0001047469-04-006446 Sample Contracts

GUARANTEE AGREEMENT American Equity Investment Life Holding Company Dated as of December 16, 2003
Guarantee Agreement • March 4th, 2004 • American Equity Investment Life Holding Co • Life insurance • New York

This GUARANTEE AGREEMENT (the "Guarantee"), dated as of [CLOSING DATE], 2003, is executed and delivered by American Equity Investment Life Holding Company, an insurance holding company incorporated in the State of Iowa (the "Guarantor"), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the "Guarantee Trustee"), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of American Equity Capital Trust IV, a Delaware statutory trust (the "Issuer").

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COINSURANCE AGREEMENT
Coinsurance Agreement • March 4th, 2004 • American Equity Investment Life Holding Co • Life insurance

This Coinsurance Agreement (this "Agreement") is by and between EquiTrust Life Insurance Company, a corporation organized under the laws of the State of Iowa (hereinafter referred to as the "Reinsurer"), and American Equity Investment Life Insurance Company, a company organized under the laws of the State of Iowa (hereinafter referred to as the "Company").

AMENDMENT NO. 1 Coinsurance and Yearly Renewable Term Reinsurance Agreement between: American Equity Investment Life Insurance Company West Des Moines, Iowa (hereinafter referred to as the "Company") AND Hannover Life Reassurance Company of America...
American Equity Investment Life Holding Co • March 4th, 2004 • Life insurance

The Company and the Reinsurer hereby agree to amend the terms of the Coinsurance and Yearly Renewable Term Reinsurance Agreement as set forth below. The Effective Date of this Amendment No. 1 is September 30, 2003.

THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • March 4th, 2004 • American Equity Investment Life Holding Co • Life insurance • Minnesota

THIS THIRD AMENDMENT (this "Amendment"), dated as of December 31, 2003, amends and modifies a certain Amended and Restated Credit Agreement, dated as of December 30, 2002, as amended by Amendments dated as of August 14, 2003, and October 24, 2003 (as so amended, the "Credit Agreement"), among AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY, an Iowa corporation (the "Borrower"), the banks named therein (the "Banks"), the Banks named therein, WEST BANK, an Iowa state bank (formerly known as West Des Moines State Bank), as Co-Agent (in such capacity, the "Co-Agent"), FLEET NATIONAL BANK, a national banking association, as Documentation Agent (in such capacity, the "Documentation Agent") and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as agent for the Banks (in such capacity, the "Agent"). Terms not otherwise expressly defined herein shall have the meanings set forth in the Credit Agreement.

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And Servicing Agreement • March 4th, 2004 • American Equity Investment Life Holding Co • Life insurance

This FIRST AMENDMENT TO 1999 GENERAL AGENCY COMMISSION AND SERVICING AGREEMENT (the "First Amendment"), by and between AMERICAN EQUITY INVESTMENT LIFE INSURANCE COMPANY ("American Equity") and AMERICAN EQUITY INVESTMENT SERVICE COMPANY ("Service Company"), is entered into this 23rd day of December, 2003, and shall be deemed effective as of the 1st day of July, 2003.

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