0000779955-06-000040 Sample Contracts

SUBORDINATED NEW GUARANTEE
Subordinated Guarantee • December 15th, 2006 • Sun Life Insurance & Annuity Co of New York • New York

SUBORDINATED NEW GUARANTEE (the "Subordinated Guarantee"), dated as of [___________, 200___], by SUN LIFE ASSURANCE COMPANY OF CANADA (U.S.), a corporation organized under the laws of the State of Delaware ("Sun Life U.S." or the "Guarantor"), in connection with certain deferred combination fixed and variable individual annuity contracts (hereinafter, the "Contracts") issued by SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK, a stock life insurance company organized under the laws of the State of New York ("Sun Life N.Y.").

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