EXHIBIT 7(D)
AMENDMENT NO. 1
Effective as of August 1, 2007, Pruco Life Insurance Company ("Reinsured") and
Pruco Reinsurance, Ltd. ("Reinsurer") amend the Automatic Coinsurance Agreement
effective as of July 1, 2005 (the "Agreement") reinsuring certain Lifetime 5
Withdrawal Benefit ("LT5WB") riders written by the Reinsured as follows. This
Amendment shall be attached to and become a part of the Agreement. All terms
not otherwise defined herein are defined in the Agreement.
I. ARTICLE I - AUTOMATIC REINSURANCE, PARAGRAPH 1 IS DELETED AND REPLACED WITH
THE FOLLOWING:
1. Insurance. The Reinsured will cede and the Reinsurer will accept as
reinsurance the underlying benefit provided by the Life Time 5 Withdrawal
Benefit (LT5WB) riders written by the Reinsured as shown in Schedule A or
any amendments thereto.
II. ARTICLE IV - REINSURANCE PREMIUMS IS AMENDED TO ADD THE FOLLOWING:
III.ARTICLE V - PAYMENTS BY REINSURER IS DELETED AND REPLACED WITH THE
FOLLOWING:
Benefits: As more fully described on Schedule B, the Reinsurer will pay the
Reinsured the remaining obligation under the LT5WB benefit rider on the
maturity date of the guarantee, to the extent that the guarantee exceeds
the contract's account value, subject to the limits defined in Schedule A
(2).
IV. ARTICLE IX - GENERAL PROVISIONS, PARAGRAPH 5 IS AMENDED TO INCLUDE THE
FOLLOWING AT THE END:
No assignment or transfer shall be effective unless such assignment or
transfer is (i) filed with the Reinsured's appropriate domiciliary
regulator(s) at least 30 days prior to the proposed effective date,
(ii) not disapproved, (iii) made in writing, and (iv) signed by the parties
hereto.
V. ARTICLE IX - GENERAL PROVISIONS, PARAGRAPH 8 IS AMENDED TO INCLUDE THE
FOLLOWING AT THE END OF THE SECOND PARAGRAPH:
Failure to give such notice shall not excuse the obligation of the
Reinsurer unless it is substantially prejudiced thereby.
VI. ARTICLE XIII - DURATION OF AGREEMENT, PARAGRAPH 1 IS AMENDED TO INCLUDE THE
FOLLOWING AT THE END:
No termination shall be effective unless such termination is (i) filed with
the Reinsured's appropriate domiciliary regulator(s) at least 30 days prior
to the proposed effective date, (ii) not disapproved, (iii) made in
writing, and (iv) signed by the parties hereto.
VII. SCHEDULE A - BUSINESS REINSURED, ITEM 1 IS AMENDED TO ADD LT5WB RIDERS
ISSUED ON NEW BUSINESS BETWEEN MARCH 15, 2005 THROUGH MAY 5, 2005. AS A
RESULT, THE ITEM 1 CHART IS DELETED AND REPLACED BY THE FOLLOWING:
1. FORM NAME AND TYPE ISSUE DATES FORM NUMBER
---------------------------- ----------------- --------------------------
LT5WB Riders 5/6/05 - present ORD113188
ORD113188-Supp
LT5WB Riders 3/15/05 - 5/5/05 ORD113188
ORD113188-Supp
VIII. SCHEDULE B - MONTHLY SETTLEMENT REPORT, PARAGRAPH B - DUE REINSURED IS
AMENDED TO READ AS FOLLOWS:
This Amendment does not alter, amend or modify the Agreement other than as set
forth herein, and it is otherwise subject to all the terms and conditions of
the Agreement together with all amendments and supplements thereto. This
Amendment may be executed in counterparts, each of which shall constitute an
original and all of which together shall constitute one and the same agreement.
EXECUTED IN DUPLICATE BY:
IX. PRUCO LIFE INSURANCE COMPANY
BY:
--------------------------
NAME:
--------------------------
TITLE:
--------------------------
DATE:
--------------------------
X. PRUCO REINSURANCE LTD
BY:
--------------------------
NAME:
--------------------------
TITLE:
--------------------------
DATE:
--------------------------