Prepared by R.R. Donnelley Financial -- Variable Annuity Contract

EX-4.A 4 dex4a.htm VARIABLE ANNUITY CONTRACT - INDIVIDUAL Prepared by R.R. Donnelley Financial -- Variable Annuity Contract - Individual

EXHIBIT 4(a)

First SunAmerica Life Insurance Company

A STOCK COMPANY NEW YORK, NEW YORK

CONTRACT NUMBER		P9999999999

OWNER		JOHN DOE

EXECUTIVE OFFICE

733 THIRD AVE., 4TH FLOOR

NEW YORK, NY 10017

ANNUITY SERVICE CENTER

P. O. BOX 54299

LOS ANGELES, CA 90054-0299

FIRST SUNAMERICA LIFE INSURANCE COMPANY (“We”, “Us”, the “Company”, or “First SunAmerica”) agrees to provide benefits to the Owner in accordance with the provisions set forth in this Contract and in consideration of the Owner’s application and the Purchase Payment We receive.

The value of amounts allocated to the Subaccounts is not guaranteed. The value will increase or decrease based upon the investment experience of the investments underlying the Subaccounts You choose. The cash surrender benefit of amounts allocated to any Fixed MVA Account Option increases or decreases based on the application of the Market Value Adjustment. The unadjusted cash surrender benefit is available for 30 days after the end of the Guarantee Period. There is no Market Value Adjustment for any cash surrender benefit of amounts allocated to Fixed Non-MVA Account Options.

The Separate Account Charge is charged against the assets of the Separate Account. This charge includes fees for mortality and expense risk and the distribution expense. On an annualized basis the charge equals [1.52%]. These charges are assessed, on a simple interest basis, as a percentage of the average daily ending value of the assets attributable to the Accumulation Units of the Subaccounts to which Your Contract Value is allocated. The daily charge is 1/365^th of the annualized charge. The variable annuity rate of return is based on compound interest. Thus, the smallest annual effective rate of investment return that would have to be earned on assets of the separate account so that the dollar amount of variable annuity payments will not decrease is [5.09%], compounded daily.

RIGHT TO EXAMINE—If, within 10 days of receipt of this Contract, You are not satisfied with it, You may return the Contract to Our Annuity Service Center, or the agent through whom the Contract was purchased. We will refund the Contract Value computed as of the end of the business day we receive the Contract in Our Annuity Service Center. Upon such refund, the Contract shall be void.

For Individual Retirement Annuities, a refund of the Purchase Payment(s) may be required. Therefore, We reserve the right to allocate Your Purchase Payment(s) to the Cash Management Portfolio until the end of the Right To Examine period. Thereafter, allocations will be made as shown on the Contract Purchase Payment Allocation page.

THIS IS A LEGAL DOCUMENT. READ IT CAREFULLY.

/s/ JAY S. WINTROB

Jay S. Wintrob

President

INDIVIDUAL FIXED AND

VARIABLE ANNUITY CONTRACT

Nonparticipating

TABLE OF CONTENTS


Contract Data Page		Page 3

Purchase Payment Allocation		Page 4

Definitions		Page 5

General Provisions		Page 8

Purchase Payment Provisions		Page 10

Accumulation Provisions		Page 10

Charges and Deductions		Page 12

Transfer Provision		Page 12

Withdrawal Provisions		Page 13

Death Provisions		Page 14

Annuity Provisions		Page 16

Annuity Payment Options		Page 18

Contract Data Page

Contract Number: P9999999999		Annuity Service Center: P. O. BOX 54299 LOS ANGELES, CA 90054-0299
Owner: JOHN DOE		Age at Issue: 35
Annuitant: JOHN DOE		Initial Purchase Payment: [$10,000.00 ]
Specified Annuity Date: July 1, 2031		Contract Date: July 1, 2001
Latest Annuity Date: July 1, 2061		Minimum Guarantee Rate for Fixed Account Options - 3.0%
Separate Account Charge: [1.52%]		Annual Contract Administration Charge: $30.00
Beneficiary: As named by You
Separate Account: [FS Variable Separate Account]
Optional Elections Maximum Anniversary Value Death Benefit Elected:		Optional Election Charges: 0.20%

For Inquiries

[Call 1-800-996-9786]

PURCHASE PAYMENT ALLOCATION

Subaccounts

_____% Growth-Income	_____% Strategic Growth Portfolio	_____% Alliance Growth
_____% Real Estate	_____% Conservative Growth Portfolio	_____% Global Equities
_____% Federated Value	_____% Balanced Portfolio	_____% Nations Capital Growth
_____% Telecom Utility	_____% Conservative Balanced Portfolio	_____% Nations MidCap Growth
75 % Goldman Sachs Research	_____% Flexible Income Portfolio	_____% Nations Small Company
_____% Marsico Growth	_____% Corporate Bond	_____% Nations Value Fund
_____% MFS Growth & Income	_____% Global Bond	_____% Nations International Value
_____% International Diversified Equities	_____% Worldwide High Income	_____% Nations Marsico 21st Century
_____% Emerging Markets	_____% High-Yield Bond	_____% Nations Marsico Focused Equities
_____% International Growth & Income	_____% Government and Quality Bond	_____% MFS Growth & Income
_____% Putnam Growth	_____% Nations High Yield Bond	_____% MFS Mid-Cap Growth
_____% Aggressive Growth	_____% Focus Growth Portfolio	_____% International Diversified Equities
_____% Blue Chip Growth	_____% Focus Growth & Income Portfolio	_____% Technology
_____% “Dogs” of Wall Street	_____% Focus TechNet Portfolio	_____% Nations Asset Allocation
_____% Growth Opportunities	_____% Focus Value Portfolio	_____% Asset Allocation
_____% Growth	_____% Equity Income Fund	_____% MFS Total Return
_____% Natural Resources	_____% Growth & Income Fund	_____% SunAmerica Balanced
_____% Large Cap Growth Portfolio	_____% Growth Fund of the Northwest	_____% Short Term Income Fund
_____% Large Cap Composite Portfolio	_____% Growth Fund	_____% Government Securities Fund
_____% Large Cap Value Portfolio	_____% Mid Cap Stock Fund	_____% Income Fund
_____% Mid Cap Growth Portfolio	_____% Small Cap Stock Fund	_____% Money Market Fund
_____% Mid Cap Value Portfolio	_____% International Growth Fund	_____% MFS Mid-Cap Growth
_____% Small Cap Portfolio	_____% Alliance Growth	_____% Technology
_____% International Equity Portfolio	_____% Global Equities	_____% Capital Appreciation
_____% Diversified Fixed Income Portfolio	_____% Davis Venture Value	_____% Moderate Growth Strategy
_____% Cash Management Portfolio	_____% Nations Marsico Growth & Income	_____% Balanced Growth Strategy
_____% Growth Strategy	_____% Nations Marsico International Opportunities	_____% Conservative Growth Strategy
_____% Small & Mid Cap Value	_____% Foreign Value	_____% Lord Abbett Series Fund


	Fixed Account Options

	Guarantee Period	Initial Interest Rate
25.00%	3-Year Fixed MVA	[3.00%]
[0.00%	1-Year Fixed Non-MVA ]

	DCA Fixed Account Options

0.00%	6-Month DCA Fixed Non-MVA
0.00%	1-Year DCA Fixed Non-MVA

DEFINITIONS

Defined in this section are some of the words and phrases used in this Contract. These terms are capitalized when used in the Contract. Other capitalized terms in the Contract refer to the captioned paragraph explaining that particular concept in the Contract.

ACCUMULATION UNIT

A unit of measurement used to compute the Contract Value in a Subaccount prior to the Annuity Date.

AGE

Age as of last birthday.

ANNUITANT

The natural person or persons (collectively, Joint Annuitants) whose life or lives is/are used to determine the annuity benefits under the Contract. If the Contract is in force and the Annuitant(s) is/are alive on the Annuity Date, We will begin payments to the Payee. This Contract cannot have Joint Annuitants if it is issued in connection with a tax-qualified retirement plan.

ANNUITY DATE

The date on which annuity payments (“income payments”) to the Payee begin. This date cannot be later than the Latest Annuity Date.

ANNUITY SERVICE CENTER

As specified on the Contract Data Page.

ANNUITY UNIT

A unit of measurement used to compute annuity payments from the Subaccounts.

BENEFICIARY

The Beneficiary is as named by You at issue, unless later changed by You in a written request to Us at Our Annuity Service Center.

CONTRACT DATE

The date Your Contract is issued, as shown on the Contract Data Page. It is the date from which Contract Years and anniversaries are measured.

CONTRACT VALUE

The sum of: (1) Your share of the Subaccounts Accumulation Unit values and (2) the value of amounts allocated to the Fixed Account Options.

CONTRACT YEAR

One year starting from the Contract Date in one calendar year and ending on the day preceding the anniversary of such date in the succeeding calendar years.

CONTINUATION DATE

The Date on which We receive, at Our Annuity Service Center: (a) the Spousal Beneficiary’s satisfactory written request to continue the Contract inforce, and (b) Due Proof of Death of the Owner. If We receive (a) and (b) on different dates, the Continuation Date will be the later date.

CURRENT INTEREST RATE

The rate(s) of interest declared by Us applicable to allocations of Subsequent Purchase Payments to the Fixed Account Options. The Current Interest Rate will not be less than the Minimum Guaranteed Rate as shown on the Contract Data Page.

DOLLAR COST AVERAGING PROGRAM (DCA)

An optional program under which You authorize the automatic transfer of specified amounts or percentages from one or more designated source accounts(s) into any Subaccount(s) other than the source account. MVA Fixed Account Options are not available as source accounts under the DCA Program. Any portion of a Purchase Payment allocated to the DCA Fixed Account Option(s) must be transferred out within the specified DCA Fixed Account Option Period (6 contract months or 1 contract year from the date each Purchase Payment is allocated to the DCA Fixed Account Option), depending on which DCA Fixed Account Option is selected. The unit values credited and applied to Your Contract are determined on each date of transfer. Upon termination of the DCA program any amounts remaining in the DCA Fixed Account Option(s) will be transferred to the DCA target allocation(s) for the program being terminated. Upon annuitization, any amounts remaining in the DCA Fixed Account Option(s) will be applied to the Fixed Annuity Payments.

FIXED ACCOUNT OPTIONS

The investment options under this Contract that are credited with a fixed rate of interest declared by the Company. All amounts allocated to the Fixed Account Options become part of the Company’s general asset account. The general asset account contains all the assets of the Company except for the Separate Account and other segregated asset accounts. The Fixed Account Options for this Contract are shown on page 4.

FIXED ANNUITY

A series of periodic annuity payments of predetermined amounts that do not vary with investment experience. Such payments are made from the Company’s general asset account.

GUARANTEE PERIOD

The period for which either the Initial Interest Rate, the Current Interest Rate or the Renewal Interest Rate is credited to amounts allocated to the Fixed Account Options.

INITIAL INTEREST RATE

The rate(s) of interest credited to any portion of the Initial Purchase Payment allocated to the Fixed Account Option(s) as described in the Accumulation Provisions section. The Initial Interest Rate(s) for this Contract is/are listed on page 4. The Initial Interest Rate may not be less than the Minimum Guaranteed Rate as shown on the Contract Data Page.

IRC

The Internal Revenue Code of 1986, as amended, or as it may be amended or superseded.

JOINT OWNER

If Joint Owners are named, each Joint Owner has an equal ownership interest in the Contract unless We are advised otherwise in writing.

NET PURCHASE PAYMENT

The sum of all Purchase Payments, reduced proportionately on the date of each partial withdrawal by the percentage at which the Contract Value is reduced by each such withdrawal (including any charges applicable to the withdrawal).

NYSE

New York Stock Exchange.

OWNER

The person or entity named in the Contract who is entitled to exercise all rights and privileges of ownership under the Contract. Owner means both Joint Owners, if applicable.

PAYEE

The person receiving payment of annuity benefits under this Contract.

PURCHASE PAYMENTS

Payments in U.S. currency made by or on behalf of the Owner to the Company for the Contract.

RENEWAL INTEREST RATE

The rate(s) of interest declared by Us applicable to transfers from the Subaccounts and/or Fixed Account Option(s) into any of the Fixed Account Options and to amounts previously allocated to a Fixed Account Option wherein the Guarantee Period has expired. The Renewal Interest Rate may not be less than the Minimum Guarantee Rate as shown on the Contract Data Page.

SEPARATE ACCOUNT

The segregated asset account named on the Contract Data Page. The Separate Account consists of several Subaccounts, each investing in the shares of the Underlying Fund(s) of the trust(s). The assets of the Separate Account are not commingled with the general assets and liabilities of the Company. Each Subaccount is not chargeable with liabilities arising out of any other Subaccount. The value of amounts allocated to the Subaccounts of the Separate Account is not guaranteed.

SPECIFIED ANNUITY DATE

The anticipated Annuity Date specified by You as shown on Contract Data Page. This date may be changed by You in writing prior to the Annuity Date, but in no event can it be later than the Latest Annuity Date. If this date is not specified, it will be the Latest Annuity Date.

SPOUSAL BENEFICIARY

The deceased original Owner’s surviving spouse who is designated as the primary Beneficiary and may continue the Contract as the Owner on the Continuation Date.

SUBACCOUNT (“VARIABLE PORTFOLIO”)

One or more divisions of the Separate Account, which provides for the variable investment options available under this Contract. Each Subaccount has its own investment objective and is invested in an Underlying Fund of the trusts. A Subaccount is not chargeable with liabilities arising out of any other Subaccount. The available Subaccounts are shown on page 4. Additional Subaccounts may become available in the future.

SUBSEQUENT PURCHASE PAYMENTS

Purchase Payments made subsequent to the Initial Purchase Payment.

TOTAL INVESTED AMOUNT

The sum of all Purchase Payments less amounts previously withdrawn that incurred a Withdrawal Charge, less Purchase Payments withdrawn that were no longer subject to a Withdrawal Charge.

UNDERLYING FUND

The variable investment options that make up the trusts in which the corresponding Subaccount(s) invest.

VARIABLE ANNUITY

A series of periodic annuity payments which vary in amount according to the investment experience of one or more Subaccount, as selected by You.

WE, OUR, US, THE COMPANY

First SunAmerica Life Insurance Company.

YOU, YOUR

The Owner.

GENERAL PROVISIONS

ENTIRE CONTRACT

The entire contract between You and Us consists of the Application Form as completed by You at the time of purchase, this Contract and any attached endorsement(s). An agent cannot change the terms or conditions of this Contract. Any change must be in writing and approved by Us. Only Our President, Secretary, or one of Our Vice-Presidents can give Our approval.

CHANGE OF ANNUITANT

If the Owner is an individual, the Owner may change the Annuitant at any time prior to the Annuity Date. To make a change, the Owner must send a written notice to Us at least 30 days before the Annuity Date. If the Owner is not an individual, the Owner may not change the Annuitant.

DEATH OF ANNUITANT

If the Owner and Annuitant are different, and the Annuitant dies before the Annuity Date, the Owner becomes the Annuitant until the Owner elects a new Annuitant. If there are Joint Annuitants, upon the death of any Annuitant prior to the Annuity Date, the Owner may elect a new Joint Annuitant. However, if the Owner is a non-natural person, We will treat the death of any Annuitant as the death of the “Primary Annuitant” and as the death of the Owner, see DEATH PROVISIONS.

MISSTATEMENT OF AGE OR SEX

If the Age or sex of any Annuitant has been misstated, future annuity payments will be adjusted using the correct Age and sex, according to Our rates in effect on the date that annuity payments were determined. Any overpayment from the Fixed Annuity Payment Options, plus interest at the rate of 4% per year, will be deducted from the next payment(s) due. Any underpayment from the Fixed Annuity Payment Options, plus interest at the rate of 4% per year, will be paid in full with the next payment due. Any overpayment from the Subaccount(s) will be deducted from the next payment(s) due. Any underpayment from the Subaccount(s) will be paid in full with the next payment due.

PROOF OF AGE, SEX, OR SURVIVAL

The Company may require satisfactory proof of correct Age or sex at any time. If any payment under this Contract depends on the Annuitant being alive, the Company may require satisfactory proof of survival.

DEFERMENT OF PAYMENTS

We may defer making payments from the Fixed Account Options for up to six (6) months. Interest, subject to state requirements, will be credited during the deferral period.

SUSPENSION OF PAYMENTS

We may suspend or postpone any payments from the Subaccounts if any of the following occur:

(a)

the NYSE is closed;

(b)

trading on the NYSE is restricted;

(c)

an emergency exists such that it is not reasonably practical to dispose of or determine the value of assets held in the Subaccount(s); or

(d)

the Securities and Exchange Commission, by order, so permits for the protection of Owners.

Conditions in (b) and (c) will be decided by or in accordance with rules of the Securities and Exchange Commission.

CONFORMITY WITH STATE LAWS

The provisions of this Contract will be interpreted by the laws of the state in which the Application Form was signed or such other state as is required by law. Any provision which, on the Contract Date, is in conflict with the law of such state is amended to conform to the minimum requirements of such law.

CHANGES IN LAW

If the laws governing this Contract or the taxation of benefits under the Contract change, We reserve the right to amend this Contract to comply with these changes to New York Department of Insurance.

ASSIGNMENT

You may assign this Contract before the Annuity Date, but We will not be bound by an assignment unless it is received by Us in writing. Your rights and those of any other person referred to in this Contract will be subject to the assignment. Certain assignments may be taxable. We do not assume any responsibility for the validity or tax consequences of any assignment.

CLAIMS OF CREDITORS

To the extent permitted by law, no right or proceeds payable under this Contract will be subject to claims of creditors or legal process.

PREMIUM TAXES AND OTHER TAXES

The Company may deduct from Your Contract Value any premium tax and/or other taxes payable to a state or other government entity, if applicable. Should We advance any amount so due, We are not waiving any right to collect such amount at a later date. The Company will deduct any withholding taxes required by applicable law.

WRITTEN NOTICE

Any notice We send to You will be sent to Your address shown in the Application Form unless You request otherwise. Any written request or notice to Us must be sent to Our Annuity Service Center, at the address specified on the Contract Data Page.

PERIODIC REPORTS

During each Contract Year, We will send You quarterly statements of the account activity of the Contract as well as confirmation reports after each financial transaction. The statement will include all transactions which have occurred during the quarterly accounting period shown on the statement.

INCONTESTABILITY

This Contract will be incontestable from the Contract Date.

NONPARTICIPATING

This Contract does not share in Our surplus.

PURCHASE PAYMENT PROVISIONS

PURCHASE PAYMENTS

Purchase Payments are flexible. This means that, subject to Company declared minimums and maximums, You may change the amounts, frequency and/or timing of Purchase Payments. Purchase Payments will be allocated to the Fixed Account Option(s) and/or one or more Subaccount(s) in accordance with instructions from You. The minimum amount that may be allocated to the Fixed Account Option or a Subaccount under this Contract is [$100].

SUBSTITUTION OF INVESTMENT PORTFOLIO

If: (a) the shares of the Underlying Fund(s) in which the Subaccounts invest should no longer be available for investment by the Separate Account; or (b) in the judgment of the Board of Trustees further investment in the shares of a Subaccount is no longer appropriate in view of the purpose of the Contract, then We may substitute shares of another Underlying Fund for shares already purchased, or to be purchased in the future by Purchase Payments under the Contract. No substitution of securities may take place without prior approval of the Securities and Exchange Commission and under such requirements as it may impose.

ACCUMULATION PROVISIONS

SEPARATE ACCOUNT ACCUMULATION VALUE

The Separate Account Accumulation Value under the Contract shall be the sum of the values of the Accumulation Units held in the Subaccounts for the Owner.

NUMBER OF ACCUMULATION UNITS

Your Contract is credited with Accumulation Units of the Separate Account when amounts are allocated to the Subaccount(s). For that portion of each Purchase Payment and/or transfer amount allocated to a Subaccount, the number of Accumulation Units credited is equal to the sum of each Purchase Payment and/or transfer amount allocated to that Subaccount reduced by premium taxes, if any:

Divided by

The Accumulation Unit value for that Subaccount for the NYSE business day in which the Purchase Payment or transfer amount is allocated.

The number of Accumulation Units will be reduced for withdrawals of Contract Value, annuitizations, amounts transferred out of a Subaccount, the Contract Administration Charge and any optional charge(s) deducted . Reductions will be made as of the end of the NYSE business day in which We receive all requirements for the transaction, as appropriate.

ACCUMULATION UNIT VALUE (AUV)

The AUV of a Subaccount for any NYSE business day is calculated by subtracting (2) from (1) and dividing the result by (3) where:

(1)

is the total value at the end of the given NYSE business day of the assets attributable to the Accumulation Units of the Subaccount minus the total liabilities;

(2)

is the cumulative unpaid charge for assumption of the Separate Account Charge and any optional election charges deducted on a daily basis. (SEE CHARGES AND DEDUCTIONS);

(3)

is the number of Accumulation Units outstanding at the end of the given NYSE business day.

FIXED ACCOUNT ACCUMULATION VALUE

Under a Contract, the Fixed Account Accumulation Value shall be the sum of all monies allocated or transferred to the Fixed Account Option(s), reduced by any applicable premium taxes, plus all interest credited on the Fixed Account Option(s) during the period that the Contract has been in effect. This amount shall be adjusted for withdrawals (which includes any applicable charges associated with such withdrawals), annuitizations, transfers, any applicable MVA on such transactions, the Contract Administration Charge and any optional charges. The Fixed Account Accumulation Value shall not be less than the minimum values required by law in the state where this Contract is issued.

FIXED ACCOUNT GUARANTEE PERIOD OPTIONS AND INTEREST CREDITING

Any amounts allocated to the Fixed Account Options from the initial Purchase Payment will earn interest at the Initial Interest Rate for the Fixed Account Option(s) selected for the duration of the Guarantee Period.

Subsequent Purchase Payments, if any, allocated to the Fixed Account Options will earn interest at the Current Interest Rate for the Fixed Account Option(s) selected for the duration of the Guarantee Period.

Transfers to applicable Fixed Account Option(s) and amounts renewing in the Fixed Account Option(s) will earn interest at the Renewal Interest Rate for the Fixed Account Option(s) selected for the duration of the Guarantee Period.

For thirty (30) days following the date of expiration of a Guarantee Period, You may renew for the same Guarantee Period at the Renewal Interest Rate or You may transfer all or a portion of the amount to the Subaccounts and/or any other available Fixed Account Option(s). If You do not specify a Guarantee Period at the time of renewal, We will select the same Guarantee Period as has just expired, crediting the Contract with the Renewal Interest Rate in effect on the date of expiration of the Guarantee Period. [If a renewal occurs within one year of the Annuity Date, We will credit interest up to the Annuity Date at the Renewal Interest Rate for the 1-Year Fixed Non-MVA Account Option].

MARKET VALUE ADJUSTMENT (MVA)

Any payments and values based on a Fixed MVA Account Option may be subject to an MVA, the operation of which may result in upward or downward adjustments in the Contract Value, if withdrawn, transferred or annuitized prior to the end of the respective Guarantee Period. The MVA will be calculated by multiplying the amount withdrawn, transferred or annuitized from a Fixed MVA Account Option by the following formula:

{(1 + I)/(1+J+0.0025)}^N/12 -1

I = The interest rate currently in effect for that Guarantee Period.

J = The Initial Interest Rate available for the Guarantee Period equal to the number of years (rounded up to an integer) remaining in the current Guarantee Period at the time of withdrawal, transfer or annuitization. In the determination of J, if the Company currently does not offer the applicable Guarantee Period, then the rate will be determined by linear interpolation of the Initial Interest Rate for the nearest two Guarantee Periods that are available.

N = The number of full months remaining in the current Guarantee Period at the time the withdrawal, transfer or annuitization request is processed.

If a Withdrawal Charge is applied to a withdrawal, then the MVA will be applied to the withdrawal amount net of the Withdrawal Charge.

There will be no MVA on withdrawals from the Fixed MVA Account Option(s) in the following situations: (1) to pay a Death Benefit upon death of the Owner; (2) on amounts withdrawn to pay fees or charges in the Contract; (3) on amounts withdrawn, or transferred from any of the Fixed MVA Account Options within thirty (30) days after the end of the Guarantee Period; (4) on annuitizations on the Latest Annuity Date; (5) on amounts withdrawn from the DCA Fixed Account Options.

CHARGES AND DEDUCTIONS

We will deduct the following charges from the Contract:

CONTRACT ADMINISTRATION CHARGE

The charge specified on the Contract Data Page will be deducted on each Contract anniversary that occurs on or prior to the Annuity Date. It will also be deducted when the Contract Value is withdrawn in full if the withdrawal is not on the Contract anniversary. We reserve the right to assess a charge on a class basis which is less than the charge specified on the Contract Data Page. This charge is not deducted when the Contract Value is greater than [$50,000].

SEPARATE ACCOUNT CHARGE

This charge, as shown on the Contract Data Page, on an annualized basis equals a percentage of the average daily ending value of the assets attributable to the Accumulation Units of the Subaccount(s) to which the Contract is allocated. This charge compensates Us for mortality and expense risks and distribution expenses associated with the Contract. We subtract this charge daily. We reserve the right to assess a charge on a class basis which is less than the charge specified on the Contract Data Page.

TRANSFER PROVISIONS

Prior to the Annuity Date, You may transfer all or part of Your Contract Value from any Subaccount to any of the Subaccounts or Fixed Account Options subject to certain restrictions. The minimum amount that can be transferred is [$100] and the minimum amount that can remain in a Subaccount or a Fixed Account Option is [$100], or $0 in the case of a full transfer.

TRANSFERS OF ACCUMULATION AND ANNUITY UNITS BETWEEN SUBACCOUNTS

Prior to and after the Annuity Date, You may transfer all or a portion of Your Contract Value from one Subaccount to another Subaccount. Before the Annuity Date, a transfer will result in the redemption of Accumulation Units in a Subaccount and the purchase of Accumulation Units in the other Subaccount(s). Transfers will be effected at the end of the NYSE business day in which We receive Your completed request for the transfer. After the Annuity Date, a transfer will result in the redemption of Annuity Units in a Subaccount and the purchase of Annuity Units in the other Subaccount(s). Transfers will be effected at the end of the NYSE business day on the first day of the month following receipt of the transfer request.

TRANSFERS OF ACCUMULATION UNITS TO AND FROM THE FIXED ACCOUNT

Prior to the Annuity Date, You may transfer all or any part of Your Contract Value from the Subaccount(s) to any Fixed Account Option(s) other than the DCA Fixed Account Options or from the Fixed Account Option(s) to the Subaccount(s) and/or any other available Fixed Account Option(s) other than the DCA Fixed Account Options of the Contract. Transfers from the Fixed Account Option(s) may be subject to a Market Value Adjustment as discussed in the Market Value Adjustment Provision.

After the Annuity Date, transfers into or out of the Fixed Account Option(s) are not allowed.

WITHDRAWAL PROVISIONS

On or before the Annuity Date and while the Owner is living, You may withdraw all or part of Your Contract Value under this Contract by informing Us at Our Annuity Service Center. For a full withdrawal, this Contract must be returned to Our Annuity Service Center. The minimum partial withdrawal amount is [$1,000] and the minimum amount that must remain in the Contract after any partial withdrawal is [$500].

Without a written notice to the contrary, withdrawals will be deducted from the Contract Value in proportion to their allocation among the Fixed Account Options and the Subaccounts. Withdrawals will be based on values for the NYSE business day in which the request for withdrawal and the Contract (in the case of a full withdrawal), are received at the Annuity Service Center. Unless the SUSPENSION OF PAYMENTS or DEFERMENT OF PAYMENTS sections are in effect, payment of withdrawals will be made within seven calendar days.

WITHDRAWAL CHARGE

Withdrawals of all or a portion of the Contract Value may be subject to a Withdrawal Charge as shown in the table below. This charge may be deducted upon withdrawal of any portion of the Contract Value. The Withdrawal Charge percentage applied to any withdrawal will depend on how long the Purchase Payment to which the withdrawal is attributed has been in the Contract. No Withdrawal Charge is made on an amount withdrawn which is considered to be a withdrawal of penalty-free earnings.

For the purpose of determining the Withdrawal Charge on, a withdrawal will be attributed to amounts in the following order: (1) penalty-free earnings in the Contract; (2) Purchase Payments which are both no longer subject to the Withdrawal Charge and are not yet withdrawn; (3) any remaining Penalty-Free Withdrawal amount (except in the case of a full surrender); and (4) Purchase Payments subject to a Withdrawal Charge. Purchase Payments, when withdrawn, are assumed to be withdrawn on a first-in-first-out (FIFO) basis. You will not receive the benefit of a Penalty-Free Withdrawal in a full surrender.

Number of full Years Elapsed Between Purchase Payment Contribution And Date of Withdrawal		Withdrawal Charge as a Percentage of Withdrawn Purchase Payment
0		7%
1		6%
2		5%
3+		0%

The Withdrawal Charge will be assessed against the Subaccounts and the Fixed Account Options in the same proportion that the remaining Contract Value is allocated unless You request that the withdrawal come from a particular Fixed Account Option or Subaccount. After a Withdrawal is taken, the remaining Contract Value must be sufficient to cover any Withdrawal Charge remaining upon full surrender of the Contract.

PENALTY-FREE WITHDRAWALS

As of any day, You may make a withdrawal of up to the Penalty-Free Withdrawal amount for that day without incurring a Withdrawal Charge. Any Penalty-Free Withdrawal made in excess of penalty-free earnings in the Contract is considered to be a withdrawal of future penalty-free earnings and is therefore not a withdrawal of the Total Invested Amount. On any day, penalty-free earnings in the Contract are calculated as the Contract Value at the end of that day less the Total Invested Amount.

During the first Contract Year, the Penalty-Free Withdrawal amount is equal to the penalty-free earnings in the Contract as of the date of withdrawal.

Alternatively, during the first Contract Year, You may make withdrawals of the Penalty-Free Withdrawal amount through the Systematic Withdrawal Program. The Penalty-Free Withdrawal amount as of any systematic withdrawal date is 10% of the Total Invested Amount less any withdrawals already made during the Contract Year.

After the first Contract Year, the maximum Penalty-Free Withdrawal amount as of the date of the withdrawal is the greater of:

(a)

penalty-free earnings in the Contract as of that date; or

(b)

10% of the Total Invested Amount on deposit for at least one year, less any withdrawals already made during the year.

Although amounts withdrawn in accordance with the Penalty-Free Withdrawal provision may reduce principal, they do not reduce the Total Invested Amount for purposes of calculating the Withdrawal Charge or for the purposes of calculating penalty-free earnings in the Contract. As a result, You will not receive the benefit of a Penalty-Free Withdrawal in a full surrender.

SYSTEMATIC WITHDRAWAL PROGRAM

Prior to the Annuity Date, You may elect to participate in the Systematic Withdrawal Program by informing Us at Our Annuity Service Center. The Systematic Withdrawal Program allows You to make automatic withdrawals from Your account monthly, quarterly, semiannually or annually. The minimum systematic withdrawal amount is [$100]. Any amount withdrawn through the Systematic Withdrawal Program may be subject to a Withdrawal Charge and/or a Market Value Adjustment as discussed in the WITHDRAWAL CHARGE, PENALTY-FREE WITHDRAWALS and MARKET VALUE ADJUSTMENT provisions. You may terminate Your participation in the Systematic Withdrawal Program at any time by sending Us a written request. We reserve the right to modify, suspend or terminate the Systematic Withdrawal Program at any time.

Systematic withdrawals will be deducted from the Penalty-Free Withdrawal amount available each Contract Year.

DEATH PROVISIONS

Notwithstanding any provision of this Contract to the contrary, all payments of benefits under this Contract will be made in a manner that satisfies the requirements of IRC Section 72(s), as amended from time to time. If the Contract is owned by a trust or other non-natural person, We will treat the death of any Annuitant as the death of the “Primary Annuitant”, as defined in IRC Section 72(s)(6), as the death of any Owner.

DUE PROOF OF DEATH

Due Proof of Death means:

a certified copy of a death certificate; or

a certified copy of a decree of a court of competent jurisdiction as to the finding of death; or

a written statement by a medical doctor who attended the deceased Owner at the time of death; or

any other proof satisfactory to Us.

DEATH OF OWNER BEFORE THE ANNUITY DATE

We will pay a death benefit to the Beneficiary upon Our receiving: (a) due proof that the Owner died before the Annuity Date, (b) an election form specifying the payment option and (c) any other documentation We may require. Unless You have previously designated a payment option on behalf of the Beneficiary, the Beneficiary must select one of the following payment options:

Immediately collect the death benefit in a lump sum. If a lump sum payment is elected, payment will be in accordance with any applicable laws and regulations governing payments and death; or

Collect the death benefit in the form of one of the Annuity Payment Options. If an Annuity Payment Option is desired, an option must be elected within 60 days of Our receipt of: (a) Due Proof of Death of the Owner; (b) an election form specifying the payment option and (c) any other documentation We may require. The payments must be over the life of the Beneficiary or over a period not extending beyond the life expectancy of the Beneficiary. Payments under this death benefit option must commence within one year after the Owner’s death, otherwise, the death benefit will be paid in accordance with death benefit option 1; or

If eligible, continue the Contract as a Spousal Beneficiary. On the Continuation Date, We will contribute to the Contract any amount by which the Death Benefit exceeds the Contract Value, calculated as of the Owner’s date of death. This amount is not considered a Purchase Payment. If an amount is contributed on the Continuation Date, then upon death of the Spousal Beneficiary the subsequent death benefit will be calculated as if the Contract was issued to the Spousal Beneficiary on the Continuation Date. Otherwise, the death benefit payable upon death of the Spousal Beneficiary will be calculated as if the Contract was issued to the Spousal Beneficiary on the original Contract Date.

You cannot change any elected death benefit option specified on the Contract Data Page. Your Spousal Beneficiary may discontinue any elected death benefit option on the Continuation Date. Upon the Spousal Beneficiary’s death, the entire interest of the Contract must be distributed immediately under option 1 or 2 as provided under DEATH OF OWNER BEFORE THE ANNUITY DATE.

In any event, the entire interest in the Contract will be distributed within five years from the date of death of the Owner unless payment option 2 or 3 as provided under DEATH OF OWNER BEFORE THE ANNUITY DATE is elected.

AMOUNT OF DEATH BENEFIT

The death benefit is equal to the greater of:

the Contract Value at the end of the NYSE business day during which We receive, at Our Annuity Service Center, due proof of the Owner’s death and an election of the type of payment to be made; Or

Net Purchase Payments.

DEATH OF OWNER OR ANNUITANT ON OR AFTER THE ANNUITY DATE

If any Owner or Annuitant dies on or after the Annuity Date and before the entire interest in the Contract has been distributed, We will pay the remaining portion of the interest of the Contract under the Annuity Payment Option being distributed on the date of death upon Our receipt of Due Proof of Death. For further information pertaining to death of the Annuitant, see ANNUITY PAYMENT OPTIONS.

BENEFICIARY

The Beneficiary is selected by the Owner. While (a) the Owner is living; and (b) before the Annuity Date, the Owner may change the Beneficiary by written notice in a form satisfactory to Us. A change in Beneficiary will take effect on the date the notice of change was signed. Such change, however, will not apply to any payment or action taken by Us before the notice was received at Our Annuity Service Center. If two or more persons are named, (a) those surviving the Owner will share equally unless otherwise stated; and (b) the Beneficiaries must elect to receive their respective portions of the death benefit according to the options listed under DEATH OF

OWNER BEFORE THE ANNUITY DATE. If the Annuitant survives the Owner, and there are no surviving Beneficiaries, the Annuitant will be deemed the Beneficiary.

Joint Owners, if applicable, shall be each other’s primary Beneficiary. Joint Annuitants, if any, when the Owner is a non-natural person, shall be each other’s primary Beneficiary. Any other Beneficiary designated on the Application will be treated as a contingent Beneficiary.

If the Owner is also the Annuitant and there are no surviving Beneficiaries at the death of the Owner, the death benefit will be paid to the estate of the Owner in accordance with option 1, under DEATH OF OWNER BEFORE THE ANNUITY DATE.

ANNUITY PROVISIONS

ANNUITY DATE

The Owner specifies an anticipated Annuity Date (the date on which annuity payments are to begin). The date provided by the Owner to Us at the time of application is shown on the Contract Data Page as the Specified Annuity Date. The Owner may change the Specified Annuity Date at any time, at least seven days prior to the Annuity Date, by written notice to the Company at its Annuity Service Center. The Annuity Date must always be the first day of the calendar month and must be at least two years after the Contract Date, but not beyond the later of the Owner’s 90th birthday or ten years after the Contract Date. If the Owner is a non-natural person, the latest Annuity Date is the later of the Annuitant’s 90th birthday or ten years after the Contract Date. If no Annuity Date is specified, the Annuity Date will be the latest Annuity Date, as set by the Company.

PAYMENTS TO OWNER

Unless You request otherwise, We will make annuity payments to You. If You want the annuity payments to be made to some other Payee, We will make such payments subject to receipt of a written request filed at the Annuity Service Center no later than thirty (30) days before the due date of the first annuity payment.

Any such request is subject to the rights of any assignee. No payments available to or being paid to the Payee while the Annuitant is alive can be transferred, commuted, anticipated or encumbered.

FIXED ANNUITY PAYMENTS

If a Fixed Annuity payment option has been elected, the proceeds payable under this Contract less any applicable premium taxes, shall be applied to the payment of the Fixed Annuity payment option elected at rates which are at least equal to the annuity rates as specified under the BASIS OF COMPUTATION FOR FIXED ANNUITY PAYMENTS. In no event will the Fixed Annuity payments be changed once they begin.

AMOUNT OF FIXED ANNUITY PAYMENTS

The amount of each Fixed Annuity payment will be determined by applying the portion of the Contract Value allocated by You for Fixed Annuity payments less any applicable premium taxes to the annuity table applicable to the Fixed Annuity payment option chosen.

BASIS OF COMPUTATION FOR FIXED ANNUITY PAYMENTS

The actuarial basis for Fixed Annuity payments is the 1983a Annuity Mortality Table with projection and a guaranteed interest rate of 3%. The mortality table is projected using Projection Scale G factors to the year of annuitization .

AMOUNT OF VARIABLE ANNUITY PAYMENTS

(a)

FIRST VARIABLE ANNUITY PAYMENT: The dollar amount of the first Variable Annuity payment will be determined by applying the portion of the Contract Value allocated by You to the Subaccount(s),

less any applicable premium taxes, to the annuity table applicable to the Variable Annuity payment option chosen. If the Contract Value is allocated to more than one Subaccount, the value of Your interest in each Subaccount is applied separately to the annuity table to determine the amount of the first annuity payment attributable to each Subaccount.

(b)

NUMBER OF VARIABLE ANNUITY UNITS: The number of Annuity Units for each applicable Subaccount is the amount of the first annuity payment attributable to that Subaccount divided by the value of the applicable Annuity Unit for that Subaccount as of the Annuity Date. The number will not change as a result of investment experience.

(c)

VALUE OF EACH VARIABLE ANNUITY UNIT: The value of an Annuity Unit may increase or decrease from one month to the next. For any month, the value of an Annuity Unit of a particular Subaccount is the value of that Annuity Unit as of the last NYSE business day of the preceding month, multiplied by the Net Investment Factor for that Subaccount for the last NYSE business day of the current month.

The Net Investment Factor for any Subaccount for a certain month is determined by dividing (1) by (2) where:

(1)

is the Accumulation Unit Value of the Subaccount determined as of the last business day at the end of that month, and

(2)

is the Accumulation Unit Value of the Subaccount determined as of the last business day at the end of the preceding month.

The result is then multiplied by a factor that neutralizes the assumed investment rate of 3.5%.

(d)

SUBSEQUENT VARIABLE ANNUITY PAYMENTS: After the first Variable Annuity payment, payments will vary in amount according to the investment performance of the applicable Subaccount(s) to which Your Purchase Payments are allocated. The amount may change from month to month. The amount of each subsequent payment for each Subaccount is:

The number of Annuity Units for each Subaccount as determined for the first annuity payment

Multiplied by

The value of an Annuity Unit for that Subaccount at the end of the month immediately preceding the month in which payment is due.

We guarantee that the amount of each Variable Annuity payment will not be affected by variations in expenses or mortality experience.

BASIS OF COMPUTATION FOR VARIABLE ANNUITY PAYMENTS

The actuarial basis for Variable Annuity payments is the 1983a Annuity Mortality Table with projection and an effective annual Assumed Investment Rate of 3.5%. The mortality table is projected using Projection Scale G factors to the year of annuitization.

ANNUITY PAYMENT OPTIONS

During the Annuitant’s life, upon written election and the return of this Contract to the Company at its Annuity Service Center, the Contract Value may be applied to provide one of the following options or any annuity payment option that is mutually agreeable. After two years from the Contract Date, and prior to the Annuity Date, You can choose one of the options described below. If no option has been selected by the Annuity Date, You will automatically receive option 4, below, with 120 monthly payments guaranteed.

OPTIONS 1—LIFE ANNUITY, LIFETIME MONTHLY PAYMENTS GUARANTEED

Payments payable to a Payee during the lifetime of the Annuitant. No further payments are payable after the death of the Annuitant.

OPTIONS 2—JOINT AND SURVIVOR LIFE ANNUITY

Payments payable to the Payee during the lifetime of the Annuitant and during the lifetime of a designated second person. No further payments are payable after the deaths of both the Annuitant and the designated second person.

OPTIONS 3—JOINT AND SURVIVOR LIFE ANNUITY—120 OR 240 MONTHLY PAYMENTS GUARANTEED

Payments are payable to the Payee during the lifetime of the Annuitant and during the lifetime of a designated second person. If, at the death of the survivor, payments have been made for less than 120 or 240 monthly periods, the remaining guaranteed annuity payments will be continued to the Beneficiary.

OPTIONS 4—LIFE ANNUITY WITH 120 OR 240 MONTHLY PAYMENTS GUARANTEED

Payments payable to the Payee during the lifetime of the Annuitant. If, at the death of the Annuitant, payments have been made for less than the 120 or 240 monthly periods, as selected at the time of annuitization, the remaining guaranteed annuity payments will be continued to the Beneficiary.

OPTIONS 5—FIXED PAYMENTS FOR A SPECIFIED PERIOD CERTAIN

Payments are payable to the Payee for any specified period of time of five (5) years or more, but not exceeding thirty (30) years, as selected at the time of annuitization. The selection must be made for full twelve-month periods. In the event of death of the Annuitant, any remaining annuity payments will be continued to the Beneficiary. If Variable Annuity Payments are elected under this Annuity Payment Option, any remaining guaranteed Variable Annuity payments may be redeemed for a discounted value determined by Us. Any applicable Withdrawal Charges will be deducted from the discounted value as if You fully surrendered Your Contract.

First SunAmerica Life Insurance Company

A STOCK COMPANY LOS ANGELES, CALIFORNIA

INDIVIDUAL FIXED AND

VARIABLE ANNUITY CONTRACT

Nonparticipating