0000067590-13-000233 Sample Contracts

ADVANCED SERIES TRUST AST New Discovery Asset Allocation Portfolio SUBADVISORY AGREEMENT
Subadvisory Agreement • April 18th, 2013 • Advanced Series Trust • New York

Agreement made as of this 27th day of March, 2013 between Prudential Investments LLC (PI), a New York limited liability company and AST Investment Services, Inc. (formerly American Skandia Investment Services, Inc.) (AST), a Maryland corporation (together, the Co-Managers), and Epoch Investment Partners, Inc., a Delaware corporation (Epoch or the Subadviser),

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ADVANCED SERIES TRUST AST BlackRock iShares ETF Portfolio SUBADVISORY AGREEMENT
Subadvisory Agreement • April 18th, 2013 • Advanced Series Trust • New York

Agreement made as of this 3rd day of April, 2013 between Prudential Investments LLC (PI), a New York limited liability company and AST Investment Services, Inc. (formerly American Skandia Investment Services, Inc.) (AST), a Maryland corporation (together, the Co-Managers), and BlackRock Financial Management, Inc. (BlackRock or the Subadviser),

ADVANCED SERIES TRUST AST Prudential Growth Allocation Portfolio SUBADVISORY AGREEMENT
Subadvisory Agreement • April 18th, 2013 • Advanced Series Trust • New York

Agreement made as of this 1st day of March, 2013 between Prudential Investments LLC (PI), a New York limited liability company, and AST Investment Services, Inc. (formerly American Skandia Investment Services, Inc.) (AST), a Maryland corporation (PI and AST together, the Co-Managers), Prudential Investment Management, Inc. (PIM), a New Jersey corporation, and Quantitative Management Associates LLC (QMA), a New Jersey limited liability company (PIM, and QMA are individually referred to herein as a Subadviser and are collectively referred to herein as the Subadvisers).

ADVANCED SERIES TRUST Distribution Agreement
Distribution Agreement • April 18th, 2013 • Advanced Series Trust • New Jersey

THIS DISTRIBUTION AGREEMENT (the “Agreement”) is made as of February 25, 2013, between the Advanced Series Trust (the “Trust”), on behalf of the portfolios set forth on attached Exhibit A (each, a “Portfolio” and, collectively, the “Portfolios”), and Prudential Annuities Distributors, Inc., a Delaware corporation (the “Distributor”).

FUND PARTICIPATION AGREEMENT The Prudential Insurance Company of America, Advanced Series Trust, AST Investment Services, Inc., and Prudential Investments LLC April 28, 2008
Fund Participation Agreement • April 18th, 2013 • Advanced Series Trust • New Jersey

THIS AGREEMENT, made and entered as of the 28th day of April, 2008, by and among THE PRUDENTIAL INSURANCE COMPANY OF AMERICA (the “Company”), a New Jersey life insurance company, on its own behalf and on behalf of its separate accounts (the “Accounts”); ADVANCED SERIES TRUST, an open-end management investment company organized under the laws of Massachusetts (the “Fund”); AST INVESTMENT SERVICES, INC., a Connecticut corporation (“ASTISI”); and PRUDENTIAL INVESTMENTS LLC, a New York limited liability company (“PI,” and together with ASTISI, the “Advisers” and each an “Adviser”).

ADVANCED SERIES TRUST AST QMA Large-Cap Portfolio SUBADVISORY AGREEMENT
Subadvisory Agreement • April 18th, 2013 • Advanced Series Trust • New York

Agreement made as of this 1st day of March, 2013 between Prudential Investments LLC, a New York limited liability company (PI), and AST Investment Services, Inc. (formerly American Skandia Investment Services, Inc.), a Maryland corporation (AST, and together with PI, the Co-Managers), and Quantitative Management Associates LLC, a New Jersey limited liability company (QMA or the Subadviser).

ADVANCED SERIES TRUST AST Templeton Global Bond Portfolio SUBADVISORY AGREEMENT
Subadvisory Agreement • April 18th, 2013 • Advanced Series Trust • New York

Agreement made as of this 7th day of March, 2013 between Prudential Investments LLC (PI), a New York limited liability company and AST Investment Services, Inc. (formerly American Skandia Investment Services, Inc.) (AST), a Maryland corporation (together, the Co-Managers), and Franklin Advisers, Inc., a California corporation (Franklin Advisers or the Subadviser).

ADVANCED SERIES TRUST AST Goldman Sachs Multi-Asset Portfolio SUBADVISORY AGREEMENT
Subadvisory Agreement • April 18th, 2013 • Advanced Series Trust • New York

Agreement made as of this 20th day of March, 2013 between Prudential Investments LLC (PI), a New York limited liability company and AST Investment Services, Inc. (formerly American Skandia Investment Services, Inc.) (AST), a Maryland corporation (together, the Co-Managers), and Goldman Sachs Asset Management, L.P., a Delaware limited partnership (GSAM or the Subadviser),

ADVANCED SERIES TRUST AST AQR Large-Cap Portfolio SUBADVISORY AGREEMENT
Subadvisory Agreement • April 18th, 2013 • Advanced Series Trust • New York

Agreement made as of this 25th day of March, 2013 between Prudential Investments LLC, a New York limited liability company (PI) and AST Investment Services, Inc. (formerly American Skandia Investment Services, Inc.) (AST), a Maryland corporation (together, the Manager), and AQR Capital Management, LLC, a Delaware limited liability company (AQR or the Subadviser).

AMENDMENT TO FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • April 18th, 2013 • Advanced Series Trust

This Amendment, effective as of February 25, 2013, between Advanced Series Trust (the Trust), a Massachusetts business trust, Prudential Investments LLC (PI), a New York limited liability company, AST Investment Services, Inc. (ASTIS) , a Connecticut corporation, Prudential Annuities Distributors, Inc. (PAD), a Delaware corporation, Prudential Investment Management Services LLC (PIMS), a Delaware limited liability company, and Pruco Life Insurance Company of New Jersey (Pruco Life), a New Jersey life insurance company, to the Fund Participation Agreement made May 1, 2005, as restated June 8, 2005 (the Agreement).

AMENDMENT TO FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • April 18th, 2013 • Advanced Series Trust

This Amendment, effective as of February 25, 2013, between Advanced Series Trust (the Trust), a Massachusetts business trust, Prudential Investments LLC (PI), a New York limited liability company, AST Investment Services, Inc. (ASTIS) , a Connecticut corporation, Prudential Annuities Distributors, Inc. (PAD), a Delaware corporation, Prudential Investment Management Services LLC (PIMS), a Delaware limited liability company, and Prudential Annuities Life Assurance Corporation (PALAC), a Connecticut life insurance company, to the Fund Participation Agreement made May 1, 2005, as restated June 8, 2005 (the Agreement).

FUND PARTICIPATION AGREEMENT Prudential Retirement Insurance and Annuity Company, Advanced Series Trust, AST Investment Services, Inc., and Prudential Investments LLC May 1, 2007
Participation Agreement • April 18th, 2013 • Advanced Series Trust • New Jersey

WHEREAS, the Fund engages in business as an open-end management investment company and is available to act as the investment vehicle for separate accounts established for variable life insurance policies and/or variable annuity contracts (collectively, the "Variable Insurance Products") to be offered by insurance companies ("Participating Insurance Companies"); and

AMENDMENT TO FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • April 18th, 2013 • Advanced Series Trust

This Amendment, effective as of February 25, 2013, between Advanced Series Trust (the Trust), a Massachusetts business trust, Prudential Investments LLC (PI), a New York limited liability company, AST Investment Services, Inc. (ASTIS) , a Connecticut corporation, Prudential Annuities Distributors, Inc. (PAD), a Delaware corporation, Prudential Investment Management Services LLC (PIMS), a Delaware limited liability company, and Pruco Life Insurance Company (Pruco Life), an Arizona life insurance company, to the Fund Participation Agreement made May 1, 2005, as restated June 8, 2005 (the Agreement).

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • April 18th, 2013 • Advanced Series Trust • New York

Agreement made as of this 25th day of February, 2013, between Advanced Series Trust (formerly American Skandia Trust), a Massachusetts trust (the Fund), and Prudential Investments LLC, a New York limited liability company (PI or the Manager).

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