0001104659-05-010989 Sample Contracts

December 28, 2004 Mr. Bruce W. Calvert Alliance Capital Management Corporation New York, NY 10105 Dear Bruce:
Alliance Capital Management L P • March 15th, 2005 • Investment advice • New York

This letter sets forth the terms of your agreement with Alliance Capital Management Corporation (the “Company”) and Alliance Capital Management L.P. (the “Partnership”).

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INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT
Investment Advisory and Management Agreement • March 15th, 2005 • Alliance Capital Management L P • Investment advice • New York

THIS AGREEMENT, dated as of October 1, 2004, (this “Agreement”), is made by and between Alliance Capital Management L.P. (together with any affiliated successor to its business, “Adviser”), and MONY Life Insurance Company (“Client”).

AWARD AGREEMENT UNDER THE AMENDED AND RESTATED ALLIANCE PARTNERS COMPENSATION PLAN
Award Agreement • March 15th, 2005 • Alliance Capital Management L P • Investment advice • New York

You have been granted an award under the Amended and Restated Alliance Partners Compensation Plan (the “Plan”), as specified below:

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