, 2006


Allianz Life Insurance Company of North America

Gentlemen:

This letter sets forth the agreement between OpCap Advisors LLC (the "Adviser")
and Allianz Life Insurance Company of North America and its affiliates
(collectively, the "Company") concerning certain administrative services to be
provided by you on a sub-administration basis, with respect to Premier VIT (the
"Fund").

1.   ADMINISTRATIVE SERVICES AND EXPENSES. Administrative services for Separate
     Account(s) (the "Separate Accounts"), which invest in Series of the Fund
     pursuant to the Participation Agreements between the Company and the Fund
     (the "Participation Agreements") and for purchasers of variable
     annuity/life contracts issued through the Separate Accounts (the
     "Contracts"), are the responsibility of the Company. Administrative
     services of the Fund, in which the Separate Accounts invest, and for
     purchasers of Fund shares, are the responsibility of the Fund or the
     Adviser.

     You have agreed to assist us, as we may request from time to time, with the
     provision of administrative services ("Administrative Services") to the
     Fund, on a sub-administration basis, as they may relate to the investment
     in the Fund by the Separate Accounts. It is anticipated that Administrative
     Services may include (but shall not be limited to) the mailing of Fund
     reports, notices, proxies and proxy statements and other informational
     materials to holders of the Contracts supported by the Separate Accounts
     with allocations to the Fund; the preparation of various reports from time
     to time as reasonably requested for submission to the Fund's Board of
     Trustees; the provision of shareholder support services with respect to the
     portfolios serving as funding vehicles for the Contracts; such services
     listed on Schedule A attached hereto and made a part hereof.

2.   ADMINISTRATIVE EXPENSE PAYMENTS. In consideration of the anticipated
     administrative expense savings resulting to the Adviser from the
     arrangements set forth in this Agreement, the Adviser agrees to pay the
     Company on a quarterly basis, from the Adviser's own resources, including
     its BONA FIDE profits, an amount set forth in Schedule B attached hereto
     and made a part hereof.

     For purposes of computing the payment to the Company contemplated under
     this Paragraph 2, the average daily net assets invested by the Company over
     a quarterly period shall be computed by totaling the Company's aggregate
     investment (share net asset value multiplied by the total number of shares
     held by the Company) on each calendar day during the quarterly period, and
     dividing by the total number of calendar days during such quarterly period.

     The payment contemplated by this Paragraph 2 shall be calculated by the
     Adviser at the end of each quarter and will be paid to the Company within
     30 days thereafter. Payment will be accompanied by a statement showing the
     calculation of the quarterly amount payable by the Adviser and such other
     supporting data as may be reasonably requested by the Company.

3.   NATURE OF PAYMENTS. The parties to this letter agreement recognize and
     agree that the Adviser's payments to the Company relate to Administrative
     Services only. The amount of administrative expense payments made by the
     Adviser to the Company pursuant to Paragraph 2 of this letter agreement
     shall not be deemed to be conclusive with respect to actual administrative
     expenses or savings of the Adviser.

4.   TERM. This letter agreement shall remain in full force and effect for so
     long as the assets of the Fund are attributable to amounts invested by the
     Company under the Participation Agreement, unless terminated in accordance
     with Paragraph 5 of this letter agreement.

5.   TERMINATION. This letter agreement will be terminated by either party upon
     90 days advance written notice, termination of the Participation Agreement
     or immediately upon the mutual agreement of the parties hereto in writing.

6.   REPRESENTATION. The Company represents and agrees that it will maintain and
     preserve all records as required by law to be maintained and preserved in
     connection with providing the Administrative Services, and will otherwise
     comply with all laws, rules and regulations applicable to the
     Administrative Services.

7.   SUBCONTRACTORS. The Company may, with the consent of the Adviser, contract
     with or establish relationships with other parties for the provision of the
     Administrative Services or other activities of the Company required by this
     letter agreement, provided that the Company shall be fully responsible for
     the acts and omission of such other parties.

8.   AUTHORITY. This letter agreement shall in no way limit the authority of the
     Fund or Allianz Global Investors Distributors LLC, the Fund's Distributor,
     to take such action as any of such parties may deem appropriate or
     advisable in connection with all matters relating to the operations of the
     Funds and/or sale of its shares. The Company understands and agrees that
     the obligations of the Adviser under this letter agreement are not binding
     upon the Fund. It is further understood and agreed that in performing the
     Administrative Services, the Company, acting in its capacity described
     herein, shall at no time be acting as an agent for the Adviser.

9.   MISCELLANEOUS.  This  letter  agreement  may be  amended  only upon  mutual
     agreement of the parties hereto in writing.  This letter  agreement may not
     be assigned by a party hereto,  by operation of law or  otherwise,  without
     the prior  written  consent  of the other  party.  This  letter  agreement,
     including  Schedule A and  Schedule  B,  constitutes  the entire  agreement
     between the parties  with  respect to the matters  dealt with  herein,  and
     supersedes  any  previous  agreements  and  documents  with respect to such
     matters.  This letter  agreement may be executed in  counterparts,  each of
     which  shall  be  deemed  an  original  but  all of  which  shall  together
     constitute  one and the same  instrument.  The Company agrees to notify the
     Adviser  promptly  if for any  reason  it is unable  to  perform  fully and
     promptly any of its obligations under the letter agreement.

10.  NOTICE. Any notices required to be sent hereunder shall be sent in
     accordance with the Participation Agreements.

         If this letter agreement is consistent with your understanding of the
matters we discussed concerning administrative expense payments, kindly sign
below and return a signed copy to us.

Very truly yours,


OpCap Advisors LLC


By:      ____________________
Name:    ____________________
Title:   ____________________


Acknowledged and Agreed:


Allianz Life Insurance Company of North America


By:      ____________________
Name:    ____________________
Title:   ____________________


Attachment:       Schedule A
                  Schedule B


<PAGE>

                                   SCHEDULE A

I. Fund-related contract owner services

               -    Printing and mailing costs associated with  dissemination of
                    Fund prospectus to existing contractowners

               -    Telephonic  support  for  contract  owners  with  respect to
                    inquiries about the Fund (not including  information related
                    to sales)

               -    Fund  proxies   (preparation  of  materials,   inclusive  of
                    printing, distribution, tabulation, and reporting)

II. Other administrative support

               -    Sub-accounting services

               -    Relieving   the   Fund  of   other   usual   or   incidental
                    administrative services provided to individual shareholders

               -    Providing  other  administrative  support  to  the  Fund  as
                    mutually agreed between insurer and the Fund


<PAGE>
                                 SCHEDULE B


         The Adviser agrees to pay the Company a quarterly amount that is equal
on an annual basis to 0.__% of the average daily net assets of the Portfolios in
the aggregate of the Fund invested in by the Company pursuant to the
Participation Agreement calculated in accordance with Paragraph 2 of this letter
agreement.