrawal of $10,000 is taken during Contract Year 4.

 

 

Beginning
of Contract
Year

Purchase
Payments
Received

Withdrawal
Amount

Contract
Value

Protected
Base

Buffer Amount

Amount
Added to the
Contract Value

1

$100,000

 

$100,000

$100,000

$10,000

 

Activity

$20,000

 

$127,000

$120,000

$12,000

 

2

 

 

$127,000

$120,000

$12,000

 

3

 

 

$63,500

$120,000

$12,000

 

Activity

$10,000

 

$77,945

$120,000

$12,000

 

4

 

 

$77,945

$120,000

$12,000

 

Activity

 

$10,000

$73,401

$105,612

$10,561

 

5

 

 

$73,401

$105,612

$10,561

 

 


 

Values at End of 5th Year

 

 

$78,539

$105,612

$10,561



Value after Additional Amount Applied

 

 

$89,100

$0

 

$10,561

 

The Protected Base is equal to (a) + (b) – (c) as indicated below:

 

(a)    is the Contract Value at the start of the Term,

 

(b)    is the amount of each subsequent Purchase Payment received during the first year of the Term, and

 

(c)     is a pro rata adjustment for withdrawals made from the Contract during the Term. The adjustment for each withdrawal is calculated by multiplying the Protected Base prior to the withdrawal by the ratio of the amount of the withdrawal, including any applicable withdrawal charges, premium taxes, and/or other taxes, to the Contract Value immediately prior to the withdrawal.

 

The Buffer Amount is equal to (a) x (b) as indicated below:

 

(a)    the Protected Base

 

(b)    the Buffer Percentage

 

On the Rider Effective Date, the initial values are set as follows:

 

·                   Protected Base = Initial Purchase Payment = $100,000

 

During Contract Year 1, an additional Purchase Payment of $20,000 was made. Since this Purchase Payment was made during the first Contract Year, the Protected Base will be increased by $20,000. In addition, the Buffer Amount will increase by $2,000 to $12,000 ($120,000 x 10% = $12,000).

 

During Contract Year 3, an additional Purchase Payment of $10,000 was made. However, this Purchase Payment will not increase the Protected Base because it was not made during the first Contract Year (or first year of the 5-Year Term). In addition, this Purchase Payment will not increase the Buffer Amount because it was not made during the first Contract Year (or first year of the 5-Year Term). The Purchase Payment will increase the Contract Value.

 

During Contract Year 4, a withdrawal of $10,000 was made. This withdrawal will reduce the Protected Base on a pro rata basis and will result in a new Protected Base and Buffer Amount.

 

For the Protected Base, the pro rata adjustment is $14,388 and was determined by calculating the ratio of the withdrawal to the Contract Value immediately before the withdrawal ($10,000 / ($73,401 + $10,000) = 0.1199) multiplied by the Protected Base prior to the withdrawal ($120,000 x 0.1199 = $14,388). The new Protected Base (a) + (b) – (c) = $105,612 ($120,000 + 0 – $14,388 = $105,612).

 

The Buffered Amount is reduced to $10,561 ($105,612 x 10%)

 

The Additional Amount that may be added will be the lesser of (a) the difference between the Contract Value in the last day of the Term and the Protected Base, or (b) the Buffer Amount. At the end of Contract Year 5 (end of the 5-Year Term) the Contract Value ($78,539) is less than the Protected Base ($105,612). The difference between the Protected Base and the Contract Value is $27,073 ($105,612 - $78,539). Since the difference is greater than the Buffer Amount ($10,561), the Additional Amount is equal to the Buffer Amount which is added to the Contract Value at the end of the 5th year. The Contract Value after the Additional Amount is applied is $89,100 ($78,539 + $10,561). The rider terminates after the Additional Amount is applied.

 

 

Investment Guard (7-Year Option)

 

(This Rider is called the Guaranteed Minimum Accumulation Benefit in the Contract’s Rider.)

 

·                  10% Buffer Percentage

 

·                  15% Buffer Percentage

 

Purchasing the Rider

 

You must obtain our approval before making an initial or additional Purchase Payment that will bring your total Purchase Payments equal to $1,000,000 or greater.

 

You may purchase the optional Rider on the Contract Date provided that on the Rider Effective Date:

 

·                  the age of any Owner and Annuitant on the date of purchase is 85 years or younger,

 


 

·                  the Rider Effective Date is at least 7 years before your selected Annuity Date, and

 

·                  you allocate your entire Contract Value according to the investment allocation requirements in the APPENDIX: FUNDS AVAILABLE UNDER THE CONTRACT APPENDIX.

 

The rider charge is a percentage of the Protected Base and is guaranteed not to change as long as you own the rider. The charge is assessed quarterly and deducted in arrears against your Variable Investment Options each Quarterly Rider Anniversary. See the FEE TABLE and CHARGES, FEES AND DEDUCTIONS—Optional Living Benefit Rider Charges for more information.

 

Rider Terms

 

Buffer Percentage – The maximum percentage of loss that the client is protected against. The available Buffer Percentage options for the 7-Year Option are 10% and 15%. Only one Buffer Percentage may be chosen and cannot be changed during the Term of the rider.

 

Buffer Amount – The Protected Base multiplied by the Buffer Percentage outlined in the Rider. The Buffer Amount is used to determine the additional amount at the end of a term.

 

Protected Base – The amount used to determine whether an additional amount is added to the Contract Value at the end of the Term.

 

How the Rider Works

 

The Rider will remain in effect, unless otherwise terminated, for a 7-year period (the “Term”) beginning on the Effective Date of the Rider.

 

On the last day of the Term, we will add an additional amount to your Contract Value if, on that day, the Contract Value is less than the Protected Base. The additional amount will be equal to the lesser of:

 

(a)         difference between the Contract Value on the last day of the Term and the Protected Base, or

 

(b)         the Buffer Amount.

 

If the Contract Value is greater than the Protected Base at the end of the Term, no additional amount will be added to the Contract Value. The additional amount added to the Contract Value will be considered earnings and allocated to your Investment Options according to your most recent allocation instructions. Additional Purchase Payments made after the first year of a Term will not be included in the Protected Base. Any additional Purchase Payments made after the first year of a Term will increase the Contract Value and may reduce or eliminate the benefit provided by this Rider. Given the limitations on crediting of subsequent purchase payments for rider purposes and investment allocation restrictions, the likelihood that an additional amount will be added to the Contract Value may be minimal. Please discuss the advisability of making additional Purchase Payments after the first year of a Term with your financial professional.

 

The Protected Base is equal to (a) plus (b) minus (c) as indicated below:

 

(a)         is the Contract Value at the start of the Term,

 

(b)         is the amount of any subsequent Purchase Payment received during the first year of the Term, and

 

(c)          is a pro rata adjustment for withdrawals (including RMD withdrawals) made from the Contract during the Term. The adjustment for each withdrawal is calculated by multiplying the Protected Base prior to the withdrawal by the ratio of the amount of the withdrawal, including any applicable withdrawal charges, premium taxes, and/or other taxes, to the Contract Value immediately prior to the withdrawal.

 

For purposes of determining the Contract Value at the start of the Term, the Contract Value is equal to the initial Purchase Payment. Any subsequent Purchase Payments received after the first year of a Term are not included in the Protected Base but will increase the Contract Value.

 

If, on the last day of the Term, the Contract is annuitized, a death benefit becomes payable under the Contract, or a full withdrawal is made, the Contract Value will reflect any additional amount owed under the Rider before the payment of any annuity or death benefits, or full withdrawal. No additional amount will be made if the Contract Value on the last day of the Term is greater than or equal to the Protected Amount.

 

Withdrawals (including RMD withdrawals and withdrawals to pay advisory fees) during the Term will reduce the Contract Value and the Protected Base. Withdrawals when the Contract Value is less than the Protected Base will result in a reduction of the Protected Base that is greater than the amount of the withdrawal which will reduce or may eliminate the benefit provided by the rider. If a higher the Buffer Percentage in effect, a withdrawal will result in a larger deduction in the Buffered Amount than with a lower Buffer Percentage.

 

Subsequent Purchase Payments

 

We reserve the right to reject or restrict, at our discretion, any additional Purchase Payments. If we decide to no longer accept Purchase Payments, we will not accept subsequent Purchase Payments for your Contract or any other optional living benefit riders that you may own while this Rider remains in effect. If we limit additional Purchase Payments, you may not be able to continue to invest

 


 

in your Contract or Rider as planned by you and your financial professional. If we exercise this right, we will provide 30 days advance notice to the Owner.

 

Continuation of Rider if Surviving Spouse Continues Contract

 

This Rider terminates when a death benefit becomes payable under the Contract during the Term. If the surviving spouse continues the Contract, then the provisions of the Rider will continue until the end of the Term.

 

Termination

 

You cannot request a termination of the Rider. The Rider will automatically terminate at the end of the Term, or, if earlier on:

 

·                  the day any portion of the Contract Value is no longer allocated according to the investment allocation requirements in the APPENDIX: FUNDS AVAILABLE UNDER THE CONTRACT and no corrective action was taken, after written notice was provided, to comply with the requirements to continue the Rider,

 

·                  the day we are notified of an ownership change of a Non-Qualified Contract (excluding ownership changes: to or from certain trusts, adding or removing the Owner’s spouse, or for Riders issued in California),

 

·                  when a death benefit becomes payable under the Contract (except as provided under the Continuation of Rider if Surviving Spouse Continues Contract subsection),

 

·                  the date the Contract is terminated according to the provisions of the Contract,

 

·                  the day a requested loan is processed,

 

·                  the date a full surrender is made under the Contract, or

 

·                  the Annuity Date.

 

If the Rider automatically terminates at the end of the Term, you may repurchase an Investment Guard rider (5-Year, 7-Year, or 10-Year Option) if all Owners and Annuitants meet the requisite age and Annuity Date purchase eligibility requirements, subject to availability and at the then current Annual Charge Percentage.

 

Sample Calculations

 

The examples provided are based on certain hypothetical assumptions and are for example purposes only. Where Contract Value is reflected, the examples do not assume any specific return percentage. They have been provided to assist in understanding the benefits provided by this Rider and to demonstrate how Purchase Payments and withdrawals made from the Contract Prior to the end of a Term effect the values and benefits under this Rider. There may be minor differences in the calculations due to rounding. These examples are not intended to serve as projections of future investment returns or losses nor are they a reflection of how your Contract will actually perform.

 

The values shown below are based on the following assumptions:

 

·                  Initial Purchase Payment = $100,000

 

·                  Rider Effective Date = Contract Date

 

·                  Buffer Percentage = 15%

 

·                  A subsequent Purchase Payment of $20,000 is received in Contract Year 1 and $10,000 is received in Contract Year 3.

 

·                  A withdrawal of $10,000 is taken during Contract Year 4.

 

 

Beginning
of Contract
Year

Purchase
Payments
Received

Withdrawal
Amount

Contract
Value

Protected
Base

Buffer Amount

Amount
Added to the
Contract Value

1

$100,000

 

$100,000

$100,000

$15,000

 

Activity

$20,000

 

$127,000

$120,000

$18,000

 

2

 

 

$127,000

$120,000

$18,000

 

3

 

 

$63,500

$120,000

$18,000

 

Activity

$10,000

 

$77,945

$120,000

$18,000

 

4

 

 

$77,945

$120,000

$18,000

 

Activity

 

$10,000

$73,401

$105,612

$15,842

 

 


 

Beginning
of Contract
Year

Purchase
Payments
Received

Withdrawal
Amount

Contract
Value

Protected
Base

Buffer Amount

Amount
Added to the
Contract Value

5

 

 

$73,401

$105,612

$15,842

 

6

 

 

$78,539

$105,612

$15,842

 

7

 

 

$73,041

$105,612

$15,842

 

Values at End of 7th Year

 

 

$67,929

$105,612

$15,842



Value after Additional Amount Applied

 

 

$83,771

$0

 

$15,842

 

The Protected Base is equal to (a) + (b) – (c) as indicated below:

 

(a)         is the Contract Value at the start of the Term,

 

(b)         is the amount of each subsequent Purchase Payment received during the first year of the Term, and

 

(c)          is a pro rata adjustment for withdrawals made from the Contract during the Term. The adjustment for each withdrawal is calculated by multiplying the Protected Base prior to the withdrawal by the ratio of the amount of the withdrawal, including any applicable withdrawal charges, premium taxes, and/or other taxes, to the Contract Value immediately prior to the withdrawal.

 

The Buffer Amount is equal to (a) x (b) as indicated below:

 

(a)         the Protected Base

 

(b)         the Buffer Percentage

 

On the Rider Effective Date, the initial values are set as follows:

 

·                  Protected Base = Initial Purchase Payment = $100,000

 

During Contract Year 1, an additional Purchase Payment of $20,000 was made. Since this Purchase Payment was made during the first Contract Year, the Protected Base will be increased by $20,000. In addition, the Buffer Amount will increase by $3,000 to $18,000 ($120,000 x 15% = $18,000).

 

During Contract Year 3, an additional Purchase Payment of $10,000 was made. However, this Purchase Payment will not increase the Protected Base because it was not made during the first Contract Year (or first year of the 7-Year Term). In addition, this Purchase Payment will not increase the Buffer Amount because it was not made during the first Contract Year (or first year of the 7-Year Term). The Purchase Payment will increase the Contract Value.

 

During Contract Year 4, a withdrawal of $10,000 was made. This withdrawal will reduce the Protected Base on a pro rata basis and will result in a new Protected Base and Buffer Amount.

 

For the Protected Base, the pro rata adjustment is $14,388 and was determined by calculating the ratio of the withdrawal to the Contract Value immediately before the withdrawal ($10,000 / ($73,401 + $10,000) = 0.1199) multiplied by the Protected Base prior to the withdrawal ($120,000 x 0.1199 = $14,388). The new Protected Base (a) + (b) – (c) = $105,612 ($120,000 + 0 – $14,388 = $105,612).

 

The Buffered Amount is reduced to $15,842 ($105,612 x 15%)

 

The Additional Amount that may be added will be the lesser of (a) the difference between the Contract Value in the last day of the Term and the Protected Base, or (b) the Buffer Amount. At the end of Contract Year 7 (end of the 7-Year Term) the Contract Value ($67,929) is less than the Protected Base ($105,612). The difference between the Protected Base and the Contract Value is $37,683 ($105,612 - $67,929). Since the difference is greater than the Buffer Amount ($15,842), the Additional Amount is equal to the Buffer Amount which is added to the Contract Value at the end of the 7th year. The Contract Value after the Additional Amount is applied is $83,771 ($67,929 + $15,842). The rider terminates after the Additional Amount is applied.

 

If you select a lower Buffer Percentage, the Buffer Amount that may be added will be lower than what is shown in the above Example since the Protected Base will be multiplied by a lower percentage.

 

Generally, if an additional amount is added to the Contract Value, a higher Buffer Amount (such as may result if a higher Buffer Percentage is in effect) will increase the likelihood that the additional amount will be the difference between the Contract Value and the Protected Base, since the additional amount added (if any) is based on the lesser of (a) the Buffer Amount or (b) the difference between the Contract Value and the Protected Base at the end of the term. If an additional amount is added to the Contract Value and

 


 

the Buffer Amount is low (such as may result if a lower Buffer Percentage is in effect), there will be a higher likelihood that the additional amount added (if any) will be the Buffer Amount.

 

 

 

 

Investment Guard (10-Year Option)

 

(This Rider is called the Guaranteed Minimum Accumulation Benefit in the Contract’s Rider.)

 

·                  10% Buffer Percentage

 

·                  15% Buffer Percentage

 

·                  20% Buffer Percentage

 

Purchasing the Rider

 

You must obtain our approval before making an initial or additional Purchase Payment that will bring your total Purchase Payments equal to $1,000,000 or greater.

 

You may purchase the optional Rider on the Contract Date provided that on the Rider Effective Date:

 

·                  the age of any Owner and Annuitant on the date of purchase is 85 years or younger,

 

·                  the Rider Effective Date is at least 10 years before your selected Annuity Date, and

 

·                  you allocate your entire Contract Value according to the investment allocation requirements in the APPENDIX: FUNDS AVAILABLE UNDER THE CONTRACT.

 

The rider charge is a percentage of the Protected Base and is guaranteed not to change as long as you own the rider. The charge is assessed quarterly and deducted in arrears against your Variable Investment Options each Quarterly Rider Anniversary. See the FEE TABLE and CHARGES, FEES AND DEDUCTIONS—Optional Living Benefit Rider Charges for more information

 

Rider Terms

 

Buffer Percentage – The maximum percentage of loss that the client is protected against. The available Buffer Percentage options for the 10-Year Option are 10%, 15%, and 20%. Only one Buffer Percentage may be chosen and cannot be changed during the Term of the rider.

 

Buffer Amount – The Protected Base multiplied by the Buffer Percentage outlined in the Rider. The Buffer Amount is used to determine the additional amount at the end of a term.

 

Protected Base – The amount used to determine whether an additional amount is added to the Contract Value at the end of the Term.

 

How the Rider Works

 

The Rider will remain in effect, unless otherwise terminated, for a 10-year period (the “Term”) beginning on the Effective Date of the Rider.

 

On the last day of the Term, we will add an additional amount to your Contract Value if, on that day, the Contract Value is less than the Protected Base. The additional amount will be equal to the lesser of:

 

(a)         difference between the Contract Value on the last day of the Term and the Protected Base, or

 

(b)         the Buffer Amount.

 

If the Contract Value is greater than the Protected Base at the end of the Term, no additional amount will be added to the Contract Value. The additional amount added to the Contract Value will be considered earnings and allocated to your Investment Options according to your most recent allocation instructions. Additional Purchase Payments made after the first year of a Term will not be included in the Protected Base. Any additional Purchase Payments made after the first year of a Term will increase the Contract Value and may reduce or eliminate the benefit provided by this Rider. Given the limitations on crediting of subsequent purchase payments for rider purposes and investment allocation restrictions, the likelihood that an additional amount will be added to the Contract Value may be minimal. Please discuss the advisability of making additional Purchase Payments after the first year of a Term with your financial professional.

 

The Protected Base is equal to (a) plus (b) minus (c) where:

 

(a)         is the Contract Value at the start of the Term,

 

(b)         is the amount of any subsequent Purchase Payment received during the first year of the Term, and

 

(c)          is a pro rata adjustment for withdrawals (including RMD withdrawals) made from the Contract during the Term. The adjustment for each withdrawal is calculated by multiplying the Protected Base prior to the withdrawal by the ratio of the

 


 

amount of the withdrawal, including any applicable withdrawal charges, premium taxes, and/or other taxes, to the Contract Value immediately prior to the withdrawal.

 

For purposes of determining the Contract Value at the start of the Term, the Contract Value is equal to the initial Purchase Payment. Any subsequent Purchase Payments received after the first year of a Term are not included in the Protected Base but will increase the Contract Value.

 

If, on the last day of the Term, the Contract is annuitized, a death benefit becomes payable under the Contract, or a full withdrawal is made, the Contract Value will reflect any additional amount owed under the Rider before the payment of any annuity or death benefits, or full withdrawal. No additional amount will be made if the Contract Value on the last day of the Term is greater than or equal to the Protected Base.

 

Withdrawals (including RMD withdrawals and withdrawals to pay advisory fees) during the Term will reduce the Contract Value and the Protected Base. Withdrawals when the Contract Value is less than the Protected Base will result in a reduction of the Protected Base that is greater than the amount of the withdrawal which will reduce or may eliminate the benefit provided by the rider. If a higher the Buffer Percentage in effect, a withdrawal will result in a larger deduction in the Buffered Amount than with a lower Buffer Percentage.

 

Subsequent Purchase Payments

 

We reserve the right to reject or restrict, at our discretion, any additional Purchase Payments. If we decide to no longer accept Purchase Payments, we will not accept subsequent Purchase Payments for your Contract or any other optional living benefit riders that you may own while this Rider remains in effect. If we limit additional Purchase Payments, you may not be able to continue to invest in your Contract or Rider as planned by you and your financial professional. If we exercise this right, we will provide 30 days advance notice to the Owner.

 

Continuation of Rider if Surviving Spouse Continues Contract

 

This Rider terminates when a death benefit becomes payable under the Contract during the Term. If the surviving spouse continues the Contract, then the provisions of the Rider will continue until the end of the Term.

 

Termination

 

You cannot request a termination of the Rider. The Rider will automatically terminate at the end of the Term, or, earlier on:

 

·                  the day any portion of the Contract Value is no longer allocated according to the investment allocation requirements in the APPENDIX: FUNDS AVAILABLE UNDER THE CONTRACT and no corrective action was taken, after written notice was provided, to comply with the requirements to continue the Rider,

 

·                  the day we are notified of an ownership change of a Non-Qualified Contract (excluding ownership changes: to or from certain trusts, adding or removing the Owner’s spouse, or for Riders issued in California),

 

·                  when a death benefit becomes payable under the Contract (except as provided under the Continuation of Rider if Surviving Spouse Continues Contract subsection),

 

·                  the date the Contract is terminated according to the provisions of the Contract,

 

·                  the day a requested loan is processed,

 

·                  the date a full surrender is made under the Contract, or

 

·                  the Annuity Date.

 

If the Rider automatically terminates at the end of the Term, you may repurchase an Investment Guard rider (5-Year, 7-Year, or 10-Year Option) if all Owners and Annuitants meet the requisite age and Annuity Date purchase eligibility requirements, subject to availability and at the then current Annual Charge Percentage.

 

Sample Calculations

 

The examples provided are based on certain hypothetical assumptions and are for example purposes only. Where Contract Value is reflected, the examples do not assume any specific return percentage. They have been provided to assist in understanding the benefits provided by this Rider and to demonstrate how Purchase Payments and withdrawals made from the Contract Prior to the end of a Term effect the values and benefits under this Rider. There may be minor differences in the calculations due to rounding. These examples are not intended to serve as projections of future investment returns or losses nor are they a reflection of how your Contract will actually perform.

 

The values shown below are based on the following assumptions:

 

·                  Initial Purchase Payment = $100,000

 

·                  Rider Effective Date = Contract Date

 


 

·                  Buffer Percentage = 20%

 

·                  A subsequent Purchase Payment of $20,000 is received in Contract Year 1 and $10,000 is received in Contract Year 3.

 

·                  A withdrawal of $10,000 is taken during Contract Year 4.

 

Beginning
of Contract
Year

Purchase
Payments
Received

Withdrawal
Amount

Contract
Value

Protected
Base

Buffer Amount

Amount
Added to the
Contract Value

1

$100,000

 

$100,000

$100,000

$20,000

 

Activity

$20,000

 

$127,000

$120,000

$24,000

 

2

 

 

$127,000

$120,000

$24,000

 

3

 

 

$63,500

$120,000

$24,000

 

Activity

$10,000

 

$77,945

$120,000

$24,000

 

4

 

 

$77,945

$120,000

$24,000

 

Activity

 

$10,000

$73,401

$105,612

$21,122

 

5

 

 

$73,401

$105,612

$21,122

 

6

 

 

$78,539

$105,612

$21,122

 

7

 

 

$73,041

$105,612

$21,122

 

8

 

 

$67,929

$105,612

$21,122

 

9

 

 

$63,174

$105,612

$21,122

 

10

 

 

$58,751

$105,612

$21,122

 

Values at End of 10th Year

 

 

$54,639

$105,612

$21,122



Value after Additional Amount Applied

 

 

$75,761

$0

 

$21,122

 

The Protected Base is equal to (a) + (b) – (c) as indicated below:

 

(a)         is the Contract Value at the start of the Term,

 

(b)         is the amount of each subsequent Purchase Payment received during the first year of the Term, and

 

(c)          is a pro rata adjustment for withdrawals made from the Contract during the Term. The adjustment for each withdrawal is calculated by multiplying the Protected Base prior to the withdrawal by the ratio of the amount of the withdrawal, including any applicable withdrawal charges, premium taxes, and/or other taxes, to the Contract Value immediately prior to the withdrawal.

 

The Buffer Amount is equal to (a) x (b) as indicated below:

 

(a)         the Protected Base

 

(b)         the Buffer Percentage

 

On the Rider Effective Date, the initial values are set as follows:

 

·                  Protected Base = Initial Purchase Payment = $100,000

 

During Contract Year 1, an additional Purchase Payment of $20,000 was made. Since this Purchase Payment was made during the first Contract Year, the Protected Base will be increased by $20,000. In addition, the Buffer Amount will increase by $4,000 to $24,000 ($120,000 x 20% = $24,000)..

 

During Contract Year 3, an additional Purchase Payment of $10,000 was made. However, this Purchase Payment will not increase the Protected Base because it was not made during the first Contract Year (or first year of the 10-Year Term). In addition, this Purchase Payment will not increase the Buffer Amount because it was not made during the first Contract Year (or first year of the 10-Year Term). The Purchase Payment will increase the Contract Value.

 


 

During Contract Year 4, a withdrawal of $10,000 was made. This withdrawal will reduce the Protected Base on a pro rata basis and will result in a new Protected Base and Buffer Amount.

 

For the Protected Base, the pro rata adjustment is $14,388 and was determined by calculating the ratio of the withdrawal to the Contract Value immediately before the withdrawal ($10,000 / ($73,401 + $10,000) = 0.1199) multiplied by the Protected Base prior to the withdrawal ($120,000 x 0.1199 = $14,388). The new Protected Base (a) + (b) – (c) = $105,612 ($120,000 + 0 – $14,388 = $105,612).

 

The Buffer amount is reduced to $21,122 ($105,612 x 20%)

 

The Additional Amount that may be added will be the lesser of (a) the difference between the Contract Value in the last day of the Term and the Protected Base, or (b) the Buffer Amount. At the end of Contract Year 10 (end of the 10-Year Term) the Contract Value ($54,639) is less than the Protected Base ($105,612). The difference between the Protected Base and the Contract Value is $50,973 ($105,612 - $54,639). Since the difference is greater than the Buffer Amount ($21,122), the Additional Amount is equal to the Buffer Amount which is added to the Contract Value at the end of the 10th year. The Contract Value after the Additional Amount is applied is $75,761 ($54,639 + $21,122). The rider terminates after the Additional Amount is applied.

 

If you select a lower Buffer Percentage, the Buffer Amount that may be added will be lower than what is shown in the above Example since the Protected Base will be multiplied by a lower percentage.

 

If an additional amount is added to the Contract Value, a higher Buffer Amount (such as may result if a higher Buffer Percentage is in effect) will increase the likelihood that the additional amount will be the difference between the Contract Value and the Protected Base, since the additional amount added (if any) is based on the lesser of (a) the Buffer Amount or (b) the difference between the Contract Value and the Protected Base at the end of the term. If an additional amount is added to the Contract Value and the Buffer Amount is low (such as may result if a lower Buffer Percentage is in effect), there will be a higher likelihood that the additional amount added (if any) will be the Buffer Amount.

 

The following is added to the LIVING BENEFIT INVESTMENT ALLOCATION REQUIREMENTS section of the APPENDIX: FUNDS AVAILABLE UNDER THE CONTRACT:

 

Investment Allocation Requirements

 

At initial purchase and during the entire time that you own an optional living benefit rider, you must allocate your entire Contract Value to the Investment Options we make available for these riders. You may allocate your Contract Value 100% among the allowable Investment Options.

 

If you purchase the Investment Guard (5-Year Option, 7-Year Option, or 10-Year Option), all Investment Options are currently allowable under the rider except the below Investment Options. You may NOT invest in any of the following Investment Options:

 

American Funds IS High-Income Trust Fund

Invesco V.I. S&P 500 Buffer Fund – June Series

BlackRock Health Sciences Fund

Lord Abbett Bond Debenture Portfolio

Delaware Ivy VIP Energy

MFS Small-Cap Growth Series

Invesco V.I. Global Real Estate Fund

MFS Technology Series

Invesco V.I. NASDAQ 100 Buffer Fund - September Series

Invesco V.I. NASDAQ 100 Buffer Fund – December Series

MFS Utilities Series

Pacific Select Fund Emerging Markets Debt Portfolio

Invesco V.I. NASDAQ 100 Buffer Fund – March Series

Pacific Select Fund High Yield Bond Portfolio

Invesco V.I. NASDAQ 100 Buffer Fund – June Series

Pacific Select Fund Real Estate Portfolio

Invesco V.I. S&P 500 Buffer Fund – September Series

PIMCO VIT Commodity RealReturn Portfolio

Invesco V.I. S&P 500 Buffer Fund – December Series

VanEck VIP Global Resources Fund

Invesco V.I. S&P 500 Buffer Fund – March Series

 

 

 

 

 

 

 

 

 

 

Form No. OD13SUP0722

 


Prospectus

(Included in Registrant’s Form N-4, File No. 333-185326 Accession No.0001104659-22-048306 filed on April 21, 2022, and incorporated by reference herein.)


SAI

(Included in Registrant’s Form N-4, File No. 333-185326 Accession No.0001104659-22-048306 filed on April 21, 2022, and incorporated by reference herein.)


Part II

PART C: OTHER INFORMATION (Pacific Odyssey (2013))

Item 27. Exhibits

   

(1)

Board of Directors Resolution

  

 

 

(a)

Resolution of the Board of Directors of the Depositor authorizing establishment of Separate Account A and Memorandum establishing Separate Account A; included in Registrant’s Form N-4, File No. 033-88460, Accession No. 0000898430-96-001377 filed on April 19, 1996, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/0000898430-96-001377-index.html 

  

 

 

(b)

Resolution of the Board of Directors of Pacific Life Insurance Company authorizing conformity to the terms of the current Bylaws; included in Registrant’s Form N-4, File No. 033-88460, Accession No. 0001017062-98-000945 filed on April 29, 1998, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/0001017062-98-000945.txt 

  

 

(2)

Custodial Agreements

  

 

 

Inapplicable

  

 

(3)

Underwriting Agreements

  

 

 

(a)

Distribution Agreement between Pacific Life Insurance Company, Pacific Life & Annuity Company and Pacific Select Distributors, Inc. (PSD) (Amended and Restated); included in Registrant’s Form N-4, File No. 333-60833, Accession No. 0000950123-11-061492 filed on June 24, 2011, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012311061492/a59509aexv99w3xay.htm 

  

 

 

(b)

Form of Selling Agreement between Pacific Life, PSD and Various Broker Dealers; included in Registrant’s Form N-4, File No. 033-88460, Accession No. 0000892569-06-000528 filed on April 18, 2006, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256906000528/a12992exv99w3xby.htm 

  

 

 

(c)

Distribution Agreement between Pacific Life Insurance Company, Pacific Life & Annuity Company and Pacific Select Distributors, LLC (PSD) (Amended and Restated); Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d3dc.htm 

  

 

(4)

Contracts

  

 

 

(a)

Individual Flexible Premium Deferred Variable Annuity Contract (Form No. 10-17800); included in Registrant’s Form N-4, File No. 333-53040, Accession No. 0001193125-03-014157 filed on June 27, 2003 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312503014157/dex994a2.txt 

  

 

 

(b)

403(b) Tax-Sheltered Annuity Rider (Form No. ICC12:20-1270); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-13-000796 filed on February 5, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000796/a30065a1exv99wx4yxby.htm 

  

 


   
 

(c)

Section 457 Plan Rider (Form No. ICC12:20-1271); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-13-000796 filed on February 5, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000796/a30065a1exv99wx4yxcy.htm 

  

 

 

(d)

Individual Retirement Annuity Rider (Form No. ICC12:20-1266); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-13-000796 filed on February 5, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000796/a30065a1exv99wx4yxdy.htm 

  

 

 

(e)

Roth Individual Retirement Annuity Rider (Form No. ICC12:20-1267); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-13-000796 filed on February 5, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000796/a30065a1exv99wx4yxey.htm 

  

 

 

(f)

SIMPLE Individual Retirement Annuity Rider (Form No. ICC12:20-1268); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-13-000796 filed on February 5, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000796/a30065a1exv99wx4yxfy.htm 

  

 

 

(g)

Qualified Retirement Plan Rider (Form No. ICC12:20-1269); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-13-000796 filed on February 5, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000796/a30065a1exv99wx4yxgy.htm 

  

 

 

(h)

DCA Plus Fixed Option Rider (Form No. ICC 11:20-1219); included in Registrant’s Form N-4, File No. 333-175279, Accession No. 0000950123-11-063391 filed on July 1, 2011, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012311063391/a59352n4exv99w4xmy.htm 

  

 

 

(i)

Guaranteed Withdrawal Benefit XII Rider-Single Life (Form No. ICC12:20-1256); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-12-013639 filed on December 7, 2012 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312013639/a30065n4exv99wx4yxiy.htm 

  

 

 

(j)

Guaranteed Withdrawal Benefit XII Rider-Joint Life (Form No. ICC12:20-1257); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-12-013639 filed on December 7, 2012 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312013639/a30065n4exv99wx4yxjy.htm 

  

 

 

(k)

Guaranteed Withdrawal Benefit X Rider-Single Life (Form No. ICC12:20-1258); included in Registration Statement on Form N-4, File No. 333-53040, Accession No. 0000950123-13-002336 filed on April 18, 2013 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313002336/a30004bexv99wx4yxjjy.htm 

  

 

 

(l)

Guaranteed Withdrawal Benefit X Rider-Joint Life (Form No. ICC12:20-1259); included in Registration Statement on Form N-4, File No. 333-53040, Accession No. 0000950123-13-002336 filed on April 18, 2013 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313002336/a30004bexv99wx4yxkky.htm 

  

 

 

(m)

Guaranteed Withdrawal Benefit XIII Rider (Form No. ICC12:20-1263); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-12-013639 filed on December 7, 2012 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312013639/a30065n4exv99wx4yxmy.htm 


   
  

 

 

(n)

Guaranteed Minimum Accumulation Benefit Rider (Form No. ICC12:20-1254); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-12-013639 filed on December 7, 2012 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312013639/a30065n4exv99wx4yxny.htm 

  

 

 

(o)

Stepped-Up Death Benefit Rider (Form No. 20-13500); included in Registrant’s Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2001 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0014.txt 

  

 

 

(p)

Guaranteed Withdrawal Benefit XV Rider — Single Life (Form No. ICC12:20-1501); Included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0001193125-16-460306 filed on February 12, 2016 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312516460306/d11525dex994p.htm 

  

 

 

(q)

Guaranteed Withdrawal Benefit XV Rider — Joint Life (Form No. ICC12:20-1502); Included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0001193125-16-460306 filed on February 12, 2016 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312516460306/d11525dex994q.htm 

  

 

 

(r)

Guaranteed Withdrawal Benefit XXI Rider – Single Life (Form No. ICC18:20-1425); included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-18-007887 filed on February 9, 2018, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465918007887/a18-5515_1ex99d4dr.htm 

  

 

 

(s)

Guaranteed Withdrawal Benefit XXI Rider – Joint Life (Form No. ICC18:20-1426); included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-18-007887 filed on February 9, 2018, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465918007887/a18-5515_1ex99d4ds.htm 

  

 

 

(t)

Guaranteed Minimum Accumulation Benefit Rider (Protected Investment Benefit (5 Year Option)) (Form No. 20-1354); included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-19-035850 filed on June 17, 2019, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465919035850/a19-11226_1ex99d4t.htm 

  

 

 

(u)

Guaranteed Minimum Accumulation Benefit Rider (Protected Investment Benefit (10 Year Option)) (Form No. 20-1355); included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-19-035850 filed on June 17, 2019, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465919035850/a19-11226_1ex99d4u.htm 

 

 

 
 

(v)

Guaranteed Withdrawal Benefit XXIII Rider-Single Life (Enhanced Income Select 2) (Form No. ICC20:20-1021); included in Registrant’s Form N-4, File No. 333-236927, Accession No. 0001104659-20-029802 filed on March 6, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920029802/a20-11372_1ex99d4h.htm 

 

 

 

 

(w)

Guaranteed Withdrawal Benefit XXIII Rider-Joint Life (Enhanced Income Select 2) (Form No. ICC12:20-1022); included in Registrant’s Form N-4, File No. 333-236927, Accession No. 0001104659-20-029802 filed on March 6, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920029802/a20-11372_1ex99d4i.htm 

 

 

 


   
 

(x)

Guaranteed Withdrawal Benefit XXII Rider-Single Life (Future Income Generator) (Form No. ICC19:20-1427); included in Registrant’s Form N-4, File No. 333-236927, Accession No. 0001104659-20-029802 filed on March 6, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920029802/a20-11372_1ex99d4j.htm

 

 

 

 

(y)

Guaranteed Withdrawal Benefit XXII Rider-Joint Life (Future Income Generator) (Form No. ICC19:20-1428); included in Registrant’s Form N-4, File No. 333-236927, Accession No. 0001104659-20-029802 filed on March 6, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920029802/a20-11372_1ex99d4k.htm 

   
 

(z)

Guaranteed Minimum Accumulation Benefit Rider (Investment Guard 5-Year. 10%) (Form No. ICC22:20-1356-B);

   
 

(aa)

Guaranteed Minimum Accumulation Benefit Rider (Investment Guard 7-Year. 10%) (Form No. ICC22:20-1357-B);

   
 

(bb)

Guaranteed Minimum Accumulation Benefit Rider (Investment Guard 7-Year. 15%) (Form No. ICC22:20-1358-B);

   
 

(cc)

Guaranteed Minimum Accumulation Benefit Rider (Investment Guard 10-Year. 10%) (Form No. ICC22:20-1359-B);

   
 

(dd)

Guaranteed Minimum Accumulation Benefit Rider (Investment Guard 10-Year. 15%) (Form No. ICC22:20-1360-B);

   
 

(ee)

Guaranteed Minimum Accumulation Benefit Rider (Investment Guard 10-Year. 20%) (Form No. ICC22:20-1361-B);

 

 

 

(5)

Applications

  

 

 

(a)

Variable Annuity Application (Form No. 25-17850); included in Registrant’s Form N-4, File No. 333-53040, Accession No. 0000892569-06-000524 filed on April 17, 2006 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256906000524/a12984exv99w5xayx3y.htm 

  

 

(6)

Depositor’s Certificate of Incorporation and By-Laws

  

 

 

(a)

Pacific Life’s Articles of Incorporation; included in Registrant’s Form N-4, File No. 033-88460, Accession No. 0001017062-98-000945 filed on April 29, 1998, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/0001017062-98-000939.txt 

  

 

 

(b)

By-laws of Pacific Life; included in Registrant’s Form N-4, File No. 033-88460, Accession No. 0001017062-98- 000945 filed on April 29, 1998, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/0001017062-98-000945.txt 

  

 

 

(c)

Pacific Life’s Restated Articles of Incorporation; included in Registrant’s Form N-4, File No. 033-88460, Accession No. 0000892569-06-000528 filed on April 18, 2006, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256906000528/a12992exv99w6xcy.htm 

  

 


    
 

(d)

By-laws of Pacific Life As Amended September 1, 2005; included in Registrant’s Form N-4, File No. 033-88460, Accession No. 0000892569-06-000528 filed on April 18, 2006, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256906000528/a12992exv99w6xdy.htm 

  

 

(7)

Reinsurance Contracts

  

 

  

Reinsurance Agreement with Union Hamilton; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-346562 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346562/d86009dex997b.htm 

  

 

(8)

Participation Agreements

  

 

 

(a)

Pacific Select Fund Participation Agreement; included in Registrant’s Form N-4, File No. 033-88460, Accession No. 0001017062-01-500083 filed on April 25, 2001, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706201500083/dex998a.txt

  

 

 

(b)

Fund Participation Agreement Between Pacific Life Insurance Company, Pacific Select Distributions, Inc., American Funds Insurance Series, American Funds Distributors, and Capital Research and Management Company; included in Registrant’s Form N-4, File No. 333-93059, Accession No. 0000892569-05-000253 filed on April 19, 2005, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256905000253/a03608a3exv99w8xey.htm 

  

 

 

(c)

AllianceBernstein Variable Products Series Fund, Inc. Participation Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w8xdy.htm

  

 

 

(d)

Form of BlackRock Variable Series Fund, Inc. (formerly called Merrill Lynch Variable Series Fund, Inc.) Participation Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w8xey.htm 

  

 

  

(1)

First Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-13-399384 filed on October 15, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312513399384/d608897dex998d1.htm 

  

 

  

(2)

Second Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-13-399384 filed on October 15, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312513399384/d608897dex998d2.htm 

  

 

  

(3)

Third Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000950123-10-036152 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036152/a52638exv99w8xeyx1y.htm 

  

 

  

(4)

Fourth Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-13-399384 filed on October 15, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312513399384/d608897dex998d4.htm 


    
  

 

  

(5)

Fifth Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998e5.htm 

  

 

 

  

(6)

Sixth Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659‐19‐022570 filed on April 19, 2019, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465919022570/a19-5922_1ex99d8dd6.htm 

  

 

 

(e)

Form of Franklin Templeton Variable Insurance Products Trust Participation Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w8xfy.htm 

  

 

  

(1)

First Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000950123-10-036152 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036152/a52638exv99w8xfyx1y.htm 

  

 

  

(2)

Addendum to Participation Agreement; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-11-036762 filed on April 19, 2011, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012311036762/a57716bexv99w8xfyx2y.htm 

  

 

  

(3)

Second Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-14-148880 filed on April 18, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514148880/d655359dex998e3.htm 

  

 

  

(4)

Third Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998f4.htm 

  

 

  

(5)

Fourth Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998e5.htm 

  

 

  

(6)

Fifth Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-21-116234 filed on September 16, 2021, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465921116234/a21-27548_1ex99d8e6.htm 

  

 

 

(f)

Form of AllianceBernstein Investments, Inc. Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w8xgy.htm 

  

 


    
 

(g)

Form of BlackRock Distributors, Inc. (formerly called FAM Distributors, Inc.) Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w8xhy.htm 

  

 

  

(1)

First Amendment to Administrative Services Agreement; included in Registrant's Form N-4. File No. 333-236927, Accession No. 0001104659-20-029802 filed March 6, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920029802/a20-11372_1ex99d8e1.htm 

  

 

  

(2)

Second Amendment to Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998h2.htm 

  

 

  

(3)

Third Amendment to Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998h3.htm 

  

 

  

(4)

Fourth Amendment to Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998g4.htm 

  

 

 

(h)

Form of Franklin Templeton Services, LLC Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w8xiy.htm 

  

 

  

(1)

First Amendment to Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000950123-10-036152 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036152/a52638exv99w8xiyx1y.htm 

  

 

  

(2)

Second Amendment to Administrative Service Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0001193125-12-502964 filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502964/d438041dex998h2.htm 

  

 

  

(3)

Third Amendment to Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0001193125-12-502964 filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502964/d438041dex998h3.htm 

  

 

  

(4)

Fourth Amendment to Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998i4.htm 

  

 

  

(5)

Fifth Amendment to Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998h5.htm 


    
  

 

 

  

(6)

Sixth Amendment to Administrative Services Agreement; Included in Registrant’s Form N-6, File No. 333-231308 Accession No. 0001104659-19-042834 filed on July 31, 2019, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000110465919042834/a19-13236_1ex99d8n6.htm 

  

 

 

  

(7)

Seventh Amendment to Administrative Services Agreement; Included in the Registrant’s Form N-4; File No. 333-240070 Accession No. 0001104659-20-112014 filed on October 5, 2020 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920112014/a20-32161_1ex99d8f7.htm 

  

 

 

(i)

Form of AIM Variable Insurance Funds Participation Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-001559 filed on December 4, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908001557/a50116exv99w8xny.htm 

  

 

  

(1)

First Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-12-006432 filed on April 24, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006432/a59729bexv99w8xiyx1y.htm 

  

 

 

(j)

Form of Invesco Aim Distributors, Inc. Distribution Services Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-001559 filed on December 4, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908001559/a50106exv99w8xky.htm 

  

 

  

(1)

First Amendment to Distribution Services Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8dj1.htm 

  

 

 

(k)

Form of Invesco Aim Advisors, Inc. Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-001559 filed on December 4, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908001559/a50106exv99w8xly.htm 

  

 

 

(l)

Form of GE Investments Funds, Inc. Participation Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-001559 filed on December 4, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908001559/a50106exv99w8xmy.htm 

  

 

  

(1)

Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000950123-10-036152 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036152/a52638exv99w8xmyx1y.htm 

  

 

  

(2)

Second Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998m2.htm 

  

 


    
  

(3)

Third Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998m3.htm 

  

 

 

(m)

Form of GE Investment Distributors, Inc. Fund Marketing and Investor Service Agreement (Amended and Restated); included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000950123-10-036152 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036152/a52638exv99w8xny.htm 

  

 

 

(n)

Form of Van Kampen Life Investment Trust Participation Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-001559 filed on December 4, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908001559/a50106exv99w8xoy.htm 

  

 

 

(o)

Form of Van Kampen Funds, Inc. Shareholder Service Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-001559 filed on December 4, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908001559/a50106exv99w8xpy.htm 

  

 

 

(p)

Form of Van Kampen Asset Management Administrative Services Letter Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000892569-08-001559 filed on December 4, 2008, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908001559/a50106exv99w8xqy.htm 

  

 

 

(q)

Form of GE Investments Funds, Inc. Investor Services Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000950123-10-036152 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036152/a52638exv99w8xry.htm 

  

 

  

(1)

First Amendment to Investor Services Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000950123-10-036152 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036152/a52638exv99w8xryx1y.htm 

  

 

  

(2)

Second Amendment to Investor Services Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998r2.htm 

  

 

 

(r)

Form of PIMCO Variable Insurance Trust Participation Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000950123-10-036152 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036152/a52638exv99w8xsy.htm 

  

 

  

(1)

First Amendment to Participation Agreement (Novation and Amendment); included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-11-036762 filed on April 19, 2011, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012311036762/a57716bexv99w8xsyx1y.htm 

  

 

  

(2)

Second Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-11-036762 filed on April 19, 2011, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012311036762/a57716bexv99w8xsyx2y.htm 


    
  

 

 

(s)

Form of Allianz Global Investors Distributors LLC Selling Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000950123-10-036152 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036152/a52638exv99w8xty.htm 

  

 

  

(1)

First Amendment to Selling Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8ds1.htm 

  

 

 

(t)

Form of PIMCO LLC Services Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0000950123-10-036152 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036152/a52638exv99w8xuy.htm 

  

 

  

(1)

First Amendment to Services Agreement; included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0001193125-12-502964 filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502964/d438041dex998t1.htm 

  

 

  

(2)

Second Amendment to Services Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-14-148880 filed on April 18, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514148880/d655359dex998t2.htm 

  

 

  

(3)

Third Amendment to Services Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-18-025542 filed on April 20, 2018, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465918025542/a18-8020_1ex99d8dt3.htm 

   
 

(u)

Form of MFS Variable Insurance Trust Participation Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0000950123-10-036181 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036181/a54718exv99w8xvy.htm 

  

 

  

(1)

First Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0000950123-10-036181 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036181/a54718exv99w8xvyx1y.htm

  

 

  

(2)

Second Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-11-036762 filed on April 19, 2011, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012311036762/a57716bexv99w8xvyx2y.htm 

  

 

  

(3)

Third Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998u3.htm 

  

 


    
 

(v)

(1)

Form of MFS Variable Insurance Trust Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0000950123-10-036181 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036181/a54718exv99w8xwy.htm 

  

 

  

(2)

Form of MFS Variable Insurance Trust Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998v2.htm 

  

 

  

(3)

Form of MFS Variable Insurance Trust Administrative Services Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8dv3.htm 

  

 

 

(w)

Participation Agreement with Fidelity Variable Insurance Products (Variable Insurance Products Funds, Variable Insurance Products Fund II, Variable Insurance Products Fund III and Variable Insurance Products Funds V).; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-12-006432 filed on April 24, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006432/a59729bexv99w8xwy.htm 

  

 

  

(1)

First Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-12-006432 filed on April 24, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006432/a59729bexv99w8xwyx1y.htm 

  

 

  

(2)

Second Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-12-006432 filed on April 24, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006432/a59729bexv99w8xwyx2y.htm 

  

 

  

(3)

Third Amendment to Participation Agreement; Included in Registrant’s Form N-6, File No. 333-231308, Accession No. 0001104659-19-042834 filed on July 31, 2019, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000110465919042834/a19-13236_1ex99d8o3.htm

  

 

  

(4)

Fourth Amendment to Participation Agreement; Included in Registrant’s Form N-6, File No. 333-185326, Accession No. 0001104659-20-048068 filed on April 17, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920048068/a20-9594_1ex99d8w4.htm 

  

 

 

  

(5)

Fifth Amendment to Participation Agreement; Included in the Registrant’s Form N-4; File No. 333-240070 Accession No. 0001104659-20-112014 filed on October 5, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920112014/a20-32161_1ex99d8n5.htm 

  

 

 

(x)

Service Contract with Fidelity Distributors Corporation; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-12-006432 filed on April 24, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006432/a59729bexv99w8xxy.htm 

  

 

  

(1)

Amendment to Service Contract; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-12-006432 filed on April 24, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006432/a59729bexv99w8xxyx1y.htm 


    
  

 

 

(y)

Participation Agreement with First Trust Variable Insurance Trust; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-12-006432 filed on April 24, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006432/a59729bexv99w8xyy.htm 

  

 

  

(1)

First Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-14-148880 filed on April 18, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514148880/d655359dex998y1.htm 

  

 

  

(2)

Second Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-346562 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346562/d86009dex998y2.htm 

  

 

 

(z)

Administrative Services Agreement with First Trust Variable Insurance Trust; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-12-006432 filed on April 24, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006432/a59729bexv99w8xzy.htm 

  

 

  

(1)

First Amendment to Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-14-148880 filed on April 18, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514148880/d655359dex998z1.htm 

  

 

  

(2)

Second Amendment to Administrative Services Agreement; included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998dd2.htm 

  

 

  

(3)

Third Amendment to Administrative Services Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-346562 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346562/d86009dex998z3.htm 

  

 

 

(aa)

Support Agreement with First Trust Advisors L.P.; included in Registrant’s Form N-4, File No. 333-168026, Accession No. 0000950123-12-006432 filed on April 24, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006432/a59729bexv99w8xaay.htm 

  

 

  

(1)

First Amendment to Support Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-14-148880 filed on April 18, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514148880/d655359dex998aa1.htm 

  

 

  

(2)

Second Amendment to Support Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-346562 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346562/d86009dex998aa2.htm 

  

 


    
 

(bb)

Form of American Century Investment Services, Inc. Participation Agreement; Included in Registrant’s Form N-6, File No. 333-150092, Accession Number 000950123-12-006370 filed on April 23, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000095012312006370/a59859bexv99wx8yxjjy.htm 

  

 

 

(cc)

Form of American Century Investment Services, Inc. Administrative Services Agreement; Included in Registrant’s Form N-6, File No. 333-150092, Accession Number 000950123-12-006370 filed on April 23, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000095012312006370/a59859bexv99wx8yxkky.htm 

  

 

  

(1)

First Amendment to Administrative Services Agreement; Included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0001193125-12-502964 filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502964/d438041dex998cc1.htm

  

 

 

(dd)

Participation Agreement with Janus Aspen Series; Included in Registrant’s Form N-6, File No. 333-118913, Accession Number 000892569-07-000444 filed on April 16, 2007, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256907000444/a23397a1exv99wx8yxky.htm 

  

 

  

(1)

First Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0001193125-12-502964 filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502964/d438041dex998dd1.htm

  

 

  

(2)

Second Amendment to Participation Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998dd2.htm 

  

 

 

(ee)

Distribution and Shareholder Service Agreement with Janus Distributors LLC; Included in Registrant’s Form N-6, File No. 333-118913, Accession Number 000892569-07-000444 filed on April 16, 2007, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256907000444/a23397a1exv99wx8yxly.htm 

  

 

  

(1)

First Amendment to Distribution and Shareholder Service Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8dee1.htm 

  

 

 

(ff)

Administrative Services Agreement with Janus Capital Management LLC; Included in Registrant’s Form N-6, File No. 333-118913, Accession Number 000892569-07-000444 filed on April 16, 2007, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256907000444/a23397a1exv99wx8yxmy.htm 

  

 

 

(gg)

Form of Lord Abbett Series Fund, Inc. Fund Participation Agreement; Included in Registrant’s Form N-4, File No. 333-168284, Accession No. 0000950123-10-067409 filed on July 23, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310067409/a56357exv99w8xxy.htm 

  

 

 

(hh)

Form of Lord Abbett Series Fund, Inc. Service Agreement; Included in Registrant’s Form N-4, File No. 333-168284, Accession No. 0000950123-10-067409 filed on July 23, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310067409/a56357exv99w8xyy.htm 


    
  

 

 

(ii)

Form of Lord Abbett Series Fund, Inc. Administrative Services Agreement; Included in Registrant’s Form N-4, File No. 333-168284, Accession No. 0000950123-10-067409 filed on July 23, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310067409/a56357exv99w8xzy.htm 

  

 

 

(jj)

Form of Lord Abbett Series Fund, Inc. Support Payment Agreement; Included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0001193125-12-502964 filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502964/d438041dex998jj.htm 

  

 

  

(1)

First Amendment to Support Payment Agreement; Included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0001193125-12-502964 filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502964/d438041dex998jj1.htm 

  

 

 

(kk)

Participation Agreement with Van Eck Worldwide Insurance Trust; Included in Registrant’s Form N-6, File No. 033-21754, Accession No. 0000892569-05-000254 filed on April 19, 2005, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256905000254/a05877a1exv99wx8yxqy.htm 

  

 

  

(1)

First Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0001193125-12-502964 filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502964/d438041dex998kk1.htm 

  

 

 

(ll)

Service Agreement with Van Eck Securities Corporation; Included in Registrant’s Form N-6, File No. 333-118913, Accession No. 0000892569-05-000054 filed on February 10, 2005, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256905000054/a05030exv99wx8yxiy.htm 

  

 

  

(1)

First Amendment to Service Agreement; Included in Registrant’s Form N-4, File No. 333-136597, Accession No. 0001193125-12-502964 filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502964/d438041dex998ll1.htm 

  

 

 

(mm)

Fund Participation and Service Agreement with American Funds; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-13-399384 filed on October 15, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312513399384/d608897dex998mm.htm 

  

 

  

(1)

First Amendment to Fund Participation and Service Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-14-148880 filed on April 18, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514148880/d655359dex998mm1.htm 

  

 

  

(2)

Second Amendment to Fund Participation and Service Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998mm2.htm 

  

 


    
  

(3)

Third Amendment to Fund Participation and Service Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-346562 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346562/d86009dex998mm3.htm 

  

 

 

  

(4)

Fourth Amendment to Fund Participation and Service Agreement; Filed as part of the Registration Statement on Form N-6 via EDGAR on May 9, 2019, File No. 333-231308, Accession Number 0001104659-19-028107, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000110465919028107/a19-9292_1ex99d8kk4.htm 

  

 

 

  

(5)

Fifth Amendment to Fund Participation and Service Agreement; ; Included in the Registrant’s Form N-4; File No. 333-240070 Accession No. 0001104659-20-112014 filed on October 5, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920112014/a20-32161_1ex99d8t5.htm 

 

  

 

 

(nn)

Business Agreement with American Funds; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-13-399384 filed on October 15, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312513399384/d608897dex998nn.htm 

  

 

 

(oo)

Participation Agreement with Ivy Funds Variable Insurance Portfolios; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-14-148880 filed on April 18, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514148880/d655359dex998oo.htm 

  

 

  

(1)

First Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8doo1.htm 

  

 

  

(2)

Second Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8doo2.htm 

  

 

  

(3)

Third Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-18-075033 filed on December 28, 2018, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465918075033/a18-41614_1ex99doo3.htm 

  

 

 
  

(4)

Fourth Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-21-054355 filed on April 23, 2021, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465921054355/a21-3291_1ex99d8doo4.htm 

  

 

 

(pp)

Distribution Fee Agreement with JPMorgan Insurance Trust; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998pp.htm 

  

 


    
 

(qq)

Fund Participation Agreement with JPMorgan Insurance Trust (formerly called One Group Investments Trust); included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998qq.htm 

  

 

  

(1)

First Amendment to Fund Participation Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998qq1.htm 

  

 

 

(rr)

Supplemental Payment Agreement with JPMorgan Insurance Trust (formerly called One Group Investments Trust); included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998rr.htm 

  

 

  

(1)

First Amendment to the Supplemental Payment Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998rr1.htm 

  

 

  

(2)

Second Amendment to the Supplemental Payment Agreement; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998rr2.htm 

  

 

  

(3)

Third Amendment to Supplemental Payment Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-346562 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346562/d86009dex998rr3.htm 

  

 

 

(ss)

Distribution and Marketing Support Agreement (Amended and Restated) with BlackRock Variable Series Fund, Inc.; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-134853 filed on April 17, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515134853/d833345dex998ss.htm 

  

 

 

(tt)

Exhibit B to the Pacific Select Fund Participation Agreement; Included in Registrant’s Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998qq.htm 

  

 

 

(uu)

Participation Agreement with Legg Mason Partners III; Filed as part of Post-Effective Amendment No. 9 to the Registration Statement on Form N-6 via EDGAR on April 16, 2007, File No. 333-118913, Accession Number 000892569-07-000444, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256907000444/a23397a1exv99wx8yxpy.htm 

  

 

  

(1)

First Amendment to Participation Agreement; Included in Registrant’s Form N-6, File No. 333-172851, Accession No. 0001193125-15-132710 filed April 16, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515132710/d833403dex998p1.htm 

  

 

  

(2)

Second Amendment to Participation Agreement; Included in Registrant’s Form N-6, File No. 333-172851, Accession No. 0001193125-15-132710 filed April 16, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515132710/d833403dex998p2.htm 


    
  

 

  

(3)

Third Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8duu3.htm 

  

 

  

(4)

Fourth Amendment to Participation Agreement; Included in Registrant’s Form N-6 via EDGAR on May 9, 2019, File No. 333-231308, Accession Number 0001104659-19-028107, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000110465919028107/a19-9292_1ex99d8i4.htm

  

 

  

(5)

Fifth Amendment to Participation Agreement; Included in Registrant’s Form N-6, File No. 333-185326, Accession No. 0001104659-20-048068 filed on April 17, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920048068/a20-9594_1ex99d8uu5.htm 

  

 

 

 

(vv)

Service Agreement with Legg Mason Investor Services, LLC; Filed as part of Post-Effective Amendment No. 9 to the Registration Statement on Form N-6 via EDGAR on April 16, 2007, File No. 333-118913, Accession Number 000892569-07-000444, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256907000444/a23397a1exv99wx8yxqy.htm 

  

 

  

(1)

First Amendment to Service Agreement; Included in Registrant’s Form N-6, File No. 333-172851, Accession No. 0001193125-15-132710 filed April 16, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515132710/d833403dex998q1.htm 

  

 

  

(2)

Second Amendment to Service Agreement; Included in Registrant’s Form N-6, File No. 333-172851, Accession No. 0001193125-15-132710 filed April 16, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515132710/d833403dex998q2.htm 

  

 

  

(3)

Third Amendment to Service Agreement; Included in Registrant’s Form N-6, File No. 333-172851, Accession No. 0001193125-15-304332 filed August 27, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515304332/d33130dex998q3.htm 

  

 

  

(4)

Fourth Amendment to Service Agreement; Included in Registrant’s Form N-6 via EDGAR on May 9, 2019, File No. 333-231308, Accession Number 0001104659-19-028107, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000110465919028107/a19-9292_1ex99d8j4.htm

  

 

  

(5)

Fifth Amendment to Service Agreement; Included in Registrant’s Form N-6, File No. 333-185326, Accession No. 0001104659-20-048068 filed on April 17, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920048068/a20-9594_1ex99d8vv5.htm 

  

 

 

  

(6)

Sixth Amendment to Service Agreement ; Included in the Registrant’s Form N-4; File No. 333-240070 Accession No. 0001104659-20-112014 filed on October 5, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920112014/a20-32161_1ex99d8y6.htm

  

 


    
 

(ww)

Participation Agreement with Neuberger Berman; Filed as part of the Registration Statement on Form N-6 via EDGAR on April 15, 2013, File No. 333-172851, Accession Number 0000950123-13-002255, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000095012313002255/a30080bexv99w8xrry.htm 

  

 

  

(1)

First Amendment to Participation Agreement; Included in Registrant’s Form N-6, File No. 333-172851, Accession No. 0001193125-15-304332 filed August 27, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515304332/d33130dex998rr1.htm 

  

 

 

(xx)

Administrative Services Agreement with Neuberger Berman; Filed as part of the Registration Statement on Form N-6 via EDGAR on April 15, 2013, File No. 333-172851, Accession Number 0000950123-13-002255, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000095012313002255/a30080bexv99w8xssy.htm 

 

 

 

 

(yy)

Distribution and Administrative Services Agreement (Amended and Restated) with Neuberger Berman; Included in Registrant’s Form N-6, File No. 333-172851, Accession No. 0001193125-15-304332 filed August 27, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515304332/d33130dex998aaa.htm 

  

 

 

(zz)

Revenue Sharing Agreement with Oppenheimer; Filed as part of the Registration Statement on Form N-6 via EDGAR on May 30, 2013, File No. 333-152224, Accession Number 0001193125-13-240969, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312513240969/d537621dex998vv.htm 

  

 

 

(aaa)

Participation Agreement with Oppenheimer; Filed as part of the Registration Statement on Form N-6 via EDGAR on May 30, 2013, File No. 333-152224, Accession Number 0001193125-13-240969, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312513240969/d537621dex998uu.htm 

  

 

  

(1)

First Amendment to Participation Agreement; Included in Registrant’s Form N-6, File No. 333-172851, Accession No. 0001193125-15-132710 filed April 16, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515132710/d833403dex998tt1.htm 

  

 

  

(2)

Second Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-346562 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346562/d86009dex998aaa2.htm 

  

 

  

(3)

Third Amendment to Participation Agreement; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8daaa3.htm 

  

 

 

(bbb)

Revenue Sharing Agreement with Oppenheimer (Amended and Restated); Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001193125-15-346562 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346562/d86009dex998bbb.htm 

   
 

(ccc)

Distribution Sub-Agreement with BlackRock Variable Series Fund, Inc.; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8dccc.htm 


   
  

 

 

(ddd)

Administrative Services Agreement with Invesco Advisors, Inc.; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8dddd.htm 

  

 

 

(eee)

Financial Support Agreement with Invesco Distributors, Inc.; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8deee.htm 

  

 

 

(fff)

Distribution and/or Service (12b-1) Fee Agreement with Legg Mason Investor Services, LLC; Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-17-024829 filed on April 20, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917024829/a17-7673_1ex99d8dfff.htm 

  

 

 

(ggg)

Selling Agreement with PIMCO Variable Insurance Trust (Admin Shares); Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-18-075033 filed on December 28, 2018, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465918075033/a18-41614_1ex99dggg.htm 

  

 

 

(hhh)

Service Agreement with PIMCO Variable Insurance Trust (Admin Shares); Included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-18-075033 filed on December 28, 2018, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465918075033/a18-41614_1ex99dhhh.htm 

 

  

(9)

Administrative Contracts

 

 

 

Inapplicable

 

 

(10)

Other Material Contracts

 

 

 

Inapplicable

 

 

(11)

Legal Opinion

 

 

 

Opinion and Consent of legal officer of Pacific Life Insurance Company as to the legality of Contracts being registered; included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-12-013639 filed on December 7, 2012 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312013639/a30065n4exv99wx9y.htm 

 

 

(12)

Other Opinions

 

 

 

Consent of Independent Registered Public Accounting Firm and Consent of Independent Auditors

 

 

(13)

Omitted Financial Statements

 

 

 

Inapplicable

 

 


  

(14)

Initial Capital Agreements

 

 

 

Inapplicable

 

 

(15)

Powers of Attorney

 

 

 

Powers of Attorney; included in Registrant’s Form N-4, File No. 333-185326, Accession No. 0001104659-22-048306 filed on April 21, 2022 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465922048306/a22-7139_1ex99d15.htm 

  

(16)

Form of Initial Summary Prospectus

  
 

Initial Summary Prospectus;

  

Item 28. Directors and Officers of Pacific Life

  

Name and Address

Positions and Offices with Pacific Life

Darryl D. Button

Director, Chairman, President, Chief Executive Officer and Chief Financial Officer

Adrian S. Griggs

Director, Executive Vice President and Chief Operating Officer

Jason Orlandi

Director, Executive Vice President and General Counsel

Joseph E. Celentano

Executive Vice President

Joshua D Scott

Senior Vice President and Chief Accounting Officer

Jane M. Guon

Vice President and Secretary

Craig W. Leslie

Vice President and Treasurer

The address for each of the persons listed above is as follows:

700 Newport Center Drive Newport Beach, California 92660

Item 29. Persons Controlled by or Under Common Control with Pacific Life or Separate Account A.

The following is an explanation of the organization chart of Pacific Life’s subsidiaries:

Pacific Life is a Nebraska Stock Life Insurance Company wholly-owned by Pacific LifeCorp (a Delaware Stock Holding Company), which is, in turn, 100% owned by Pacific Mutual Holding Company (a Nebraska Mutual Insurance Holding Company).

PACIFIC LIFE, SUBSIDIARIES & AFFILIATED ENTERPRISES

LEGAL STRUCTURE

       
 

Jurisdiction of Incorporation or Organization

 

Percentage of

Ownership by

its Immediate

Parent

Pacific Mutual Holding Company

Nebraska

  
 

Pacific LifeCorp

Delaware

 

100

 

Pacific Life Insurance Company

Nebraska

 

100

  

Pacific Life & Annuity Company

Arizona

 

100

  

Pacific Life Purchasing LLC

Delaware

 

100

  

Pacific Select Distributors, LLC

Delaware

 

100

  

Pacific Asset Holding LLC

Delaware

 

100


        
   

Pacific TriGuard Partners LLC

Delaware

 

100

   

Grayhawk Golf Holdings, LLC

Delaware

 

95

    

Grayhawk Golf L.L.C.

Arizona

 

100

   

Las Vegas Golf I, LLC

Delaware

 

100

    

Angel Park Golf, LLC

Nevada

 

100

   

PL/KBS Fund Member, LLC

Delaware

 

100

   

Wildflower Member, LLC

Delaware

 

100

    

Epoch-Wildflower, LLC

Florida

 

100

   

GW Member LLC

Delaware

 

100

    

GW Apartments LLC

Delaware

 

90

   

PL TOR Member LLC

Delaware

 

100

    

2803 Riverside Apartment Investors, LLC

Delaware

 

90

   

PL Denver Member, LLC

Delaware

 

100

    

1776 Curtis, LLC

Delaware

 

70

   

PL Timberlake Member, LLC

Delaware

 

100

    

80 South Gibson Road Apartment Investors, LLC

Delaware

 

90

   

PL Van Buren Member, LLC

Delaware

 

100

    

1035 Van Buren Holdings, L.L.C.

Delaware

 

43

   

PL Lakemont Member, LLC

Delaware

 

100

    

Overlook at Lakemont Venture LLC

Delaware

 

88

   

PL Teravista Member, LLC

Delaware

 

100

   

700 Main Street LLC

Delaware

 

100

   

PL Brier Creek Member, LLC

Delaware

 

100

    

Brier Creek Investors JV LLC

Delaware

 

90

   

PL One Jefferson Member, LLC

Delaware

 

100

    

One Jefferson Venture LLC

Delaware

 

90

   

PL Savannah Member, LLC

Delaware

 

100

   

PL Redland Member, LLC

Delaware

 

100

    

Redland Road Apartment Investors, LLC

Delaware

 

90

   

PL Spectrum Member, LLC

Delaware

 

100

    

9242 West Russell Road Apartment Investors, LLC

Delaware

 

90

   

PL Mortgage Fund, LLC

Delaware

 

100

   

PL Andate Member, LLC

Delaware

 

100

    

Andante Venture LLC

Delaware

 

90

   

PL Beardslee Member, LLC

Delaware

 

100

    

Village at Beardslee Investor, LLC

Delaware

 

90

   

PL Monterone Member, LLC

Delaware

 

100

    

Monterone Apartment Investor, LLC

Delaware

 

90

   

PL Reno Member, LLC

Delaware

 

100

    

NPLC BV Manager LLC

Delaware

 

81

   

PL Wabash Member, LLC

Delaware

 

100

    

THC 1333 S. Wabash LLC

Delaware

 

90

   

PL Alara Member, LLC

Delaware

 

100

    

Greenwood Village Apartment Investors, LLC

Delaware

 

90

   

PL Kierland Member, LLC

Delaware

 

100

    

T&L Apartment Investor, LLC

Delaware

 

90

   

PL Wardman Member, LLC

Delaware

 

100

    

Wardman Hotel Owner, L.L.C.

Delaware

 

100

   

PL Peoria Member, LLC

Delaware

 

100

    

205 Peoria Street Owner, LLC

Delaware

 

100

   

PL Elk Meadows Member, LLC

Delaware

 

100

    

Elk Meadows JV LLC

Delaware

 

60

   

PL Stonebriar Member, LLC

Delaware

 

100

    

Stonebriar Apartment Investor, LLC

Delaware

 

90

   

PL Deer Run Member, LLC

Delaware

 

100

    

Deer Run JV LLC

Delaware

 

60

   

PL Tessera Member, LLC

Delaware

 

100

    

Tessera Venture LLC

Delaware

 

90

   

PL Vantage Member, LLC

Delaware

 

100

    

Vantage Post Oak Apartments, LLC

Delaware

 

90

   

PL Fairfax Gateway Member, LLC

Delaware

 

100


              
    

Fairfield Fairfax Gateway LLC

Delaware

 

90

   

PL 922 Washington Owner, LLC

Delaware

 

100

   

PL Hana Place Member, LLC

Delaware

 

100

    

Hana Place JV LLC

Delaware

 

60

   

PL LasCo Owner, LLC

Delaware

 

100

   

PL Wilshire Member, LLC

Delaware

 

100

    

Wilshire Apartment Investors, LLC

Delaware

 

90

   

PL Cedarwest Member, LLC

Delaware

 

100

    

Cedarwest JV LLC

Delaware

 

60

   

PL Tupelo Member, LLC

Delaware

 

100

    

Tupelo Alley Apartment Investors, LLC

Delaware

 

90

   

PL Aster Member, LLC

Delaware

 

100

    

Alston Manor Investors JV LLC

Delaware

 

90

   

PL Anthology Member, LLC

Delaware

 

100

    

Anthology Venture LLC

Delaware

 

100

     

Anthology Owner LLC

Delaware

 

100

     

Anthology CEA Owner LLC

Delaware

 

100

   

PL Trelago Member, LLC

Delaware

 

100

    

Trelago Way Investors JV LLC

Delaware

 

100

   

PL 803 Division Street Member, LLC

Delaware

 

100

    

Nashville Gulch Venture LLC

Delaware

 

100

     

Nashville Gulch Owner LLC

Delaware

 

100

   

PL Little Italy Member, LLC

Delaware

 

100

    

Little Italy Apartments LLC

Delaware

 

69.1848

   

PL Gramax Member, LLC

Delaware

 

100

    

ASI Gramax LLC

Delaware

 

90

   

PL Walnut Creek Member, LLC

Delaware

 

100

    

Del Hombre Walnut Creek Holdings LLC

Delaware

 

75

   

PL Dairies Owner, LLC

Delaware

 

100

   

PL SFR HD Member, LLC

Delaware

 

100

    

SFR JV-HD LP

Delaware

 

33.33

     

SFR JV-HD Equity LCC

Delaware

 

100

      

SFR JV-HD Property LLC

Delaware

 

100

   

PL Adley Member, LLC

Delaware

 

100

    

Redwood PL Adley LLC

Delaware

 

90

     

DD 6075 Roswell LLC

Georgia

 

100

   

PL GAAV Member, LLC

Delaware

 

100

    

Greystar Active Adult Venture I, LP

Delaware

 

45

     

GS AA Riverwalk HoldCo, LLC

Delaware

 

100

      

GS AA Riverwalk Owner, LLC

Delaware

 

100

    

GS AA Stapleton HoldCo, LLC

Delaware

 

100

     

GS AA Stapleton Owner, LLC

Delaware

 

100

    

GS AA San Marcos HoldCo, LLC

Delaware

 

100

     

GS AA San Marcos Owner, LLC

Delaware

 

100

    

GS AA Vistas HoldCo LLC

Delaware

 

100

     

GS AA Vistas Owner LLC

Delaware

 

100

    

GS AA Kierland HoldCo LLC

Delaware

 

100

     

GS Kierland Owner LLC

Delaware

 

100

   

PL Fountain Springs Member, LLC

Delaware

 

100

    

Fountain Springs JV LLC

Delaware

 

80

     

Fountain Springs LLC

Colorado

 

100

   

PL SFR MLS Member, LLC

Delaware

 

100

    

SFR JV-2 LP

Delaware

 

16.13

     

SFR JV-2 Equity LLC

Delaware

 

100

      

SFR JV-2 Property LLC

Delaware

 

100

   

PL Hawkins Press Member, LLC

Delaware

 

100

    

Hawkins Press Investors JV, LLC

Delaware

 

85

   

PL Wilder Member, LLC

Delaware

 

100

    

Redwood PL Wilder, LLC

Delaware

 

90

     

RPL Wilder, LLC

Delaware

 

100

   

PL Allston Yard Member, LLC

Delaware

 

100


           
    

Allston Yards Apartments, LLC

Delaware

 

80

 
   

PL Arkins Member, LLC

Delaware

 

100

 
    

2950 Arkins Owner, LLC

Delaware

 

90

 
    

2950 Arkins Commercial, LLC

Delaware

 

100

 
    

2950 Arkins Residential, LLC

Delaware

 

100

 
   

PL Bromwell Member, LLC

Delaware

 

100

 
    

Bromwell Investors LLC

Delaware

 

90

 
     

Bromwell Owner LLC

Delaware

 

100

 
   

PL Loso Member, LLC

Delaware

 

100

 
    

South & Hollis Investors JV LLC

Delaware

 

85

 
     

KA Loso Investors LLC

Delaware

 

54.613

 
      

KA LOSO Holdings LLC

Delaware

 

100

 
   

PL Tranquility Lake Member, LLC

Delaware

 

100

 
    

Tranquility Lake Apartment Partners, LLC

Delaware

 

90

 
     

Tranquility Lake Apartments, LLC

Delaware

 

100

 
   

PL Milieu Guarantor, LLC

Delaware

 

100

 
   

PL Park Row Member, LLC

Delaware

 

100

 
    

Park Row Apartment Partners, LLC

Delaware

 

90

 
     

Park Row Apartments, LLC

Delaware

 

100

 
   

PL Towerview Member, LLC

Delaware

 

100

 
    

Preston Ridge Holdings JV LLC

Delaware

 

85

 
   

PL DTC Member, LLC

Delaware

 

100

 
  

Confederation Life Insurance and Annuity Company

Georgia

 

100

 
  

Pacific Global Asset Management LLC

(Formerly known as Pacific Asset Advisors LLC) 

Delaware

 

100

 
   

Cadence Capital Management LLC

Delaware

 

100

 
    

Cadence Global Equity GP LLC#

Delaware

 

100

 
   

Pacific Asset Management LLC

Delaware

 

100

 
    

PAM Bank Loan GP LLC#

Delaware

 

100

 
    

PAM CLO Opportunities GP LLC#

Delaware

 

100

 
   

Pacific Global Advisors LLC

Delaware

 

100

 
   

Pacific Private Fund Advisors LLC

Delaware

 

100

 
    

Pacific Co-Invest Credit I GP LLC #

Delaware

 

100

 
    

Pacific Co-Invest Credit II GP LLC #

Delaware

 

100

 
    

Pacific Co-Invest Opportunities I GP LLC #

Delaware

 

100

 
    

Pacific Co-Invest Opportunities II GP LLC #

Delaware

 

100

 
    

Pacific Private Credit II GP LLC #

Delaware

 

100

 
    

Pacific Private Credit III GP LLC #

Delaware

 

100

 
    

Pacific Private Credit IV GP LLC #

Delaware

 

100

 
    

Pacific Private Credit V GP LLC #

Delaware

 

100

 
    

Pacific Private Equity I GP LLC #

Delaware

 

100

 
    

Pacific Private Equity Opportunities II GP LLC #

Delaware

 

100

 
    

Pacific Private Equity Opportunities III GP LLC #

Delaware

 

100

 
    

Pacific Private Equity Opportunities V GP LLC #

Delaware

 

100

 
    

Pacific Private Feeder III GP, LLC #

Delaware

 

100

 
    

Pacific Private Feeder IV GP, LLC #

Delaware

 

100

 
    

Pacific Private Equity Opportunities IV GP LLC #

Delaware

 

100

 
    

PPFA Credit Opportunities I GP LLC #

Delaware

 

100

 
    

CAA-PPFA Equity Opportunities I GP LLC #

Delaware

 

100

 
  

Pacific Life Fund Advisors LLC

Delaware

 

100

 
   

Pacific Life Trade Receivable GP LLC #

(Formerly known as PAM Trade Receivable GP LLC)

Delaware

 

100

 
  

Pacific Alliance Reinsurance Company of Vermont

Vermont

 

100

 
  

Pacific Baleine Reinsurance Company

Vermont

 

100

 
  

Pacific Private Equity Incentive Allocation LLC

Delaware

 

100

 
  

Pacific Life Aviation Holdings LLC

Delaware

 

100

 
   

Aviation Capital Group Holdings, Inc.

Delaware

 

100

 
 

Pacific Life & Annuity Services, Inc.

Missouri

 

100

 

Bella Sera Holdings, LLC

Delaware

 

100

 

Pacific Life Re Holdings LLC

Delaware

 

100

  

Pacific Life Re Global Limited

Bermuda

 

100


            
  

(Formerly known as Pacific Life Reinsurance (Barbados) Ltd.)

   
   

Pacific Life Re International Limited

Bermuda

 

100

   

Pacific Life Re (Australia) Pty Limited

Australia

 

100

   

Pacific Life Re Holdings Limited

England

 

100

    

Pacific Life Re Limited

England

 

100

  

Pacific Life Holdings Bermuda Limited

Bermuda

 

100

    

Pacific Life Services Bermuda Limited

Bermuda

 

100

    

Pacific Life Re Services Singapore Pte. Limited

Singapore

 

100

    

Pacific Life Re Services Limited

England

 

100

    

UnderwriteMe Limited

England

 

100

     

UnderwriteMe Technology Solutions Limited

England

 

100

      

UnderwriteMe North America Corp

Delware

 

100

     

UnderwriteMe Australia Pty Limited

Australia

 

100

  

Pacific Life Services Canada Limited

Canada

 

100

__________________________________

# = Abbreviated structure

Item 30. Indemnification

(a) The Distribution Agreement between Pacific Life Insurance Company, Pacific Life & Annuity Company (collectively referred to as “Pacific Life”) and Pacific Select Distributors, LLC (PSD) provides substantially as follows:

Pacific Life shall indemnify and hold harmless PSD and PSD’s officers, directors, agents, controlling persons, employees, subsidiaries and affiliates for all attorneys’ fees, litigation expenses, costs, losses, claims, judgments, settlements, fines, penalties, damages, and liabilities incurred as the direct or indirect result of: (i) negligent, dishonest, fraudulent, unlawful, or criminal acts, statements, or omissions by Pacific Life or its employees, agents, officers, or directors; (ii) Pacific Life’s breach of this Agreement; (iii) Pacific Life’s failure to comply with any statute, rule, or regulation; (iv) a claim or dispute between Pacific Life and a Broker/Dealer (including its Representatives) and/or a Contract owner. Pacific Life shall not be required to indemnify or hold harmless PSD for expenses, losses, claims, damages, or liabilities that result from PSD’s misfeasance, bad faith, negligence, willful misconduct or wrongful act.

PSD shall indemnify and hold harmless Pacific Life and Pacific Life’s officers, directors, agents, controlling persons, employees, subsidiaries and affiliates for all attorneys’ fees, litigation expenses, costs, losses, claims, judgments, settlements, fines, penalties, damages and liabilities incurred as the direct or indirect result of: (i) PSD’s breach of this Agreement; and/or (ii) PSD’s failure to comply with any statute, rule, or regulation. PSD shall not be required to indemnify or hold harmless Pacific Life for expenses, losses, claims, damages, or liabilities that have resulted from Pacific Life’s willful misfeasance, bad

faith, negligence, willful misconduct or wrongful act.

(b) The Form of Selling Agreement between Pacific Life, Pacific Select Distributors, LLC (PSD) and Various Broker-Dealers and

Agency (Selling Entities) provides substantially as follows:

Pacific Life and PSD agree to indemnify and hold harmless Selling Entities, their officers, directors, agents and employees, against any and all losses, claims, damages, or liabilities to which they may become subject under the Securities Act, the Exchange Act, the Investment Company Act of 1940, or other federal or state statutory law or regulation, at common law or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of a material fact or any omission or alleged omission to state a material fact required to be stated or necessary to make the statements made not misleading in the registration statement for the Contracts or for the shares of Pacific Select Fund (the “Fund”) filed pursuant to the Securities Act, or any prospectus included as a part thereof, as from time to time amended and supplemented, or in any advertisement or sales literature provided by Pacific Life and PSD.

Selling Entities agree to, jointly and severally, hold harmless and indemnify Pacific Life and PSD and any of their respective affiliates, employees, officers, agents and directors (collectively, “Indemnified Persons”) against any and all claims, liabilities and expenses (including, without limitation, losses occasioned by any rescission of any Contract pursuant to a “free look” provision or by any return of initial purchase payment in connection with an incomplete application), including, without limitation, reasonable attorneys’ fees and expenses and any loss attributable to the investment experience under a Contract, that any Indemnified Person may incur from liabilities resulting or arising out of or based upon (a) any untrue or alleged untrue statement other than statements contained in the registration statement or prospectus relating to any Contract, (b) (i) any inaccurate or misleading, or allegedly inaccurate or misleading sales material used in connection with any marketing or solicitation relating to any Contract, other than sales material provided preprinted by Pacific Life or PSD, and (ii) any use of any sales material that either has not been specifically approved in writing by Pacific Life or PSD or that, although previously


approved in writing by Pacific Life or PSD, has been disapproved, in writing by either of them, for further use, or (c) any act or omission of a Subagent, director, officer or employee of Selling Entities, including, without limitation, any failure of Selling Entities or any Subagent to be registered as required as a broker/dealer under the 1934 Act, or licensed in accordance with the rules of any applicable SRO or insurance regulator.

(c) Insofar as indemnification for liabilities arising under the Securities Act of 1933 (“Act”) may be permitted to directors, officers or persons controlling Pacific Life pursuant to the foregoing provisions, Pacific Life has been informed that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

Item 31. Principal Underwriters

  

(a)

PSD also acts as principal underwriter for Pacific Life Insurance Company, on its own behalf and on behalf of its Separate Account I, Separate Account A, Separate Account B, Pacific Select Variable Annuity Separate Account, Pacific Corinthian Variable Separate Account, Pacific Select Exec Separate Account, Pacific COLI Separate Account, Pacific COLI Separate Account II, Pacific COLI Separate Account III, Pacific COLI Separate Account IV, Pacific COLI Separate Account V, Pacific COLI Separate Account VI, Pacific COLI Separate Account X, Pacific COLI Separate Account XI, Pacific Select Separate Account, and Pacific Life & Annuity Company, on its own behalf and on behalf of its Separate Account A, Pacific Select Exec Separate Account, and Separate Account I.

(b)

For information regarding PSD, reference is made to Form B-D, SEC File No. 8-15264, which is herein incorporated by reference. This exhibit can be found at http://brokercheck.finra.org/firm/summary/4452

(c)

PSD retains no compensation or net discounts or commissions from the Registrant.

Item 32. Location of Accounts and Records

The accounts, books and other documents required to be maintained by Registrant pursuant to Section 31(a) of the Investment Company Act of 1940 and the rules under that section will be maintained by Pacific Life at 700 Newport Center Drive, Newport Beach, California 92660.

Item 33. Management Services

Inapplicable

Item 34. Fee Representation

REPRESENTATION PURSUANT TO SECTION 26(f) OF THE INVESTMENT COMPANY ACT OF 1940: Pacific Life Insurance Company and Registrant represent that the fees and charges to be deducted under the Variable Annuity Contract (“Contract”) described in the prospectus contained in this registration statement are, in the aggregate, reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed in connection with the Contract.

Additional Representations

Pacific Life Insurance Company and the Registrant are relying upon American Council of Life Insurance, SEC No-Action Letter, SEC Ref. No. 1P-6-88 (November 28, 1988) with respect to annuity contracts offered as funding vehicles for retirement plans meeting the requirements of Section 403(b) of the Internal Revenue Code, and the provisions of paragraphs (1)-(4) of this letter have been complied with.


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets the requirements of Securities Act Rule 485(b) for effectiveness of this Registration Statement and has caused this Post-Effective Amendment No. 27 to the Registration Statement on Form N-4 to be signed on its behalf by the undersigned thereunto duly authorized in the City of Newport Beach, and the State of California on this 7th day of July, 2022.

   
 

SEPARATE ACCOUNT A

 

(Registrant)

 

 

 

  

PACIFIC LIFE INSURANCE COMPANY

 

 

 

 

By:

 
  

Darryl D. Button*

  

Director, Chairman, President, Chief Executive Officer and Chief Financial Officer

 

 

 

  

PACIFIC LIFE INSURANCE COMPANY

  

(Depositor)

 

 

 

 

By:

 
  

Darryl D. Button *

  

Director, Chairman, President, Chief Executive Officer and Chief Financial Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 27 to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated:

 

      

Signature

 

Title

 

Date

 

 

 

 

 

  

Director, Chairman, President, Chief Executive Officer and Chief Financial Officer

 

July 7, 2022

Darryl D. Button*

   

 

 

 

 

 

  

Director, Executive Vice President and Chief Operating Officer

 

July 7, 2022

Adrian S. Griggs*

   

 

 

 

 

 

  

Director, Executive Vice President and General Counsel

 

July 7, 2022

Jason Orlandi*

   

 

 

 

 

 

  

Vice President and Secretary

 

July 7, 2022

Jane M. Guon*

   

 

 

 

 

 

  

Senior Vice President and Chief Accounting Officer

 

July 7, 2022

Joshua D Scott*

   

 

 

 

 

 

  

Executive Vice President

 

July 7, 2022

Joseph E. Celentano*

   
     

 

 

Vice President and Treasurer

 

July 7, 2022

Craig W. Leslie*

   

 

 

 

 

 

*By:

/s/ BRANDON J. CAGE

   

July 7, 2022

 

Brandon J. Cage

    
 

as attorney-in-fact

    


 

(Powers of Attorney are contained in Post Effective Amendment No. 25 of the Registration Statement filed on Form N-4 for Separate Account A, File No. 333-185326, Accession No.0001104659-22-048306, filed on April 21, 2022, as Exhibit 15.)



Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘485BPOS’ Filing    Date    Other Filings
7/18/22
Effective on:7/12/22
Filed on:7/7/22
5/1/22485BPOS
4/21/22485BPOS
9/16/21485BPOS
4/23/21485BPOS,  CORRESP
10/5/20N-4/A
4/17/20485BPOS
3/6/20N-30B-2,  N-4
7/31/19
6/17/19485APOS
5/9/19
4/19/19485BPOS
12/28/18485BPOS
4/20/18485BPOS
2/9/18485APOS
4/20/17485BPOS
12/1/16
2/12/16485APOS
10/19/15485BPOS
8/27/15
4/17/15485BPOS
4/16/15485BPOS
8/15/14485APOS
4/18/14485BPOS
10/15/13485BPOS
10/1/13
5/30/13
4/18/13485BPOS
4/15/13485BPOS
2/5/13485APOS,  CORRESP,  N-4/A
12/14/12485BPOS
12/7/12N-4
4/24/12485BPOS,  CORRESP,  N-4/A
4/23/12485BPOS
7/1/11N-4
6/24/11485APOS
4/19/11485BPOS
7/23/10N-4
4/20/10485BPOS
12/4/08485BPOS
7/2/08485APOS
4/16/07485BPOS
4/18/06485BPOS
4/17/06485BPOS
9/1/05
4/19/05485BPOS
2/10/05
6/27/03485BPOS
12/29/01
4/25/01485BPOS
12/29/00N-4
4/29/98485BPOS
4/19/96N-4/A
 List all Filings 


3 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/18/24  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/24   13:13M                                    Toppan Merrill/FA
 4/20/23  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/23   13:12M                                    Toppan Merrill/FA
10/17/22  Sep Acct A of Pacific Life Ins Co 485BPOS    10/17/22    3:676K                                   Toppan Merrill/FA


51 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/21/22  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/22    4:25M                                    Toppan Merrill/FA
 9/16/21  Sep Acct A of Pacific Life Ins Co 485BPOS     9/16/21    3:580K                                   Toppan Merrill/FA
 4/23/21  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/21    4:18M                                    Toppan Merrill/FA
10/05/20  Sep Acct A of Pacific Life Ins Co N-4/A                  9:1.6M                                   Toppan Merrill/FA
 4/17/20  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/20    6:17M                                    Toppan Merrill/FA
 3/06/20  Sep Acct A of Pacific Life Ins Co N-4         3/05/20   10:3M                                     Toppan Merrill/FA
 7/31/19  Pacific Select Exec Sep Acct… Ins N-6/A¶                11:2M                                     Toppan Merrill/FA
 6/17/19  Sep Acct A of Pacific Life Ins Co 485APOS¶               4:687K                                   Toppan Merrill/FA
 5/09/19  Pacific Select Exec Sep Acct… Ins N-6¶                  18:3.5M                                   Toppan Merrill/FA
 4/19/19  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/19    4:17M                                    Toppan Merrill/FA
12/28/18  Sep Acct A of Pacific Life Ins Co 485BPOS    12/28/18    4:534K                                   Toppan Merrill/FA
 4/20/18  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/18    3:7.3M                                   Toppan Merrill/FA
 2/09/18  Sep Acct A of Pacific Life Ins Co 485APOS¶               4:3.3M                                   Toppan Merrill/FA
 4/20/17  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/17   16:10M                                    Toppan Merrill/FA
 2/12/16  Sep Acct A of Pacific Life Ins Co 485APOS2/11/16    4:2.6M                                   Donnelley … Solutions/FA
10/19/15  Sep Acct A of Pacific Life Ins Co 485BPOS    10/20/15    9:874K                                   Donnelley … Solutions/FA
 8/27/15  Pacific Select Exec Sep Acct… Ins 485BPOS     8/27/15    4:252K                                   Donnelley … Solutions/FA
 4/17/15  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/15   16:4.6M                                   Donnelley … Solutions/FA
 4/16/15  Pacific Select Exec Sep Acct… Ins 485BPOS     5/01/15   21:5.6M                                   Donnelley … Solutions/FA
 8/15/14  Sep Acct A of Pacific Life Ins Co 485APOS8/14/14   15:866K                                   Donnelley … Solutions/FA
 4/18/14  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/14    9:4.7M                                   Donnelley … Solutions/FA
10/15/13  Sep Acct A of Pacific Life Ins Co 485BPOS    10/15/13    6:450K                                   Donnelley … Solutions/FA
 5/30/13  Pacific Select Exec Sep Acct… Ins 485APOS¶               5:590K                                   Donnelley … Solutions/FA
 4/18/13  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/13    4:6.7M                                   Donnelley … Solutions/FA
 4/15/13  Pacific Select Exec Sep Acct… Ins 485BPOS     5/01/13   10:3.8M                                   Donnelley … Solutions/FA
 2/05/13  Sep Acct A of Pacific Life Ins Co N-4/A¶                 9:3M                                     Donnelley … Solutions/FA
12/14/12  Sep Acct A of Pacific Life Ins Co 485BPOS    12/17/12   10:491K                                   Donnelley … Solutions/FA
12/07/12  Sep Acct A of Pacific Life Ins Co N-4¶                   9:2.9M                                   Donnelley … Solutions/FA
 4/24/12  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/12   12:3.8M                                   Donnelley … Solutions/FA
 4/23/12  Pacific Select Exec Sep Acct… Ins 485BPOS     5/01/12    9:6.9M                                   Donnelley … Solutions/FA
 7/01/11  Sep Acct A of Pacific Life Ins Co N-46/30/11    7:1.9M                                   Donnelley … Solutions/FA
 6/24/11  Sep Acct A of Pacific Life Ins Co 485APOS¶               6:3.5M                                   Donnelley … Solutions/FA
 4/19/11  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/11    9:3.5M                                   Donnelley … Solutions/FA
 7/23/10  Sep Acct A of Pacific Life Ins Co N-47/22/10   10:2.2M                                   Donnelley … Solutions/FA
 4/20/10  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/10   16:2.8M                                   Donnelley … Solutions/FA
 4/20/10  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/10   14:4.7M                                   Donnelley … Solutions/FA
12/04/08  Sep Acct A of Pacific Life Ins Co 485BPOS    12/15/08   10:892K                                   Bowne - Biv/FA
12/04/08  Sep Acct A of Pacific Life Ins Co 485BPOS    12/15/08   10:896K                                   Bowne - Biv/FA
 7/02/08  Sep Acct A of Pacific Life Ins Co 485APOS               14:1.6M                                   Bowne - Biv/FA
 4/16/07  Pacific Select Exec Sep Acct… Ins 485BPOS     5/01/07   16:2.9M                                   Bowne - Biv/FA
 4/18/06  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/06   10:7M                                     Bowne - Biv/FA
 4/17/06  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/06    8:3.7M                                   Bowne - Biv/FA
 4/19/05  Pacific Select Exec Sep Acct… Ins 485BPOS     5/01/05    9:2.1M                                   Bowne - Biv/FA
 4/19/05  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/05    4:4.7M                                   Bowne - Biv/FA
 2/10/05  Pacific Select Exec Sep Acct… Ins 485BPOS     2/10/05   11:1.4M                                   Bowne - Biv/FA
 6/27/03  Sep Acct A of Pacific Life Ins Co 485BPOS®    6/27/03    3:222K                                   Donnelley … Solutions/FA
 4/25/01  Sep Acct A of Pacific Life Ins Co 485BPOS     4/25/01    6:514K                                   Donnelley R R & S… 11/FA
12/29/00  Sep Acct A of Pacific Life Ins Co N-4                   25:729K                                   Donnelley R R & S… 11/FA
 4/29/98  Sep Acct A of Pacific Life Ins Co 485BPOS     4/29/98   14:498K                                   Donnelley R R & S… 11/FA
 4/29/98  Sep Acct A of Pacific Life Ins Co 485BPOS     5/01/98   11:431K                                   Donnelley R R & S… 11/FA
 4/19/96  Sep Acct A of Pacific Life Ins Co N-4/A                 34:648K                                   Donnelley Fin’l S… 05/FA
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Filing Submission 0001104659-22-077967   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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