FIRST AMENDMENT TO AMENDED AND RESTATED PARTICIPATION AGREEMENT

FIRST AMENDMENT

TO

AMENDED AND RESTATED PARTICIPATION AGREEMENT

THIS FIRST AMENDMENT, effective October 18^th 2013, is to the Amended and Restated Participation Agreement dated March 15, 2010 (the “Agreement”), by and among MONY Life Insurance Company of America, MFS Variable Insurance Trust, MFS Variable Insurance Trust II, and MFS Fund Distributors, Inc. (collectively, the “Parties”).Capitalized terms not otherwise defined herein shall have the definitions ascribed to them in the Agreement.

WHEREAS, the Parties wish to add a new Account to Schedule A of the Agreement;NOW, THEREFORE, the Parties hereby agree to amend the Agreement as follows:

1. Schedule A. Schedule A of the Agreement is hereby restated in its entirety as attached hereto.

Except as modified and amended hereby, the Agreement shall continue in full force and effect, unamended .

IN WITNESS WHEREOF, the parties have, by their duly authorized officers, executed and delivered this First Amendment as of the date first set forth above.

MFS VARIABLE INSURANCE TRUST						MFS VARIABLE INSURANCE TRUST II
By:						By:
Name:		Xxxxx X. Xxxxxx				Name:		Xxxxx X. Xxxxxx
Title:		Assistant Secretary				Title:		Assistant Secretary
Date:		11/6/2013				Date:		11/6/2013
MFS FUND DISTRIBUTORS, INC.
By:
Name:		Xxxxx X. Xxxxxx
Title:		President
Date:		11/11/2013
MONY LIFE INSURANCE COMPANY OF AMERICA, on behalf of itself and its separate accounts
By:
Name:		Xxxxxx X. Xxxxx
Title:		Senior Vice President
Date:		11/01/2013

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SCHEDULE A

ACCOUNTS, POLICIES, AND PORTFOLIOS

SUBJECT TO THE PARTICIPATION AGREEMENT

Name of Separate Account		Policies Funded by Separate Account		Share Class		Trust		Portfolios Applicable to Policies
MONY Life Insurance Company of America Separate Account “L”		All Contracts		Initial Class and Service Class		VITI& VITII		(1)
MONY Life Insurance Company of America Separate Account “A”		All Contracts		Initial Class and Service Class		VITI& VITII		(1)
MONY Life Insurance Company of America Separate Account “P”		All Contracts		Initial Class and Service Class		VITI& VITII		(1)
MONY Life Insurance Company of America Separate Account “K”		All Contracts		Initial Class and Service Class		VITI& VITII		(1)

(1) Portfolios Applicable to Policies:

V1T1		VITII
MFS Core Equity Series		MFS Blended Research Core Equity Portfolio
MFS Global Equity Series		MFS Blended Research Growth Portfolio
MFS Growth Series		MFS Blended Research Value Portfolio
MFS High Income Series		MFS Emerging Markets Equity Portfolio
MFS Investors Growth Stock Series		MFS Global Growth Portfolio
MFS Trust Series		MFS Global Research Portfolio
MFS Mid Cap Growth Series		MFS Global Total Return Portfolio
MFS New Discovery Series		MFS International Growth Portfolio
MFS Research Bond Series		MFS International Value Portfolio
MFS Research International Series		MFS Research International Portfolio
MFS Research Series		MFS Technology Portfolio
MFS Strategic Income Series
MFS Total Return Series
MFS Utilities Series
MFS Value Series

And any other Portfolios or series of shares of the Trusts that are available and open to new investors on or after the effective date of this amendment.

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