AMENDMENT #2 TO
ADMINISTRATIVE SERVICES AGREEMENT
Franklin ▇▇▇▇▇▇▇▇▇ Services, LLC
Jefferson Pilot Financial Insurance Company
Jefferson Pilot LifeAmerica Insurance Company
THIS AMENDMENT is made between Franklin ▇▇▇▇▇▇▇▇▇ Services, LLC (the "Fund
Administrator") and Jefferson Pilot Financial Insurance Company (the "Company").
WHEREAS, The Company and the Fund Administrator have entered into an
Administrative Service Agreement, dated as of November 1, 2000, as may be
amended from time to time (the "Agreement"), concerning certain
administrative services with respect to each series ("Fund" or "Funds") of
Franklin ▇▇▇▇▇▇▇▇▇ Variable Insurance Products Trust (the "Trust"), which
Funds are investment options in certain variable life insurance and variable
annuity contracts issued by the Company; and
WHEREAS, the Company and the Fund Administrator wish to amend the Agreement
for the purpose of adding a new party and certain new variable life or variable
annuity insurance contracts covered by the Agreement.
NOW, THEREFORE, in consideration of past and prospective business
relations, the Fund Administrator and the Company hereby amend the Agreement as
follows:
1. Jefferson Pilot LifeAmerica Insurance Company is added as a party to the
Agreement (the "Company").
2. Schedule B of the Agreement is hereby deleted in its entirety and replaced
with the Schedule B attached hereto.
3. All other terms and provisions of the Agreement not amended herein shall
remain in full force and effect.
This Amendment is executed as of June 1, 2006.
FRANKLIN ▇▇▇▇▇▇▇▇▇ SERVICES, LLC JEFFERSON PILOT FINANCIAL INSURANCE
COMPANY
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇ By: /s/ [ILLEGIBLE]
---------------------------- -------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇ Name:
Title: Vice President Title:
JEFFERSON PILOT LIFEAMERICA INSURANCE
COMPANY
By: /s/ [ILLEGIBLE]
-------------------------------
Name:
Title:
SCHEDULE B
ADMINISTRATIVE EXPENSE PAYMENT
The Fund Administrator agrees to pay the Company a fee, computed daily and
paid quarterly in arrears, equal to an annual rate as set forth below, applied
to the average daily net assets of the shares of the Funds held in the
subaccounts of the Accounts. The payment will be computed and paid in the manner
described more completely in the Agreement.
DATE OF
PRODUCT FEE BEGINNING OF
# COMPANY NAME/ FUNDS OF THE TRUST RATE PERIOD FOR
1933 ACT NO. COMPUTATION
OF FEE
--------------------------------------------------------------------------------------------------------------
1. Jefferson Pilot Ensemble II ▇▇▇▇▇▇▇▇▇ Foreign Securities Fund, 0.10% 11/01/00
Financial 33-7734 Class 1 0.15% 06/01/06
Insurance
Company Franklin Small Cap Value Securities 0.10% 05/01/03
Fund, Class 2 0.15% 06/01/06
2. Jefferson Pilot Ensemble II ▇▇▇▇▇▇▇▇▇ Foreign Securities Fund, 0.10% 11/01/00
LifeAmerica 33-77496 Class 1 0.15% 06/01/06
Insurance
Company Franklin Small Cap Value Securities 0.10% 05/01/03
Fund, Class 2 0.15% 06/01/06
3. Jefferson Pilot Ensemble III ▇▇▇▇▇▇▇▇▇ Foreign Securities Fund, 0.10% 11/01/00
Financial 333-93367 Class 2 0.15% 06/01/06
Insurance
Company Franklin Small Cap Value Securities 0.10% 05/01/03
Fund, Class 2 0.15% 06/01/06
4. Jefferson Pilot Ensemble CLASS 2 SHARES 0.10% 05/01/03
Financial EXEC Franklin Small Cap Value Securities 0.15% 06/01/06
Insurance 333-44228 Fund
Company ▇▇▇▇▇▇▇▇▇ Foreign Securities Fund
5. Jefferson Pilot Ensemble ▇▇ ▇▇▇▇▇▇▇▇▇ Foreign Securities Fund, 0.10% 11/01/00
Financial 33-72830 Class 2 0.15% 06/01/06
Insurance
Company Franklin Small Cap Value Securities 0.10% 05/01/03
Fund, Class 2 0.15% 06/01/06
6. Jefferson Pilot Ensemble CLASS 2 SHARES 0.15% 06/01/06
Financial Accumulator Franklin Small Cap Value Securities
Insurance 333-113050 Fund
Company ▇▇▇▇▇▇▇▇▇ Foreign Securities Fund
7. Jefferson Pilot Ensemble CLASS 2 SHARES 0.15% 06/01/06
Financial Protector Franklin Small Cap Value Securities
Insurance 333-113334 Fund
Company ▇▇▇▇▇▇▇▇▇ Foreign Securities Fund
2
DATE OF
PRODUCT FEE BEGINNING OF
# COMPANY NAME/ FUNDS OF THE TRUST RATE PERIOD FOR
1933 ACT NO. COMPUTATION
OF FEE
--------------------------------------------------------------------------------------------------------------
8. Jefferson Pilot Ensemble CLASS 2 SHARES 0.15% 06/01/06
Financial EXEC 2006 Franklin Small Cap Value Securities
Insurance Fund
Company ▇▇▇▇▇▇▇▇▇ Foreign Securities Fund