Exhibit (3)(b)

                                    FORM OF
                         AFFILIATED INSURER AMENDMENT
                                      TO
                               SELLING AGREEMENT

THIS AMENDMENT, effective as of                      is made by and among Pruco
Life Insurance Company ("Pruco"), Pruco Life Insurance Company of New Jersey
("Pruco NJ"), The Prudential Insurance Company of America ("PICA"), Prudential
Annuities Life Assurance Corporation, formerly known as American Skandia Life
Assurance Corporation ("PALAC"), Prudential Annuities Distributors, Inc.,
formerly known as American Skandia Marketing, Incorporated, ("PAD"),
                    , ("Broker-Dealer") and any and all undersigned insurance
agency affiliates of Broker-Dealer ("Associated Insurance Agencies");

WHEREAS, PALAC and PAD entered into an Insurance Product Sales Agreement with
Broker-Dealer and Associated Insurance Agencies , as amended (the "Agreement");

WHEREAS, Broker-Dealer and Associated Insurance Agencies wish to sell and
service certain Contracts issued by Pruco, Pruco NJ and PICA;

WHEREAS, the parties desire to amend the Agreement to include Pruco, Pruco NJ
and PICA as parties to the Agreement and to provide authorization to
Broker-Dealer and Associated Insurance Agencies to engage in the sale and
servicing of the Contracts issued by Pruco, Pruco NJ and PICA; and

NOW THEREFORE, in consideration of their mutual promises, PAD, PALAC, Pruco,
Pruco NJ, PICA, Broker-Dealer and Associated Insurance Agencies each agree as
follows:

That the Agreement shall be amended to include Pruco, Pruco NJ and PICA as
parties;

All references throughout the Agreement to "ASLAC" shall, by definition, be
expanded and amended to include PALAC, Pruco, Pruco NJ or PICA and replaced by
the term "Insurer";

All references throughout the Agreement to "American Skandia" shall, by
definition, be expanded and amended to include PALAC, Pruco, Pruco NJ or PICA
and PAD, and replaced by the term "Prudential Annuities";

All references throughout the Agreement to "ASM" shall be replaced by "PAD";

That Prudential Annuities authorizes Broker-Dealer to solicit sales of
Contracts identified in the Schedule(s) to the Agreement and that such
authorization shall exclude solicitation of new sales, initial premium and/or
initial purchase payments for any Contract or Schedule(s) that Prudential
Annuities has designated as available for "Service Only";



Broker Dealer shall designate registered representatives for appointment by
PICA, Pruco and Pruco NJ, as individual insurance agents, and, notwithstanding
any provision of the Agreement to the contrary, limit such designation to only
those that shall serve as broker of record on a contract issued by PICA, Pruco,
or Pruco NJ; and

Notwithstanding any provision of the Agreement to the contrary, customer checks
for Payments shall be made payable to the order of the insurance company
issuing the Contract to which the Payment applies.

IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be
executed in its name and behalf by its duly authorized representative.


PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION

/s/ Bruce Ferris
-----------------------------------------------
By Bruce Ferris
Title: Executive Vice President

PRUDENTIAL ANNUITIES DISTRIBUTORS, INC.

/s/ Bruce Ferris
-----------------------------------------------
By Bruce Ferris
Title: Director

PRUCO LIFE INSURANCE COMPANY

/s/ Bruce Ferris
-----------------------------------------------
By Bruce Ferris
Title: Vice President

PRUCO LIFE INSURANCE COMPANY OF NEW JERSEY

/s/ Bruce Ferris
-----------------------------------------------
By Bruce Ferris
Title: Vice President

THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

/s/ Bruce Ferris
-----------------------------------------------
By Bruce Ferris
Title: Vice President

For the named entities above in his representative capacity:


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[BROKER DEALER]

By     -----
Title:
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[ASSOCIATED INSURANCE AGENCY]

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PLEASE ATTACH ADDITIONAL SIGNATURE PAGES IF MORE THAN ONE
ASSOCIATED INSURANCE AGENCY EXISTS