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EXHIBIT (4)(iii)
AMENDMENT NO. 2 to
AGREEMENT FOR INVESTMENT MANAGEMENT SERVICES
Amendment No. 2 dated as of the 20th day of June, 1985 to the AGREEMENT
FOR INVESTMENT MANAGEMENT SERVICES, as amended, dated the 16th day of February,
1968 (the "Agreement") by and between THE PRUDENTIAL INSURANCE COMPANY OF
AMERICA ("Prudential") and THE PRUDENTIAL VARIABLE CONTRACT ACCOUNT-2 ("VCA-2").
Prudential and VCA-2 hereby agree as follows:
1. Paragraph 3 of the Agreement is hereby amended to read as
follows:
3. Once each quarter, or with such greater
frequency as may be specified in a resolution adopted
by The Prudential Variable Contract Account-2
Committee (the "Committee"), Prudential shall furnish
to the Committee a schedule of the investments held
in VCA-2 together with a statement of all purchases
and sales made on behalf of VCA-2 during the period
since the last preceding report.
IN WITNESS WHEREOF, the parties have caused this Amendment to be
executed on their behalf by their duly authorized officers as of the date first
hereinabove mentioned.
Attest: THE PRUDENTIAL INSURANCE COMPANY
OF AMERICA
/S/ By/S/
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Assistant Secretary Vice President
Witnessed: THE PRUDENTIAL VARIABLE CONTRACT
ACCOUNT-2
/S/ By/S/
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Secretary Chairman