0000950123-10-036152 Sample Contracts

PIMCO SERVICES AGREEMENT FOR ADVISOR CLASS SHARES OF PIMCO VARIABLE INSURANCE TRUST
Pimco Services Agreement • April 20th, 2010 • Separate Account a of Pacific Life Insurance Co

The terms and conditions of this Services Agreement between Pacific Investment Management Company LLC (“PIMCO”) and Pacific Life Insurance Company, a Nebraska life insurance company (the “Company”) are effective as of May 1, 2010.

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Amendment No. 1 to Participation Agreement Franklin Templeton Variable Insurance Products Trust Franklin/Templeton Distributors, Inc. Pacific Life Insurance Company Pacific Select Distributors, Inc.
Participation Agreement • April 20th, 2010 • Separate Account a of Pacific Life Insurance Co

Franklin Templeton Variable Insurance Products Trust (the “Trust”), Franklin/Templeton Distributors, Inc. (the “Underwriter,” and together with the Trust, “we” or “us”), Pacific Life Insurance Company (the “Company” or “you”), and Pacific Select Distributors, Inc., your distributor, on your behalf and on behalf of certain Accounts, have previously entered into a Participation Agreement dated May 1, 2008 (the “Agreement”). The parties now desire to amend the Agreement by this amendment (the “Amendment”).

Amendment No. 1 to Administrative Services Agreement Franklin Templeton Services, LLC Pacific Life Insurance Company
Administrative Services Agreement • April 20th, 2010 • Separate Account a of Pacific Life Insurance Co

THIS AMENDMENT is made by and between Franklin Templeton Services, LLC (the “Fund Administrator”) and Pacific Life Insurance Company (the “Company”).

SECOND AMENDMENT TO ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • April 20th, 2010 • Separate Account a of Pacific Life Insurance 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 To PARTICIPATION AGREEMENT By and Among PACIFIC LIFE INSURANCE COMPANY And GE INVESTMENTS FUNDS, INC. And GE INVESTMENT DISTRIBUTORS, INC. And GE ASSET MANAGEMENT INCORPORATED
Participation Agreement • April 20th, 2010 • Separate Account a of Pacific Life Insurance Co

THIS AMENDMENT, effective as of May 1, 2010, amends that certain Participation Agreement dated as of December 1, 2008 (the “Agreement”), by and among PACIFIC LIFE INSURANCE COMPANY, GE INVESTMENTS FUNDS, INC., GE INVESTMENT DISTRIBUTORS, INC. and GE ASSET MANAGEMENT INCORPORATED.

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