0000950123-10-035864 Sample Contracts

ALLIANZ GLOBAL INVESTORS DISTRIBUTORS LLC SELLING AGREEMENT FOR ADVISOR CLASS SHARES OF PIMCO VARIABLE INSURANCE TRUST

Selling Agreement • April 19th, 2010 • Pacific Select Variable Ann Sep Acct of Pacific Life Ins Co

• Contract Type
  Selling Agreement
• Filed
  April 19th, 2010
• Company
  Pacific Select Variable Ann Sep Acct of Pacific Life Ins Co

We are the distributor of the Advisor Class shares of those series of PIMCO Variable Insurance Trust set forth in Appendix A (collectively, the “Funds”). Shares are offered pursuant to the then-current prospectus, including any supplements or amendments thereto, of each of the Funds (the “Prospectus”). To the extent that a Prospectus contains provisions that are inconsistent with the terms of this Agreement, the terms of the Prospectus shall be controlling. We have the exclusive right to distribute shares of the Funds (the “Shares”). As agent for the Funds, we hereby offer to sell Shares of the Funds to you, upon the following terms and conditions:

SECOND AMENDMENT TO ADMINISTRATIVE SERVICES AGREEMENT

Administrative Services Agreement • April 19th, 2010 • Pacific Select Variable Ann Sep Acct of Pacific Life Ins Co

• Contract Type
  Administrative Services Agreement
• Filed
  April 19th, 2010
• Company
  Pacific Select Variable Ann Sep Acct of Pacific Life Ins Co

THIS SECOND AMENDMENT is dated as of April 01, 2010 and effective as of May 01, 2010, by and between BlackRock Investments, LLC, (“BRIL”), which replaced BlackRock Investments, Inc. (“BII”) and BlackRock Distributors, Inc. (“BDI”) as distributor for the BlackRock-advised Funds, and Pacific Life Insurance Company (“the Insurer”) relating to the Administrative Services Agreement, dated March 25th 2006 (the “Agreement”) and assigned and amended as of September 29, 2006 (the “First Amendment”).

AMENDMENT THREE TO FUND PARTICIPATION AGREEMENT

Fund Participation Agreement • April 19th, 2010 • Pacific Select Variable Ann Sep Acct of Pacific Life Ins Co

• Contract Type
  Fund Participation Agreement
• Filed
  April 19th, 2010
• Company
  Pacific Select Variable Ann Sep Acct of Pacific Life Ins Co

This amendment dated as of April 1, 2010, and effective as of May 1, 2010, to the Fund Participation Agreement dated February 4, 2005 (the “Agreement”), as amended June 22, 2007 (“Amendment One”) and March 31, 2008 (“Amendment Two”) by and between Pacific Life Insurance Company (the “Company”) and BlackRock Variable Series Funds, Inc. (the “Fund”) is hereby amended as follows: