"FORM OF"

                             FUND PARTICIPATION AGREEMENT

                                       BETWEEN

                       LINCOLN LIFE & ANNUITY COMPANY OF NEW YORK

                                         AND

                        LINCOLN VARIABLE INSURANCE PRODUCTS TRUST





     THIS AGREEMENT, made and entered into this ____ day of March, 2003, by

and between LINCOLN VARIABLE INSURANCE PRODUCTS TRUST, an open-end management

investment company organized as a Delaware business trust (the "Trust"), and

LINCOLN LIFE & ANNUITY COMPANY OF NEW YORK, a New York insurance corporation

(the "Company"), on its own behalf and on behalf of each separate

account of the Company named in Schedule 1 to this Agreement as in effect at

the time this Agreement is executed and such other separate accounts that may

be added to Schedule 1 from time to time in accordance with the provisions of

Article XI of this Agreement (each such account referred to as the "Account";

collectively, the "Accounts").



     WHEREAS, the Trust is engaged in business as an open-end management

investment company and was established for the purpose of serving as the

investment vehicle for separate accounts established for variable life

insurance policies and variable annuity contracts (collectively referred to

as "Variable Insurance Products," the owners of such products being referred

to as "Product owners") to be offered by insurance companies which have

entered into participation agreements with the Trust ("Participating

Insurance Companies"); and



     WHEREAS, the Trust filed with the Securities and Exchange Commission

(the "SEC") and the SEC has declared effective a registration statement

(referred to herein as the "Trust Registration Statement" and the prospectus

contained therein, or filed pursuant to Rule 497 under the 1933 Act, referred

to herein as the "Trust Prospectus") on Form N-lA to register itself as an

open-end management investment company (File No. 811-08090) under the

Investment Company Act of 1940, as amended (the "1940 Act"), and the Trust

shares (File No. 33-70742) under the Securities Act of 1933, as amended (the

"1933 Act"); and



     WHEREAS, the beneficial interest in the Trust is divided into several

series of shares, each designated a "Fund," which are set forth in Schedule

2, and representing the interest in a particular managed portfolio of

securities and other assets; and



     WHEREAS, the Company has filed or will file a registration statement

with the SEC to register under the 1933 Act (unless exempt therefrom) certain

variable annuity contracts and/or variable life insurance policies (such

policies and contracts shall be referred to herein collectively as the

"Contracts"); and



     WHEREAS, each Account, a validly existing separate account, duly

authorized by the Company on the date set forth on Schedule 1, sets aside and

invests assets attributable to the



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Contracts; and



     WHEREAS, the Company has registered or will have registered each Account

with the SEC as a unit investment trust under the 1940 Act before any

Contracts are issued by that Account; and



     WHEREAS, to the extent permitted by applicable insurance laws and

regulations, the Company intends to purchase shares on behalf of each Account

to fund its Contracts and the Trust is authorized to sell such shares to unit

investment trusts such as the Accounts at net asset value;



     NOW, THEREFORE, in consideration of their mutual promises, the Company

and the Trust agree as follows:



ARTICLE I.  SALE OF TRUST SHARES



     1.1.  The Trust agrees to sell to the Company those shares which the

Company orders on behalf of the Account, executing such orders on a daily

basis in accordance with Section 1.4 of this Agreement.



     1.2.  The Trust agrees to make shares available for purchase by the

Company on behalf of the Account at the then applicable net asset value per

share on Business Days as defined in Section 1.4 of this Agreement, and the

Trust shall use its best efforts to calculate and deliver such net asset

value by 7:00 p.m., New York time., on each such Business Day.

Notwithstanding any other provision in this Agreement to the contrary, the

Board of Directors of the Trust (the "Trust Board") may suspend or terminate

the offering of shares, if such action is required by law or by regulatory

authorities having jurisdiction or if, in the sole discretion of the Trust

Board acting in good faith and in light of its fiduciary duties under Federal

and any applicable state laws, suspension or termination is necessary and in

the best interests of the shareholders  (it being understood that

"shareholders" for this purpose shall mean Product owners).



     1.3.  The Trust agrees to redeem, at the Company's request, any full or

fractional shares of the Trust held by the Account or the Company, executing

such requests at the net asset value on a daily basis (Company will expect

same day redemption wires unless unusual circumstances evolve which cause the

Trust to have to redeem securities) in accordance with Section 1.4 of this

Agreement, the applicable provisions of the 1940 Act and the then currently

effective Trust Prospectus.  Notwithstanding the foregoing, the Trust may

delay redemption of Trust shares to the extent permitted by the 1940 Act, any

rules, regulations or orders thereunder, or the then currently effective

Trust Prospectus.



      1.4    (a)  For purposes of Sections 1.1, 1.2 and 1.3, the Company

             shall be the agent of the Trust for the limited purpose of

             receiving redemption and purchase requests from the Account (but

             not from the general account of the Company), and receipt on any

             Business Day by the Company as such limited agent of the Trust

             prior to





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             the time prescribed in the current Trust Prospectus (which as of

             the date of execution of this Agreement is 4 p.m., New York time)

             shall constitute receipt by the Trust on that same Business Day,

             provided that the Trust receives notice of such redemption or

             purchase request by 9:00 a.m., New York time on the next

             following Business Day.  For purposes of this Agreement, "Business

             Day" shall mean any day on which the New York Stock exchange is

             open for trading.



             (b)  The Company shall pay for the shares on the same day that

             it places an order with the Trust to purchase those Trust shares

             for an Account.  Payment for Trust shares will be made by the

             Account or the Company in Federal Funds transmitted to the Trust

             by wire to be received by 11:00 a.m., New York time on the day

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