0000355429-03-000102 Sample Contracts

October 31, 2001 Protective Life Insurance Company 2801 Highway 280 South Birmingham, Alabama 35223 Attention: Carl Thigpen
Lease Agreement • March 25th, 2003 • Protective Life Corp • Life insurance

Re: Lease Agreement dated as of February 1, 2000 between Wachovia Capital Investments, Inc., as the Lessor, and Protective Life Insurance Company, as the Lessee, as amended (as amended, the “Lease”); and Investment and Participation Agreement dated as of February 1, 2000 by and among Protective Life Insurance Company, as the Company, Wachovia Capital Investment as Lessor, and the Lease Participants, as amended (as amended, the “Investment Agreement”)

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FIRST AMENDMENT TO INVESTMENT AND PARTICIPATION AGREEMENT
Investment and Participation Agreement • March 25th, 2003 • Protective Life Corp • Life insurance • New York

THIS FIRST AMENDMENT TO INVESTMENT AND PARTICIPATION AGREEMENT AND LEASE AGREEMENT (this “First Amendment”) is dated as of the 30th day of November, 2000 among PROTECTIVE LIFE INSURANCE COMPANY. (the “Company”), WACHOVIA CAPITAL INVESTMENTS, INC. (the “Lessor”) and SUNTRUST BANK and LASALLE BANK NATIONAL ASSOCIATION (individually and collectively, as the context shall require, the “Lease Participants”);

Contract
Lease Agreement • March 25th, 2003 • Protective Life Corp • Life insurance • Alabama

THIS DOCUMENT WAS PREPARED BY AND IS TO BE RETURNED TO: Christopher L. Carson, Esq. Jones, Day, Reavis & Pogue 3500 SunTrust Plaza 303 Peachtree Street Atlanta, Georgia 30308-3242

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