Pacific Prime IUL. Balance Protection with Global Potential. Flexible Premium Indexed Universal Life Insurance 1. Pacific Life Insurance Company

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1 Pacific Prime IUL Flexible Premium Indexed Universal Life Insurance 1 Balance Protection with Global Potential Pacific Life Insurance Company Endnotes on page 10. PPIUL-1A

2 page 1 Pacific PRIME IUL Balance Protection with Global Potential Market surges can be exhilarating but market drops can potentially erase years of hard-earned savings. Now you can help protect your family and capture growth potential with guarantees in one dynamic tool: Pacific PRIME Indexed Universal Life (Pacific PRIME IUL) 1 insurance. Pacific PRIME IUL Benefits Protect your family with a tax-free * death benefit. Grow your policy s cash value based on the performance of some of the world s most prominent stock market indexes. Prevent market-based losses in the Indexed Accounts with guaranteed minimum crediting rates. Help supplement your retirement income with tax-free 2 policy loans and withdrawals. Choose to guarantee your death benefit up to a lifetime, regardless of policy performance. 3,4 Investment and Insurance Products: Not a Deposit Not FDIC Insured Not Insured by any Federal Government Agency No Bank Guarantee May Lose Value * For federal income tax purposes, life insurance death benefits generally pay income tax-free to beneficiaries pursuant to IRC Section 101(a) (1). In certain situations, however, life insurance death benefits may be partially or wholly taxable. Situations include, but are not limited to: the transfer of a life insurance policy for valuable consideration unless the transfer qualifies for an exception under IRC Section 101(a)(2) (i.e. the transfer-for-value rule ); arrangements that lack an insurable interest based on state law; and an employer-owned policy unless the policy qualifies for an exception under IRC Section 101(j). The Indexed Accounts do not directly participate in any stock or equities markets. All indexes exclude dividends.

3 page 2 Global Range of Indexed Choices,5 U.S. potential of 1-Year and 1-Year High Par Indexed Accounts 6 International potential of 1-Year International Indexed Account 6 1-Year and 1-Year High Par Indexed Accounts use: S&P 500 index 7 Considered the premier benchmark of U.S. stock market performance, this index measures 500 leading American companies of various sizes and industries. Represents roughly 75% of U.S. stocks by market capitalization. 5 1-Year International Indexed Account uses a composite (1/3 each) of: EURO STOXX 50 Index 8 Measures the performance of 50 blue-chip stocks from 12 Eurozone countries, like Germany, France, and Finland. Hang Seng Index 9 Measures the performance of approximately 40 of Hong Kong s largest, most liquid companies. MSCI Emerging Markets SM Index 10 Measures the equity performance of companies domiciled in approximately 21 emerging market countries. The growth in emerging markets is expected to be nearly 3 times that of developing countries over the next 5 years. 11 Plus, the Security of a Fixed Account 2% guaranteed minimum interest rate Current rate may be higher Current rate guaranteed for first 12 months Find Your Balance of Indexed Opportunity in Pacific PRIME IUL

4 page 3 Power of Indexed Interest Crediting Choose to allocate your premiums to any combination of three Indexed Accounts and a Fixed Account. The Fixed Account credits a minimum of 2% annually whereas the Indexed Accounts credit interest based in part on the performance of index(es), up to current Growth Caps but not below Guaranteed Minimum Rates. The Indexed Accounts do not participate in any stock or equity markets to provide their growth potential with guarantees. Allocate for Global Indexed Potential Maturing Value of Indexed Segment Your Premium Dollars (less premium load) Fixed Account (less policy charges ) Choice of 3 Indexed Accounts (less policy charges ) + Indexed Interest Credited at End of 12 Months Here are the basic steps: 1 Each premium you pay is reduced by a premium load then applied into the Fixed Account. 2 You may choose to leave the net premium in the Fixed Account. If you do so, your policy will perform like a typical universal life insurance policy, guaranteed to earn at least 2% annually. 3 For greater growth potential, you may also allocate from the Fixed Account to your choice of 2 Indexed Accounts as frequently as on the 15 th of each month Each transfer from the Fixed Account to an Indexed Account creates a separate 1-Year Indexed Segment (Segment). 5 Twelve months from the transfer date, the Segment reaches maturity. It is credited any interest due and becomes available to reallocate to your choice of Pacific PRIME IUL s accounts. If you haven t filed any new transfer instructions with us, the value of the maturing Segment, plus its interest, will roll over into the same Indexed Account as a new Segment. See page 9 for a description of policy charges.

5 page 4 Market-Based Growth Potential, Security of Guarantees 3 Choices for Growth Potential Pacific Prime IUL Accounts 1-Year International Indexed Index (excluding dividends) Composite (1/3 each): Hang Seng EURO STOXX 50 MSCI Emerging Markets Current Growth Cap (Cap) 12% 1-Year Indexed S&P % 1-Year High Par Indexed Fixed S&P % N/A Crediting rate declared by Pacific Life Insurance Company N/A Current Crediting Rate Considerations Credits the average of 3 international indexes after each is separately applied to 12% Cap and 0% guaranteed floor. ** Credits 1-year change in S&P 500 up to 12% Cap; 0% guaranteed floor. ** Credits 150% of S&P 500 index s 1-year gain, not to exceed 11% Cap. 0% guaranteed floor. Earns current declared rate, guaranteed to not be less than 2% annually. ** Guaranteed: 100% participation rate, 3% minimum growth cap, 0% floor. Guaranteed: 140% participation rate (150% current), 2% minimum growth cap, 0% floor. 2% Interest Guarantee Regardless of how you allocate your net premiums, you are guaranteed an alternate cash value that, if higher than your policy s actual cash value, may help stave off policy lapse or may increase the amount available upon a policy surrender or death benefit payout. The alternate cash value is calculated using current policy charges and earns 2% annual interest from the date of issue. See your policy for details.

6 page 5 Protect Your Policy s Death Benefit Up to a Lifetime Pacific PRIME IUL offers an optional guarantee to help keep your policy in-force for up to a lifetime even if your policy s cash value drops to zero. No-Lapse Guarantee Rider 4 Guarantees that your policy will stay in force for the duration you choose up to the insured s lifetime, 3 no matter how your policy performs. Optional rider that is available at policy issue, for an additional charge, and must be elected at policy application. Choose your duration and pay your premiums as planned. It s that easy. Longer no-lapse guarantee periods require higher premiums as shown in the hypothetical chart to the right.

7 page 6 Choose Your No-Lapse Guarantee Duration Up to a Lifetime Examples of No-Lapse Guarantee Durations Lifetime To Age 110 To Age 105 To Age 100 To Age 95 Lower Premiums Higher

8 page 7 Supplement Your Income Potential, Tax-Free 2 Your policy s cash value will grow tax-deferred. You can help supplement your income through tax-free 2 withdrawals and loans from your policy s cash value. Withdrawals Tax-free 2 amounts up to sum of premiums paid. Available after first year. $25 fee for each withdrawal (currently waived). Minimum Amount: $200. Maximum Amount: Cash value minus outstanding loan balance, $500, and any applicable surrender charges. Generally tax-free. 2 Loans Minimum Amount: $200. Maximum Amount: Cash value minus outstanding loan balance, 3 times the monthly deductions for policy charges, and any applicable surrender charge. Loan interest rate charged is offset by interest rate credited for 0% net-cost loans in or after policy years 6 (current): Policy Year Annual Interest Charged Annual Interest Credited Annual Net-Cost All (guaranteed) 2.25% 2.00% 0.25% 6+ (current) 2.25% 2.25% 0.00% Tools to Help Automated Income Option Use this optional service to help structure a recurring income stream from policy loans and withdrawals. Doing so will help prevent partial indexed interest crediting and Policy Lockout, which otherwise may occur if there are not sufficient funds in the Fixed Account to cover a policy loan or withdrawal. Overloan Protection II Rider (Form #R08OLP) 4,13 If you plan on taking policy loans, this optional rider can help you protect against policy lapse in later years, after you have stopped taking tax-free 2 loans. There are eligibility requirements both to qualify for and exercise the rider and a one-time charge applies to exercise. Request the rider and see your illustration for details.

9 page 8 Tailor Your Protection for Your Needs Protect your family with a death benefit they will receive income tax-free. * Choose a life insurance coverage amount and Death Benefit Option based on your current needs. If your needs later change, you may decrease your coverage down to as little as $1,000 after the first policy year. You may also switch between the following Death Benefit Options as often as yearly, subject to policy limits: A (Level) Death benefit equals the policy s Face Amount. B (Increasing) Death benefit equals the policy s Face Amount plus the cash value. C (Return of Premium) 14 Death benefit equals the policy s Face Amount plus all premiums paid, less any policy withdrawals. Terminal Illness Benefit ** Gives the policyowner access to a portion of the death benefit if the primary insured is diagnosed as terminally ill with 12 months or less to live. 15 Other Benefits 4 Pacific PRIME IUL offers the following optional benefits to help enhance your policy. Annual Renewable Term Rider Additional Insured Rider (Form #R08RTA) Allows policyowner to add annually renewable term life coverage on any member of the primary insured s immediate family to the policy. Waiver of Charges Rider (Form #R84-WC) Helps keep death benefit coverage in place by waiving all policy charges if the primary insured is diagnosed with a total disability prior to age 60. This rider s benefit takes effect after a three-month qualifying period. * For federal income tax purposes, life insurance death benefits generally pay income tax-free to beneficiaries pursuant to IRC Section 101(a) (1). In certain situations, however, life insurance death benefits may be partially or wholly taxable. Situations include, but are not limited to: the transfer of a life insurance policy for valuable consideration unless the transfer qualifies for an exception under IRC Section 101(a)(2) (i.e. the transfer-for-value rule ); arrangements that lack an insurable interest based on state law; and an employer-owned policy unless the policy qualifies for an exception under IRC Section 101(j). ** In California, this benefit is optional and must be elected at application as the Accelerated Living Benefit Rider (Form #R06ALB). Riders will likely incur additional charges and are subject to availability, restrictions and limitations. When considering a rider, request a policy illustration from your life insurance producer to see the rider s impact on your policy s values. For all other states, the Terminal Illness Benefit is a standard feature of the policy.

10 page 9 Policy Charges The following charges are deducted from your cash value on a monthly basis to help pay for the costs of administering and maintaining your policy. Please see your policy for details. Administrative Charge: Monthly charge of $7.50 assessed through insured s age 120. Coverage Charge: A monthly rate per $1,000 of primary insured s death benefit currently assessed during first 10 policy years (assessed through insured s age 120, guaranteed basis). Rate based on insured s issue age, gender, risk class, and Death Benefit Option. Cost of Insurance (COI) Charge: A rate per $1,000 of primary insured s death benefit, multiplied by the Net Amount at Risk (death benefit minus policy s cash value), assessed monthly through age 120. Premium Load: A charge deducted from each premium payment. Current: 6.6%. If policy is owned in a qualified plan: 5.1%. Guaranteed maximum: 7.6%. Rider Charges: Cost of any riders you add to your policy. Request riders 4 and see policy for details. Surrender Charge: An amount deducted from the cash value if a policy is surrendered within 10 policy years of policy issue. Pacific Life The Power to Help You Succeed Offering insurance since 1868, Pacific Life provides a wide range of life insurance products, annuities, and mutual funds, and offers a variety of investment products and services to individuals, businesses, and pension plans. Pacific Life also counts more than half of the 100 largest U.S. companies as its clients. For additional company information, including current financial strength ratings, visit Pacific Life online at Pacific Life refers to Pacific Life Insurance Company and its affiliates, including Pacific Life & Annuity Company. Client count as of May 2012 is compiled by Pacific Life using the 2012 FORTUNE 500 list.

11 Indexed Universal Life Insurance generally requires additional premium payments after the initial premium. If either no premiums are paid, or subsequent premiums are insufficient to continue coverage, it is possible that coverage will expire. page 10 Endnotes 1 Pacific Life Insurance Company s Pacific PRIME IUL (Policy Form #P11P1I or ICC11 P11P1I form # based on state in which policy is issued) is referred to as indexed adjustable life insurance in the contract. 2 Tax-free income assumes, among other things: (1) withdrawals do not exceed tax basis (generally, premiums paid less prior withdrawals); (2) policy remains in force until death; (3) withdrawals taken during the first 15 policy years do not occur at the time of, or during the two years prior to, any reduction in benefits; and (4) the policy does not become a modified endowment contract. See IRC Sections 72, 7702(f)(7) (B), 7702A. Any policy withdrawals, loans and loan interest will reduce policy values and may reduce benefits. 3 The No-Lapse Guarantee Rider (Form #R03FNL or ICC11 R03FNL form # based on state in which policy is issued) depending on how you structure your policy, has a maximum duration of the insured s lifetime, subject to certain limits. If your net nolapse guarantee value is zero, the no-lapse feature terminates. If the no-lapse feature terminates, additional premiums would be required to resume the no-lapse guarantee. If policy performance is such that your policy is being maintained solely by the nolapse guarantee, your policy will not build cash value. If policy loans or withdrawals are taken, additional premiums may be required to keep the no-lapse guarantee in force. 4 Riders will likely incur additional charges and are subject to availability, restrictions, and limitations. When considering a rider, request a policy illustration from your life insurance producer to see the rider s impact on your policy s values. 5 Based on index fact sheets retrieved from standardandpoors.com, hsi.com.hk, stoxx.com, and mscibarra.com Feb Year High Par Indexed Account s contract name is 1 Year Indexed Account 3 and 1-Year International Indexed Account s contract name is 1 Year Indexed Account 2. 7 S&P, Standard & Poor s, and S&P 500 are registered trademarks of Standard & Poor s Financial Services LLC ( S&P ) and Dow Jones is a registered trademark of Dow Jones Trademark Holdings LLC ( Dow Jones ). These trademarks have been licensed for use by S&P Dow Jones Indices LLC and have been sublicensed for certain purposes by Pacific Life Insurance Company ( Licensee ). The S&P 500 index has been licensed for use by Licensee. The life insurance product is not sponsored, endorsed, sold, or promoted by S&P Dow Jones Indices LLC, Dow Jones, S&P, or their respective affiliates. None of these parties make any representation regarding the advisability of investing in such Product. 8 The EURO STOXX 50 is the intellectual property (including registered trademarks) of STOXX Limited, Zurich, Switzerland and/ or its licensors ( Licensors ), which is used under license. The Product that includes the Index is in no way sponsored, endorsed, sold or promoted by STOXX and its Licensors and neither of the Licensors shall have any liability with respect thereto. 9 Hang Seng Indexes Company Limited ( HSIL ) and Hang Seng Data Services Limited ( HSDS ) have licensed Pacific Life Insurance Company to use the Hang Seng Index in connection with this life insurance product. This product and its 1-Year International Indexed Account are not sponsored, endorsed, sold or promoted by HSIL or HSDS. HSIL and HSDS make no representation regarding the advisability of purchasing a life insurance product. Please read the disclaimer in relation to the Hang Seng Index in the policy illustration. For more information about the Hang Seng Index, please visit 10 The Product and its 1-Year International Indexed Account referred to herein is not sponsored, endorsed, or promoted by MSCI, and MSCI bears no liability with respect to any such Product and any included index. The Policy Contract contains a more detailed description of the limited relationship MSCI has with Pacific Life Insurance Company and any related Product. 11 International Monetary Fund (IMF) World Economic Outlook, October Transfers are allowed from the Fixed Account to the Indexed Accounts as frequently as monthly on a current basis. Once every three months guaranteed. In order to process a transfer, Pacific Life Insurance Company must receive your transfer instructions and funds must be available in the Fixed Account at least 2 business days prior to the 15th of the requested month. 13 The potential tax consequences of the Overloan Protection II Rider have not specifically been ruled on by the IRS or courts. You should consult your tax advisor for more information. 14 The maximum issue age for Death Benefit Option C is 80. The maximum Death Benefit calculated will not exceed the amount shown in the Policy Specifications as the Option C Death Benefit Limit except as described in the Death Benefit Qualification Test, Tax Qualification as Life Insurance, and Modified Endowment Contract Tax Status sections of the Policy unless a greater amount is necessary to satisfy the IRC Section 7702 Minimum Death Benefit requirements or to avoid classification as a Modified Endowment Contract under IRC Section 7702A without your consent. 15 The Terminal Illness Benefit and Accelerated Living Benefit Rider are subject to state requirements and may impact Medicaid benefits. You should consult your legal advisor for more information.

12 This material is not intended to be used, nor can it be used by any taxpayer, for the purpose of avoiding U.S. federal, state or local tax penalties. This material is written to support the promotion or marketing of the transaction(s) or matter(s) addressed by this material. Pacific Life Insurance Company, its distributors and their respective representatives do not provide tax, accounting or legal advice. Any taxpayer should seek advice based on the taxpayer s particular circumstances from an independent tax advisor. Pacific Life Insurance Company Newport Beach, CA (800) Pacific Life Insurance Company is licensed to issue insurance products in all states except New York. Product availability and features may vary by state. Insurance products and their guarantees, including optional benefits and any fixed subaccount crediting rates, are backed by the financial strength and claims-paying ability of the issuing insurance company. Look to the strength of the life insurance company with regard to such guarantees as these guarantees are not backed by the broker-dealer, insurance agency or their affiliates from which products are purchased. Neither these entities nor their representatives make any representation or assurance regarding the claims-paying ability of the life insurance company. Non-guaranteed elements are not guaranteed by definition. As such, Pacific Life Insurance Company reserves the right to change or modify any non-guaranteed element. This right to change non-guaranteed elements is not limited to a specific time or reason. Pacific Life Insurance Company s individual life insurance products are marketed exclusively through independent third-party life insurance producers, which may include bank affiliated entities. Some selling entities, which may include bank affiliated entities, may limit availability of some optional riders based on their client s age and other factors. Your life insurance producer can help you determine which optional riders are available and appropriate for you. Life Insurance Producer s Name State Insurance License Number (or affix your business card) PPIUL-1A /13