SecProbe.io

January 30, 2024  VIA E-mail

Alison Ryan, Esq. AVP & Managing Assistant General Counsel II Pacific Life Insurance Company 700 Newport Center Drive Newport Beach, California 92660

 Re: Registration Statement on Form N-6 of Pacific Select Exec Separate Account of
Pacific Life Insurance Company (the “Company”) relating to the Pacific Protector Plus
VUL (File Nos. 811-05563 and 333-275837)

Dear Ms. Ryan:
On December 1, 2023, the Company filed the above-referenced initial registration
statement on Form N-6 (the “Registration Statement”) under the Securities Act of 1933, as
amended (the “1933 Act”), and the Investment Company Act of 1940, as amended (the “1940
Act”).  The Company has requested, and the staff has given the Registration Statement a
selective review. Based on our review, we have the following comments. All capitalized terms not otherwise defined herein have the respective meanings given to them in the Registration Statement.  References herein to “Items” and “Instructions” are references to Items and Instructions in Form N-6.
GENERAL
1. We note that material information relating to the Policy, including the terms of certain
Investment Options, is missing from the Registration Statement.  Please provide the missing information and exhibits in the next pre-effective amendment to the Registration Statement.  We may have additional comments on such portions when you complete them in the pre-effective amendment, on disclosures made in response to this letter, on information supplied supplementally, or on exhibits filed in the pre-effective amendment.
2. Where a comment is made regarding disclosure in one location, it is applicable to all
similar disclosure appearing elsewhere in the Prospectus.  Further, where disclosure is requested to be added in one place, please add similar disclosure to all other sections of the Prospectus where such disclosure would be relevant.

Alison Ryan, Esq.
January 30, 2024
Page 2

3. Please clarify supplementally whether there are any types of guarantees or support
agreements with third parties to support any Policy features or benefits, or whether the Company will be solely responsible for any benefits or features associated with the Policy.
PROSPECTUS Cover Page
4. For clarity, please consider revising the first sentence to state that the Policy is issued
by the Company, and that the Policy offers variable options, indexed fixed options and fixed options.
5. In an appropriate location on the cover page, please add the following:
a. In a prominent manner, that withdrawals are not allowed in the first Policy year;
b. Variable and indexed-linked life insurance policies are complex investment
vehicles, and an investor should speak with their financial professional about
Policy features, Investment Options, benefits, risks, and fees and whether the
Policy is appropriate for them based on their financial situation and objectives; and
c. The Fixed Options and Indexed Fixed Options are not registered with the SEC.
Please also add this statement in an appropriate location under Important
Information You Should Consider About The Policy and/or Overview of The
Policy .
Special  Terms
6. The defined term Account Additions is used only once, in the definition of Allocation
Instructions.  For brevity, please consider deleting Account Additions as a defined term and explaining its meaning in the definition of Allocation Instructions.
7. Please address the following comments to the definition of Basic Life Coverage Layer:
a. The definition states that “[t]here may be one or more Basic Life Coverage Layers
created at issue.”  Please explain in an appropriate location in the Prospectus, how this could occur and any material considerations of having more than one Basic Life Coverage Layer at issue; and
b. The last sentence of the definition states that “[t]he Face Amount of a Basic Life
Coverage Layer that is added after issue may be decreased to zero, but it cannot be terminated.”  The sentence may be read to mean that the Face Amount of a Basic Life Coverage Layer added at the time that the Policy is issued may be terminated.  If this is the Company’s intention, add a specific statement to this effect.  If the Face Amount of any Basic Life Coverage Layer may never be terminated, please remove “that is added after issue” from the sentence.

Alison Ryan, Esq.
January 30, 2024
Page 3

8. The definition of Class states that Class is used to in determining “interest credited” and
the “features of the Indexed Accounts.”  Please explain in an appropriate location in the Prospectus how Class is used for this purpose.
9. The term Closing Value used in the definition of Index Growth Rate is not defined.
Given the importance of the calculation of the Index Growth Rate, please add a definition for Closing Value.
10. Given the point-to-point nature of the Index return calculation, in the definition of
Index Growth Rate please replace “over a certain period” with disclosure that the rate is determined by comparing the Closing Value of the Index as of the day before the beginning of the Segment Term to the Closing Value of the Index as of the day before the end of the Segment Term.
11. The term Indexed Fixed Option Value is not used in the Prospectus.  Please remove the
defined term.
12. The definitions for Indexed Account and Indexed Fixed Options are almost identical.
Please revise so that the difference between the terms is readily understandable.
13. The definition of Segment Guaranteed Interest states that interest is credited “at an
annual rate equal to [0]% for the Indexed Fixed Options.”  The discussion under Your Investment Options—Indexed Fixed Options indicates that the Minimum Segment Guaranteed Interest Rate is 0% which suggests that the Segment Guaranteed Interest Rate could be higher.  Please delete “equal to [0]%” from the definition of Segment Guaranteed Interest or explain to us why it would not be appropriate to do so.
14. “Segment Guaranteed Interest” is defined as “the interest we credit daily to each
Segment in the 1-Year Indexed Account, and 1-Year High Par Volatility Control Indexed Account from the Segment Start Date to the Segment Maturity.” Please reconcile with disclosure elsewhere that “Minimum Segment Guaranteed Interest rate is the minimum annual rate that is added to each Index Segment  at Segment Maturity.”
15. The definition of Segment Indexed Interest Rate refers to the Minimum Segment
Guaranteed Interest Rate in describing the calculation of the Segment Indexed Interest Rate for the 1-Year Indexed Account and the Cumulative Segment Guaranteed Interest Rate in describing the calculation of the Segment Indexed Interest Rate for the 1 Year High Par Volatility Control Indexed Account.  Please reconcile or explain in the disclosure how these terms differ.
16. Please consider whether the terms Segment Value and Indexed Account Value are
duplicative and could be consolidated.
17. The term Total Face Amount is used throughout the Prospectus but is not defined.  If
the term has been replaced, please revise the Prospectus accordingly.

Alison Ryan, Esq.
January 30, 2024
Page 4

Important Information You Should Consider About the Contract
Risks
18. Under ─Not a Short-Term Investment, please add  “for each Basic Life Coverage Layer
added to the Policy” immediately following “Surrender charges apply for up to 14 years” in the first sentence of the second paragraph.
19. Under ─Contract Lapse , please disclose that there is no guarantee that a reinstatement
will be approved.
Restrictions
20. Please address the following comments to ─Investments :
a. Add that once a Segment is created, an investor cannot transfer Accumulated
Value out of that Segment until the end of the Segment Term. Money may be transferred out for withdrawals and Policy Loans; however, a Lockout Period will apply if the withdrawal or Loan is not part of a systematic distribution program;
b. Add a reference to Indexed Fixed Options in the statement that additional Fund
and Fixed Option transfer restrictions apply;
c. Reconcile the restriction disclosed in the  first sentence of the second paragraph
with the discussion of transfer restrictions under Your Investment Options ;
d. The disclosure states that “[t]here are amount and/or percentage limits on the
amount that may be transferred from the Fixed Options” and, as a result, “it may take several Policy Years to transfer your Accumulated Value out of either of the Fixed Options.”  The prior paragraph states that transfers from the Fixed Account to an Indexed Fixed Option are not counted for purposes of the yearly limit on transfers.  Consider whether the quoted disclosure should be qualified; and
e. In the last paragraph, disclose the right the Company reserves to add, remove, or
change Fixed Options and Indexed Fixed Options.
Overview of the Policy
21. Under  Policy Features—Withdrawals , the disclosure states that no withdrawals may be
made during the first year of the Policy.  For the avoidance of doubt, please add that the Policy may be surrendered during the first year, or supplementally explain how prohibiting surrender during the first year is consistent with Sections 22(e) and 27(i)(2)(A) of the 1940 Act.

Alison Ryan, Esq.
January 30, 2024
Page 5

Fee Tables
22. Please add the following disclosure (which appears on page 74 of the Prospectus) to
─Periodic Charges Other Than Fund Operating Expenses :
We offer different underwriting methods such as guaranteed issue, simplified
issue, or regular issue. The cost of insurance rates are generally higher if guaranteed issue or simplified issue are used, than if the Policy is issued through regular underwriting. As a result, a healthy individual who uses regular issue for the Policy may pay lower cost of insurance rates than if the individual uses guaranteed or simplified issue.
 Principal Risks of Investing in the Policy
23. In the sixth sentence under ─Unsuitable as Short-Term Savings Vehicle , please note
that the Coverage charge for the effected Basic Life Coverage Layer also will not change.
24. Under ─Risks Associated with Indexed Fixed Options , the disclosure states that the
Company “manage[s] [its] obligation to credit Segment Indexed Interest in part by purchasing call options on the Index. . .”  Elsewhere the Prospectus suggests that the Company purchases an Index’s underlying securities.  Please reconcile.
25. Under ─Insurance Company Risks , please provide brief background information about
the Company. Please disclose that more information about the Company, including its financial strength ratings, is available and how investors may locate or request such information.  In this regard, we note that the Company’s variable annuity product prospectuses direct investors to the Company’s website and provide a toll-free number.
Policy Basics
26. In the third bullet point under ─Illustrations , please add that Illustrations also may be
requested that reflect net rates of return ( see Item 29(i)), or supplementally explain why
net returns cannot be shown.
Death Benefits
27. Under ─Death Benefit Qualification Test , please make the following statement more
prominent: “[o]nce the Policy is issued, the Death Benefit Qualification Test cannot be changed.”  Please also add that an investor may wish to consult with their financial professional about which Death Benefit Qualification Test to choose before making a selection.

Alison Ryan, Esq.
January 30, 2024
Page 6

Other Benefits Available Under the Policy
28. In the last bullet point in the description of the restrictions/limitations on the Premier
Chronic Illness Rider, please add, if accurate, that transfers to the Indexed Fixed Accounts also are not permitted.
Optional Riders and Benefits
29. The description of the Premier Living Benefits Rider 2 states that it cannot be issued
with the Terminal Illness Rider.  Please reconcile this statement with the rider description under Other Benefits Available Under the Policy  that the rider cannot be
issued with the Terminal Illness Rider or the Premier Chronic Illness Rider.
Your Policy’s Accumulated Value
30. The fourth paragraph refers to an Indexed Termination Credit.  If an Indexed
Termination Credit is a feature of the Policy, please explain this term and its function in the Prospectus.
Your Investment Options

31. In the third sentence of the first paragraph, please add that amounts allocated to the
Indexed Fixed Options are also held in the General Account.
Variable Options

32. Consistent with Instruction 4(a) to Item 2, as well as disclosure for other products
offered by the Company, please disclose here, and elsewhere in the Prospectus as appropriate, that the Company may add or remove allowable Investment Options at any time, and that removal of Variable Investment Options may limit the number of such options that are available to an investor under the Policy in the future. To aid investor comprehension, if accurate, please also disclose that the Company has the right to significantly reduce the number of allowable Variable Investment Options, including to a single option. Please add that investors should discuss with their financial professional if the Policy is appropriate for them given the Company’s right to make changes to the allowable Investment Options.
Fixed Options
33. The disclosure states that the Company “may add, terminate, or suspend one or more of
the Fixed Options at any time.”  Premiums and Accumulated Value are held in a Fixed Account before being allocated to the Indexed Fixed Accounts.  If accurate, please add disclosure that at least one Fixed Account will always be available.

Alison Ryan, Esq.
January 30, 2024
Page 7

Indexed Fixed Options
34. The disclosure states, “[a]llocations to the Indexed Accounts are made first to the Fixed
Account and transferred to the Indexed Accounts on the next Segment Start Date.”  If accurate, revise the Prospectus throughout to clarify that the Fixed Account in this statement refers to Fixed Account 1 and not the Fixed LT Account.  Please ensure that references to “the Fixed Account” throughout the Prospectus are revised to specify which Fixed Account is being referred to.
35. Please consider moving the following disclosure which is repeated under ─Growth
Cap,  ─Participation Rate, ─Segment Adjustment Factor  to the general introductory
discussion: “[o]nce a Segment is created, you cannot transfer Accumulated Value out of that Segment to any other Indexed Account or Fixed Option until the end of the Segment Term. Money may be transferred from a Segment for withdrawals and Standard Policy Loans; however, a Lockout Period will apply if the withdrawal or
Standard Loan is not part of a Systematic Distribution Program.”  Please revise the first
referenced sentence to include reference to Variable Options.  Please also add that once a Lockout Period begins an investor may not make any transfers into the Indexed Fixed Options for 12 months.
36. Under ─Growth Cap, ─Participation Rate,  and ─Segment Adjustment Factor , the
disclosure states that an investor allocated to an existing Segment or an investor wishing to allocate to a Segment, may call the Company or their financial professional for information on the Growth Cap, Participation Rate and Segment Adjustment Factor that will apply to a new Segment.  If the Segment Guaranteed Interest Rate may be greater than 0%, please also add reference to the Segment Guaranteed Interest Rate or supplementally explain why it would not be appropriate to do so.  Please consider moving this disclosure to the general introductory discussion or a separate subsection to increase reader comprehension.  Please also disclose when the Growth Cap, Participation Rate, Segment Adjustment Factor, and, if applicable, the Segment Guaranteed Interest Rate for a new Segment will be available.  If this information will be available on an internet website, please add provide the website address.
37. The disclosure stat