EX-99-B.8.23
FORM OF
FIFTH AMENDMENT TO
PARTICIPATION AGREEMENT
THIS FIFTH AMENDMENT TO THE PARTICIPATION AGREEMENT ("Fifth Amendment")
is made and entered into as of the 1st day of May 1998, by and among MFS
VARIABLE INSURANCE TRUST, a Massachusetts business trust (the "Trust"), AETNA
LIFE INSURANCE AND ANNUITY COMPANY, a Connecticut corporation (the "Company") on
its own behalf and on behalf of each of the segregated asset accounts of the
Company set forth in Schedule A of the Original Agreement (hereinafter defined)
(the "Accounts") and MASSACHUSETTS FINANCIAL SERVICES COMPANY, a Delaware
corporation ("MFS").
WITNESSETH
WHEREAS the Trust, the Company and MFS are parties to a Participation
Agreement dated April 30, 1996, as supplemented by First Amendment to
Participation Agreement dated September 3, 1996, Second Amendment to
Participation Agreement dated March 14, 1997, Third Amendment to Participation
Agreement dated November 28, 1997, and Fourth Amendment to Participation
Agreement dated as of May 1, 1998 (collectively the "Original Agreement"); and
WHEREAS the Trust, the Company and MFS now desire to modify the Original
Agreement.
NOW THEREFORE, in consideration of the premises and the mutual covenants
and promises expressed herein, the parties agree as follows:
1. Schedule A of the Original Agreement is hereby deleted and replaced with
Schedule A attached hereto;
2. The Original Agreement, as supplemented by this Fifth Amendment, is ratified
and confirmed; and
3. This Fifth Amendment may be executed in two or more counterparts, which
together shall constitute one instrument.
IN WITNESS WHEREOF, the parties have executed this Fifth Amendment as of
the date first above written.
AETNA LIFE INSURANCE AND ANNUITY COMPANY MFS VARIABLE INSURANCE TRUST
By its authorized officer, on behalf of the Portfolios. By its authorized
officer and not individually,
By: _______________________________ By: _______________________________
Name: Xxxxxx X. XxXxxxx Name: _____________________________
Title: Vice President Title: ____________________________
MASSACHUSETTS FINANCIAL SERVICES COMPANY
By its authorized officer,
By: _______________________________
Name: _____________________________
Title: ____________________________
SCHEDULE A
ACCOUNTS, POLICIES AND PORTFOLIOS
SUBJECT TO THE PARTICIPATION AGREEMENT
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Name of Separate Account and Date Established Policies Funded by Separate Portfolios Applicable to Policies
by Board of Directors Account
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Variable Annuity Account B Variable Annuity World Governments Series
(Est. October 18, 1976) Total Return Series
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Variable Annuity Account C Variable Annuity World Governments Series
(Est. October 18, 1976) Total Return Series
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Variable Life Account B Variable Life World Governments Series
(Est. June 18, 1986) Total Return Series
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