PACIFIC SELECT EXEC SEPARATE ACCT OF PM GP LIFE INSURANCE CO, N-8B-2, 1999-06-16

PACIFIC SELECT EXEC SEPARATE ACCT OF PM GP LIFE INSURANCE CO
N-8B-2, 1999-06-16

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As filed with the Securities and Exchange Commission on
JUNE 16, 1999
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-8B-2

REGISTRATION STATEMENT OF UNIT INVESTMENT TRUSTS
WHICH ARE CURRENTLY* ISSUING SECURITIES

Pursuant to Section 8(b) of the
Investment Company Act of 1940
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Pacific Select Exec Separate Account of
Pacific Life & Annuity Company
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(Name of Unit Investment Trust)

700 Newport Center Drive
Newport Beach, California 92660
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(Principal Office of Registrant)

Pacific Life & Annuity Company and
The Pacific Select Exec Separate Account
(Name of issuer of periodic payment certificates)

* Registrant is not currently issuing securities, but proposes to do so as
soon as practicable after the effective date of its Registration Statement
on Form S-6 under the Securities Act of 1933, as amended, which is being
filed concurrently with this Registration Statement.
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I. ORGANIZATION AND GENERAL INFORMATION

1. (a) Furnish name of the Trust and the Internal Revenue Service
Revenue Service Employer Identification Number.

Pacific Select Exec Separate Account of Pacific Life & Annuity
Company (hereinafter referred to as the "Trust" or the "Separate
Account").

The Separate Account has no Internal Revenue Service Employer
Identification Number.

(b) Furnish title of each series of securities issued by the Trust.

Flexible premium variable life insurance policies (herein
referred to as "Contracts" or "Policies").

2. Furnish name and principal business address and Zip Code and the
Internal Revenue Service Employer Identification Number of each
depositor of the Trust.

Pacific Life & Annuity Company
700 Newport Center Drive
Newport Beach, California 92660

Internal Revenue Service Employer Identification Number:
95-3769814.

3. Furnish name and principal business address and Zip Code and the
Internal Revenue Service Employer Identification Number of each
custodian or trustee of the Trust indicating for which class or series
of securities each custodian or trustee is acting.

Not applicable.

4. Furnish name and principal business address and Zip Code and the
Internal Revenue Service Employer Identification Number of each
principal underwriter currently distributing securities of the Trust.

Pacific Mutual Distributors, Inc., 700 Newport Center Drive, Newport
Beach, California 92660 will be the principal underwriter for
distribution of the securities of the Separate Account.

The Internal Revenue Service Employer Identification Number of Pacific
Mutual Distributors, Inc. is 95-2594489.

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5. Furnish name of state or other sovereign power, the laws of which
govern with respect to the organization of the Trust.

Pacific Life & Annuity Company ("PL&A" or the "Depositor"), of which
the Trust is a part, is governed under the laws of the state of
Arizona.

6. (a) Furnish the dates of execution and termination of any
indenture or agreement currently in effect under the terms of
which the Trust was organized and issued or proposes to issue
securities.

There is no indenture or agreement under the terms of which the
Separate Account was organized or proposes to issue securities.
By a resolution of the Board of Directors of Pacific Life &
Annuity, under it's former name of PM Group Life Insurance
Company ("PM Group") dated July 1, 1998,(which resolution will
continue in effect indefinitely unless terminated by the
Depositor's Board of Directors), the Depositor was empowered to
organize separate accounts. By memorandum dated September 24,
1998, William L. Ferris, Chief Executive Officer of the
Depositor, established Pacific Select Exec Separate Account.

(b) Furnish the dates of execution and termination of any indenture
or agreement currently in effect pursuant to which the proceeds
of payments on securities issued or to be issued by the Trust are
held by the custodian or Trustee.

Same as set forth in Item 6(a).

7. Furnish in chronological order the following information with respect
to each change of name of the Trust since January 1, 1930. If the name
has never been changed, so state.

The name of the separate account, as initially approved by the Board
of Directors of PL&A while operating as the PM Group, has not changed.

8. State the date on which the fiscal year of the Trust ends.

December 31.

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Material Litigation

9. Furnish a description of any pending legal proceedings, material with
respect to the security holders of the Trust by reason of the nature
of the claim or the amount thereof, to which the Trust, the depositor,
or the principal underwriter is a party or of which the assets of the
Trust are the subject, including the substance of the claims involved
in such proceeding and the title of the proceeding.

Furnish a similar statement with respect to any pending administrative
proceeding commenced by a governmental authority or any such
proceeding or legal proceeding known to be contemplated by a
governmental authority. Include any proceeding which, although
immaterial itself, is representative of, or one of, a group which in
the aggregate is material.

There are no legal proceedings to which the Separate Account is a
party, or which would materially affect the Separate Account.

II. GENERAL DESCRIPTION OF THE TRUST AND
SECURITIES OF THE TRUST

General Information Concerning the Securities of the Trust and the Rights of
Holders

10. Furnish a brief statement with respect to the following matters for
each class or series of securities issued by the Trust:

(a) Whether the securities are of the registered or bearer type.

Registered.

(b) Whether the securities are of the cumulative or distributive
type.

The Policies are of the cumulative type.

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A policy owner may fully surrender a Policy at any time during
the life of the insured. The amount received in the event of a
full surrender is the Policy's net cash surrender value, which is
equal to the accumulated value less the surrender charge, and
less any outstanding policy debt.

A policy owner can make partial withdrawals of the net cash
surrender value starting on the first policy anniversary. During
the first fifteen policy years, the portion of a partial
withdrawal of up to the lesser amount of $10,000 or 10% of
premiums will not reduce the face amount under the policy. The
excess of any withdrawal over this amount may cause a reduction
in Face Amount.

A partial withdrawal must be for at least $200, and the Policy's
net cash surrender value after the withdrawal must be at least
$500.

Additional information regarding reductions in Face Amount are
specified in the Registrant's form S-6 under the heading entitled
"Making withdrawals" under section "Withdrawals, surrenders and
loans".

(d) The rights of security holders with respect to conversion,
transfer, partial redemption, and similar matters.

Accumulated value may be transferred among the Variable Accounts
by the policy owner upon proper written request to the
Depositor's Service Center at its Home Office. Transfers may be
made by telephone if a Telephone Transfer Authorization Form has
been signed and filed at the Depositor's Home Office. Currently,
there are no limitations on the number of transfers between
Variable Accounts, no minimum amount required for a transfer, nor
any minimum amount required to be remaining in a given Variable
Account after a transfer. No charges are currently imposed upon
such transfers. PL&A reserves the right, however, at a future
date to limit the size of transfers and remaining balances, to
assess transfer charges, and to limit the number and frequency of
transfers, and to discontinue telephone transfers.

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accumulated value may also be transferred from the Variable
Accounts to the Fixed Options after your initial net premium is
allocated to the investment options, however, such a transfer
will only be permitted in the policy month preceding a policy
anniversary, except that policy owners may make such a transfer
at any time during the first 18 policy months.

Transfers from the Fixed Options to the Variable Accounts are
restricted as described in the headings "Fixed Options" and
"Transferring among investment options" under the section
entitled "Your investment options" in the Registrant's Form S-6.

(e) If the Trust is the issuer of periodic payment plan certificates,
state the substance of the provisions of any indenture or
agreement with respect to lapses or defaults by security holders
in making principal payments, and with respect to reinstatement.

The Policy will lapse only when the accumulated value less policy
debt of the Policy is insufficient to cover the current monthly
deduction against the Policy's accumulated value on any monthly
payment date, and a "Grace Period" expires without the policy
owner making a sufficient payment. If accumulated value less debt
is insufficient to cover the current monthly deduction on a
monthly payment date, the owner must pay during the grace period
a minimum of three times the charges and deductions due on the
monthly payment date when the insufficiency occurred to avoid
termination of the Policy.

PL&A will not accept any payment if it would cause the policy
owner's total premium payments to exceed the maximum permissible
premium for the Policy face amount under the Internal Revenue
Code.

If accumulated value less debt is insufficient to cover the
monthly deduction on a monthly payment date, the available amount
will be deducted. PL&A will notify the policy owner (and any
assignee of record) of the payment required to keep the Policy in
force. The policy owner will then have a grace period of 61 days,
measured from the date the notice is sent, to make the required
payment. The Policy will remain in force through the grace
period.

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Failure to make the required payment within the grace period will
result in termination of coverage under the Policy, and the
Policy will lapse with no value. If the required payment is made
during the grace period, any premium paid will be allocated among
the investment options in accordance with the policy owner's
current premium allocation instructions. Any monthly deduction
due will be charged to the investment options on a proportionate
basis.

If the insured dies during the grace period, the death benefit
proceeds will equal the amount of the death benefit immediately
prior to the commencement of the grace period, reduced by any
unpaid monthly deductions and any policy debt.

PL&A will reinstate a lapsed Policy (but not a Policy which has
been surrendered for its net cash surrender value) at any time
within five years after the end of the grace period but before
the maturity date provided PL&A receives the following: (1) a
written application from the policy owner; (2) evidence of
insurability satisfactory to PL&A; and (3) payment of all monthly
charges and deductions that were due and unpaid during the grace
period, and payment of a premium at least equal to three times
the most recent monthly deduction.

When the Policy is reinstated, the accumulated value will be
equal to the accumulated value on the date of the lapse subject
to the following: If the Policy is reinstated after the first
monthly payment date following lapse, the accumulated value will
be reduced by the amount of policy debt on the date of lapse and
no policy debt will exist on the date of the reinstatement.

If the Policy is reinstated on the monthly payment date next
following lapse, any policy debt on the date of lapse will also
be reinstated.

No interest on amounts held in PL&A's loan account to secure
policy debt will be paid or credited between lapse and
reinstatement.

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Reinstatement will be effective as of the monthly payment date on
or next following the date of approval by PL&A, and accumulated
value minus, if applicable, policy debt will be allocated among
the Variable Accounts and the Fixed Options in accordance with
the policy owner's most recent premium allocation instructions.

(f) The substance of the provisions of any indenture or agreement
with respect to voting rights, together with the names of persons
other than security holders given the right to exercise voting
rights pertaining to the Trust's securities or the underlying
securities and the relationship of such persons to the Trust.

Reference is made to the heading entitled "Voting rights" under
the section "About PL&A" in the Registration Statement of
the Separate Account on Form S-6, which is hereby incorporated by
reference.

(g) Whether security holders must be given notice of any change in:

(1) The composition of the assets in the Trust.

Reference is made to the heading entitled "Making changes to
the separate account" under the section "About PL&A" in the
Registrant's Form S-6.

(2) The terms and conditions of the securities issued by the
Trust.

Where required, the Depositor will not substitute any shares
attributable to a policy owner's interest in a Variable
Account or the Separate Account without notice, policy owner
approval, or prior approval of the Securities and Exchange
Commission and any applicable state insurance regulators.

PL&A reserves the right to make any change without consent
of policy owners to the provisions of the Policy to comply
with, or give policy owners the benefit of, any Federal or
State statute, rule, or regulation, including but not
limited to, requirements for life insurance contracts under
the Internal Revenue Code, under regulations of the United
States Treasury Department or any state.

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(3) The provisions of any indenture or agreement of the Trust.

There is no indenture or agreement relating to the Separate
Account except for the Policies and the Distribution
Agreement. The Distribution Agreement may be changed without
notice to policy owners.

(4) The identity of the depositor, Trustee or custodian.

Policy owners would receive notice of any change in the
identity of the Depositor. There is no trustee or custodian
of the Separate Account.

(h) Whether the consent of security holders is required in order for
action to be taken concerning any change in:

(1) The composition of the assets of the Trust.

Reference is made to heading "Making changes to the separate
account" in the Registrant's Form S-6.

(2) The terms and conditions of the securities issued by the
Trust.

No material change may be made in the terms and conditions
of any issued Policy without the consent of the policy
owner, except a change required to make the Policy conform
with any law or regulation issued by any government agency
to which the Policy is subject.

(3) The provisions of any indenture or agreement of the Trust.

See response to item 10(g)(3)hereof.

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(4) The identity of the depositor, trustee or custodian.

No consent of policy owners is required for any change
concerning the identity of the Depositor. There is no
trustee or custodian of the Separate Account.

(i) Any other principal feature of the securities issued by the Trust
or any other principal right, privilege or obligation not covered
by subdivisions (a) to (g) or by any other item in this form.

For further and more detailed information regarding the
securities, reference is made to the information set forth in the
Registrant's Registration Statement on Form S-6 under the
Securities Act of 1933, as amended.

Information Concerning the Securities Underlying the Trust's Securities

11. Describe briefly the kind or type of securities comprising the unit of
specified securities in which security holders have an interest. If
the trust owns or will own any securities of its regular brokers or
dealers as defined in rule 10b-1 under the Act, or their parents,
identify those brokers or dealers and state the value of the
registrant's aggregate holdings of the securities of each subject
issuer as of the close of the registrant's most recent fiscal year.

The Separate Account invests in shares of the Pacific Select Fund, a
series type investment company consisting of eighteen series (Money
Market Series, High Yield Bond Series, Managed Bond Series, Government
Securities, Growth Series, Aggressive Equity Series, Growth LT Series,
Equity Income Series, Multi-Strategy Series, Large-Cap Value Series,
Mid-Cap Value Series, Equity Series, Bond and Income Series, Equity
Index Series, Small-Cap Value Series, REIT Series, International
Series, and Emerging Markets Series).

12. If the Trust is the issuer of periodic payment plan certificates and
if any Underlying Securities were issued by another investment
company, furnish the following information for each such company:

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(a) Name of company.

Pacific Select Fund.

(b) Name and principal business address of depositor.

Not applicable.

The custodian is Investors Fiduciary Trust Company, located at
801 Pennsylvania, Kansas City, Missouri 64105-1716.

(d) Name and principal business address of principal underwriter.

Pacific Mutual Distributors, Inc.
700 Newport Center Drive
Newport Beach, California 92660

The period during which the securities of such
company have been the underlying securities.

Not applicable.

Information Concerning Loads, Fees, Charges and Expenses

13. (a) Furnish the following information with respect to each load, fee,
expense or charge to which (1) principal payments, (2) underlying
securities, (3) distributions, (4) cumulated or reinvested
distributions or income, and (5) redeemed or liquidated assets of
the Trust's securities are subject:

(A) The nature of such load, fee, expense or charge;

(B) the amount thereof;

(D) the nature of the services performed by such person in
consideration for such load, fee, expense or charge.

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Items 13(a)(A),(B), (C) and (D):

For the answers to each sub-item of Item 13(a) reference is
made to the heading "Deductions from your premiums" under
section "How premiums work" and heading "Monthly deductions"
under section "Your policy's accumulated value" in the
Registrant's Form S-6.

(b) For each installment payment type of periodic payment plan
certificate of the Trust, furnish the following information with
respect to sales load and other deductions from principal
payments.

Not applicable.

(c) State (1) the amount of total deductions as a percentage of the
net amount invested for each type of security issued by the Trust
and (2) state each different sales charge available as a
percentage of the public offering price and as a percentage of
the net amount invested.

A premium load is deducted from each premium payment under a
Policy prior to allocation of the net premium to the policy
owner's accumulated value.

The premium load consists of the following items: (1) a sales
load equal to 2.50% of each premium paid to compensate PL&A
for the cost of distributing the Policies (2) a charge equal to
2.35% assessed against each premium to pay applicable state and
local taxes, and (3) a charge equal to 1.50% is assessed against
each premium to pay certain applicable federal taxes.

The net amount invested will depend upon the payment of flexible
premiums. A monthly deduction charge is deducted from the
accumulated value in the investment options beginning on the
monthly payment date on or next following the date PL&A first
becomes obligated under the policy and on each monthly payment
date thereafter. The monthly deduction consists of 1) a cost of
insurance charge and is equal to the current cost of insurance
rate multiplied by the net amount at risk, which is based on the
death benefit attributed to the face amount under the policy at
the beginning of the policy month. The Policy's cost of insurance
rate will not exceed certain guaranteed rates. We may charge
"current rates" that are lower than the guaranteed rates.

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An option is available to elect a guarantee period during which
we will guarantee our current cost of insurance rates as of the
date of issue of the policy. 2), an administrative charge that is
a monthly deduction equal to $7.50 per month until age 100, and
3) a monthly M&E risk charge that consists of two components: a
M&E risk face amount charge and a M&E risk asset charge.

The M&E risk face amount charge will be assessed during the first
ten policy years and at a rate determined with reference to the
initial face amount of the policy. The rate is equal to a face
amount component factor per $1,000 of the initial face amount of
the policy. The M&E risk asset charge is assessed to the
insured's age 100. A rate of .85% of the first $25,000 of
unloaned accumulated value and a charge of .75% of the unloaned
accumulated value above $25,000 is used in years 1 through 10. A
rate of .45% of the first $25,000 of unloaned accumulated value
and a charge of .05% of the unloaned accumulated value above
$25,000 is used in years 11 and over.

For further detailed information regarding cost of insurance
charges, guarantee periods, M&E risk charge and face amount
component factors, reference is made to the heading "Monthly
deductions" and Appendix A in the Registrant's form S-6.

(d) Explain fully the reasons for any difference in the price at
which securities are offered generally to the public, and the
price at which securities are offered for any class of
transactions to any class or group of individuals, including
officers, directors, or employees of the depositor, trustee,
custodian or principal underwriter.

In certain limited circumstances, PL&A reserves the right to
reduce or waive some or all of the charges assessed by the
Contracts funded by the Trust. In addition, PL&A may credit
certain amounts to purchasers of the Policies. For further
detailed information, reference is made to the heading "Owners,
person insured by the Policy, and beneficiaries" under the
section "Pacific Select Exec II-NY basics" in the registrant's
Form S-6.

(e) Furnish a brief description of any loads, fees, expenses or
charges not covered in Item 13(a) which may be paid by security
holders in connection with the Trust or its securities.

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Reference is made to the heading "Fee and expenses paid by the
Pacific Select Fund" under Section "An Overview of Pacific Select
Exec II-NY" in the Registrant's Form S-6.

(f) State whether the Depositor, principal underwriter, custodian or
trustee, or any affiliated person of the foregoing may receive
profits or other benefits not included in answer to Item 13(a) or
13(d) through the sale or purchase of the Trust's securities or
interests in such securities, or underlying securities, and
describe fully the nature and extent of such profits or benefits.

The Depositor will not receive any profits or other benefits not
included in answers to item 13(a) or 13(d) through the sale or
purchase of the Policies or fund shares, except that the
Depositor may be compensated if the policy owner purchases
Optional Insurance Benefits available by rider.

(g) State the percentage that the aggregate annual charges and
deductions for maintenance and other expenses of the Trust bear
to the dividend and interest income from the Trust property
during the period covered by the financial statements filed
herewith.

Not applicable.

Information Concerning the Operations of the Trust

14. Describe the procedure with respect to applications (if any) and the
issuance and authentication of the Trust's securities, and state the
substance of the provisions of any indenture or agreement pertaining
thereto.

Reference is made to the section on "Pacific Select Exec II-NY basics"
in the Registrant's Form S-6.

15. Describe the procedure with respect to the receipt of payments from
purchasers of the Trust's securities and the handling of the proceeds
thereof, and state the substance of the provisions of any indenture or
agreement pertaining thereto.

Reference is made to the sections "The death benefit", "How premiums
work", and "Your policy's accumulated value" in the Registrant's Form
S-6.

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16. Describe the procedure with respect to the acquisition of underlying
securities and the disposition thereof, and state the substance of the
provisions of any indenture or agreement pertaining thereto.

Reference is made to the heading "Allocating your premiums" in the
Registrant's Form S-6.

17. (a) Describe the procedure with respect to withdrawal or redemption
by security holders.

Reference is made to the section "Withdrawals, surrenders and
loans" in the Registrant's Form S-6.

(b) Furnish the names of any persons who may redeem or repurchase, or
are required to redeem or repurchase, the Trust's securities or
underlying securities from security holders, and the substance of
the provisions of any indenture or agreement pertaining thereto.

Not applicable.

If the Policy is fully surrendered, the Policy is cancelled and
no further purchase payments may be made thereunder. If a Policy
lapses, it may be reinstated for a five year period by the policy
owner.

18. (a) Describe the procedure with respect to the receipt, custody and
disposition of the income and other distributable funds of the
Trust and state the substance of the provisions of any indenture
or agreement pertaining thereto.

All income and other distributable funds of the Separate Account
are invested in Fund shares at net asset value and added to the
assets of the Separate Account, unless PL&A, on behalf of the
Separate Account, elects otherwise.

(b) Describe the procedure, if any, with respect to the reinvestment
of distributions to security holders and state the substance of
the provisions of any indenture or agreement pertaining thereto.

See the response to Item 18(a), above.

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(c) If any reserves or special funds are created out of income or
principal, state with respect to each such provision or fund the
purpose and ultimate disposition thereof, and describe the manner
of handling the same.

No reserves or special funds are currently created out of income
or principal, except for "reserves" as required for insurance
policies under state law.

(d) Submit a schedule showing the periodic and special distributions
which have been made to security holders during the three years
covered by the financial statements filed herewith. State for
each such distribution the aggregate amount and amount per share.

If distributions from sources other than current income have been
made, identify each such other source and indicate whether such
distribution represents the return of principal payments to
security holders.

If payments other than cash were made, describe the nature
thereof, the account charged and the basis of determining the
amount of such charge.

Not applicable.

19. Describe the procedure with respect to the keeping of records and
accounts of the Trust, the making of reports and the furnishing of
information to security holders, and the substance of the provisions
of any indenture or agreement pertaining thereto.

Under agreements with Cybertek Products, Inc. ("Cybertek"), located in
Northbrook, Illinois, Cybertek provides computer systems that perform
certain administrative, accounting, and recordkeeping functions for
the Policies. Policy owners will be provided with annual reports of
the Separate Account and annual and semi-annual reports of the Fund,
as well as a quarterly statement setting forth the death benefit, face
amount, accumulated value, cash surrender value, and any policy debt.
Policy owners will also be furnished proxies and solicitation
materials for the Fund.

20. State the substance of the provisions of any indenture or agreement
concerning the Trust with respect to the following:

(a) Amendments to such indenture or agreement.

(b) The extension or termination of such indenture or agreement.

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(c) The removal or resignation of the trustees or custodian, or the
failure of the trustee or custodian to perform its duties,
obligations and functions.

(d) The appointment of a successor trustee and the procedure if a
successor trustee is not appointed.

(e) The removal or resignation of the depositor, or the failure of
the depositor to perform its duties, obligations and functions.

(f) The appointment of a successor depositor and the procedure if a
successor depositor is not appointed.

There are no indentures or agreements concerning the Separate
Account except for the Policies and the Underwriting Agreement,
which are described elsewhere herein.

21. (a) State the substance of the provisions of any indenture or
agreement with respect to loans to security holders.

There are no such provisions in any indenture or agreement. The
policy owner may borrow from PL&A the maximum amount of the
greater of 1) 90% of the Policy's accumulated value allocated to
the Variable Accounts and 100% of accumulated value allocated to
the Fixed Options, less any Debt and less the amount of any
surrender charge that would be imposed if the Policy were
surrendered on the date the loan was taken. Or, 2) 100% of the
product of (a X b/c-d) where (a) equals the Policy's accumulated
value less any surrender charge that would be imposed if the
Policy were surrendered on the date the loan is taken and less 12
times the current monthly deduction; (b) equals 1 plus the annual
loan interest rate credited (1.03 in years 1 through 10 and 1.033
in years 11 and over); (c) equals 1 plus the annual loan interest
rate currently charged (1.0355); and (d) equals any existing
policy debt. The minimum loan that can be taken at any time is
$200. The Policy will be the only security required for a loan.

The amount of any policy debt is subtracted from the death
benefit or from the cash surrender value upon surrender.

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If accumulated value minus debt is insufficient to cover the
monthly deduction against the Policy's accumulated value on any
monthly payment date, PL&A will terminate the Policy in
accordance with the procedure described under the heading
"Lapsing and reinstatement" in the section "Your policy's
accumulated value" in the Registrant's Form S-6.

(b) Furnish a brief description of any procedure or arrangement by
which loans are made available to security holders by the
depositor, principal underwriter, trustee or custodian, or any
affiliated person of the foregoing. The following items should be
covered:

(1) The name of each person who makes such agreements or
arrangements with security holders.

(2) The rate of interest payable on such loans.

(3) The period for which loans may be made.

(4) Costs or charges for default in repayment at maturity.

(5) Other material provisions of the agreement or arrangement.

Reference is made to the section "Withdrawals, surrenders
and loans" in the Registrant's Form S-6.

(c) If such loans are made, furnish the aggregate amount of loans
outstanding at the end of the last fiscal year, the amount of
interest collected during the last fiscal year allocated to the
depositor, principal underwriter, trustee or custodian or
affiliated person of the foregoing and the aggregate amount of
loans in default at the end of the last fiscal year covered by
financial statements filed herewith.

Not applicable.

22. State the substance of the provisions of an indenture or agreement
with respect to limitations on the liabilities of the depositor,
trustee or custodian, or any other party to such indenture or
agreement.

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There is no indenture or agreement which limits the liabilities of the
Depositor under the Policies. There is no trustee or custodian of the
Separate Account.

23. Describe any bonding arrangement for officers, directors, partners or
employees of the depositor or principal underwriter of the Trust,
including the amount of coverage and the type of bond.

The employees of Pacific Mutual Distributors, Inc. are covered under a
primary Fidelity Bond, for $15,000,000 and an excess Bond in the
amount of $15,000,000.

24. State the substance of any other material provisions of any indenture
or agreement concerning the Trust or its securities and a description
of any other material functions or duties of the depositor, trustee or
custodian not stated in Item 10 or Items 14 to 23 inclusive.

None.

III. ORGANIZATION, PERSONNEL AND AFFILIATED
PERSONS OF DEPOSITOR

Organization and Operations of Depositor

25. State the form of organization of the depositor of the Trust, the name
of the state or other sovereign power under the laws of which the
depositor was organized and the date of organization.

PL&A is a stock life insurance company domiciled in the State of
Arizona and a wholly owned subsidiary of Pacific Life Insurance
Company. It was organized under the laws of the State of Arizona and
was authorized to conduct business as a life insurance company on
September 30, 1990.

26. (a) Furnish the following information with respect to all fees
received by the depositor of the Trust in connection with the
exercise of any functions or duties concerning securities of the
Trust during the period covered by the financial statements filed
herewith.

Not applicable.

19
<PAGE>

(b) Furnish the following information with respect to any fee or any
participation in fees received by the depositor from any
underlying investment company or any affiliated person or
investment adviser of such company:

(1) The nature of such fee or participation.

(2) The name of the person making payment.

(3) The nature of the services rendered in consideration for
such fee or participation.

(4) The aggregate amount received during the last fiscal year
covered by the financial statements filed herewith.

The Separate Account invests in shares of the Pacific Select
Fund, the adviser of which is Pacific Life Insurance
Company. The Fund pays an advisory fee to Pacific Life.

27. Describe the general character of the business engaged in by the
depositors including a statement as to any business other than that as
depositors of the Trust.

If the depositors act or has acted in any capacity with respect to any
investment company or companies other than the Trust, state the name
or names of such company or companies, their relationship, if any, to
the Trust, and the nature of the depositors' activities therewith. If
the depositors have ceased to act in such named capacities, state the
date of and circumstances surrounding such cessation.

The Depositor offers a line of group health, dental and life insurance
products. It is applying for authority to conduct business in the
State of New York, and is admitted to do business in the District of
Columbia and all states except New Hampshire and Vermont.

Officials and Affiliated Persons of Depositor

28. (a) Furnish as at the latest practicable date the following
information with respect to the depositor of the Trust, with
respect to each officer, director, or partner of the depositor,
and with respect to each natural person directly or indirectly
owning, controlling or holding with power to vote 5% or more of
the outstanding voting securities of the depositor.

20
<PAGE>

PL&A is a wholly owned subsidiary of Pacific Life Insurance
Company, and as such, has no outstanding voting securities.

(b) Furnish a brief statement of the business experience during the
last five years of each officer, director or partner of the
depositor.

Reference is made to the heading "Management" in the section
"About PL&A" in the Registrant's Form S-6.

Companies Owning Securities of Depositor

29. Furnish as at the latest practicable date the following information
with respect to each company which directly or indirectly owns,
controls or holds with power to vote 5% or more of the outstanding
voting securities of the depositor.

PL&A is a wholly owned subsidiary of Pacific Life Insurance Company.

Controlling Persons

30. Furnish as at latest practicable date the following information with
respect to any person, other than those covered by Items 28, 29 and
42, who directly or indirectly controls the depositor.

None.

Compensation of Officers and Directors of Depositor Compensation of Officers of
Depositor

31. Furnish the following information with respect to the remuneration for
services paid by the depositor during the last fiscal year covered by
financial statements filed herewith:

(a) directly to each of the officers or partners of the depositor
directly receiving the three highest amounts of remuneration.

(b) directly to all officers or partners of the depositor as a group
exclusive of persons whose remuneration is included under Item
31(a), stating separately the aggregate amount paid by the
depositor itself and the aggregate amount paid by all the
subsidiaries.

21
<PAGE>

Not applicable.

Compensation of Directors

32. Furnish the following information with respect to the remuneration for
services, exclusive of remuneration reported under Item 31, paid by
the depositor during the last fiscal year covered by financial
statements filed herewith:

(a) the aggregate direct remuneration to directors.

Not applicable.

(b) indirect or through subsidiaries to directors.

Not applicable.

Compensation to Employees

33. (a) Furnish the following information with respect to the aggregate
amount of remuneration for services of all employees of the
depositor (exclusive of persons whose remuneration is reported in
Items 31 and 32) who received remuneration in excess of $10,000
during the last fiscal year covered by financial statements filed
herewith from the depositor and any of its subsidiaries.

Not applicable.

(b) Furnish the following information with respect to the
remuneration for services paid directly during the last fiscal
year covered by financial statements filed herewith to the
following classes of persons (exclusive of those persons covered
by Item 33(a)): (1) Sales managers, branch managers, direct
managers and other persons supervising the sale of registrant's
securities; (2) Salesmen, sales agents, canvassers and other
persons making solicitations but not in supervisory capacity; (3)
Administrative and clerical employees; and (4) Others (Specify).
If a person is employed in more than one capacity, classify
according to predominant type of work.

Not applicable.

22
<PAGE>

Compensation to Other Persons

34. Furnish the following information with respect to the aggregate amount
of compensation for services paid any person (exclusive of persons
whose remuneration is reported in Items 31, 32 and 33), whose
aggregate compensation in connection with services rendered with
respect to the Trust in all capacities exceeded $10,000 during the
last fiscal year covered by financial statements filed herewith from
the depositor and any of its subsidiaries.

Not applicable.

IV. DISTRIBUTION AND REDEMPTION OF SECURITIES

35. Furnish the names of the states in which sales of the Trust's
securities (A) are currently being made. (B) are presently proposed to
be made, and (C) have been discontinued, indicating by appropriate
letter the status with respect to each state

(A) None.

(B) It is the Depositor's intention to sell contracts within the
State of New York.

36. If sales of the Trust's securities have at any time since January 1,
1936 been suspended for more than a month, describe briefly the
reasons for such suspension.

Not applicable.

37. (a) Furnish the following information with respect to each instance
where, subsequent to January 1, 1937, any federal or state
governmental officer, agency, or regulatory body denied authority
to distribute securities of the Trust, excluding a denial which
was merely a procedural step prior to any determination by such
officer, etc. and which denial was subsequently rescinded.

(1) Name of officer, agency or body.

(2) Date of denial.

(3) Brief statement of reason given for denial.

Not applicable.

23
<PAGE>

(b) Furnish the following information with regard to each instance
where, subsequent to January 1, 1937, the authority to distribute
securities of the Trust has been revoked by any federal or state
governmental officer, agency or regulatory body.

(1) Name of officer, agency or body.

(2) Date of revocation.

(3) Brief statement of reason given for revocation.

Not applicable.

38. (a) Furnish a general description of the method of distribution of
securities of the Trust.

Reference is made to the heading "How policies are distributed"
in the section "About PL&A" in the Registrant's Form S-6.

(b) State the substance of any current selling agreement between each
principal underwriter and the Trust or the depositor, including a
statement as to the inception and termination dates of the
agreement, any renewal and termination provisions, and any
assignment provisions.

A Distribution Agreement will be entered into with Pacific Mutual
Distributors, Inc., a wholly-owned subsidiary of Pacific Life
Insurance Company, the parent company of the Depositor. The
Distribution Agreement shall terminate automatically upon its
assignment without the prior written consent of both parties. The
Distribution Agreement may be terminated at any time, for any
reason, by either party on 60 days' written notice to the other
party, without the payment of any penalty. See, generally, the
response to item 38(a), above.

(c) State the substance of any current agreements or arrangements of
each principal underwriter with dealers, agents, salesmen, etc.
with respect to commissions and overriding commissions,
territories, franchises, qualifications and revocations. If the
Trust is the issuer of periodic payment plan certificates,
furnish schedules of commissions and the bases thereof.

24
<PAGE>

In lieu of a statement concerning schedules of commissions, such
schedules of commissions may be filed as Exhibit A(3)(c).

See the response to item 38(a).

Information Concerning Principal Underwriter

39. (a) State the form of organization of each principal underwriter of
securities of the Trust, the name of the state or other sovereign
power under the laws of which each underwriter was organized, and
the date of organization.

(b) State whether any principal underwriter currently distributing
securities of the Trust is a member of the National Association
of Securities Dealers, Inc.

Item 39(a) and (b):

Pacific Mutual Distributors, Inc. is the principal underwriter of
the Policies. Pacific Mutual Distributors, Inc. was incorporated
in California on July 11, 1969, is registered as a broker-dealer
with the Securities and Exchange Commission, and is a member of
the National Association of Securities Dealers, Inc.

40. (a) Furnish the following information with respect to all fees
received by each principal underwriter of the Trust from the sale
of securities of the Trust and any other functions in connection
therewith exercised by such underwriter in such capacity or
otherwise during the period covered by the financial statements
filed herewith.

Not applicable.

(b) Furnish the following information with respect to any fee or any
participation in fees received by each principal underwriter from
any underlying investment company or any affiliated person or
investment adviser of such company.

(1) The nature of such fee or participation.

(2) The name of the person making payment.

(3) The nature of the services rendered in consideration for
such fee or participation.

25
<PAGE>

(4) The aggregate amount received during the last fiscal year
covered by the financial statements filed herewith.

PL&A will pay Pacific Mutual Distributors, Inc. for acting
as principal underwriter under a distribution agreement.
PL&A and Pacific Mutual Distributors, Inc. have sales
agreements with various broker dealers under which the
Policy will be sold by registered representatives of the
Broker Dealer. The compensation payable to a Broker Dealer
may vary with the sales agreement but is not expected to
exceed 99% of expected first year premium commissions and
15.5% of premiums paid thereafter. Additional information
regarding commissions is included under the heading "How
policies are distributed" in Registrant's form S-6.

41. (a) Describe the general character of the business engaged in by each
principal underwriter, including a statement as to any business
other than the distribution of securities of the Trust. If a
principal underwriter acts or has acted in any capacity with
respect to any investment company or companies other than the
Trust, state the name or names of such company or companies,
their relationship, if any, to the Trust and the nature of such
activities. If a principal underwriter has ceased to act in such
named capacity, state the date of and the circumstances
surrounding such cessation.

The principal underwriter is registered as a broker-dealer with
the Securities and Exchange Commission and the National
Association of Securities Dealers.

(b) Furnish as at latest practicable date the address of each branch
office of each principal underwriter currently selling securities
of the Trust and furnish the name and residence address of the
person in charge of such office.

Not applicable.

26
<PAGE>

(c) Furnish the number of individual salesmen of each principal
underwriter through whom any of the securities of the Trust were
distributed for the last fiscal year of the Trust covered by the
financial statements filed herewith and furnish the aggregate
amount of compensation received by such salesmen in such year.

Not applicable.

42. Furnish as at latest practicable date the following information with
respect to each principal underwriter currently distributing
securities of the Trust and with respect to each of the officers,
directors or partners of such underwriter.

Not applicable.

43. Furnish, for the last fiscal year covered by the financial statements
filed herewith, the amount of brokerage commissions received by any
principal underwriter who is a member of a national securities
exchange and who is currently distributing the securities of the Trust
or effecting transactions for the Trust in the portfolio securities of
the Trust.

Not applicable.

Offering Price or Acquisition Valuation of Securities of the Trust

44. (a) Furnish the following information with respect to the method of
valuation used by the Trust for the purpose of determining the
offering price to the public of securities issued by the Trust or
the valuation of shares or interests in the underlying securities
acquired by the holder of a periodic payment plan certificate.

(1) The source of quotations used to determine the value of
portfolio securities.

(2) Whether opening, closing, bid, asked or any other price is
used.

(3) Whether price is as of the day of sale or as of any other
time.

27
<PAGE>

(4) A brief description of the methods used by registrant for
determining other assets and liabilities including accrual
for expenses and taxes (including taxes on unrealized
appreciation).

(5) Other items which registrant adds to the net asset value in
computing offering price of its securities.

(6) Whether adjustments are made for fractions

(i) before adding distributor's compensation(load) and

(ii) after adding distributor's compensation (load).

For the answers to each part of sub-item 44(a),
reference is made to the heading "Calculating your
policy's accumulated value" in the section "Your
policy's accumulated value" of the Registrant's Form
S-6.

(b) Furnish a specimen schedule showing the components of the
offering price of the Trust's securities as at the latest
practicable date.

A premium load is deducted from each premium payment under a
Policy prior to the allocation of the net premium to the policy
owner's accumulated value.

The premium load consists of: (1) a sales load equal to 2.50% of
each premium paid, (2) a state and local tax charge equal to
2.35% of each premium, and (3) a federal tax charge of 1.50%.

(c) If there is any variation in the offering price of the Trust's
securities to any person or classes of persons other than
underwriters, state the nature and amount of such variation and
indicate the person or classes of persons to whom such offering
is made.

The Policy contains a surrender charge that varies with the age
of the insured and the initial face amount.

28
<PAGE>

45. Furnish the following information with respect to any suspension of
the redemption rights of the securities issued by the Trust during the
three fiscal years covered by the financial statements filed herewith:

(a) By whose action redemption rights were suspended.

(b) The number of days notice given to security holders prior to
suspension of redemption rights.

(d) Period during which suspension was in effect.

Not applicable.

Redemption Valuation of Securities of the Trust

46. (a) Furnish the following information with respect to the method of
determining the redemption or withdrawal valuation of securities
issued by the Trust.

(1) The source of quotations used to determine the value of
portfolio securities.

(2) Whether opening, closing, bid, asked or any other price is
used.

(3) Whether price is as of the date of sale or as of any other
time.

(4) A brief description of the methods used by registrant for
determining other assets and liabilities including accrual
for expenses and taxes (including taxes on unrealized
appreciation).

(5) Other items which registrant deducts from the net asset
value in computing redemption value of its securities.

(6) Whether adjustments are made for fractions.

Reference is made to the sections in the Registrant's Form S-6,
entitled "How premiums work," " Your policy's accumulated value,"
and "Withdrawals, surrenders and loans."

29
<PAGE>

(b) Furnish a specimen schedule showing the components of the
redemption price to the holders of the Trust's securities as at
the latest practicable date.

See the responses to Items 46(a) above.

Purchase and Sale of Interests in Underlying Securities From and to Security
Holders

47. Furnish a statement as to the procedure with respect to the
maintenance of a position in the underlying securities or interests in
the underlying securities, the extent and nature thereof and the
person who maintains such a position. Include a description of the
procedure with respect to the purchase of underlying securities or
interests in the underlying securities from security holders who
exercise redemption or withdrawal rights and the sale of such
underlying securities and interests in the underlying securities to
other security holders.

State whether the method of valuation of such underlying securities or
interests in underlying securities differs from that set forth in
Items 44 and 46.

If any item of expenditure included in the determination of the
evaluation is not or may not be actually incurred or expended, explain
the nature of such item and who may benefit from the transaction.

The Separate Account will purchase Fund shares for the corresponding
Variable Account at net asset value and redeem Fund shares at net
asset value for the purpose of meeting obligations under the Policies,
assessing charges or making payment upon full or partial surrender.
Reference is made to the section entitled "An overview of Pacific
Select Exec II-NY" in the Registrant's Form S-6.

V. INFORMATION CONCERNING THE TRUSTEE OR CUSTODIAN

48. Furnish the following information as to each trustee or custodian of
the Trust:

(a) Name and principal business address.

(b) Form of organization.

30
<PAGE>

(d) Name of governmental supervising or examining authority.

Not applicable. There is no trustee or custodian of the Separate
Account.

49. State the basis for payment of fees or expenses of the trustee or
custodian for services rendered with respect to the Trust and its
securities, and the aggregate amount thereof for the last fiscal year.
Indicate the person paying such fees or expenses. If any fees or
expenses are prepaid, state the unearned amount.

Not applicable.

50. State whether the trustee or custodian or any other person has or may
create a lien on the assets of the Trust and, if so, give full
particulars, outlining the substance of the provisions of any
indenture or agreement with respect thereto.

No person has a lien on the assets of the Separate Account, and no
person may create any such lien except a person claiming under the
Policies. Pursuant to Arizona law and the Policies, the assets of the
Separate Account attributable to the Policies, are not subject to
liabilities of the Depositor arising out of any other business the
Depositor may conduct.

VI. INFORMATION CONCERNING INSURANCE OF
HOLDERS OF SECURITIES

51. Furnish the following information with respect to insurance of holders
of securities:

(a) The name and address of the insurance company.

Pacific Life & Annuity Company
700 Newport Center Drive
Newport Beach, CA 92660

(b) The types of policies and whether individual or group policies.

The Policies are individual flexible premium variable life
insurance policies.

31
<PAGE>

The policies provide a choice between two death benefit
qualification methods and three death benefit options upon the
life of an insured.

(d) The coverage of the policies.

The Policies provide lifetime insurance protection on the life of
the insured named in the Policy for so long as the Policy remains
in force.

(e) The beneficiaries of such policies and the uses to which the
proceeds of the policies must be put.

The beneficiary is the person named as such in an application or
other document. The proceeds upon the death of an insured may be
paid to a beneficiary in a lump sum or under the payment plan
under the Policy. The plan offers monthly income for the lifetime
of the beneficiary with minimum period of 10 years.

(f) The terms and manner of cancellation and of reinstatement.

The insurance undertakings described above are the primary aspect
of the Policies and may not be terminated while a Policy remains
in force. Reference is made to the heading "Lapsing and
reinstatement" in the Registrant's Form S-6.

(g) The method of determining the amount of premiums to be paid by
holders of securities.

Reference is made to the heading "How premiums work" in the
Registrant's Form S-6.

(h) The amount of aggregate premiums paid to the insurance company
during the last fiscal year.

Not applicable.

(i) Whether any person other than the insurance company receives any
part of such premiums, the name of each such person and the
amounts involved, and the nature of the services rendered
therefor.

32
<PAGE>

No person other than the Depositor receives any charges
attributable to the cost of insurance or the mortality and
expense risk charge. State and local taxes are paid to the
jurisdiction applicable to the Policy.

(j) The substance of any other material provisions of any indenture
or agreement of the Trust relating to insurance.

Reference is made to the section entitled "General information
about your policy" in the Registrant's Form S-6.

VII. POLICY OF REGISTRANT

52. (a) Furnish the substance of the provisions of any indenture or
agreement with respect to the conditions upon which and the
method of selection by which particular portfolio securities must
or may be eliminated from assets of the Trust or must or may be
replaced by other portfolio securities. If an investment adviser
or other person is to be employed in connection with such
selection, elimination or substitution, state the name of such
person, the nature of any affiliation with the depositor, trustee
or custodian and any principal underwriter, and the amount of
remuneration to be received for such services.

If any particular person is not designated in the indenture or
agreement, describe briefly the method of selection of such
person.

Reference is made to the headings "Making changes in the separate
account" and "Voting rights" under the section "About PL&A" in
the Registrant's Form S-6.

(b) Furnish the following information with respect to each
transaction involving the elimination of any underlying security
during the period herewith:

(1) Title of security.

(2) Date of elimination.

(3) Reasons for elimination.

(4) The use of the proceeds from the sale of the eliminated
security.

(5) Title of security substituted, if any.

33
<PAGE>

(6) Whether Depositor, principal underwriter, Trustee or
custodian or any affiliated person of the foregoing were
involved in the transaction.

(7) Compensation or remuneration received by each such person
directly or indirectly as a result of the transaction.

Not applicable.

(c) Describe the policy of the Trust with respect to the
substitution and elimination of the underlying securities of
the Trust with respect to:

(1) The grounds for elimination and substitution.

(2) The type of securities which may be substituted for any
underlying security.

(3) Whether the acquisition of such substituted security or
securities would constitute the concentration of investment
in a particular industry or group of industries or would
conform to a policy of concentration of investment in a
particular industry or group of industries.

(4) Whether such substituted securities may be the securities of
another investment company.

(5) The substance of the provisions of any indenture or
agreement which authorize or restrict the policy of the
registrant in this regard.

See the response to Item 52(a), above.

(d) Furnish a description of any policy (exclusive of policies
covered by Paragraphs (a) and (b) herein) of the Trust which is
deemed a matter of fundamental policy and which is elected to be
treated as such.

Not applicable.

34
<PAGE>

Regulated Investment Company

53. (a) State the taxable status of the Trust.

The Separate Account is not a separate entity from the Depositor
for tax purposes, and its operations are not taxed separately.
The Depositor is taxed as a life insurance company under the
Internal Revenue Code of 1986.

(b) State whether the Trust qualified for the last taxable year as a
regulated investment company as defined in Section 851 of the
Internal Revenue Code of 1986, and state its present intention
with respect to such qualifications during the current taxable
year.

Not applicable.

VIII. FINANCIAL AND STATISTICAL INFORMATION

54. If the Trust is not the issuer of periodic payment plan certificates,
furnish the following information with respect to each class or series
of its securities:

Not applicable.

55. If the Trust is the issuer of periodic payment plan certificates, a
transcript of a hypothetical account shall be filed in approximately
the following form on the basis of the certificate calling for the
smallest amount of payment. The schedule shall cover a certificate of
the type currently being sold, assuming that such certificate had been
sold at a date approximately ten years prior to the date of
registration or at the approximate date of organization of the Trust.

Not applicable.

56. If the Trust is the issuer of periodic payment plan certificates,
furnish by years for the period covered by the financial statements
filed herewith in respect of certificates sold during such period, the
following information for each fully paid type and each installment
payment type of periodic payment plan certificate currently being
issued by the Trust.

Not applicable.

35
<PAGE>

57. If the Trust is the issuer of periodic payment plan certificates,
furnish by years for the period covered by the financial statements
filed herewith, the following information for each installment payment
type of periodic payment plan certificate currently being issued by
the Trust.

Not applicable.

58. If the Trust is the issuer of periodic payment plan certificates,
furnish the following information for each installment payment type of
periodic payment plan certificate outstanding as at the latest
practicable date.

Not applicable.

Financial Statements

59. Financial Statements of the Trust.

Reference is made to the Financial Reports included in the section
"About PL&A" in the Registrant's Form S-6.

Financial Statements of the Depositor.

Reference is made to the Financial Reports included in the section
"About PL&A" in the Registrant's Form S-6.

Certification

Reference is made to the statements in the heading "Experts" under
the section "About PL&A" in the Registrant's Form S-6.

IX. EXHIBITS

The following Exhibits are a part of this Registration Statement:

* Exhibit A(1)

Minutes of Action of the Board of Directors of PM Group Life Insurance
Company (PL&A) dated July 1, 1998 and Memorandum of September 24, 1998,
concerning Pacific Select Exec Separate Account.

* Exhibit A(3)(a)

Distribution Agreement between PL&A and Pacific Mutual Distributors, Inc.

36
<PAGE>

* Exhibit A(3)(b)

Form of Selling Agreement

* Exhibit A(5)(a)

Flexible Premium Variable Life Insurance Policy

Exhibit A(5)(bl)

Aviation Riders

* Exhibit A(5)(b2)

Accidental Death Rider

* Exhibit A(5)(b3)

Annual Renewable Term Rider

* Exhibit A(5)(b4)

Spouse Term Rider

* Exhibit A(5)(b5)

Children's Term Rider

* Exhibit A(5)(b6)

Guaranteed Insurability Rider

* Exhibit A(5)(b7)

Waiver of Charges Rider

* Exhibit A(5)(b8)

Disability Benefit Rider

* Exhibit A(5)(b9)

Accelerated Living Benefit Rider

* Exhibit A(6)

By-Laws of PL&A

Articles of Incorporation of PM Group Life Insurance Company

Amended & Restated Articles of Incorporation of PM Group Life Insurance
Company

37
<PAGE>

* Exhibit A(lO)(a)

Application for Flexible Premium Variable Life Insurance Policy.

Exhibit A(lO)(b)

Application for Flexible Premium Variable Life Insurance Policy. Simplified
Issue

* Exhibit A(10)(c)

Application, Part II Medical

* Exhibit A(10)(d)

Application, Part II Non-Medical

Exhibit A(10)(e)

Application Part 2, Juvenile Medical

Exhibit A(10)(f)

Application for Reinstatement of Flexible Premium Variable Life Insurance
Policy

* Exhibit A(10)(g)

General Questionnaire

* Incorporated by reference herein to the registration statement on Form
S-6 under the Securities Act of 1933 being filed concurrently herewith
respect to securities of the Pacific Select Exec Separate Account of
Pacific Life & Annuity Insurance Company.

38
<PAGE>

Pursuant to the requirements of the Investment Company Act of 1940 the
Sponsor of the registrant has caused this registration statement to be duly
signed on behalf of the Registrant in the City of Newport Beach, in the State of
California on the 16th day of June, 1999.

PACIFIC SELECT EXEC SEPARATE ACCOUNT OF
PACIFIC LIFE & ANNUITY COMPANY
[CORP SEAL]
BY: PACIFIC LIFE & ANNUITY COMPANY

BY: /s/ WILLIAM L. FERRIS
-----------------------------------------
William L. Ferris
Chief Executive Officer

Attest: /s/ AUDREY L. MILFS
---------------------
Audrey L. Milfs
Corporate Secretary

<PAGE>

EXHIBIT A(5)(b1)

Aviation Riders
<PAGE>

AVIATION RIDER

Risks Not Covered -- This policy does not cover death or disability resulting
from injuries sustained as a result of riding in, or descent with or from an
aircraft if:

. the deceased was pilot, co-pilot, or crew member; or
. the aircraft was operated for aviation training or testing.

The amount payable under this policy in the event of death as a result of a risk
not covered will be the greater of:

. the total premiums paid for this policy (without interest) less any
withdrawals and dividends credited; or

. the cash surrender value of this policy.

We will deduct any existing debt on this policy from the amount payable. We will
add the cash value of any paid-up additions and dividends accumulated at
interest to the amount payable. However, we will not pay more than we would have
paid in the absence of this rider.

General Conditions -- This rider is part of the policy to which it is attached.
This rider becomes effective on the policy date unless otherwise specified.

Signed for Pacific Life & Annuity Company,

/s/ WILLIAM L. FERRIS /s/ AUDREY L. MILFS
------------------------------------- -----------------------
President and Chief Executive Officer Secretary

R84-AM
<PAGE>

AVIATION RIDER

Risks Not Covered -- This policy does not cover death or disability resulting
from injuries sustained as a result of riding in, or descent with or from an
aircraft if:

. the deceased was pilot, co-pilot, or crew member; or
. the aircraft was operated for aviation training or testing; or
. the aircraft was operated by or for the armed forces of any country or
organization.

The amount payable under this policy in the event of death as a result of a risk
not covered will be the greater of:

. the total premiums paid for this policy (without interest) less any
withdrawals and dividends credited; or
. an amount equal to the cash surrender value of this policy.

General Conditions -- This rider is part of the policy to which it is attached.
This rider becomes effective on the policy date unless otherwise specified.

Signed for Pacific Life & Annuity Company,

/s/ WILLIAM L. FERRIS /s/ AUDREY L. MILFS
------------------------------------- -----------------------
President and Chief Executive Officer Secretary

R84-A
<PAGE>

AVIATION RIDER

Risks Not Covered -- This policy does not cover death or disability resulting
from injuries sustained as a result of riding in, or descent with or from an
aircraft unless:

. the deceased was a fare-paying passenger; and
. the aircraft was being operated by a duly licensed passenger carrier on a
regular schedule on its established route.

The amount payable under this policy in the event of death as a result of a
risk not covered will be the greater of:

. the total premiums paid for this policy (without interest) less any
withdrawals and dividends credited; or

. the cash surrender value of this policy.

General Conditions -- This rider is part of the policy to which it is attached.
This rider becomes effective on the policy date unless otherwise specified.

Signed for Pacific Life & Annuity Company,

/s/ WILLIAM L. FERRIS /s/ AUDREY L. MILFS
------------------------------------- -----------------------
President and Chief Executive Officer Secretary

R84-AT

<PAGE>

EXHIBIT A(10)(b)

Application for Flexible Premium Variable Life Insurance Policy.
Simplified Issue

<PAGE>

<TABLE>
<CAPTION>
APPLICATION NEWBSAPPLC
To Pacific Life & Annuity Company (Logo for PL&A)
FOR FLEXIBLE PREMIUM VARIABLE LIFE Insurance Service Center
700 Newport Center Drive
Newport Beach, CA 92660

PLEASE PRINT USING DARK INK
- ------------------------------------------------------------------------------------------------------------------------------------
SECTION A CLIENT INFORMATION No.
- ------------------------------------------------------------------------------------------------------------------------------------
PROPOSED INSURED
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
1. Full Name (print as appear in policy) 2. Sex 3. State of Birth 4. Date of Birth 5. Ins Age
___ Male ____ Female Mo. Day Year
- ------------------------------------------------------------------------------------------------------------------------------------
6. Address (City, County, State, Zip Code) 7. Telephone (optional)
- ------------------------------------------------------------------------------------------------------------------------------------
8. Employer Name and Address
- ------------------------------------------------------------------------------------------------------------------------------------
9. Occupation 10. Specific Duties 11. Social Security No. or Taxpayer I.D No. (show all hyphens)
- ------------------------------------------------------------------------------------------------------------------------------------
____ OWNER (IF OTHER THAN PROPOSED INSURED) OR _____ PAYOR (IF PROPOSED INSURED IS A JUVENILE
- ------------------------------------------------------------------------------------------------------------------------------------
12. Full Name (print as appear in policy) 13. Social Security No. or Taxpayer I.D No. (show all hyphens)
- ------------------------------------------------------------------------------------------------------------------------------------
14. Address (City, County, State, Zip Code) 15. Telephone (optional)
- ------------------------------------------------------------------------------------------------------------------------------------
16. Contingent owner
- ------------------------------------------------------------------------------------------------------------------------------------
BENEFICIARY
- ------------------------------------------------------------------------------------------------------------------------------------
17. Primary Beneficiary (Print Full Name and Relationship)
- ------------------------------------------------------------------------------------------------------------------------------------
18. Contingent beneficiary (Print Full Name and Relationship)
- ------------------------------------------------------------------------------------------------------------------------------------
SECTION B PLAN INFORMATION
- ------------------------------------------------------------------------------------------------------------------------------------
19. Policy: 20. Planned Annual Premium/Initial Premium 21. Face Amount (Check one box)
__ Minimum Face (For initial Premium)
__________________________ $ ___________________________ __ Specified Face Amount: $_____
- ------------------------------------------------------------------------------------------------------------------------------------
22. Death Benefit Options (Check One): Option B (Includes Account Value) ___________
Option A (Level) ____________ Option C (includes Premiums less Distributions) ___________
- ------------------------------------------------------------------------------------------------------------------------------------
23. Optional Benefits: (For Select Exec Only):
___ Term Rider on proposed insured for _____ ADB $___________________ (Ins Amt.)
$_______________ for _______ years ______________________________
___ Waiver of Charges ______________________________
___ Guaranteed Insurability ______________________________
- ------------------------------------------------------------------------------------------------------------------------------------
24. If any optional benefits cannot be approved, should the policy be issued without it? ___ Yes __ NO
- ------------------------------------------------------------------------------------------------------------------------------------
PREMIUM ALLOCATIONS
- ------------------------------------------------------------------------------------------------------------------------------------
25. PREMIUM ALLOCATIONS. THE TOTAL OF THE PERCENTAGES MUST BE 100%. USE WHOLE NUMBERS.
- ------------------------------------------------------------------------------------------------------------------------------------
Equity: _______% Growth LT: _______% Multi-Strategy: _______% Small-Cap Index: _______%

Equity Income: _______% High Yield Bond: _______% Emerging Markets: _______% Mid-Cap Value: _______%

Equity Index: _______% International: _______% Aggressive Equity: _______% Large-Cap Value: _______%

Gov. Securities: _______% Managed Bond: _______% Bond & Income: _______% Fixed: _______%

Growth: _______% Money Market: _______% REIT: _______% Fixed LT: _______%

Other: _______% Other: _______% Other: _______% Other: _______%

</TABLE>
<PAGE>

SECTION C BILLING INFORMATION
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
26. A. Billing Method:
______ Direct Billing ______ List Bill _______ Payroll Deduction ______ Single Premium
B. Frequency of premium payment reminder notice:
______ Annual ______ Semi-Annual _______ Quarterly ______ Monthly List Bill

<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
SECTION D.1 SUITABILITY
- ------------------------------------------------------------------------------------------------------------------------------------
27. DO YOU BELIEVE THAT THIS POLICY WILL MEET YOUR INSURANCE NEEDS AND FINANCIAL OBJECTIVES?___________________ _____ _____
28. DO YOU UNDERSTAND THAT THE AMOUNT AND DURATION OF THE DEATH BENEFIT MAY VARY, DEPENDING ON THE INVESTMENT
PERFORMANCE OF THE VARIABLE ACCOUNTS IN THE SEPARATE ACCOUNT?______________________________________________ _____ _____
29. DO YOU UNDERSTAND THAT THE POLICY VALUES MAY INCREASE OR DECREASE, DEPENDING ON THE INVESTMENT
EXPERIENCE OF THE VARIABLE ACCOUNTS IN THE SEPARATE ACCOUNT?_______________________________________________ _____ _____
30. DID YOU RECEIVE THE SEPARATE ACCOUNT PROSPECTUS AND THE FUND PROSPECTUS FOR THE POLICY APPLIED FOR?________
If Yes, give date shown on prospectuses: Separate Account Fund _____ _____
- ------------------------------------------------------------------------------------------------------------------------------------
POLICY VALUES MAY INCREASE OR DECREASE, AND MAY EVEN BE REDUCED TO ZERO, IN ACCORDANCE WITH THE EXPERIENCE OF THE VARIABLE ACCOUNTS
IN THE SEPARATE ACCOUNT (SUBJECT TO ANY SPECIFIED MINIMUM GUARANTEES). THE DEATH BENEFIT MAY BE VARIABLE OR FIXED UNDER SPECIFIED
CONDITIONS. CURRENT ILLUSTRATIONS OF BENEFITS, INCLUDING DEATH BENEFITS AND CASH SURRENDER VALUES, ARE AVAILABLE UPON REQUEST.
- ------------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
SECTION E GENERAL INFORMATION
- ------------------------------------------------------------------------------------------------------------------------------------
31. Have you worked at least 30 hours per week in the preceding three months? ....................................... ___ Yes ___ No
32. Have you smoked cigarettes within the last 12 months? ........................................................... ___ Yes ___ No
33. Will the policy applied for replace or change any existing insurance or annuity? (If "Yes", explain in remarks).. ___ Yes ___ No
34. Is cash or check tendered with this application? (If "Yes", show amount $___________________________ ............ ___ Yes ___ No
If "No", do not complete question #35)
35. Do you understand, accept and agree to the terms of the Temporary Insurance Agreement?........................... ___ Yes ___ No
If "Yes", and a face amount is requested which is larger that that which will be insured under the TIA
complete the following statement: If approved, please issue an alternate policy identical to the one
applied for, but for the amount of $________________________________________
36. Give details of life insurance in force in other companies. If none (or conversion application) check this box [_]

COMPANY YEAR TAKEN PLAN LIFE AMOUNT ACC DEATH AMOUNT
- ------------------------------------------------------------------------------------------------------------------------------------

- ------------------------------------------------------------------------------------------------------------------------------------

- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
SECTION F MEDICAL INFORMATION
- ------------------------------------------------------------------------------------------------------------------------------------
37. Height 38. Weight
FT. IN. Lbs.
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
To the best of your knowledge, have you: Yes No Details of "Yes" answers. (identify question;
39. In the past five years been examined or treated by a and include diagnoses, dates, duration and names
physician or medical practitioner or been examined or and addresses of all attending physicians and
treated at a hospital or other medical facility?............ ____ ____ medical facilities.)
40. Had or been treated for high blood pressure, chest
pain, heart trouble, stroke, lung disorder, cancer,
diabetes, kidney disease or mental or nervous disorder? .... ____ ____
41. Received counseling or treatment for alcohol or other
drug use? .................................................. ____ ____
42. Had or been treated by a member of the medical profession
for any disorder(s) of the immune system, including AIDS
(Acquired Immune Deficiency Syndrome) and ARC (AIDS Related
Complex)?................................................... ____ ____
44. Ever had insurance declined, rated, modified, cancelled or
not renewed?................................................ ____ ____
(if "Yes", give name of company, year and reason)

- ------------------------------------------------------------------------------------------------------------------------------------
REMARKS:
- ------------------------------------------------------------------------------------------------------------------------------------

- ------------------------------------------------------------------------------------------------------------------------------------
HOME OFFICE ENDORSEMENTS:

- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
DECLARATIONS
- --------------------------------------------------------------------------------

I represent that the foregoing answers and statements are correctly recorded,
complete, and true to the best of my knowledge and belief. I understand that:

1. EXCEPT AS OTHERWISE PROVIDED IN ANY TEMPORARY INSURANCE AGREEMENT, NO
INSURANCE WILL TAKE EFFECT BEFORE THE POLICY FOR SUCH INSURANCE IS DELIVERED
AND THE FIRST PREMIUM PAID DURING THE LIFETIME(S) AND BEFORE ANY CHANGE IN
THE HEALTH OF THE PROPOSED INSURED(S). UPON SUCH DELIVERY AND PAYMENT,
INSURANCE WILL TAKE EFFECT IF THE ANSWERS AND STATEMENTS IN THIS APPLICATION
ARE THEN TRUE.

2. Acceptance of a life insurance policy will be ratification of any
administrative change with respect to such policy made by the "Company" in
the space entitled "Home Office Endorsements." All other changes, including
policy type and amount of insurance, benefits, classification or age at
issue, must be accepted in writing.

3. No agent or medical examiner is authorized to make or modify contracts or to
waive any of the Company's rights or requirements.

Signed and Dated by Applicant in:

On
- --------------------------------- -----------------------------------------
City State Mo. Day Year Signature of Proposed Insured (or Parent
if Proposed Insured under age 16)

-----------------------------------------
I certify that I have truly and Signature of Adult Insured
accurately recorded hereon the
information supplied.

- --------------------------------- -----------------------------------------
Signature of Soliciting Agent Signature of Applicant (if other than
Proposed Insured)

-----------------------------------------
IF THE OWNER IS A CORPORATION THE Signature of Owner (if other than
SIGNATURE AND TITLE OF AN Proposed Insured)
AUTHORIZED OFFICER OTHER THAN
THE PROPOSED INSURED IS REQUIRED
AND THE FULL NAME OF THE
CORPORATION MUST BE SHOWN.
<PAGE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
AGENT'S REPORT
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C>
COMPLETE THIS SECTION
- ------------------------------------------------------------------------------------------------------------------------------------
1. To the best of your knowledge, does any policy applied for | 4A. If Tax-Qualified Retirement Plan, indicate type of sale:
either replace, involve a change in, or involve use of value | ____ Pension or Profit Sharing _______ Keogh
from any existing life insurance or annuity? | ____ Other ________________________________
|
|----------------------------------------------------------------
_______ Yes ______No (If "Yes" give company policy number | 4B. If business insurance, indicate type of sale:
if PMG policy and termination date in | ______ Split Dollar
"remarks". | ______ Non-Qualified Deferred Comp.
| ______ Buy and Sell
| ______ Key Employee Ins.
| ______ Employee Fringe Benefit
| ______ Other ________________________
- -------------------------------------------------------------------|
2. Insured's: |
Annual Income: $______________________ |
Estimated Net Worth: $__________________ |
- -------------------------------------------------------------------|
3. If a special mailing address, other than the owner's is desired,|
indicate here: |
- ------------------------------------------------------------------------------------------------------------------------------------
REMARKS | IDENTIFY SECTION AND QUESTION
- ------------------------------------------------------------------------------------------------------------------------------------

- ------------------------------------------------------------------------------------------------------------------------------------
I certify that to the best of my knowledge and belief: Yes No
A. I have presented to the Company all pertinent facts and have correctly and completely recorded all
required answers.____________________________________________________________________________________ ___ ___
- ------------------------------------------------------------------------------------------------------------------------------------
B. I have given the Proposed Insured (or Parent for Juvenile insurance) a copy of the Fair Credit
Reporting Act and MIB Disclosure Notice, and any other disclosure notice or statement required by
state or federal law.________________________________________________________________________________ ___ ___
- ------------------------------------------------------------------------------------------------------------------------------------
C. I have fully explained the terms and conditions of the Temporary Insurance Agreement(s) to the
Proposed Insured (or Applicant) and have given it to him/her (them)._________________________________ ___ ___
- ------------------------------------------------------------------------------------------------------------------------------------
D. I have complied with state and federal laws on disclosure, cost comparison and replacement.__________ ___ ___
- ------------------------------------------------------------------------------------------------------------------------------------
E. I have reviewed the purchase of this insurance policy as to suitability._____________________________ ___ ___
- ------------------------------------------------------------------------------------------------------------------------------------
Signature(s) Of Soliciting Agent(s). (Pay Commission as Indicated Below.)

AGENT NAME COMMISSION
AGENCY AGENT SHARE
- ------------------------------------------------------------------------------------------------------------------------------------
%
- ------------------------------------------------------------------------------------------------------------------------------------
%
- ------------------------------------------------------------------------------------------------------------------------------------
%
- ------------------------------------------------------------------------------------------------------------------------------------
%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

AP8750VL-NY 25-21258-00 9/98

<PAGE>

AUTHORIZATION TO OBTAIN INFORMATION

I authorize any physician, medical practitioner, hospital, clinic, other medical
or medically related facility, insurance company, the Medical Information
Bureau, consumer reporting agency or employer to release to Pacific Life &
Annuity Company, its subsidiaries, its reinsurer(s) or its legal representative
any information they may have as to diagnosis, treatment and prognosis of any
physical or mental condition including drug and/or alcohol abuse and/or any
other information of me, my spouse and my minor children.

I understand that any information obtained will be used to determine eligibility
for insurance and will not be released to any person or organization except
reinsurer(s), the Medical Information Bureau, and other persons or organizations
performing business or legal services in connection with my application, or as
may be otherwise lawfully required, or as I may further authorize. I also
understand that I may revoke this authorization as it applies to drug and/or
alcohol abuse information at anytime, except to the extent it will not affect
any action taken or information released prior to the revocation. Such
revocation may cause the denial of this application. I know that I may request
to receive a copy of this authorization. I also acknowledge receipt of
Disclosure Notice to Applicants for Insurance.

A photographic copy of this Authorization shall be as valid as the original and
shall be valid for two years from the date shown below.

DATE
----------------------------- -----------------------------------------
Mo. Day Year Signature of Proposed Insured (OR PARENT
IF PROPOSED INSURED IS UNDER AGE 16)

-----------------------------------------
Proposed Insured

USE RECEIPT ON REVERSE ONLY IF A PREMIUM IS PAID FOR A CONVERSION POLICY

AP9500-NY
- ----
(DETACH-LEAVE WITH APPLICANT)
DISCLOSURE NOTICE TO APPLICANTS FOR INSURANCE

This brief description of our underwriting process is designed to help you to
understand how an application for insurance is handled, the types and sources of
information we may collect about you, the circumstances under which we may
disclose that information to others and your right to learn the nature and
substance of that information upon written request. The purpose of the
underwriting process is to make sure you qualify for insurance under our rules,
and assuming you do, establish the proper premium charge for that insurance.
This process - the evaluation of risks - assures that the cost of insurance is
distributed equitably among all policyowners, and that each individual pays his
or her fair share. To determine your insurability, we must consider such
factors as your medical history, physical condition, occupation and hazardous
avocations. We get this information from various sources.

SOURCES OF INFORMATION

APPLICATION AND MEDICAL RECORDS - Your application, including the medical
history, is the primary source of information in the evaluation process. In
addition, we may ask you to take a physical examination or other special test
such as an electrocardiogram. We may also ask for a report from your doctor or
hospital, another insurance company, or the Medical Information Bureau. When we
do so, we will use the authorization form you signed with your application.

MEDICAL INFORMATION BUREAU, INC. (MIB) is a non-profit corporation which
operates an information exchange on behalf of member life insurance companies.
As a member company, we will ask MIB if it has a record concerning you. If you
previously applied to a member company for insurance, MIB may have information
about you in its file. The purpose of the MIB is to protect member companies
and their policyowners from those who would conceal significant facts relevant
to their insurability. The information which is obtained from MIB may be used
only as an alert to the possible need for further independent investigation. It
cannot be used as a basis in making a final underwriting decision.

Information regarding your insurability will be treated as confidential. Pacific
Life & Annuity, its subsidiaries or its reinsurer(s) may, however, make a brief
report to the MIB. If you later apply to another MIB member company for life or
health insurance coverage, or a claim for benefits is submitted to such a
company, the MIB, upon request, will supply the company with the information it
may have about you in its file. Pacific Life & Annuity, its subsidiaries or its
reinsurer(s) may also release information in its file to other life insurance
companies to whom you may apply for life or health insurance, or to whom a claim
for benefits may be submitted.

At your request, the MIB will arrange disclosure of any information it may have
about you in its file. If you question the accuracy of information on file, you
may contact the MIB and seek a correction in accordance with the procedures set
forth in the federal Fair Credit Reporting Act. The address of the information
office of MIB, Inc. is Post Office Box 105, Essex Station, Boston, Massachusetts
02112, telephone number (617) 426-3660.

INVESTIGATIVE CONSUMER REPORT - As part of our underwriting procedure, we may
request an investigative consumer report from a consumer reporting agency.
Because you may want to know more about the nature and scope of such a report,
we are providing this information on the reverse side as part of this Notice.

(Continued on reverse side)
AP8750VL-NY 25-21258-00 9/98

<PAGE>

___

DISCLOSURE NOTICE TO APPLICANTS FOR INSURANCE (CONTINUED)

A consumer report confirms and supplements the information of your application
pertaining to employment and residence verification, smoking habits, marital
status, occupation, hazardous avocations and general health. This report may
also cover information concerning your general reputation, personal
characteristics and mode of living (except as may be related directly or
indirectly to your sexual orientation) including drug and alcohol use, motor
vehicle driving record and any criminal activity. This information may be
obtained through personal interviews with you, your family, friends, neighbors
and business associates. If a report is required and you wish to be personally
interviewed, please let us know and we will notify the consumer reporting
agency.

The information contained in the report may be retained by the consumer
reporting agency and subsequently disclosed to other companies to the extent
permitted by the Fair Credit Reporting Act.

Investigative consumer reports are held in strict confidence and used only to
evaluate your application on a fair and equitable basis. You have a right to
inspect and obtain a copy of the report from the consumer reporting agency.
These reports may have an adverse affect on an individual's eligibility for
insurance. If it should, however, we will notify you in writing and identify
the reporting agency.

DISCLOSURE TO OTHERS

Personal information obtained about you during the underwriting process is
confidential and will not be disclosed to other persons or organizations without
your written authorization except to the extent necessary for the conduct of our
business. Examples of situations where we may share information about you are
as follows:

1. The agent may retain a copy of your application.
2. If reinsurance is required, the reinsurance company would have access to
our application file.
3. We may release information to another life insurance company to whom you
have applied for life or health insurance or to whom you have submitted
a claim for benefits, if you have authorized it to obtain such
information.
4. As stated earlier, we may report information to the Medical Information
Bureau.
5. We will disclose information to government regulatory officials, law
enforcement authorities and others where required by law.

DISCLOSURE TO YOU

In general, you have a right to learn the nature and substance of any personal
information about you in our file upon written request. Whenever an adverse
underwriting decision is made, we will notify you of the reason(s) for the
decision and the source of the information upon which our action is based.
Medical record information, however, will normally be given only to a licensed
physician of your choice. Please refer to the section on MIB, Inc., for that
organization's disclosure procedure.

Should you feel that any information we have is inaccurate or incomplete, please
write to the Manager, Risk Selection Department, Pacific Life & Annuity Company,
Service Center, 700 Newport Center Drive, Newport Beach, California 92660. Your
comments will be carefully considered and corrections made where justified.

We hope this Notice will help you to understand how we obtain and use personal
information in the underwriting process, and the ways you can learn about this
information. We are concerned with insuring privacy as well as lives, and the
collection, use and disclosure of personal information is limited to those
specified in this Notice.

AP8750VL-NY 25-21258-00 9/98

<PAGE>

EXHIBIT A(10)(e)

Application, Part II, Juvenile Medical

<PAGE>

EXHIBIT A(10)(E)

APPLICATION, PART 2 TO [PL&A LOGO] Pacific Life & Annuity Company
Service Center RS RISK MED
700 Newport Center Drive
JUVENILE MEDICAL Newport Beach, CA 92660

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------
COMPLETE ON PROPOSED INSURED UNDER AGE 16
- ---------------------------------------------------------------------------------------------------------------
<S> <C>
1. Full Name 2. Date of Birth
Mo. Day Year
- ---------------------------------------------------------------------------------------------------------------
(If any of the following questions are (Identify question and give details,
answered "Yes", circle applicable items including diagnosis, dates, names, and
and give details at right addresses of attending physicians)

3. Has the proposed insured ever had or Yes No
been treated for:
a. Diabetes, cancer or epilepsy?................ ___ ___
b. Heart Murmur, high blood pressure,
or any heart condition?..................... ___ ___
4. Has the proposed insured:
a. Any impairment in sight or hearing?.......... ___ ___
b. Lost weight in past 6 months?................ ___ ___
(Show amount of any loss and give details)
c. Ever been in a hospital, sanitarium or
other institution for diagnosis, treatment
or surgical operation?..................... ___ ___
d. Had any medical consultation or treatment
within the past three years, other than
as stated above?........................... ___ ___
5. (Answer only if proposed insured is
under six months of age)
Was this a full term child?................... ___ ___
- ---------------------------------------------------------------------------------------------------------------
The above statements are true and complete to the best of my knowledge and belief. I agree that such statements
and answers shall be part of the application.

Dated at____________________________________________ on __________________ Year __________

X __________________________________________________ Witness: ____________________________
Signature of Applicant

- ---------------------------------------------------------------------------------------------------------------
MEDICAL EXAMINER'S REPORT
- ---------------------------------------------------------------------------------------------------------------
6. How long have you known this child?
- ---------------------------------------------------------------------------------------------------------------
7. Height of Child 8. Weight
Feet Inches Lbs
- ---------------------------------------------------------------------------------------------------------------
9. Urinalysis (Required if child is over 5 years of age)
Specific Gravity: Sugar: Albumin:
- ---------------------------------------------------------------------------------------------------------------
Yes No (Give full particulars of "Yes"
10. Is any deformity present?...................... ___ ___ answers to questions 10, 11 and 12 or
11. Does physical examination reveal any "No" answer to question 13)
evidence of past or present disease?.......... ___ ___
12. Does examination of the heart and
lungs reveal any abnormalities?............... ___ ___
13. Does the child appear well nourished
and in good health?........................... ___ ___
- ---------------------------------------------------------------------------------------------------------------
Medical Examiner
X___________________________________________________ Street:_____________________________
Signature of Medical Examiner City:_______________________________
Examined at: State:______________________________
____ My Office ___ Other ___________________

Date and Hour AM Name of Agent requesting Examination:
Of Examination: ________________ Year_____ ____ PM _____________________________________
</TABLE>

AP7502-NY-Medical 85-21363-00 11/98

<PAGE>

EXHIBIT A(10)(f)

Application for Reinstatement of Flexible Premium
Variable Life Insurance Policy

<PAGE>

EXHIBIT A-10(F)

APPLICATION, PART 1- TO PACIFIC LIFE & ANNUITY COMPANY DCORR
FOR REINSTATEMENT OF [LOGO PL&A]
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE

- --------------------------------------------------------------------------------
SECTION A COMPLETE ON FORMER INSURED
- --------------------------------------------------------------------------------
1. Full Name (Print as to Appear in Policy)

________________________________________________________________________________
2. Policy Number 3A. Height 3B. Weight

________________________________________________________________________________
4. Address (City, County, State, Zip Code)

________________________________________________________________________________
5. Employer Name and Address

________________________________________________________________________________
6. Occupation (Specific Duties)

________________________________________________________________________________
7. Give Total Insurance in force in other companies. If none, check this box [_]

Life Disability Acc Death Major Hospital
Amount Income Amount Medical (Daily Amount)

8. Have you within the last two years flown, or do you plan Yes No
to fly as a pilot, student pilot or crew member?................ ___ ___

9. Have you within the last five years had any application
for Life, Accident, Sickness or Hospital insurance
declined or postponed or had any policy rated, modified,
cancelled or its renewal refused?............................... ___ ___

10. Have you within the last six months made application for
Life, Accident, Sickness or Hospital Insurance?................ ___ ___

11. During the past 5 years, have you had, or been told that
you had, or been treated by a member of the medical
profession for any disorders of the Immune System, including
AIDS (Acquired Immune Deficiency Syndrome) and ARC (AIDS
Related Complex)?.............................................. ___ ___

12. Give details of medical examinations, consultations or treatment that you
have had within the last five years. If none, check this box. [_]

Reason for Consultation Date Duration Result Name and address of
Examination or Treatment Physician or Practicioner

________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________

I hereby apply for reinstatement of the above policy. I represent that the
foregoing answers are true and complete to the best of my knowledge and belief.
I understand that:
1. If the policy is not reinstated, the Company's only liability in connection
with this application shall be the refund of all sums tendered without
interest.
2. If the policy is reinstated but if any answers or statements contained herein
are not complete and correct and would affect the Company's decision to
reinstate the policy, then the Company's only liability for two years from
date of reinstatement shall be the refund of any amount paid to effect such
reinstatement and all premiums paid thereunder.
3. Reinstatement will be effective as of the Monthly Payment Date on or next
following the date of approval by Pacific Life & Annuity, and Accumulated
Value less Policy Debt will be allocated among the Variable Accounts and the
Fixed Options in accordance with the Policy Owner's current premium
allocation instructions.

Dated at on X
---------------------- ----------------------------------------------
City State Mo. Day Yr. Signature of Former Insured
(or Parent if former insured
is under age 16)

IF POLICY COVERS FAMILY MEMBERS, ANSWER QUESTIONS IN SECTION B ON OTHER SIDE

AP8801VL-NY (1) 25-21247-00
<PAGE>

- --------------------------------------------------------------------------------
SECTION B COMPLETE IF POLICY COVERS FAMILY MEMBERS
- --------------------------------------------------------------------------------
1. Other family members to be covered under the policy, including children born
since policy issued

<TABLE>
<CAPTION>
Date of Birth List any Physical Impairment
Full name of Person to be Covered Mo-Day-Year Relationship (If none, So State)
<S> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
</TABLE>

2. What medical examinations consultations or treatments has each of the above
family members had within the last two years? (If none, check this box ____)
<TABLE>
<CAPTION>
Reason for Examination Date Duration Result Name and Address of Physician
First Name Consultation or Treatment
<S> <C> <C> <C> <C> <C>

- ----------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
Detail of "Yes" answers to questions 3, 4 and 5,
3. Is any application for Life, Accident, Yes No including names of companies and amounts of
Sickness or Hospital insurance covering insurance.
any of the above members now pending?..... ___ ___
4. In the last two years has any application
for Life, Accident, Sickness or Hospital
insurance covering any of the above family
members been declined or postponed or had
any policy rated, modified, cancelled or
its renewal refused?
5. Do any of the above family members have,
or is covered under, any Accident,
Sickness, or Hospital insurance policy?... ___ ___

- ----------------------------------------------------------------------------------------------------------

The above statements are true and complete to the best of my knowledge and belief. I agree that such
answers and statements shall be a part of the application.

Dated at on X
---------------------------- --------------- ------------------------------------------------
City State Mo. Day Yr. Signature of Former Insured
</TABLE>

AP8801VL-NY (2) 25-21247-00

<PAGE>

AUTHORIZATION TO OBTAIN INFORMATION

A photographic copy of this Authorization shall be as valid as the original and
shall be valid for two years from the date shown below.

DATE
----------------------------- -----------------------------------------
Mo. Day Year Signature of Proposed Insured

-----------------------------------------
Signature of Parent if Proposed Insured
is under age 16

AP8801-NY

USE RECEIPT ON REVERSE IF A PREMIUM IS PAID FOR REINSTATEMENT
- ----

DISCLOSURE NOTICE TO APPLICANTS FOR INSURANCE

SOURCES OF INFORMATION

(Continued on reverse side)
AP8801-NY 25-21247-00 9/98

<PAGE>

___

THE AUTHORIZATION ON THE REVERSE SIDE
MUST BE SIGNED IN EVERY CASE

PACIFIC LIFE & ANNUITY COMPANY
SERVICE CENTER
700 Newport Center Drive, P.O. Box 7500
Newport Beach, California 92658-7500

Received from _______________________________________, the sum of $__________ as
payment on account of premium for reinstatement of policy number ______________.
All checks to be made payable to Pacific Life & Annuity. Do not make checks
payable to an agent or leave payee blank. If policy is not reinstated the amount
paid for such reinstatement will be refunded without interest.

Date _________________________________ ______________________________ Agent
Mo Day Yr.

DISCLOSURE NOTICE TO APPLICANTS FOR INSURANCE (CONTINUED)

The information contained in the report may be retained by the consumer
reporting agency and subsequently disclosed to other companies to the extent
permitted by the Fair Credit Reporting Act.

DISCLOSURE TO OTHERS

DISCLOSURE TO YOU

AP9500-NY 85-21245-00 9/98