0000892569-08-001275 Sample Contracts

PARTICIPATION AGREEMENT AMONG PACIFIC LIFE & ANNUITY COMPANY, PACIFIC SELECT DISTRIBUTORS, INC., ALLIANCEBERNSTEIN L.P. AND ALLIANCEBERNSTEIN INVESTMENTS, INC. DATED AS OF MARCH 10, 2008
Participation Agreement • September 11th, 2008 • Separate Account a of Pacific Life & Annuity Co • New York

THIS AGREEMENT, made and entered into as of the 10th day of March, 2008 (“Agreement”), by and among Pacific Life & Annuity Company, an Arizona life insurance company (“Insurer”) (on behalf of itself and its “Separate Account,” defined below); Pacific Select Distributors, Inc., a California corporation (“Contracts Distributor”), the principal underwriter with respect to the Contracts referred to below; AllianceBernstein L.P., a Delaware limited partnership (“Adviser”), the investment adviser of the Fund referred to below; and AllianceBernstein Investments, Inc., a Delaware corporation (“Distributor”), the Fund’s principal underwriter (collectively, the “Parties”),

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