0000779955-03-000002 Sample Contracts

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • January 14th, 2003 • Sun Life Insurance & Annuity Co of New York • New York

THIS AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as of December 16, 2002, between Sun Life Insurance and Annuity Company of New York, a stock insurance company organized under the laws of the State of New York ("SLNY"), and Keyport Benefit Life Insurance Company, a stock insurance company organized under the laws of the State of New York ("KBL").

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