EX-99.24B8A6B 17 dex9924b8a6b.txt AMENDMENT NO. 1 TO THE PARTICIPATION AGREEMENT DATED FEBRUARY 1, 2008 AMENDMENT NO. 1 PARTICIPATION AGREEMENT The Participation Agreement (the "Agreement"), dated as of April 25, 2005, by and among Lazard Asset Management Securities LLC ("Lazard"), a Delaware limited liability company, Lazard Retirement Series, Inc., a Maryland corporation; and PHL Variable Insurance Company, a Connecticut life insurance company ("Insurance Company"), is hereby amended as follows: 1. Substitute the language in Article 1 Section 1.13 with the following: "FINRA" means the Financial Industry Regulatory Authority. Substitute the term "NASD" with "FINRA". 2. Schedule 1 of the Agreement is hereby deleted in its entirety and replaced with the following: SCHEDULE 1 FUNDS AVAILABLE UNDER THE CONTRACTS Lazard Retirement Small Cap Portfolio Lazard Retirement Emerging Markets Portfolio SEPARATE ACCOUNTS UTILIZING THE FUNDS PHL Variable Accumulation Account PHL Variable Accumulation Account II PHLVIC Variable Universal Life Account 3. All other terms and provisions of the Agreement not amended herein shall remain in full force and effect. Effective date: February 1, 2008 LAZARD RETIREMENT SERIES, INC. Attest: /s/ Joseph P. Brady By: /s/ Charles Carroll -------------------------------- ------------------------------ Name: Joseph P. Brady Name: Charles Carroll Title: Vice President Title: President LAZARD ASSET MANAGEMENT SECURITIES LLC Attest: /s/ Joseph P. Brady By: /s/ Charles Carroll -------------------------------- ------------------------------ Name: Joseph P. Brady Name: Charles Carroll Title: Vice President Title: Deputy Chairman PHL VARIABLE INSURANCE COMPANY Attest: /s/ John H. Beers By: /s/ Gina Collopy O'Connell -------------------------------- ------------------------------ Name: John H. Beers Name: Gina Collopy O'Connell Title: VP & Secretary Title: Senior Vice President