0000892569-05-000046 Sample Contracts

PARTICIPATION AGREEMENT Among VARIABLE INSURANCE PRODUCTS FUNDS FIDELITY DISTRIBUTORS CORPORATION. and PACIFIC LIFE INSURANCE COMPANY
Participation Agreement • February 10th, 2005 • Pacific Select Exec Separate Acct Pacific Life Ins • Massachusetts

THIS AGREEMENT, made and entered into as of the 4th day of February, 2005 by and among PACIFIC LIFE INSURANCE COMPANY, (hereinafter the “Company”), a California insurance company, on its own behalf and on behalf of each segregated asset account of the Company set forth on Schedule A hereto as may be amended from time to time (each such account hereinafter referred to as the “Account”); and FIDELITY DISTRIBUTORS CORPORATION (hereinafter the “Underwriter”), a Massachusetts corporation; and each of VARIABLE INSURANCE PRODUCTS FUND, VARIABLE INSURANCE PRODUCTS FUND II and VARIABLE INSURANCE PRODUCTS FUND III, each an unincorporated business trust organized under the laws of the Commonwealth of Massachusetts (each referred to hereinafter as the “Fund”).

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SERVICE AGREEMENT
Service Agreement • February 10th, 2005 • Pacific Select Exec Separate Acct Pacific Life Ins • New York

This Service Agreement (the “Agreement”), dated as of the ___day of , 2004, is made by and among Pacific Life Insurance Company (“Pac Life”) and Van Eck Securities Corporation (the “Distributor”);

SERVICE CONTRACT Variable Insurance Products Fund Variable Insurance Products Fund II Variable Insurance Products Fund III
Service Contract • February 10th, 2005 • Pacific Select Exec Separate Acct Pacific Life Ins

We desire to enter into a Contract with you for activities in connection with (i) the distribution of shares of the portfolios of Variable Insurance Products Fund, Variable Insurance Products Fund II and Variable Insurance Products Fund III (collectively, the “Funds”) of which you are the principal underwriter as defined in the Investment Company Act of 1940 (the “Act”) and for which you are the agent for the continuous distribution of shares, and (ii) the servicing of holders of shares of the Funds and existing and prospective holders of Variable Products (as defined below).

SUPPLEMENT FOR DISTRIBUTION SERVICES
Supplement for Distribution Services • February 10th, 2005 • Pacific Select Exec Separate Acct Pacific Life Ins

This Agreement is between Pacific Select Distributors, Inc. (“Company”), a wholly-owned subsidiary of Pacific Life Insurance Company (“Insurer”) and T. Rowe Price Investment Services, Inc., (the “Distributor”), is intended to supplement the Administrative Services Agreement dated February 1, 2005 by, between and among the Company, T. Rowe Price Associates, Inc. (“Price Associates”). All terms herein, unless otherwise defined, shall have the same meaning as used in the Administrative Services Agreement.

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