0001193125-10-099518 Sample Contracts

FIRST AMENDMENT TO THE AUTOMATIC COINSURANCE AGREEMENT BETWEEN PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY AND PRUCO REINSURANCE LTD.
Automatic Coinsurance Agreement • April 29th, 2010 • Priac Variable Contract Account A

This first amendment to the Automatic Coinsurance Agreement (the “Agreement”) effective as of June 16, 2008 between Prudential Retirement Insurance and Annuity Company (“PRIAC”), a Connecticut corporation, and Pruco Reinsurance Ltd. (“Pruco Re”), a Bermuda corporation, is made and entered into as of September 1, 2009.

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FUND PARTICIPATION AGREEMENT Prudential Retirement Insurance and Annuity Company, Prudential Investment Portfolios, Inc. Prudential Investment Management Services LLC and Prudential Investments LLC October 2009
Fund Participation Agreement • April 29th, 2010 • Priac Variable Contract Account A • Connecticut

THIS AGREEMENT, made and entered as of the 30th day of October, 2009, by and among PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY (the “Company”), a stock life insurance company organized under the laws of the State of Connecticut, on its own behalf and on behalf of its separate accounts (the “Accounts”); PRUDENTIAL INVESTMENT PORTFOLIOS, INC. (the “Fund”), an open-end management investment company organized under the laws of Maryland ; PRUDENTIAL INVESTMENT MANAGEMENT SERVICES LLC (the “Underwriter”), a Delaware limited liability company and PRUDENTIAL INVESTMENTS LLC (the “Adviser”), a New York limited liability company.

PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY
Prudential Retirement Insurance And • April 29th, 2010 • Priac Variable Contract Account A

This Contract is effective on the date shown on its face page. Either PRIAC or the Trustee may end this Contract at any time by giving at least 60 days’ notice. The termination will be effective as of the date specified in such notice. Termination of this Contract will not affect certificates issued prior to such termination.

SPECIMEN INVESTMENT AGREEMENT issued by PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY a wholly owned subsidiary of The Prudential Insurance Company of America
Investment Agreement • April 29th, 2010 • Priac Variable Contract Account A

This Agreement is a group annuity contract that funds benefits for tax sheltered annuity plans described in section 403(b) of the Internal Revenue Code and is designed to comply with state insurance department standards. Annuities are available subject to the terms of each plan. However, this Agreement does not require the purchase of annuities. This Agreement and any Participant accounts are nonassignable and nontransferable, except, with Our consent, in the event of a “qualified domestic relations order” within the meaning of section 414(p) of the Internal Revenue Code, or a loan to a Participant under the terms of the Plan.

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