AMENDMENT
WHEREAS, there is Participation agreement among AIM Variable Insurance Funds,
Inc., AIM Distributors, Inc. Pruco Life Insurance Company, and Pruco Securities
Corporation dated September 21, 1996 and another agreement between AIM Variable
Insurance Funds, Inc., AIM Distributors, Inc. Pruco Life Insurance Company of
New Jersey, and Pruco Securities Corporation dated February 14, 1997 (each, an
"Agreement"); and
WHEREAS, Prudential Annuities, a business unit of Prudential Financial, Inc.,
has decided to replace the current principal underwriter of certain individual
variable annuities with another affiliated principal underwriter called
Prudential Annuities Distributors, Inc. ("PAD"); and
WHEREAS, the parties wish to amend each Agreement to substitute PAD as a party
to the Agreement; and
NOW THEREFORE, for good and valuable consideration, the parties hereby amend
each Agreement to substitute PAD as a party, but otherwise leave each Agreement
unaffected.
/s/ Xxxxxxx X. Xxxxx
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AIM Variable Insurance Funds, Inc.
/s/ Xxxx X. Xxxxxx
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AIM Distributors, Inc.
/s/ Xxxxxx X. Xxxx
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Pruco Life Insurance Company
Pruco Life Insurance Company of New Jersey
/s/ Xxxxx X. Xxxxxx
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Prudential Annuities Distributors, Inc.