AMENDMENT NUMBER 1 TO THE PARTICIPATION AGREEMENT
Pursuant to the Participation Agreement dated February 17, 1999 among Sun Life
Assurance Company of Canada (U.S.), Sun Capital Advisers Trust, and Sun Capital
Advisers, Inc., the parties hereby agree to the amendment set forth below:
1. The third WHEREAS clause, which begins on page 1 of the Participation
Agreement is deleted in its entirety and replaced with the following:
WHEREAS, the Fund has received an order from the Securities and Exchange
Commission, that grants Participating Insurance Companies and variable annuity
and variable life insurance separate accounts exemptions from the provisions of
Sections 9(a), 13(a), 15(a), and 15(b) of the Investment Company Act of 1940, as
amended, (hereinafter the "1940 Act") and Rules 6e-2(b)(15) and 6e-3(T)(b)(15)
thereunder, to the extent necessary to permit shares of the Funds to be sold to
and held by variable annuity and variable life insurance separate accounts of
both affiliated and unaffiliated life insurance companies and to Qualified Plans
(hereinafter the "Mixed and Shared Funding Exemptive Order"); and
2. SCHEDULE A is deleted in its entirety and replaced with the following:
SCHEDULE A
ACCOUNT DATE OF ORGANIZATION
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Sun Life of Canada (U.S.) Variable Account F July 13, 1989
Sun Life of Canada (U.S.) Variable Account G July 25, 1996
Sun Life of Canada (U.S.) Variable Account I December 1, 1998
IN WITNESS WHEREOF, each of the parties hereto has caused this Amendment
Number 1 to the Participation Agreement to be executed in its name and on its
behalf by its duly authorized representative. This Amendment shall take effect
on May 1, 1999.
SUN LIFE ASSURANCE COMPANY OF
CANADA (U.S.)
By:
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Xxxxxx X. Xxxxxxx
Title: Vice President
SUN CAPITAL ADVISERS TRUST
By:
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Xxxxx M.A. Xxxxxxxx
Title: President
SUN CAPITAL ADVISERS, INC.
By:
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C. Xxxxx Xxxxxx
Title: Executive Vice President