AMENDMENT NO. 2 AMENDED AND RESTATED PARTICIPATION AGREEMENT

AMENDMENT NO. 2

AMENDED AND RESTATED PARTICIPATION AGREEMENT

Amendment No. 2, dated as of November 1, 2013 (“Amendment No.2”), to the Amended and Restated Participation Agreement, dated as of May 23, 2012, as amended (“Agreement”), by and among AXA Premier VIP Trust (“Trust”), MONY Life Insurance Company of America and AXA Distributors, LLC (collectively, the “Parties”).

The Parties hereby agree to modify and amend the Agreement as follows:

1. Schedule B. Schedule B to the Agreement, setting forth the Separate Accounts of MONY Life Insurance Company of America to which the Agreement is hereby replaced in its entirety by Schedule B attached hereto.

Except as modified and amended hereby, the Agreement is hereby ratified and confirmed in full force and effect in accordance with its terms.

IN WITNESS WHEREOF, the parties have executed and delivered this Amendment No. 2 as of the date first above set forth.

AXA PREMIER VIP TRUST						MONY LIFE INSURANCE COMPANY OF AMERICA
By:						By:
Name:		Xxxxx Xxxxx				Name:		Xxxxxx X. Xxxxx
Title:		Chief Financial Officer and Treasurer				Title:		Senior Vice President
AXA DISTRIBUTORS, LLC
By:
Name:		Xxxxxxxx X. Xxxx
Title:		Chairman, President and Chief Executive Officer

SCHEDULE B

SEPARATE ACCOUNTS

MLOA “L”

MLOA “A”

MLOA “P”

MLOA “K”