are received from the appropriate regulator. We may also be required to provide
additional information about you and your contract to government regulators.




7. LIVING BENEFIT

GUARANTEED LIFETIME WITHDRAWAL BENEFIT


If you want to invest your Account Value in the Investment Portfolio(s) during
the Accumulation Phase, but also want to guarantee that you will receive
lifetime income regardless of investment performance (subject to the conditions
described in "Operation of the GLWB" below, including the condition that
withdrawals before the Lifetime Withdrawal Age or withdrawals that are Excess
Withdrawals will reduce the payments under the guarantee or, if such
withdrawals reduce the Account Value to zero, eliminate the guarantee), we
offer a rider for an additional charge, called the Guaranteed Lifetime
Withdrawal Benefit (GLWB).


The GLWB rider is designed to allow you to invest your Account Value in the
Investment Portfolios, while guaranteeing that you will receive lifetime income
regardless of investment performance, subject to the conditions described in
"Operation of the GLWB" below. You may begin taking withdrawals under the GLWB
rider immediately or at a later time; however, any withdrawals taken prior to
the Lifetime Withdrawal Age will reduce the Benefit Base (see "Managing Your
Withdrawals" below).



You may purchase the GLWB rider if you are at least age 50 and not older than
age 85 on the effective date of your contract. You may not select this rider
together with the optional Annual Step-Up Death Benefit or the optional
Earnings Preservation Benefit. Once selected, the GLWB rider may not be
terminated except as stated below.



SUMMARY OF THE GLWB


THE FOLLOWING SECTION PROVIDES A SUMMARY OF HOW THE GLWB RIDER WORKS. A MORE
DETAILED EXPLANATION OF THE OPERATION OF THE GLWB RIDER IS PROVIDED IN THE
SECTION BELOW CALLED "OPERATION OF THE GLWB."


The GLWB rider guarantees that you will receive lifetime income regardless of
investment performance, subject to the conditions described in "Operation of
the GLWB" below (including the condition that withdrawals before the Lifetime
Withdrawal Age or withdrawals that are Excess Withdrawals will reduce the
payments under the guarantee or, if such withdrawals reduce the Account Value
to zero, eliminate the guarantee). THE GLWB RIDER DOES NOT GUARANTEE LIFETIME
INCOME IF YOUR ACCOUNT VALUE IS REDUCED TO ZERO DUE TO A WITHDRAWAL PRIOR TO
THE LIFETIME WITHDRAWAL AGE OR A WITHDRAWAL THAT IS AN EXCESS WITHDRAWAL (SEE
"MANAGING YOUR WITHDRAWALS" BELOW).


Under the GLWB rider, we calculate a Benefit Base (the "Benefit Base") that
determines the maximum amount you may receive as withdrawals each Contract Year
after the Lifetime Withdrawal Age (the "Annual Benefit Payment") without
reducing your Benefit Base, and determines the amount of any lifetime payments
if the Account Value is reduced to zero. The Benefit Base is multiplied by the
applicable GLWB Withdrawal Rate while the Account Value is greater than zero to
determine your Annual Benefit Payment. The Benefit Base is multiplied by the
applicable GLWB Lifetime Guarantee Rate to determine your Annual Benefit
Payment if your Account Value is reduced to zero and lifetime payments are to
begin. The Benefit Base will be reduced for any withdrawal prior to the
Lifetime Withdrawal Age or any Excess Withdrawal (and any subsequent
withdrawals in the Contract Year that an Excess Withdrawal occurs). In any
event, withdrawals under the GLWB rider will reduce your Account Value and
death benefits.


IT IS IMPORTANT TO RECOGNIZE THAT THE BENEFIT BASE IS NOT AVAILABLE TO BE TAKEN
AS A LUMP SUM OR PAID AS A DEATH BENEFIT AND DOES NOT ESTABLISH OR GUARANTEE
YOUR ACCOUNT VALUE OR A MINIMUM RETURN FOR ANY INVESTMENT PORTFOLIO. However,
if you cancel the GLWB rider after a waiting period of at least ten (10) years
(the "Guaranteed Principal Adjustment Eligibility Date") the Guaranteed
Principal Adjustment will increase your Account Value to the Purchase Payments
credited within the first 120 days of the date that we issue the contract
reduced proportionately for any withdrawals, if greater than the Account Value
at the time of the cancellation. (See "Cancellation and Guaranteed Principal
Adjustment" below.)


While the GLWB rider is in effect, we may reject subsequent Purchase Payments
by sending advance written notice if any of the changes listed in the section
"Investment Allocation Restrictions for Certain Riders - Investment Allocation
and Other Purchase Payment Restrictions for the GLWB - Potential Restrictions
on Subsequent Purchase Payments" occur. Restrictions on subsequent Purchase
Payments will remain in effect until



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8. PERFORMANCE

We periodically advertise subaccount performance relating to the Investment
Portfolios. We will calculate performance by determining the percentage change
in the value of an Accumulation Unit by dividing the increase (decrease) for
that unit by the value of the Accumulation Unit at the beginning of the period.
This performance number reflects the deduction of the Separate Account product
charges (including certain death benefit rider charges) and the Investment
Portfolio expenses. It does not reflect the deduction of any applicable account
fee, sales charge, withdrawal charge, or applicable optional rider charges. The
deduction of these charges would reduce the percentage increase or make greater
any percentage decrease. Any advertisement will also include total return
figures which reflect the deduction of the Separate Account product charges
(including certain death benefit rider charges), account fee, sales charges,
withdrawal charges, applicable optional rider charges, and the Investment
Portfolio expenses. We will show performance that reflects both the maximum
sales charge (5.00% of the Purchase Payment) and the minimum sales charge
(1.00% of the Purchase Payment).


For periods starting prior to the date the contract was first offered, the
performance will be based on the historical performance of the corresponding
Investment Portfolios for the periods commencing from the date on which the
particular Investment Portfolio was made available through the Separate
Account.


In addition, the performance for the Investment Portfolios may be shown for the
period commencing from the inception date of the Investment Portfolios. These
figures should not be interpreted to reflect actual historical performance of
the Separate Account.


We may, from time to time, include in our advertising and sales materials
performance information for funds or investment accounts related to the
Investment Portfolios and/or their investment advisers or subadvisers. Such
related performance information also may reflect the deduction of certain
contract charges. We may also include in our advertising and sales materials
tax deferred compounding charts and other hypothetical illustrations, which may
include comparisons of currently taxable and tax deferred investment programs,
based on selected tax brackets.


We may advertise the living benefit and death benefit riders using
illustrations showing how the benefit works with historical performance of
specific Investment Portfolios or with a hypothetical rate of return (which
rate will not exceed 12%) or a combination of historical and hypothetical
returns. These illustrations will reflect the deduction of all applicable
charges including the portfolio expenses of the underlying Investment
Portfolios.


You should know that for any performance we illustrate, future performance will
vary and results shown are not necessarily representative of future results.




9. DEATH BENEFIT

UPON YOUR DEATH


If you die during the Accumulation Phase, we will pay a death benefit to your
Beneficiary (or Beneficiaries). The Principal Protection is the standard death
benefit for your contract. At the time you purchase the contract, depending on
availability in your state, you can select the optional Annual Step-Up Death
Benefit rider. You can also select the Additional Death Benefit -  Earnings
Preservation Benefit, either individually or with the Annual Step-Up Death
Benefit rider. If you have selected the optional Guaranteed Lifetime Withdrawal
Benefit (GLWB) living benefit rider, you may not select the Annual Step-Up
Death Benefit rider or the Earnings Preservation Benefit. You may select the
Annual Step-Up Death Benefit rider or the Earnings Preservation Benefit if you
are age 79 or younger at the effective date of your contract.



There may be versions of each death benefit rider (i.e., the Principal
Protection Death Benefit rider, the Annual Step-Up Death Benefit rider, and the
Additional Death Benefit - Earnings Preservation Benefit rider) that vary by
issue date and state availability. In addition, a version of a rider may become
available (or unavailable) in different states at different times. Please check
with your registered representative regarding which version(s) are available in
your state. If you have already been issued a contract, please check your
contract and riders for the specific provisions applicable to you.



The death benefit is determined as of the end of the Business Day on which we
receive both due proof of death and an election for the payment method. Until
the Beneficiary (or the first Beneficiary if there are multiple Beneficiaries)
submits the necessary documentation in Good Order, the Account Value
attributable to his/her portion of the death benefit remains in the Investment
Portfolios and is subject to investment risk.



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