Separate Account A of Pacific Life Insurance Co

10/16/2024 | Press release | Distributed by Public on 10/16/2024 13:29

Post Effective Amendment to Registration Statement by Investment Company Form 485BPOS

Untitled Document

As filed with the Securities and Exchange Commission on October 16, 2024.

Registration Nos. 811-08946
333-53040

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-4

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

X

Pre-Effective Amendment No.

O

Post-Effective Amendment No. 65

X

and/or

REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940

X

Amendment No. 844

(Check appropriate box or boxes)

X

SEPARATE ACCOUNT A
(Exact Name of Registrant)

PACIFIC LIFE INSURANCE COMPANY
(Name of Depositor)

700 Newport Center Drive
Newport Beach, California 92660
(Address of Depositor's Principal Executive Offices) (Zip Code)

(949) 219-3011
(Depository's Telephone Number, including Area Code)

Alison Ryan

Assistant Vice President and Managing Assistant General Counsel II
Pacific Life Insurance Company
700 Newport Center Drive
Newport Beach, California 92660
(Name and Address of Agent for Service)

Approximate Date of Proposed Public Offering:

It is proposed that this filing will become effective (check appropriate box)

O immediately upon filing pursuant to paragraph (b) of Rule 485
X on October 16, 2024 pursuant to paragraph (b) of Rule 485
O 60 days after filing pursuant to paragraph (a)(1) of Rule 485
O on ________ pursuant to paragraph (a)(1) of Rule 485

If appropriate, check the following box:

OThis post-effective amendment designates a new effective date for a previously filed post-effective amendment.

Supplement dated October 16, 2024, to the Statutory Prospectus, Updating Summary
Prospectus, and Initial Summary Prospectus dated May 1, 2024 for the following

variable annuity contracts:

Issued by Pacific Life Insurance Company Issued by Pacific Life & Annuity Company

Pacific Choice Variable Annuity

Pacific Innovations 

Pacific Innovations Select 

Pacific Journey 

Pacific Journey Select 

(Offered before October 1, 2013) 

Pacific Journey Select 

(Offered on and after October 1, 2013) 

Pacific Navigator 

Pacific Odyssey
(Offered before October 1, 2013)

Pacific One 

Pacific One Select 

Pacific Portfolios 

Pacific Portfolios for Chase 

Pacific Value 

Pacific Value Edge 

Pacific Value for Prudential 

Pacific Value Select 

(Offered before October 1, 2013) 

Pacific Value Select 

(Offered on and after October 1, 2013) 

Pacific Select Variable Annuity

Pacific Voyages 

Pacific Choice Variable Annuity 

Pacific Choice 2 

Pacific Innovations Select

Pacific Journey Select  

(Offered before October 1, 2013) 

Pacific Journey Select 

(Offered on and after October 1, 2013) 

Pacific Odyssey 

(Offered before October 1, 2013) 

Pacific Odyssey  

(Offered on and after October 1, 2013)

Pacific One Select 

Pacific Navigator 

Pacific Portfolios 

Pacific Portfolios for Chase 

Pacific Quest 

Pacific Value 

Pacific Value Select 

(Offered before October 1, 2013) 

Pacific Value Select 

(Offered on and after October 1, 2013) 

Pacific Voyages 

Pacific Value Edge 

The purpose of this supplement is to announce underlying fund changes. This supplement must be preceded or accompanied by the Initial Summary Prospectus, Updating Summary Prospectus, or Statutory Prospectus, as applicable, (collectively, the "Prospectus") for your Contract, as supplemented. All information in the Prospectus dated May 1, 2024, remains in effect unless otherwise supplemented.Capitalized terms used in this supplement are defined in your Prospectus unless otherwise defined herein. "We'', "us'', or "our" refer to Pacific Life Insurance Company or Pacific Life & Annuity Company, as applicable; "you" or "your" refer to the Contract Owner. You can obtain a copy of the current Prospectus by contacting us at (800) 722-4448 or (800) 748-6907 for New York contracts, or online at http://www.PacificLife.com/Prospectuses. Please retain this supplement for future reference.

Effective November 1, 2024, the APPENDIX: FUNDS AVAILABLE UNDER THE CONTRACT is amended to reflect the following changes:

All references to the name for the Pacific Select Fund Mid-Cap Equity Portfolio will change to the Pacific Select Fund Mid-Cap Plus Bond Alpha Portfolio. The Subadvisor will change from BlackRock Investment Management LLC to Fidelity Diversifying Solutions LLC.
The Subadvisor for the Pacific Select Fund Value Portfolio will change from American Century Investment Management, Inc. to Putnam Investment Management, LLC.

Effective November 1, 2024, the underlying fund information related to the Current Expenses in the APPENDIX: FUNDS AVAILABLE UNDER THE CONTRACT section will be deleted and replaced with the following:

Fund; Advisor (Subadvisor) Current Expenses
Pacific Select Fund ESG Diversified Portfolio Class I; Pacific Life Fund Advisors, LLC

0.77%1

Pacific Select Fund ESG Diversified Growth Portfolio Class I; Pacific Life Fund Advisors LLC

0.75%1

Pacific Select Fund Mid-Cap Plus Bond Alpha Portfolio Class I; Pacific Life Fund Advisors LLC (Fidelity Diversifying Solutions LLC) 0.64%1
Pacific Select Fund Value Portfolio Class I; Pacific Life Fund Advisors LLC (Putnam Investment Management LLC) 0.86%1

1 To help limit Fund expenses, Fund advisers have contractually agreed to reduce investment advisory fees or otherwise reimburse certain of their Funds which reflect temporary fee reductions. There can be no assurance that Fund expense waivers or reimbursements will be extended beyond their current terms as outlined in each Fund prospectus, and they may not cover certain expenses such as extraordinary expenses. See each Fund prospectus for complete information regarding these arrangements.

Effective November 1, 2024, the APPENDIX: FUNDS AVAILABLE UNDER THE CONTRACT is amended to add the following Funds:

Investment Objective Fund; Advisor
(Subadvisor)
Current
Expenses
Average Annual Total Returns
(as of 12/31/2023)
1 Year 5 Year 10 Year
This Fund seeks capital appreciation. Pacific Select Fund Bond Plus Portfolio Class I; Pacific Life Fund Advisors LLC 0.65%1 NA NA NA

This Fund seeks capital appreciation.

Pacific Select Fund International Equity Plus Bond Alpha Portfolio Class I; Pacific Life Fund Advisors LLC 0.65%1 NA NA NA

This Fund seeks capital appreciation.

Pacific Select Fund Large-Cap Bond Alpha Portfolio Class I; Pacific Life Fund Advisors LLC 0.63%1 NA NA NA

This Fund seeks capital appreciation.

Pacific Select Fund QQQ®Plus Bond Alpha Portfolio Class I; Pacific Life Fund Advisors LLC 0.66%1 NA NA NA

This Fund seeks capital appreciation.

Pacific Select Fund Small-Cap Plus Bond Alpha Portfolio Class I; Pacific Life Fund Advisors LLC 0.68%1 NA NA NA

1 To help limit Fund expenses, Fund advisers have contractually agreed to reduce investment advisory fees or otherwise reimburse certain of their Funds which reflect temporary fee reductions. There can be no assurance that Fund expense waivers or reimbursements will be extended beyond their current terms as outlined in each Fund prospectus, and they may not cover certain expenses such as extraordinary expenses. See each Fund prospectus for complete information regarding these arrangements. 

Form No. VASUPP1024

VANYSUPP1024

Prospectus

(Included in Registrant's Form N-4, File No. 333-53040 Accession No. 0001104659-24-047317 filed on April 15, 2024, incorporated by reference herein.)

SAI

(Included in Registrant's Form N-4, File No. 333-53040 Accession No. 0001104659-24-047317 filed on April 15, 2024, and incorporated by reference herein.)

Part II

PART C: OTHER INFORMATION (Pacific Odyssey)

Item 27. Exhibits

(1)

Board of Directors Resolution

(a)

Resolution of the Board of Directors of the Depositor authorizing establishment of Separate Account A and Memorandum establishing Separate Account A; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2000 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0002.txt

(b)

Resolution of the Board of Directors of Pacific Life Insurance Company authorizing conformity to the terms of the current Bylaws; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2000 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0020.txt

(2)

Custodial Agreements

Inapplicable

(3)

Underwriting Agreements

(a)

Distribution Agreement between Pacific Life Insurance Company, Pacific Life & Annuity Company and Pacific Select Distributors, Inc. (PSD) (Amended and Restated); included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x3xa.htm

(b)

Form of Selling Agreement between Pacific Life, PSD and Various Broker-Dealers; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-06-000524 filed on April 17, 2006 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256906000524/a12984exv99w3xby.htm

(c)

Distribution Agreement between Pacific Life Insurance Company, Pacific Life & Annuity Company and Pacific Select Distributors, LLC (PSD) (Amended and Restated); included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d3dc.htm

(4)

Contracts

(a)

(1)

Individual Flexible Premium Deferred Variable Annuity Contract (Form No. 10-13200); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2000 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0007.txt

(2)

Individual Flexible Premium Deferred Variable Annuity Contract (Form No. 10-17800); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-03-014157 filed on June 27, 2003 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312503014157/dex994a2.txt

(b)

Qualified Pension Plan Rider (Form No. R90-Pen-V); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2000 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0008.txt

(c)

(1)

403(b) Tax-Sheltered Annuity Rider; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-02-000784 filed on April 30, 2002 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706202000784/dex994c.txt

(2)

403(b) Tax-Sheltered Annuity Rider (Form No. 20-1156); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-08-001552 filed on December 4, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908001552/a50115exv99w4xcyx2y.htm

(3)

403(b) Tax-Sheltered Annuity Rider (Form No. ICC12:20-1270); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-13-000799 filed on February 5, 2013 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000799/a30004a1exv99wx4yxcyx3y.htm

(d)

(1)

Section 457 Plan Rider (Form No. R95-457); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2000 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0010.txt

(2)

Section 457 Plan Rider (Form No. ICC12:20-1271); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-13-000799 filed on February 5, 2013 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000799/a30004a1exv99wx4yxdyx2y.htm

(e)

(1)

Individual Retirement Annuity Rider (Form No. 20-18900); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-02-002152 filed on December 19, 2002 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706202002152/dex994e.txt

(2)

Individual Retirement Annuity Rider (Form No. ICC12:20-1266); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-13-000799 filed on February 5, 2013 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000799/a30004a1exv99wx4yxeyx2y.htm

(f)

(1)

Roth Individual Retirement Annuity Rider (Form No. 20-19000); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-02-002152 filed on December 19, 2002 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706202002152/dex994f.txt

(2)

Roth Individual Retirement Annuity Rider (Form No. ICC12:20-1267); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-13-000799 filed on February 5, 2013 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000799/a30004a1exv99wx4yxfyx2y.htm

(g)

(1)

SIMPLE Individual Retirement Annuity Rider (Form No. 20-19100); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-02-002152 filed on December 19, 2002 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706202002152/dex994g.txt

(2)

SIMPLE Individual Retirement Annuity Rider (Form No. ICC12:20-1268); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-13-000799 filed on February 5, 2013 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000799/a30004a1exv99wx4yxgyx2y.htm

(h)

(1)

Qualified Retirement Plan Rider; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-02-000784 filed on April 30, 2002 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706202000784/dex994k.txt

(2)

Qualified Retirement Plan Rider (Form No. ICC12:20-1269); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-13-000799 filed on February 5, 2013 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313000799/a30004a1exv99wx4yxhyx2y.htm

(i)

Stepped-Up Death Benefit Rider (Form No. 20-13500); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2000 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0014.txt

(j)

(1)

Premier Death Benefit Rider (Form No. 20-13600); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2000 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0015.txt

(2)

Premier Death Benefit Rider (Form No. 20-18000); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-02-002152 filed on December 19, 2002 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706202002152/dex994i2.txt

(k)

Guaranteed Protection Advantage (GPA) Rider (Form No. 20-16200); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000898430-01-503122 filed on October 25, 2001 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089843001503122/dex994j.txt

(l)

Guaranteed Protection Advantage 5 Rider (Form No. 20-19500); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-03-000461 filed on March 18, 2003 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706203000461/dex994k.htm

(m)

(1)

Income Access Rider (Form No. 20-19808); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-03-000461 filed on March 18, 2003 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706203000461/dex994m.htm

(2)

Income Access Rider (Form No. 20-1104); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-04-031234 filed on February 27, 2004 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312504031234/dex994m2.htm

(3)

Income Access Endorsement (Form No. 15-1122); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-05-000438 filed on June 15, 2005 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256905000438/a09745exv99w4xmyx3y.htm

(4)

Excess Withdrawal Endorsement (Form No. 15-1152C); Included in Registrant's Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w4xjyx3y.htm

(n)

(1)

DCA Plus Fixed Option Rider (Form No. 20-1103); Included in Registrant's Form N-4, File No. 333- 53040, Accession No. 0001193125-03-043302 filed on August 28, 2003 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312503043302/dex4o.htm

(2)

DCA Plus Fixed Option Rider (Form No. ICC 11:20-1219); Included in Registrant's Form N-4, File No. 333-175279, Accession No. 0000950123-11-063391 filed on July 1, 2011, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012311063391/a59352n4exv99w4xmy.htm

(o)

Guaranteed Income Advantage II Rider (Form No. 20-1109); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-04-031234 filed on February 27, 2004 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312504031234/dex994o.htm

(p)

Guaranteed Income Advantage 5 Rider (Form No. 20-1102); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-04-031234 filed on February 27, 2004 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312504031234/dex994p.htm

(q)

Guaranteed Income Annuity Rider (Form No. 20-1118); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-04-000884 filed on October 15, 2004 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256904000884/a02097exv99w4xqy.htm

(r)

(1)

Guaranteed Withdrawal Benefit Rider (Form No. 20-1119); also known as Income Access Plus Rider; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-04-000884 filed on October 15, 2004 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256904000884/a02097exv99w4xry.htm

(2)

Guaranteed Withdrawal Benefit Endorsement (Form No. 15-1123); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-05-000438 filed on June 15, 2005 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256905000438/a09745exv99w4xryx2y.htm

(3)

Excess Withdrawal Endorsement (Form No. 15-1152E); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-08-001263 filed on September 11, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908001263/a42390bexv99wx4yxryx3y.htm

(s)

(1)

Enhanced Guaranteed Withdrawal Benefit Rider (Form No. 20-1120); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-05-000567 filed on August 2, 2005 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256905000567/a11045exv99w4xsy.htm

(2)

Excess Withdrawal Endorsement (Form No. 15-1152A); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-08-001263 filed on September 11, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908001263/a42390bexv99wx4yxsyx2y.htm

(t)

(1)

5% Guaranteed Withdrawal Benefit Rider (Form No. 20-1131); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-06-001249 filed on October 19, 2006 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256906001249/a23684exv4wxty.htm

(2)

Excess Withdrawal Endorsement (Form No. 15-1152); Included in Registrant's Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w4xoyx2y.htm

(u)

(1)

Joint Life 5% Guaranteed Withdrawal Benefit Rider (Form No. 20-1135); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-07-000440 filed on April 16, 2007 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256907000440/a20609exv99w4xuy.htm

(2)

Excess Withdrawal Endorsement (Form No. 15-1152B); Included in Registrant's Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w4xqyx2y.htm

(v)

Guaranteed Protection Advantage 3 Rider (Form No. 20-1145); Included in Registrant's Form N-4, File No. 333-141135, Accession No. 0000892569-07-001521 filed on December 12, 2007 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256907001521/a34827a1exv99w4xqy.htm

(w)

(1)

Guaranteed Withdrawal Benefit II Rider (Form No. 20-1146); Included in Registrant's Form N-4, File No. 333-141135, Accession No. 0000892569-07-001521 filed on December 12, 2007 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256907001521/a34827a1exv99w4xry.htm

(2)

Excess Withdrawal Endorsement (Form No. 15-1152); Included in Registrant's Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w4xnyx2y.htm

(x)

Guaranteed Withdrawal Benefit III Rider (Form No. 20- 1153); Included in Registrant's Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w4xry.htm

(y)

Guaranteed Withdrawal Benefit Rider (Form No. 20-1154); Included in Registrant's Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w4xsy.htm

(z)

Joint Life Guaranteed Withdrawal Benefit Rider (Form No. 20-1155); Included in Registrant's Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w4xty.htm

(aa)

Core Withdrawal Benefit Rider (Form No. 20-1162); Included in Registrant's Form N-4, File No. 333-136597, Accession No. 0000892569-09-000061 filed on February 9, 2009 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256909000061/a51121aexv99w4xvy.htm

(bb)

Guaranteed Withdrawal Benefit IV Rider (Form No. 20-1176); Included in Registrant's Form N-4, File No. 333-136597, Accession No. 0000950123-09-050719 filed on October 16, 2009 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012309050719/a53087exv99w4xvy.htm

(cc)

Core Withdrawal Benefit Rider II (Form No. 20-1178); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-10-035831 filed on April 19, 2010 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310035831/a52621exv99w4xccy.htm

(dd)

Guaranteed Withdrawal Benefit V Rider - Single Life (Form No. ICC 10:20-1194); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-10-115912 filed on December 23, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310115912/a58013bexv99w4xddy.htm

(ee)

Guaranteed Withdrawal Benefit V Rider - Joint Life (Form No. ICC 10:20-1195); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-10-115912 filed on December 23, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310115912/a58013bexv99w4xeey.htm

(ff)

Guaranteed Withdrawal Benefit VII Rider - Single Life (Form No. ICC 11:20-1204); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-11-036372 filed on April 18, 2011, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012311036372/a56202bexv99w4xffy.htm

(gg)

Guaranteed Withdrawal Benefit VII Rider - Joint Life (Form No. ICC 11:20-1205); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-11-036372 filed on April 18, 2011, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012311036372/a56202bexv99w4xggy.htm

(hh)

Guaranteed Withdrawal Benefit XII Rider-Single Life (Form No. ICC12:20-1256); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-12-013639 filed on December 7, 2012 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312013639/a30065n4exv99wx4yxiy.htm

(ii)

Guaranteed Withdrawal Benefit XII Rider-Joint Life (Form No. ICC12:20-1257); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-12-013639 filed on December 7, 2012 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312013639/a30065n4exv99wx4yxjy.htm

(jj)

Guaranteed Withdrawal Benefit X Rider-Single Life (Form No. ICC12:20-1258); included in Registration Statement on Form N-4, File No. 333-53040, Accession No. 0000950123-13-002336 filed on April 18, 2013 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313002336/a30004bexv99wx4yxjjy.htm

(kk)

Guaranteed Withdrawal Benefit X Rider-Joint Life (Form No. ICC12:20-1259); included in Registration Statement on Form N-4, File No. 333-53040, Accession No. 0000950123-13-002336 filed on April 18, 2013 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012313002336/a30004bexv99wx4yxkky.htm

(ll)

Guaranteed Withdrawal Benefit XIII Rider (Form No. ICC12:20-1263); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-12-013639 filed on December 7, 2012 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312013639/a30065n4exv99wx4yxmy.htm

(mm)

Guaranteed Minimum Accumulation Benefit Rider (Form No. ICC12:20-1254); included in Registration Statement on Form N-4, File No. 333-185326, Accession No. 0000950123-12-013639 filed on December 7, 2012 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312013639/a30065n4exv99wx4yxny.htm

(nn)

Guaranteed Withdrawal Benefit XV Rider - Single Life (Form No. ICC12:20-1501); Included in Registration Statement on Form N-4, File No. 333-53040, Accession No. 0001193125-16-460226 filed on February 12, 2016 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312516460226/d105217dex994nn.htm

(oo)

Guaranteed Withdrawal Benefit XV Rider - Joint Life (Form No. ICC12:20-1502); Included in Registration Statement on Form N-4, File No. 333-53040, Accession No. 0001193125-16-460226 filed on February 12, 2016 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312516460226/d105217dex994oo.htm

(5)

Applications

(a)

(1)

Application Form for Individual Flexible Premium Deferred Variable Annuity Contract (Form No. 25-13200); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2001 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0016.txt

(2)

Application Form for Individual Flexible Premium Deferred Variable Annuity Contract (Form No. 25-17810); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-03-014157 filed on June 27, 2003 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312503014157/dex995a2.txt

(3)

Application Form for Individual Flexible Premium Deferred Variable Annuity Contract (Form No. 25-17850); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-06-000524 filed on April 17, 2006 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256906000524/a12984exv99w5xayx3y.htm

(b)

Variable Annuity PAC APP; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2001 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0017.txt

(c)

Application/Confirmation Form; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2001 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0018.txt

(6)

Depositor's Certificate of Incorporation and By-Laws

(a)

Pacific Life's Articles of Incorporation; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2001 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0019.txt

(b)

By-laws of Pacific Life; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2001 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0020.txt

(c)

Pacific Life's Restated Articles of Incorporation; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-06-000524 filed on April 17, 2006 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256906000524/a12984exv99w6xcy.htm

(d)

By-laws of Pacific Life As Amended September 1, 2005; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-06-000524 filed on April 17, 2006 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256906000524/a12984exv99w6xdy.htm

(7)

Reinsurance Contracts

(a)

Form of Reinsurance Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000892569-08-000616 filed on April 21, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000616/a31186exv99w7.htm

(b)

Reinsurance Agreement with Union Hamilton; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-346483 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346483/d45875dex997b.htm

(8)

Participation Agreements

(a)

Pacific Select Fund Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-01-500230 filed on May 7, 2000 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706201500230/dex998a.txt

(b)

Fund Participation Agreement Between Pacific Life Insurance Company, Pacific Select Distributors, Inc., American Funds Insurance Series, American Funds Distributors, and Capital Research and Management Company; Included in Registrant's Form N-4, File No. 333-93059, as Exhibit 8(e), Accession No. 0000892569-05-000253 filed on April 19, 2005 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256905000253/a03608a3exv99w8xey.htm

(c)

AllianceBernstein Variable Products Series Fund, Inc. Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xc.htm

(d)

BlackRock Variable Series Fund, Inc. (formerly called Merrill Lynch Variable Series Fund, Inc.) Participation Agreement; Included in Registrant's Form N-4, File No. 333-136597, Accession No. 0000892569-08-000961 filed on July 2, 2008 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000089256908000961/a41434aexv99w8xey.htm

(1)

First Amendment to Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xdx1.htm

(2)

Second Amendment to Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xdx2.htm

(3)

Third Amendment to Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xdx3.htm

(4)

Fourth Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-13-399302 filed on October 15, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312513399302/d608879dex998d4.htm

(5)

Fifth Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998e5.htm

(6)

Sixth Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 033-88458, Accession No. 0001104659-19-021316 filed April 15, 2019, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465919021316/a19-5540_1ex99d8dd6.htm

(e)

Franklin Templeton Variable Insurance Products Trust Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xe.htm

(1)

First Amendment to Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xex1.htm

(2)

Addendum to Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xex2.htm

(3)

Second Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-14-142382 filed on April 14, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514142382/d656961dex998e3.htm

(4)

Third Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998f4.htm

(5)

Fourth Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998e5.htm

(6)

Fifth Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-21-116231 filed on September 16, 2021 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465921116231/a21-27567_1ex99d8e6.htm

(f)

AllianceBernstein Investments, Inc. Administrative Services Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xf.htm

(g)

BlackRock Distributors, Inc. (formerly called FAM Distributors, Inc.) Administrative Services Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xg.htm

(1)

First Amendment to Administrative Services Agreement; included in Registrant's Form N-4. File No. 333-236927, Accession No. 0001104659-20-029802 filed March 6, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920029802/a20-11372_1ex99d8e1.htm

(2)

Second Amendment to Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998h2.htm

(3)

Third Amendment to Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998h3.htm

(4)

Fourth Amendment to Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998g4.htm

(h)

Franklin Templeton Services, LLC Administrative Services Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xh.htm

(1)

First Amendment to Administrative Services Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xhx1.htm

(2)

Second Amendment to Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-12-502920, filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502920/d437983dex998h2.htm

(3)

Third Amendment to Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-12-502920, filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502920/d437983dex998h3.htm

(4)

Fourth Amendment to Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998i4.htm

(5)

Fifth Amendment to Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998h5.htm

(6)

Sixth Amendment to Administrative Services Agreement; Included in Registrant's Form N-6, File No. 333-231308 Accession No. 0001104659-19-042834 filed on July 31, 2019, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000110465919042834/a19-13236_1ex99d8n6.htm

(7)

Seventh Amendment to Administrative Services Agreement; Included in the Registrant's Form N-4; File No. 333-240070 Accession No. 0001104659-20-112014 filed on October 5, 2020 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920112014/a20-32161_1ex99d8f7.htm

(8)

Eighth Amendment to Administrative Services Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xhx8.htm

(i)

AIM Variable Insurance Funds Participation Agreement;

(1)

First Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-12-006355 filed on April 23, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006355/a59706bexv99w8xiyx1y.htm

(j)

Invesco Aim Distributors, Inc. Distribution Services Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xj.htm

(1)

First Amendment to Distribution Services Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8dj1.htm

(k)

Invesco Aim Advisors, Inc. Administrative Services Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xk.htm

(l)

GE Investments Funds, Inc. Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xl.htm

(1)

First Amendment to Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xlx1.htm

(2)

Second Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998m2.htm

(3)

Third Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998m3.htm

(m)

GE Investment Distributors, Inc. Fund Marketing and Investor Service Agreement (Amended and Restated); included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xm.htm

(n)

Van Kampen Life Investment Trust Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xn.htm

(o)

Van Kampen Funds, Inc. Shareholder Service Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xo.htm

(p)

Van Kampen Asset Management Administrative Services Letter Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xp.htm

(q)

GE Investments Funds, Inc. Investor Services Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xq.htm

(1)

First Amendment to Investor Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-10-035831 filed on April 19, 2010 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310035831/a52621exv99w8xuyx1y.htm

(2)

Second Amendment to Investor Services Agreement; Included in Registrant's Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998r2.htm

(r)

PIMCO Variable Insurance Trust Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xr.htm

(1)

First Amendment to Participation Agreement (Novation and Amendment); included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xrx1.htm

(2)

Second Amendment to Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xrx2.htm

(s)

Allianz Global Investors Distributors LLC Selling Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xs.htm

(1)

First Amendment to Selling Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8ds1.htm

(t)

PIMCO LLC Services Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xt.htm

(1)

First Amendment to Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-12-502920, filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502920/d437983dex998t1.htm

(2)

Second Amendment to Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-14-142382 filed on April 14, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514142382/d656961dex998t2.htm

(3)

Third Amendment to Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-18-024167 filed on April 16, 2018, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465918024167/a18-7762_1ex99d8dt3.htm

(u)

MFS Variable Insurance Trust Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xu.htm

(1)

First Amendment to Participation Agreement; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xux1.htm

(2)

Second Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-11-036372 filed on April 18, 2011, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012311036372/a56202bexv99w8xyyx2y.htm

(3)

Third Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998u3.htm

(v)

(1)

MFS Variable Insurance Trust Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-160772, Accession No. 0000950123-10-036181 filed on April 20, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310036181/a54718exv99w8xwy.htm

(2)

MFS Variable Insurance Trust Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998v2.htm

(3)

MFS Variable Insurance Trust Administrative Services Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8dv3.htm

(w)

Participation Agreement with Fidelity Variable Insurance Products (Variable Insurance Products Funds, Variable Insurance Products Fund II, Variable Insurance Products Fund III and Variable Insurance Products Funds V).; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xw.htm

(1)

First Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-12-006355 filed on April 23, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006355/a59706bexv99w8xwyx1y.htm

(2)

Second Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-12-006355 filed on April 23, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006355/a59706bexv99w8xwyx2y.htm

(3)

Third Amendment to Participation Agreement; Included in Registrant's Form N-6, File No. 333-231308 Accession No. 0001104659-19-042834 filed on July 31, 2019, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000110465919042834/a19-13236_1ex99d8o3.htm

(4)

Fourth Amendment to Participation Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-20-045906 filed on April 13, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920045906/a20-9495_1ex99d8w4.htm

(x)

Service Contract with Fidelity Distributors Corporation; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xx.htm

(1)

Amendment to Service Contract; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0000950123-12-006355 filed on April 23, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012312006355/a59706bexv99w8xxyx1y.htm

(y)

Participation Agreement with First Trust Variable Insurance Trust; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xy.htm

(1)

First Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-14-142382 filed on April 14, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514142382/d656961dex998y1.htm

(2)

Second Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-346483 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346483/d45875dex998y2.htm

(z)

Administrative Services Agreement with First Trust Variable Insurance Trust; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xz.htm

(1)

First Amendment to Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-14-142382 filed on April 14, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514142382/d656961dex998z1.htm

(2)

Second Amendment to Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed on August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998dd2.htm

(3)

Third Amendment to Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-346483 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346483/d45875dex998z3.htm

(aa)

Support Agreement with First Trust Advisors L.P.; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xaa.htm

(1)

First Amendment to Support Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-14-142382 filed on April 14, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514142382/d656961dex998aa1.htm

(2)

Second Amendment to Support Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-346483 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346483/d45875dex998aa2.htm

(bb)

American Century Investment Services, Inc. Participation Agreement; Included in Registrant's Form N-6, File No. 333-150092, Accession Number 0000950123-12-006370 filed on April 23, 2012. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000095012312006370/a59859bexv99wx8yxjjy.htm

(cc)

American Century Investment Services, Inc. Administrative Services Agreement; Included in Registrant's Form N-6, File No. 333-150092, Accession Number 0000950123-12-006370 filed on April 23, 2012. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000095012312006370/a59859bexv99wx8yxkky.htm

(1)

First Amendment to Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-12-502920, filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502920/d437983dex998cc1.htm

(dd)

Participation Agreement with Janus Aspen Series; Included in Registrant's Form N-6, File No. 333-118913, Accession Number 0000892569-07-000444 filed on April 16, 2007. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256907000444/a23397a1exv99wx8yxky.htm

(1)

First Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-12-502920, filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502920/d437983dex998dd1.htm

(2)

Second Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998dd2.htm

(ee)

Distribution and Shareholder Service Agreement with Janus Distributors LLC; Included in Registrant's Form N-6, File No. 333-118913, Accession Number 000892569-07-000444 filed on April 16, 2007. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256907000444/a23397a1exv99wx8yxly.htm

(1)

First Amendment to Distribution and Shareholder Service Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8dee1.htm

(ff)

Administrative Services Agreement with Janus Capital Management LLC; Included in Registrant's Form N-6, File No. 333-118913, Accession Number 000892569-07-000444 filed on April 16, 2007. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256907000444/a23397a1exv99wx8yxmy.htm

(gg)

Lord Abbett Series Fund, Inc. Fund Participation Agreement; Included in Registrant's Form N-4, File No. 333-168284, Accession No. 0000950123-10-067409 filed on July 23, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310067409/a56357exv99w8xxy.htm

(hh)

Lord Abbett Series Fund, Inc. Service Agreement; Included in Registrant's Form N-4, File No. 333-168284, Accession No. 0000950123-10-067409 filed on July 23, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310067409/a56357exv99w8xyy.htm

(ii)

Lord Abbett Series Fund, Inc. Administrative Services Agreement; Included in Registrant's Form N-4, File No. 333-168284, Accession No. 0000950123-10-067409 filed on July 23, 2010, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000095012310067409/a56357exv99w8xzy.htm

(jj)

Lord Abbett Series Fund, Inc. Support Payment Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-12-502920, filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502920/d437983dex998jj.htm

(1)

First Amendment to Support Payment Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-12-502920, filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502920/d437983dex998jj1.htm

(kk)

Participation Agreement with Van Eck Worldwide Insurance Trust; Included in Registrant's Form N-6, File No. 033-21754, Accession No. 0000892569-05-000254 filed on April 19, 2005, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256905000254/a05877a1exv99wx8yxqy.htm

(1)

First Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-12-502920, filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502920/d437983dex998kk1.htm

(ll)

Service Agreement with Van Eck Securities Corporation; included in registrant's Form N-4, File No. 333-250190, Accession No. 0001104659-23-113342 filed on November 1, 2023, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/935823/000110465923113342/tm2329166d2_ex99-x8xll.htm

(1)

First Amendment to Service Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-12-502920, filed on December 14, 2012, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312512502920/d437983dex998ll1.htm

(mm)

Fund Participation and Service Agreement with American Funds; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-13-399302 filed on October 15, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312513399302/d608879dex998mm.htm

(1)

First Amendment to Fund Participation and Service Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-14-142382 filed on April 14, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514142382/d656961dex998mm1.htm

(2)

Second Amendment to Fund Participation and Service Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998mm2.htm

(3)

Third Amendment to Fund Participation and Service Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-346483 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346483/d45875dex998mm3.htm

(nn)

Business Agreement with American Funds; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-13-399302 filed on October 15, 2013, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312513399302/d608879dex998nn.htm

(oo)

Participation Agreement with Ivy Funds Variable Insurance Portfolios; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-14-142382 filed on April 14, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514142382/d656961dex998oo.htm

(1)

First Amendment to Participation Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8doo1.htm

(2)

Second Amendment to Participation Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8doo2.htm

(3)

Third Amendment to Participation Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-18-075024 filed on December 28, 2018, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465918075024/a18-41585_1ex99doo3.htm

(4)

Fourth Amendment to Participation Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-21-051853 filed on April 19, 2021, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465921051853/a21-3161_1ex99d8doo4.htm

(pp)

Exhibit B to the Pacific Select Fund Participation Agreement; Included in Registrant's Form number N-4, File No. 333-160772, Accession No. 0001193125-14-310473 filed August 15, 2014, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312514310473/d767546dex998qq.htm

(qq)

Distribution Fee Agreement with JPMorgan Insurance Trust; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998qq.htm

(rr)

Fund Participation Agreement with JPMorgan Insurance Trust (formerly called One Group Investments Trust); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998rr.htm

(1)

First Amendment to Fund Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998rr1.htm

(ss)

Supplemental Payment Agreement with JPMorgan Insurance Trust (formerly called One Group Investments Trust); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998ss.htm

(1)

First Amendment to the Supplemental Payment Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998ss1.htm

(2)

Second Amendment to the Supplemental Payment Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998ss2.htm

(3)

Third Amendment to Supplemental Payment Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-346483 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346483/d45875dex998ss3.htm

(tt)

Distribution and Marketing Support Agreement (Amended and Restated) with BlackRock Variable Series Fund, Inc.; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-127157 filed on April 13, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515127157/d831997dex998tt.htm

(uu)

Participation Agreement with Legg Mason Partners III; Filed as part of Post-Effective Amendment No. 9 to the Registration Statement on Form N-6 via EDGAR on April 16, 2007, File No. 333-118913, Accession Number 000892569-07-000444. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256907000444/a23397a1exv99wx8yxpy.htm

(1)

First Amendment to Participation Agreement; Included in Registrant's Form N-6, File No. 333-172851, Accession No. 0001193125-15-132710 filed April 16, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515132710/d833403dex998p1.htm

(2)

Second Amendment to Participation Agreement; Included in Registrant's Form N-6, File No. 333-172851, Accession No. 0001193125-15-132710 filed April 16, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515132710/d833403dex998p2.htm

(3)

Third Amendment to Participation Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8duu3.htm

(4)

Fourth Amendment to Participation Agreement; Included in Registrant's Form N-6 via EDGAR on May 9, 2019, File No. 333-231308, Accession Number 0001104659-19-028107, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000110465919028107/a19-9292_1ex99d8i4.htm

(5)

Fifth Amendment to Participation Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-20-045906 filed on April 13, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920045906/a20-9495_1ex99d8uu5.htm

(vv)

Service Agreement with Legg Mason Investor Services, LLC; Filed as part of Post-Effective Amendment No. 9 to the Registration Statement on Form N-6 via EDGAR on April 16, 2007, File No. 333-118913, Accession Number 000892569-07-000444. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000089256907000444/a23397a1exv99wx8yxqy.htm

(1)

First Amendment to Service Agreement; Included in Registrant's Form N-6, File No. 333-172851, Accession No. 0001193125-15-132710 filed April 16, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515132710/d833403dex998q1.htm

(2)

Second Amendment to Service Agreement; Included in Registrant's Form N-6, File No. 333-172851, Accession No. 0001193125-15-132710 filed April 16, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515132710/d833403dex998q2.htm

(3)

Third Amendment to Service Agreement; Included in Registrant's Form N-6, File No. 333-172851, Accession No. 0001193125-15-304332 filed August 27, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515304332/d33130dex998q3.htm

(4)

Fourth Amendment to Service Agreement; Included in Registrant's Form N-6 via EDGAR on May 9, 2019, File No. 333-231308, Accession Number 0001104659-19-028107, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000110465919028107/a19-9292_1ex99d8j4.htm

(5)

Fifth Amendment to Service Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-20-045906 filed on April 13, 2020, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465920045906/a20-9495_1ex99d8vv5.htm

(ww)

Participation Agreement with Neuberger Berman; Filed as part of the Registration Statement on Form N-6 via EDGAR on April 15, 2013, File No. 333-172851, Accession Number 0000950123-13-002255. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000095012313002255/a30080bexv99w8xrry.htm

(1)

First Amendment to Participation Agreement; Included in Registrant's Form N-6, File No. 333-172851, Accession No. 0001193125-15-304332 filed August 27, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515304332/d33130dex998rr1.htm

(xx)

Administrative Services Agreement with Neuberger Berman; Filed as part of the Registration Statement on Form N-6 via EDGAR on April 15, 2013, File No. 333-172851, Accession Number 0000950123-13-002255. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000095012313002255/a30080bexv99w8xssy.htm

(yy)

Distribution and Administrative Services Agreement (Amended and Restated) with Neuberger Berman; Included in Registrant's Form N-6, File No. 333-172851, Accession No. 0001193125-15-304332 filed August 27, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515304332/d33130dex998aaa.htm

(zz)

Revenue Sharing Agreement with Oppenheimer; Filed as part of the Registration Statement on Form N-6 via EDGAR on May 30, 2013, File No. 333-152224, Accession Number 0001193125-13-240969. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312513240969/d537621dex998vv.htm

(aaa)

Participation Agreement with Oppenheimer; Filed as part of the Registration Statement on Form N-6 via EDGAR on May 30, 2013, File No. 333-152224, Accession Number 0001193125-13-240969. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312513240969/d537621dex998uu.htm

(1)

First Amendment to Participation Agreement; Included in Registrant's Form N-6, File No. 333-172851, Accession No. 0001193125-15-132710 filed April 16, 2015, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/832908/000119312515132710/d833403dex998tt1.htm

(2)

Second Amendment to Participation Agreement; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-346483 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346483/d45875dex998aaa2.htm

(3)

Third Amendment to Participation Agreement; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8daaa3.htm

(bbb)

Revenue Sharing Agreement with Oppenheimer (Amended and Restated); Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001193125-15-346483 filed on October 19, 2015 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000119312515346483/d45875dex998bbb.htm

(ccc)

Distribution Sub-Agreement with BlackRock Variable Series Fund, Inc.; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8dccc.htm

(ddd)

Administrative Services Agreement with Invesco Advisors, Inc.; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8dddd.htm

(eee)

Financial Support Agreement with Invesco Distributors, Inc.; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8deee.htm

(fff)

Distribution and/or Service (12b-1) Fee Agreement with Legg Mason Investor Services, LLC; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-17-023710 filed on April 17, 2017, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465917023710/a17-7656_1ex99d8dfff.htm

(ggg)

Selling Agreement with PIMCO Variable Insurance Trust; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-18-075024 filed on December 28, 2018, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465918075024/a18-41585_1ex99dggg.htm

(hhh)

Service Agreement with PIMCO Variable Insurance Trust; included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001104659-18-075024 filed on December 28, 2018, and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000110465918075024/a18-41585_1ex99dhhh.htm

(9)

Administrative Contracts

Inapplicable

(10)

Other Material Contracts

Inapplicable

(11)

Legal Opinion

Opinion and Consent of legal officer of Pacific Life as to the legality of Contracts being registered; Included in Registrant's Form N-4, File No. 333-53040, Accession No. 0001017062-00-002612 filed on December 29, 2001 and incorporated by reference herein. This exhibit can be found at http://www.sec.gov/Archives/edgar/data/935823/000101706200002612/0001017062-00-002612-0022.txt

(12)

Other Opinions

Consent of Independent Registered Public Accounting Firm and Consent of Independent Auditors

(13)

Omitted Financial Statements

Inapplicable

(14)

Initial Capital Agreements

Inapplicable

(15)

Powers of Attorney; included in Registrant's Form N-4, File No. 333-282283, Accession No.0001104659-24-101961, filed on September 23, 2024, and incorporated by reference herein. This exhibit can be found at https://www.sec.gov/Archives/edgar/data/1080429/000110465924101961/tm243661d9_ex99-xp.htm

(16)

Form of Initial Summary Prospectus

Inapplicable

Item 28. Directors and Officers of Pacific Life

Name and Address

Positions and Offices with Pacific Life

Darryl D. Button

Director, Chairman, President and Chief Executive Officer

Vibhu R. Sharma

Director, Executive Vice President and Chief Financial Officer

Adrian S. Griggs

Director, Executive Vice President and Chief Operating Officer

Jason Orlandi

Director, Executive Vice President, General Counsel and Assistant Secretary

Dawn M. Behnke

Executive Vice President

Carol J. Krosky

Senior Vice President and Chief Accounting Officer

Starla Yamauchi

Assistant Vice President and Secretary

Craig W. Leslie

Senior Vice President and Treasurer

The address for each of the persons listed above is as follows:

700 Newport Center Drive Newport Beach, California 92660

Item 29. Persons Controlled by or Under Common Control with Pacific Life or Separate Account A.

The following is an explanation of the organization chart of Pacific Life's subsidiaries:

Pacific Life is a Nebraska Stock Life Insurance Company wholly-owned by Pacific LifeCorp (a Delaware Stock Holding Company), which is, in turn, 100% owned by Pacific Mutual Holding Company (a Nebraska Mutual Insurance Holding Company).

PACIFIC LIFE, SUBSIDIARIES & AFFILIATED ENTERPRISES

LEGAL STRUCTURE

Jurisdiction of Incorporation or Organization

Percentage of

Ownership by

its Immediate

Parent

Pacific Mutual Holding Company

Nebraska

Pacific LifeCorp

Delaware

100

Pacific Life Insurance Company

Nebraska

100

APC Asset Development I LP

Delaware

99.92

APC Asset Development II LP

Delaware

99.94

Pacific Life & Annuity Company

Arizona

100

Pacific Life Purchasing LLC

Delaware

100

Pacific Select Distributors, LLC

Delaware

100

Pacific Asset Holding LLC

Delaware

100

Pacific TriGuard Partners LLC

Delaware

100

Gallery Limited Member, LLC

Delaware

100

Gallery Place MRP-GFI Venture, LLC

Delaware

10

Grayhawk Golf Holdings, LLC

Delaware

95

Grayhawk Golf L.L.C.

Arizona

100

Las Vegas Golf I, LLC

Delaware

100

Angel Park Golf, LLC

Nevada

100

PL/KBS Fund Member, LLC

Delaware

100

Wildflower Member, LLC

Delaware

100

Epoch-Wildflower, LLC

Florida

100

PL TOR Member LLC

Delaware

100

2803 Riverside Apartment Investors, LLC

Delaware

90

PL Denver Member, LLC

Delaware

100

1776 Curtis, LLC

Delaware

70

PL Timberlake Member, LLC

Delaware

100

80 South Gibson Road Apartment Investors, LLC

Delaware

90

PL Van Buren Member, LLC

Delaware

100

1035 Van Buren Holdings, L.L.C.

Delaware

43

PL Lakemont Member, LLC

Delaware

100

Overlook at Lakemont Venture LLC

Delaware

88

700 Main Street LLC

Delaware

100

PL One Jefferson Member, LLC

Delaware

100

One Jefferson Venture LLC

Delaware

90

PL Redland Member, LLC

Delaware

100

Redland Road Apartment Investors, LLC

Delaware

90

PL Mortgage Fund, LLC

Delaware

100

PL Andate Member, LLC

Delaware

100

Andante Venture LLC

Delaware

90

PL Beardslee Member, LLC

Delaware

100

Village at Beardslee Investor, LLC

Delaware

90

PL Monterone Member, LLC

Delaware

100

Monterone Apartment Investor, LLC

Delaware

90

PL Reno Member, LLC

Delaware

100

NPLC BV Manager LLC

Delaware

82.353

PL Wabash Member, LLC

Delaware

100

THC 1333 S. Wabash LLC

Delaware

90

PL Kierland Member, LLC

Delaware

100

T&L Apartment Investor, LLC

Delaware

90

PL Wardman Member, LLC

Delaware

100

Wardman Hotel Owner, L.L.C.

Delaware

100

PL Peoria Member, LLC

Delaware

100

205 Peoria Street Owner, LLC

Delaware

100

PL Stonebriar Member, LLC

Delaware

100

Stonebriar Apartment Investor, LLC

Delaware

90

PL Deer Run Member, LLC

Delaware

100

Deer Run JV LLC

Delaware

60

PL Tessera Member, LLC

Delaware

100

Tessera Venture LLC

Delaware

90

PL Vantage Member, LLC

Delaware

100

Vantage Post Oak Apartments, LLC

Delaware

90

PL Fairfax Gateway Member, LLC

Delaware

100

Fairfield Fairfax Gateway LLC

Delaware

90

PL Four Westlake Owner, LLC

Delaware

100

PL 922 Washington Owner, LLC

Delaware

100

PL Hana Place Member, LLC

Delaware

100

Hana Place JV LLC

Delaware

60

PL LasCo Owner, LLC

Delaware

100

PL Wilshire Member, LLC

Delaware

100

Wilshire Apartment Investors, LLC

Delaware

90

PL Cedarwest Member, LLC

Delaware

100

Cedarwest JV LLC

Delaware

60

PL Tupelo Member, LLC

Delaware

100

Tupelo Alley Apartment Investors, LLC

Delaware

90

PL Aster Member, LLC

Delaware

100

Alston Manor Investors JV LLC

Delaware

90

PL Anthology Member, LLC

Delaware

100

Anthology Venture LLC

Delaware

100

Anthology Owner LLC

Delaware

100

Anthology CEA Owner LLC

Delaware

100

PL Trelago Member, LLC

Delaware

100

Trelago Way Investors JV LLC

Delaware

100

PL 803 Division Street Member, LLC

Delaware

100

Nashville Gulch Venture LLC

Delaware

100

Nashville Gulch Owner LLC

Delaware

100

PL Little Italy Member, LLC

Delaware

100

Little Italy Apartments LLC

Delaware

69.1848

PL Gramax Member, LLC

Delaware

100

ASI Gramax LLC

Delaware

90

PL Walnut Creek Member, LLC

Delaware

100

Del Hombre Walnut Creek Holdings LLC

Delaware

75

PL Dairies Owner, LLC

Delaware

100

PL SFR HD Member, LLC

Delaware

100

SFR JV-HD LP

Delaware

33.333

SFR JV-HD TL Equity A LLC

Delaware

100

SFR JV-HD TL Borrower A LLC

Delaware

100

SFR JV-HD TL Equity B LLC

Delaware

100

SFR JV-HD TL Borrower B LLC

Delaware

100

SFR JV-HD Equity LCC

Delaware

100

SFR JV-HD Property LLC

Delaware

100

PL Adley Member, LLC

Delaware

100

Redwood PL Adley LLC

Delaware

90

DD 6075 Roswell LLC

Georgia

100

PL GAAV Member, LLC

Delaware

100

Greystar Active Adult Venture I, LP

Delaware

45

GS AA Draper HoldCo, LLC

Delaware

100

GS AA Draper Owner, LLC

Delaware

100

GS AA Village5 HoldCo, LLC

Delaware

100

GS AA Village5 Owner, LLC

Delaware

100

GS AA Avenu Natick HoldCo, LLC

Delaware

100

GS AA Avenu Natick HoldCo, LLC

Delaware

100

GS AA Riverwalk HoldCo, LLC

Delaware

100

GS AA Riverwalk Owner, LLC

Delaware

100

GS AA Stapleton HoldCo, LLC

Delaware

100

GS AA Stapleton Owner, LLC

Delaware

100

GS AA San Marcos HoldCo, LLC

Delaware

100

GS AA San Marcos Owner, LLC

Delaware

100

GS AA Vistas HoldCo LLC

Delaware

100

GS AA Vistas Owner LLC

Delaware

100

GS AA Kierland HoldCo LLC

Delaware

100

GS AA Kierland Owner LLC

Delaware

100

GS AA Naperville HoldCo, LLC

Delaware

100

GS AA Naperville Owner, LLC

Delaware

100

PL Fountain Springs Member, LLC

Delaware

100

Fountain Springs JV LLC

Delaware

80

Fountain Springs LLC

Colorado

100

PL SFR MLS Member, LLC

Delaware

100

SFR JV-2 LP

Delaware

16.129

SFR JV-2 2022-1 Equity Owner LLC

Delaware

100

SFR JV-2 2022-1 Borrower LLC

Delaware

100

SFR JV-2 2022-1 Depositor LLC

Delaware

100

SFR JV-2 2022-2 Equity Owner LLC

Delaware

100

SFR JV-2 2022-2 Borrower LLC

Delaware

100

SFR JV-2 2022-2 Depositor LLC

Delaware

100

SFR JV-2 DDTL Equity LLC

Delaware

100

SFR JV-2 DDTL Borrower LLC

Delaware

100

SFR JV-2 NTL Equity LLC

Delaware

100

SFR JV-2 NTL Borrower LLC

Delaware

100

SFR JV-2 2023-1 Equity Owner LLC

Delaware

100

SFR JV-2 2023-1 Borrower LLC

Delaware

100

SFR JV-2 2023-1 Depositor LLC

Delaware

100

SFR JV-2 Equity LLC

Delaware

100

SFR JV-2 Property LLC

Delaware

100

PL Hawkins Press Member, LLC

Delaware

100

Hawkins Press Investors JV, LLC

Delaware

85

PL Wilder Member, LLC

Delaware

100

Redwood PL Wilder, LLC

Delaware

90

RPL Wilder, LLC

Delaware

100

PL Allston Yard Member, LLC

Delaware

100

Allston Yards Apartments, LLC

Delaware

80

PL Arkins Member, LLC

Delaware

100

2950 Arkins Owner, LLC

Delaware

90

2950 Arkins Commercial, LLC

Delaware

100

2950 Arkins Residential, LLC

Delaware

100

PL Bromwell Member, LLC

Delaware

100

Bromwell Investors LLC

Delaware

90

Bromwell Owner LLC

Delaware

100

PL Loso Member, LLC

Delaware

100

South & Hollis Investors JV LLC

Delaware

85

KA Loso Investors LLC

Delaware

73.743

KA LOSO Holdings LLC

Delaware

100

PL Tranquility Lake Member, LLC

Delaware

100

Tranquility Lake Apartment Partners, LLC

Delaware

90

Tranquility Lake Apartments, LLC

Delaware

100

PL Milieu Guarantor, LLC

Delaware

100

PL Park Row Member, LLC

Delaware

100

Park Row Apartment Partners, LLC

Delaware

90

Park Row Apartments, LLC

Delaware

100

PL Towerview Member, LLC

Delaware

100

Preston Ridge Holdings JV LLC

Delaware

85

PL DTC Member, LLC

Delaware

100

Legacy/PL DTC JV LLC

Delaware

90

Legacy DTC Owner LLC

Delaware

100

PL Monte Vista Member, LLC

Delaware

100

Monte Vista JV LLC

Delaware

79.984

Monte Vista Preservation LP

California

99.98

PL 315 Elden Member, LLC

Delaware

100

315 Elden Multifamily JV Investors LLC

Delaware

90

315 Elden Street Multifamily Partners LLC

Delaware

80

315 Elden Street Owner LLC

Delaware

100

PL 400k Member, LLC

Delaware

100

400 K Street, LLC

Delaware

49.9

PL 440k Member, LLC

Delaware

100

440 K Street, LLC

Delaware

49.9

PL Fusion Member, LLC

Delaware

100

Fusion MF Venture LLC

Delaware

90

PL Heather Estates Member, LLC

Delaware

100

Heather Estates JV LLC

Delaware

80

PL Canyon Park Member, LLC

Delaware

100

Canyon Park JV LLC

Delaware

80

PL Alta Vista Newcastle MF Member, LLC

Delaware

100

Alta Vista Newcastle Multifamily JV Investor LLC

Delaware

90

Alta Vista Newcastle Multifamily Partners LLC

Delaware

90

Lost Spurs Owner LLC

Delaware

100

Village at Bellaire Owner LLC

Delaware

100

PL Del Sol Member, LLC

Delaware

100

Bradbury/Felix Investors, LLC

Delaware

95

PL Evo Union Member, LLC

Delaware

100

Evo Union Park Venture, LLC

Delaware

87.5

Evo Union Park Property Owner, LLC

Delaware

100

PL Radian Member, LLC

Delaware

100

Radian Partners Group LLC

Delaware

66.5

Radian Partners Property Owner LLC

Delaware

100

PL Reed Row Member, LLC

Delaware

100

KJ Florida Avenue JV LLC

Delaware

85

KJ Florida Avenue Property LLC

Delaware

100

PL Brightleaf Member, LLC

Delaware

100

Brightleaf Venture LLC

Delaware

90

Brightleaf Owner LLC

Delaware

100

PL Highgate Member, LLC

Delaware

100

Amherst Investors JV LLC

Delaware

95

KPL Amherst Owner LLC

Delaware

100

PL Town Center Member, LLC

Delaware

100

Town Center MF Venture LLC

Delaware

90

PL East County Road Owner, LLC

Delaware

100

WW 1300 Keller Parkway LLC

Delaware

100

PL Pretium Trust Owner, LLC

Delaware

100

PL 283 Commerce Member, LLC

Delaware

100

283 Commerce Hub Venture, LLC

Delaware

90

PL Sky Member, LLC

Delaware

100

Sky JV LLC

Delaware

75

Sky Owner LLC

Delaware

100

PL Dean Member, LLC

Delaware

100

PL Hadley Member, LLC

Delaware

100

PL Metropolitan Member, LLC

Delaware

100

PL Moreland Member, LLC

Delaware

100

SNB HoldCo, LLC

Delaware

100

SNB 116 Owner, LLC

Delaware

100

SNB 120 Owner, LLC

Delaware

100

SNB 124/125 Owner, LLC

Delaware

100

SNB 540 Hotel Owner, LLC

Delaware

100

PL Bala Cynwyd Member, LLC

Delaware

100

Confederation Life Insurance and Annuity Company

Georgia

100

Pacific Global Asset Management LLC

(Formerly known as Pacific Asset Advisors LLC)

Delaware

100

Pacific Global Advisors LLC

Delaware

100

Pacific Private Fund Advisors LLC

Delaware

100

Pacific Co-Invest Credit I GP LLC #

Delaware

100

Pacific Co-Invest Credit II GP LLC #

Delaware

100

Pacific Co-Invest Opportunities I GP LLC #

Delaware

100

Pacific Co-Invest Opportunities II GP LLC #

Delaware

100

Pacific Private Credit II GP LLC #

Delaware

100

Pacific Private Credit III GP LLC #

Delaware

100

Pacific Private Credit IV GP LLC #

Delaware

100

Pacific Private Credit V GP LLC #

Delaware

100

Pacific Private Credit Opportunities II GP LLC #

Delaware

100

Pacific Private Equity I GP LLC #

Delaware

100

Pacific Private Equity Opportunities II GP LLC #

Delaware

100

Pacific Private Equity Opportunities III GP LLC #

Delaware

100

Pacific Private Equity Opportunities V GP LLC #

Delaware

100

Pacific Private Feeder III GP, LLC #

Delaware

100

Pacific Private Feeder IV GP, LLC #

Delaware

100

Pacific Private Equity Opportunities IV GP LLC #

Delaware

100

PPFA Credit Opportunities I GP LLC #

Delaware

100

CAA-PPFA Equity Opportunities I GP LLC #

Delaware

100

CAA-PPFA Opportunities II GP LLC #

Delaware

100

Pacific Private Equity Opportunities Fund II-B, LLC #

Delaware

0.01

Pacific Private Equity II GP LLC #

Delaware

100

Pacific Private Equity II-A GP LLC #

Delaware

100

Pacific Private Equity Opportunities VI GP LLC #

Delaware

100

Pacific Life Fund Advisors LLC

Delaware

100

Pacific Life Trade Receivable GP LLC #

(Formerly known as PAM Trade Receivable GP LLC)

Delaware

100

Pacific Alliance Reinsurance Company of Vermont

Vermont

100

Pacific Baleine Reinsurance Company

Vermont

100

Pacific Private Equity Incentive Allocation LLC

Delaware

100

Pacific Life & Annuity Services, Inc.

Missouri

100

Pacific Life Re Holdings LLC

Delaware

100

Pacific Life Re Global Limited

(Formerly known as Pacific Life Reinsurance (Barbados) Ltd.)

Bermuda

100

Pacific Life Re International Limited

Bermuda

100

Pacific Life Re (Australia) Pty Limited

Australia

100

Pacific Life Re Holdings Limited

England

100

Pacific Life Re Limited

England

100

Pacific Life Holdings Bermuda Limited

Bermuda

100

Pacific Life Re (Shanghai) Information Consulting Services Co., Ltd.

China

100

Pacific Life Services Bermuda Limited

Bermuda

100

Pacific Life Re Services Singapore Pte. Limited

Singapore

100

Pacific Life Re Services Limited

England

100

UnderwriteMe Limited

England

100

UnderwriteMe Technology Solutions Limited

England

100

UnderwriteMe North America Corp.

Delaware

100

UnderwriteMe Australia Pty Limited

Australia

100

Pacific Life Services Canada Limited

Canada

100

__________________________________

# = Abbreviated structure

Item 30. Indemnification

(a) The Distribution Agreement between Pacific Life Insurance Company, Pacific Life & Annuity Company (collectively referred to as "Pacific Life") and Pacific Select Distributors, LLC (PSD) provides substantially as follows:

Pacific Life shall indemnify and hold harmless PSD and PSD's officers, directors, agents, controlling persons, employees, subsidiaries and affiliates for all attorneys' fees, litigation expenses, costs, losses, claims, judgments, settlements, fines, penalties, damages, and liabilities incurred as the direct or indirect result of: (i) negligent, dishonest, fraudulent, unlawful, or criminal acts, statements, or omissions by Pacific Life or its employees, agents, officers, or directors; (ii) Pacific Life's breach of this Agreement; (iii) Pacific Life's failure to comply with any statute, rule, or regulation; (iv) a claim or dispute between Pacific Life and a Broker/Dealer (including its Representatives) and/or a Contract owner. Pacific Life shall not be required to indemnify or hold harmless PSD for expenses, losses, claims, damages, or liabilities that result from PSD's misfeasance, bad faith, negligence, willful misconduct or wrongful act.

PSD shall indemnify and hold harmless Pacific Life and Pacific Life's officers, directors, agents, controlling persons, employees, subsidiaries and affiliates for all attorneys' fees, litigation expenses, costs, losses, claims, judgments, settlements, fines, penalties, damages and liabilities incurred as the direct or indirect result of: (i) PSD's breach of this Agreement; and/or (ii) PSD's failure to comply with any statute, rule, or regulation. PSD shall not be required to indemnify or hold harmless Pacific Life for expenses, losses, claims, damages, or liabilities that have resulted from Pacific Life's willful misfeasance, bad

faith, negligence, willful misconduct or wrongful act.

(b) The Form of Selling Agreement between Pacific Life, Pacific Select Distributors, LLC (PSD) and Various Broker-Dealers and

Agency (Selling Entities) provides substantially as follows:

Pacific Life and PSD agree to indemnify and hold harmless Selling Entities, their officers, directors, agents and employees, against any and all losses, claims, damages, or liabilities to which they may become subject under the Securities Act, the Exchange Act, the Investment Company Act of 1940, or other federal or state statutory law or regulation, at common law or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of a material fact or any omission or alleged omission to state a material fact required to be stated or necessary to make the statements made not misleading in the registration statement for the Contracts or for the shares of Pacific Select Fund (the "Fund") filed pursuant to the Securities Act, or any prospectus included as a part thereof, as from time to time amended and supplemented, or in any advertisement or sales literature provided by Pacific Life and PSD.

Selling Entities agree to, jointly and severally, hold harmless and indemnify Pacific Life and PSD and any of their respective affiliates, employees, officers, agents and directors (collectively, "Indemnified Persons") against any and all claims, liabilities and expenses (including, without limitation, losses occasioned by any rescission of any Contract pursuant to a "free look" provision or by any return of initial purchase payment in connection with an incomplete application), including, without limitation, reasonable attorneys' fees and expenses and any loss attributable to the investment experience under a Contract, that any Indemnified Person may incur from liabilities resulting or arising out of or based upon (a) any untrue or alleged untrue statement other than statements contained in the registration statement or prospectus relating to any Contract, (b) (i) any inaccurate or misleading, or allegedly inaccurate or misleading sales material used in connection with any marketing or

solicitation relating to any Contract, other than sales material provided preprinted by Pacific Life or PSD, and (ii) any use of any sales material that either has not been specifically approved in writing by Pacific Life or PSD or that, although previously approved in writing by Pacific Life or PSD, has been disapproved, in writing by either of them, for further use, or (c) any act or omission of a Subagent, director, officer or employee of Selling Entities, including, without limitation, any failure of Selling Entities or any Subagent to be registered as required as a broker/dealer under the 1934 Act, or licensed in accordance with the rules of any applicable SRO or insurance regulator.

(c) Insofar as indemnification for liabilities arising under the Securities Act of 1933 ("Act") may be permitted to directors, officers or persons controlling Pacific Life pursuant to the foregoing provisions, Pacific Life has been informed that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

Item 31. Principal Underwriters

(a)

PSD also acts as principal underwriter for Pacific Life Insurance Company, on its own behalf and on behalf of its Separate Account I, Separate Account A, Separate Account B, Pacific Select Variable Annuity Separate Account, Pacific Corinthian Variable Separate Account, Pacific Select Exec Separate Account, Pacific COLI Separate Account, Pacific COLI Separate Account II, Pacific COLI Separate Account III, Pacific COLI Separate Account IV, Pacific COLI Separate Account V, Pacific COLI Separate Account VI, Pacific COLI Separate Account X, Pacific COLI Separate Account XI, Pacific Select Separate Account, and Pacific Life & Annuity Company, on its own behalf and on behalf of its Separate Account A, Pacific Select Exec Separate Account, and Separate Account I.

(b)

For information regarding PSD, reference is made to Form B-D, SEC File No. 8-15264, which is herein incorporated by reference. This exhibit can be found at http://brokercheck.finra.org/firm/summary/4452

(c)

PSD retains no compensation or net discounts or commissions from the Registrant.

Item 32. Location of Accounts and Records

The accounts, books and other documents required to be maintained by Registrant pursuant to Section 31(a) of the Investment Company Act of 1940 and the rules under that section will be maintained by Pacific Life at 700 Newport Center Drive, Newport Beach, California 92660.

Item 33. Management Services

Inapplicable

Item 34. Fee Representation

REPRESENTATION PURSUANT TO SECTION 26(f) OF THE INVESTMENT COMPANY ACT OF 1940: Pacific Life Insurance Company and Registrant represent that the fees and charges to be deducted under the Variable Annuity Contract ("Contract") described in the prospectus contained in this registration statement are, in the aggregate, reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed in connection with the Contract.

Additional Representations

Pacific Life Insurance Company and the Registrant are relying upon American Council of Life Insurance, SEC No-Action Letter, SEC Ref. No. 1P-6-88 (November 28, 1988) with respect to annuity contracts offered as funding vehicles for retirement plans meeting the requirements of Section 403(b) of the Internal Revenue Code, and the provisions of paragraphs (1)-(4) of this letter have been complied with.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets the requirements of Securities Act Rule 485(b) for effectiveness of this Registration Statement and has caused this Post-Effective Amendment No. 65 to the Registration Statement on Form N-4 to be signed on its behalf by the undersigned thereunto duly authorized in the City of Newport Beach, and the State of California on this 16th day of October, 2024.

SEPARATE ACCOUNT A

(Registrant)

PACIFIC LIFE INSURANCE COMPANY

By:

Darryl D. Button*

Director, Chairman, President, and Chief Executive Officer

PACIFIC LIFE INSURANCE COMPANY

(Depositor)

By:

Darryl D. Button *

Director, Chairman, President, Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 65 to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated:

Signature

Title

Date

Director, Chairman, President, and Chief Executive Officer

October 16, 2024

Darryl D. Button*

Director, Executive Vice President and Chief Financial Officer

October 16, 2024

Vibhu R. Sharma*

Director, Executive Vice President and Chief Operating Officer

October 16, 2024

Adrian S. Griggs*

Director, Executive Vice President, General Counsel and Assistant Secretary

October 16, 2024

Jason Orlandi*

Assistant Vice President and Secretary

October 16, 2024

Starla C. Yamauchi*

Senior Vice President and Chief Accounting Officer

October 16, 2024

Carol J. Krosky*

Executive Vice President

October 16, 2024

Dawn M. Behnke*

Senior Vice President and Treasurer

October 16, 2024

Craig W. Leslie*

*By:

/s/ ALISON RYAN

October 16, 2024

Alison Ryan

as attorney-in-fact

(Powers of Attorney are contained in Registrant's Form N-4 File No. 333-282283, Accession Number 0001104659-24-101961 filed on September 23, 2024, as Exhibit (p)