Exhibit 4(b)


 


PROTECTIVE LIFE AND ANNUITY INSURANCE COMPANY
 •  {P. O. BOX 10648  •  BIRMINGHAM, ALABAMA

35202-0648}


 


GUARANTEED ACCOUNT ENDORSEMENT


 


We are amending the Contract to which this
endorsement is attached as described below:


 


1.               The definition for Contract
Value is deleted and replaced by the definition below:


 


Contract
Value:  Prior
to the Annuity Commencement Date, the sum of the Variable Account value and the
Guaranteed Account value attributable to a Contract.


 


2.               The first paragraph of the provision entitled
“Variable Account Value” in the “VARIABLE ACCOUNT” section of your Contract
is deleted and replaced by the paragraph below:


 


Variable Account Value - At any time prior to the Annuity
Commencement Date, the Variable Account Value is equal to:


 


a)                   Purchase Payments allocated to the Variable
Account; plus,


b)                  amounts transferred into the Variable
Account; plus,


c)                   other amounts applied to the Variable Account; plus or
minus,


d)                  investment performance; minus,


e)                   amounts transferred out of the Variable
Account; minus,


f)                     the amount of any surrenders removed from the
Variable Account including any applicable surrender charges; minus,


g)                  other charges, fees and premium tax deducted
from the Variable Account.


 


The Variable Account value
equals the sum of the Sub-Account values.


 


3.               A definition for the ‘Guaranteed Account’ is
added to the “DEFINITIONS” provision of your
Contract.


 


Guaranteed
Account:  Includes any Allocation Option we may offer
with interest rate guarantees.


 


4.               The following provisions are added to your
Contract.


 


GUARANTEED
ACCOUNT


 


General
Description - The
Guaranteed Account includes the Fixed Account and the DCA Fixed Accounts, which
are each a part of the Company’s general account. Amounts allocated to an
account in the Guaranteed Account earn interest from the date they are credited
to the account.


 


We, in our sole discretion,
establish interest rates for each account in the Guaranteed Account. We will
not declare a rate that yields values less than those required by the state in
which the Contract is delivered. Because interest rates vary from time to time,
allocations made to the same account in the Guaranteed Account at different
times may earn interest at different rates.


 


Fixed
Account – Generally,
you may allocate some or all of your Purchase Payments and may transfer some or
all of your Contract Value to the Fixed Account. The interest rate we apply to
a Purchase Payment or a transfer allocated to the Fixed Account is guaranteed
for one year from the date it is credited to the account. When an interest rate
guarantee expires, we will set a new interest rate, which may not be the same
as the interest rate then in effect for a subsequent Purchase Payment allocated
to the Fixed Account. The new interest rate is also guaranteed for one year.


 


DCA Fixed Accounts – The
DCA Fixed Accounts are available only for Purchase Payments designated for
dollar cost averaging. You may allocate a Purchase Payment to a DCA Fixed
Account only when the value of that DCA Fixed Account is $0. The entire value
of a DCA Fixed Account must be transferred to the Variable Account prior to
allocating a new Purchase Payment to that DCA Fixed Account. Allocations to a
DCA Fixed Account must include instructions regarding transfer frequency and
the Sub-Accounts into which the transfers are to be made.


 


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We will systematically
transfer Purchase Payments allocated to a DCA Fixed Account into the Variable
Account in equal amounts over the period we allow for that DCA Fixed Account. The
interest rate we apply to a Purchase Payment allocated to a DCA Fixed Account
is guaranteed for the period over which transfers are allowed from that DCA
Fixed Account. Interest credited to a DCA Fixed Account will be accumulated and
transferred from the DCA Fixed Account after the last dollar cost averaging
transfer.


 


Guaranteed Account Value - Prior to the Annuity Commencement Date, the
Guaranteed Account value is equal to:


 


a)                   Purchase Payments allocated to the Guaranteed
Account; plus,


b)                  interest, and other amounts credited to the
Guaranteed Account; minus,


c)                   amounts transferred out of the Guaranteed
Account; minus,


d)                  the amount of any surrenders removed from the
Guaranteed Account including any applicable surrender charges; minus,


e)                   other charges, fees and premium tax deducted
from the Guaranteed Account.


 


For the purposes of interest
crediting, amounts deducted, transferred or withdrawn from accounts in the
Guaranteed Account will be separately accounted for on a “first-in, first-out”
(FIFO) basis.


 


TRANSFERS
AND SURRENDERS INVOLVING THE GUARANTEED ACCOUNT


 


Limitations
on Transfers - There
are limitations on transfers involving the Guaranteed Account. No transfer is
permitted into the Fixed Account until 6 months after the last transfer out of the
Fixed Account. Transfers into a DCA Fixed Account are not permitted.


 


The maximum amount that may
be transferred out of the Fixed Account in any Contract Year is the greater of
(a) $2,500; or (b) 25% of the Fixed Account value as of the prior Contract
Anniversary, plus 25% of any Purchase Payments and transfers allocated to the
Fixed Account since the prior Contract Anniversary. This restriction does not
apply to dollar cost averaging transfers from the Fixed Account.


 


Limitations
on Dollar Cost Averaging Transfers from the Guaranteed Account - You may establish dollar cost averaging
transfers from any account in the Guaranteed Account but dollar cost averaging
transfers into an account in the Guaranteed Account are not permitted. We will
not accept Written Instructions to establish dollar cost averaging transfers
from the Fixed Account for a period less than 12 months. If dollar cost
averaging transfers from a DCA Fixed Account are terminated, we will transfer
any amount remaining in that DCA Fixed Account into the Sub-Accounts according
to the allocation instruction in effect for that DCA Fixed Account at the time
the dollar cost averaging transfers are terminated, unless you have otherwise
instructed us how to allocate the remaining amount.


 


Suspension
or Delay in Payment of Surrender from Guaranteed Account - The Company may suspend or delay the payment
of a partial or full surrender from the Guaranteed Account for up to six months
where permitted or required, after obtaining the consent of the Commissioner of
the Insurance Regulatory Agency of the state where the Contract is issued. We
will pay interest on delayed payments from the Guaranteed Account as required
by applicable state law.


 


Signed for the Company and made a part of the
Contract as of the Effective Date.


 


PROTECTIVE LIFE AND ANNUITY INSURANCE COMPANY


 


	
  

  	
   

  	
   

  	
   

  
	
            {Secretary}

  	
   

  	
   

  	
   

  



 


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