8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

March 16, 2009

Date of Report (Date of earliest event reported)

Lincoln National Corporation

(Exact name of registrant as specified in its charter)

Indiana	1-6028	35-1140070
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

150 N. Radnor Chester Road, Radnor, PA  19087

(Address of principal executive offices)  (Zip Code)

(484) 583-1400

(Registrant’s telephone number)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02.  Departure of Directors or Certain Officers; Election of  Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 16, 2009, the Compensation Committee of the Board of Directors (the “Committee”) established the 2009 Severance Plan for Officers of Lincoln National Corporation (the “Severance Plan”) to clarify prior severance practices.  The Severance Plan is effective for the one-year period beginning on January 1, 2009 and ending on December 31, 2009.  The Severance Plan provides severance benefits to our officers, and specifically, provides for 52 weeks of  severance benefits to our executive officers, including our named-executive officers, as well as a lump-sum severance payment of $200/week for each week of the severance period. Executive officers are paid in a lump sum no earlier than the first day of the month which is six months after the date the officer’s job was eliminated.

In order to qualify for benefits under the Severance Plan, each affected officer must sign our standard form of agreement, waiver and release of claims which will include a non-compete provision, among other conditions.

The foregoing is a summary of the terms of the Severance Plan and is qualified in its entirety by the Severance Plan document, which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 8.01.  Other Events.

On March 16, 2009, Lincoln National Corporation, or LNC, issued a press release announcing the several leadership appointments among its executive officers.  Mark E. Konen, previously President of Insurance Solutions and interim head of Retirement Solutions, has been formally named President of Retirement Solutions, in addition to Insurance Solutions.  Charles C. Cornelio has been appointed Executive Vice President and Chief Administrative Officer.  Additionally, Heather Dzielak has been named Chief Marketing Officer.

LNC also announced company-wide restructuring efforts, in addition to those initiated at the end of 2008, which together are expected to produce estimated run-rate cost savings of approximately $250 million, pre-DAC and pre-tax, by year-end 2009.  The recent reduction of the quarterly common dividend to $0.01 per share along with the after-tax impact of the expense reductions is expected to reduce LNC’s annual cash requirements by approximately $550 million.

A copy of the press release is attached hereto as Exhibit 99.2.

Forward Looking Statements — Cautionary Language

The statements referenced in this report and in other written or oral statements made by LNC or on LNC's behalf are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA").  A forward-looking statement is a statement that is not a historical fact and, without limitation, includes any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words like: "believe", "anticipate", "expect", "estimate", "project", "will", "shall" and other words or phrases with similar meaning in connection with a discussion of future operating or financial performance.  In particular, these include statements relating to future actions, trends in our

businesses, prospective services or products, future performance or financial results, and the outcome of contingencies, such as legal proceedings.  Lincoln claims the protection afforded by the safe harbor for forward-looking statements provided by the PSLRA.

Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from the results contained in the forward-looking statements.  Risks and uncertainties that may cause actual results to vary materially, some of which are described within the forward-looking statements include, among others:

·   Continued deterioration in general economic and business conditions, both domestic and foreign, that may affect foreign exchange rates, premium levels, claims experience, the level of pension benefit costs and funding and investment results;

·   Continued economic declines and credit market illiquidity could cause us to realize additional impairments on investments and certain intangible assets, including goodwill and a valuation allowance against deferred tax assets, which may reduce future earnings and/or affect our financial condition and ability to raise additional capital or refinance existing debt as it matures;

·   Uncertainty about the impact of the U.S. Treasury's Troubled Asset Relief Program on the economy; and Lincoln’s ability to participate in the program;

·   Legislative, regulatory or tax changes, both domestic and foreign, that affect the cost of, or demand for, Lincoln's products, the required amount of reserves and/or surplus, or otherwise affect our ability to conduct business, including changes to statutory reserves and/or risk-based capital requirements related to secondary guarantees under universal life and variable annuity products such as Actuarial Guideline VACARVM; restrictions on revenue sharing and 12b-1 payments; and the potential for U.S. Federal tax reform;

·   The initiation of legal or regulatory proceedings against Lincoln or its subsidiaries, and the outcome of any legal or regulatory proceedings, such as: (a) adverse actions related to present or past business practices common in businesses in which Lincoln and its subsidiaries compete; (b) adverse decisions in significant actions including, but not limited to, actions brought by federal and state authorities and extra-contractual and class action damage cases; (c) new decisions that result in changes in law; and (d) unexpected trial court rulings;

·   Changes in interest rates causing a reduction of investment income, the margins of Lincoln's fixed annuity and life insurance businesses and demand for Lincoln's products;

·   A decline in the equity markets causing a reduction in the sales of Lincoln's products, a reduction of asset-based fees that Lincoln charges on various investment and insurance products, an acceleration of amortization of deferred acquisition costs, value of business acquired, deferred sales inducements and deferred front-end loads and an increase in liabilities related to guaranteed benefit features of Lincoln's variable annuity products;

·   Ineffectiveness of Lincoln's various hedging strategies used to offset the impact of changes in the value of liabilities due to changes in the level and volatility of the equity markets and interest rates;

·   A deviation in actual experience regarding future persistency, mortality, morbidity, interest rates or equity market returns from Lincoln's assumptions used in pricing its products, in establishing related insurance reserves and in the amortization of intangibles that may result in an increase in reserves and a decrease in net income, including as a result of stranger-originated life insurance business;

·   Changes in GAAP that may result in unanticipated changes to Lincoln's net income;

·   Lowering of one or more of Lincoln's debt ratings issued by nationally recognized statistical rating organizations and the adverse impact such action may have on Lincoln's ability to raise capital and on its liquidity and financial condition;

·   Lowering of one or more of the insurer financial strength ratings of Lincoln's insurance subsidiaries and the adverse impact such action may have on the premium writings, policy retention, profitability of its insurance subsidiaries and liquidity;

·   Significant credit, accounting, fraud or corporate governance issues that may adversely affect the value of certain investments in the portfolios of Lincoln's companies requiring that Lincoln realize losses on such investments;

·   The impact of acquisitions and divestitures, restructurings, product withdrawals and other unusual items, including Lincoln's ability to integrate acquisitions and to obtain the anticipated results and synergies from acquisitions;

·   The adequacy and collectibility of reinsurance that Lincoln has purchased;

·   Acts of terrorism, war or other man-made and natural catastrophes that may adversely affect Lincoln's businesses and the cost and availability of reinsurance;

·   Competitive conditions, including pricing pressures, new product offerings and the emergence of new competitors, that may affect the level of premiums and fees that Lincoln can charge for its products;

·   The unknown impact on Lincoln's business resulting from changes in the demographics of Lincoln's client base, as aging baby-boomers move from the asset-accumulation stage to the asset-distribution stage of life; and

·   Loss of key management, portfolio managers in the Investment Management segment, financial planners or wholesalers.

The risks included here are not exhaustive. LNC's annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and other documents filed with the SEC include additional factors which could impact LNC's business and financial performance. Moreover, LNC operates in a rapidly changing and competitive environment. New risk factors emerge from time to time and it is not possible for management to predict all such risk factors.

Further, it is not possible to assess the impact of all risk factors on LNC's business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. In addition, LNC disclaims any obligation to update any forward-looking statements to reflect events or circumstances that occur after the date of the release.

Item 9.01.  Financial Statements and Exhibits.

(c) Exhibits.

The following Exhibits are being furnished with this Form 8-K.

Exhibit
Number	Description
99.1	2009 Severance Plan for Officers of Lincoln National Corporation effective March 16, 2009
99.2	Lincoln National Corporation press release dated March 16, 2009

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

LINCOLN NATIONAL CORPORATION
By	/s/Frederick J. Crawford
Name:	Frederick J. Crawford
Title:	Executive Vice President and
	Chief Financial Officer

Date:  March 19, 2009

INDEX TO EXHIBITS

Exhibit
Number	Description
99.1	2009 Severance Plan for Officers of Lincoln National Corporation, effective March 16, 2009
99.2	Lincoln National Corporation press release dated March 16, 2009

EX-99.1

 

EXHIBIT 99.1

THE 2009 SEVERANCE PLAN FOR OFFICERS

OF LINCOLN NATIONAL CORPORATION

March 16, 2009

Purpose and Interpretation.

The 2009 Severance Plan For Officers of Lincoln National Corporation (the “Plan”) is established by the Corporation to provide enhanced severance benefits to Officers of the Corporation during the one-year period beginning on January 1, 2009 and ending on December 31, 2009.

The Plan is intended to comply with section 409A of the Internal Revenue Code (the “Code”) enacted by the American Jobs Creation Act of 2004 and the official guidance issued thereunder (the “409A Rules”).  Specifically, this Plan is intended to represent a “separation pay plan” as defined by the 409A Rules.  It is intended that benefits under this Plan shall be paid only in cases of “Job Elimination” as defined below.  The term “Job Elimination” as used in this Plan is an “actual involuntary separation from service” as defined in the 409A Rules.  Notwithstanding any other provision of this Plan to the contrary, this Plan shall be interpreted, operated and administered in a manner consistent with these intentions.

Article I: Definitions

“Applicable Cap” means the lesserof (i) two times the sum of the Officer’s annual rate of pay determined as of December 31st of the calendar year prior to the year in which the Officer is Job Eliminated, or (ii) two times the maximum amount that may be taken into account under a qualified plan pursuant to Code section 401(a)(17) in effect for the calendar year in which the Job Elimination occurs.   In calculating the Applicable Cap, all amounts that are defined as payments under a “separation pay plan” sponsored by the Corporation for an individual Officer are aggregated.

“Cause” shall have the same meaning as used and/or defined in the ERISA Severance Plan.

“Change of Control” shall have the same meaning as used and/or defined in the Change of Control Plan.

“Change of Control Plan” means the Lincoln National Corporation Executive Severance Benefit Plan.

“Corporation” means Lincoln National Corporation and its affiliates and subsidiaries.

“Effective Date” means March 16, 2009.

“ERISA Severance Plan” means the Lincoln National Corporation Severance Pay Plan, Effective December 19, 2008, as amended from time to time.

“Established Compensation” means the Officer’s rate of pay as determined under the guidelines used by his or her respective business unit and is consistent with the rate of pay used for other company benefits (e.g., for annual enrollment, disability coverage, life insurance coverage).

“Job Elimination” shall have the same meaning as used and/or defined in Section 1.05 of the ERISA Severance Plan; except that if the Officer is involuntary terminated by the Corporation for any reason (other than for Cause) within two years of a Change of Control, the Officer shall be deemed “Job Eliminated.”

“Key Employee” shall mean any Officer treated as a “specified employee” under Code section 409A(a)(2)(B)(i), i.e., a “key employee” (as defined in Code section 416(i) without regard to paragraph (5) thereof) as of the date of his or her Job Elimination from the Corporation.  Key Employees shall be determined in accordance with Code section 409A using December 31st as the determination date.  A listing of Key Employees as of any determination date shall be effective for the 12-month period beginning on the April 1st following the determination date.

“Officers” shall mean those officers listed in the Corporate Directory for each Participating Employer.  

“Participating Employer” means any affiliate or subsidiary of Lincoln National Corporation that is listed in Appendix A to this Plan.

Article II: Eligibility for Benefits

The benefits provided under this Plan are the Severance Pay benefit described in Article III below, and the Severance Stipend benefit described in Article IV below.  All Officers who are Job Eliminated by the Corporation on or after January 1, 2009 and before December 31, 2009, and who meet the conditions set forth below, shall be eligible for Plan benefits.  Plan benefits will be

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retroactive for those eligible Officers Job Eliminated during 2009 but prior to the Effective Date, and any payments calculated for this retroactive period will be paid to the Officer in a cash lump sum as soon as practical after the Effective Date.

In order to qualify for the Severance Pay and Severance Stipend benefits, the Officer must be Job Eliminated by the Corporation, as defined above, and must satisfy each of the three (3) conditions set forth below:

(a) The Officer must otherwise be eligible for benefits under the ERISA Severance Plan;

(b) The Officer must remain actively at work until the last day that the Officer’s services are required by the Corporation; and

(c) The Officer must sign an Agreement, Waiver and General Release (or similar release document satisfactory to the Corporation) that becomes effective.

Benefits under this Plan will not be paid unless each of the above requirements of this Article II have been met.

Article III: Amount of Severance Pay

Severance Pay is based on the Officer’s annual base salary or Established Compensation, whichever is higher, in effect at the time of Job Elimination.  Severance Pay is paid for each week of the applicable Severance Period, as provided below:

Officer Title		Severance Period
Officers below CLG	-	26 weeks
CLG	-	39 weeks
SMC	-	52 weeks

See below for more information regarding the coordination of the Severance Pay benefit payable under this Plan, and similar benefits under the ERISA Severance Plan, the Change of Control Plan, or any other plans, programs and arrangements sponsored by the Corporation that pay severance benefits.

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IV.  Amount of Severance Stipend

All Officers shall be entitled to receive a cash payment in the amount of $200/week for each week of the Severance Period, as determined pursuant to Article III above.

Officers below CLG	-	$5,200
CLG	-	$7,800
SMC	-	$10,400

See below for more information regarding the coordination the Severance Stipend benefit payable under this Plan, and similar benefits under the ERISA Severance Plan, the Change of Control Plan, or any other plans, programs and arrangements sponsored by the Corporation that pay severance benefits.

V.  Timing of Payments

In general, payments under the Plan will be paid, or begin to be paid, as soon as practical after the date the Officer becomes eligible for benefits as described in Article II above, but in no event later than 90 days after the date of Job Elimination.  However, for amounts in excess of the Applicable Cap (as defined in Article I above) that are payable to a Key Employee, or any amount of Plan benefits payable to an Officer covered under the Change of Control Plan who is also a Key Employee, benefits under this Plan will begin to be paid no earlier than the first day of the month that is a full six months after the date of the Officer’s Job Elimination.  No interest or other compensation will be paid to the Officer in consideration of such delay.

VI.  Form of Payment

Severance Pay.  Except as provided below, Severance Pay is paid bi-weekly.  In no event shall Severance Pay be paid later than December 31st of the second calendar year following the calendar year in which the Job Elimination occurs.

Severance Stipend.  The Severance Stipend is paid in a cash lump sum.

Rule for Key Employees Covered under the Change of Control Plan.  Not withstanding the foregoing, any Severance Pay or the Severance Stipend payable under this Plan to any Officer who is covered under the Change of Control Plan and who is also a “Key Employee” will always be paid in the same time and manner (distribution form) as the benefit described in Section 5(b) of the Change of Control Plan.

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VII.  Coordination With Other Plans, Programs & Arrangements

Any Severance Pay or Severance Stipend payable pursuant to this Plan is not eligible to be contributed to any of the Corporation’s qualified savings or 401(k) plans, nor eligible to be deferred under a non-qualified savings or deferred compensation arrangement.  No Severance Pay or Severance Stipend is considered in the calculation of any qualified or non-qualified defined benefit plan benefits.

Any amounts of Severance Pay and Severance Stipend payable under this Plan shall be reduced by, or offset by, on a dollar-for-dollar basis, any benefits that may also be payable to the Officer under the ERISA Severance Plan.  In addition, if the Officer is also eligible, for benefits pursuant to the terms of the Change of Control Plan, then any amount of Severance Pay and Severance Stipend payable to the Officer under this Plan shall offset or reduce the amount payable to the Officer under the Change of Control Plan.  The purpose of this paragraph is to prevent “double-dipping,” or the payment of duplicative severance benefits under one or more plans sponsored by the Corporation.

Except as expressly provided in this paragraph, this Plan does not amend or otherwise modify the provisions of any of the plans, programs, arrangements or agreements established, maintained or entered into by the Corporation for the purpose of providing benefits to employees.

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APPENDIX A

Participating Employers

As of March 16, 2009

Delaware Management Holdings, Inc.

California Fringe Benefit & Insurance and Marketing Corp.

First Penn-Pacific Life Insurance Company

LFA Limited Liability Co.

LFA Management Corporation

Lincoln Financial Advisors Corporation

Lincoln Financial and Insurance Services Corporation

Lincoln Life & Annuity Company of New York

Lincoln National Corporation

Lincoln National Management Corporation

The Lincoln National Life Insurance Company

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EX-99.2

EXHIBIT 99.2

NEWS RELEASE

Lincoln Financial Group Takes Additional Steps to Streamline the Organization,

Reduce Expenses, and Increase Operational Effectiveness

Total Annualized Expense Savings Target Increased to $250 Million; Key Leaders Named

Philadelphia, PA, March 16, 2009 – Lincoln Financial Group (NYSE:LNC) today announced that it is taking additional steps to streamline the organization and reduce expenses during this period of prolonged economic stress. The company has also made several key leadership appointments designed to support the company’s growth and operational effectiveness: Mark E. Konen has been named President of Retirement Solutions as well as Insurance Solutions; Charles C. Cornelio has been appointed Executive Vice President and Chief Administrative Officer; and Heather Dzielak has been named Chief Marketing Officer.

Given the continuing difficulty in market conditions, Lincoln Financial initiated a company-wide restructuring effort at the end of last year. This effort has already identified estimated run-rate cost saves of $150 million, pre-DAC and pre-tax, by year-end 2009, as previously disclosed. Additional actions currently underway will increase expense-save targets to approximately $250 million, pre-DAC and pre-tax, by year-end 2009.

Dennis R. Glass, president and CEO of Lincoln Financial, said, “These initiatives represent our ongoing commitment to appropriately align our structure to the external environment while continuing to execute on our business strategies. The recent dividend actions, which will reduce our holding company cash requirements by $400 million annually, combined with the after-tax impact of our expense reductions, improves our annualized cash run rate by approximately $550 million.”

The leadership moves reinforce the company’s strategic alignment around insurance and retirement solutions while preserving its focus on responsive product development. Konen, who previously served as interim head of Retirement Solutions, will continue to focus on the division’s strategy of following customers through their cycle of investing, from asset accumulation to income distribution. He will also maintain his current responsibilities as president of Insurance Solutions, which is focused on a customer’s wealth protection and wealth transfer needs throughout life, and work to leverage potential strategies between the two divisions.

Cornelio leads the newly formed Enterprise Services Group, comprised of Law, Compliance, Marketing, Information Technology (IT) and Shared Services, which includes the organization’s

customer service centers. As head of the Enterprise Services Group, Cornelio will continue to spearhead many enterprise-wide programs, including leading the current restructuring effort.

Dzielak, reporting to Cornelio, will lead the research, marketing, advertising and strategic communications functions, and support business unit priorities while exploring further ways to drive growth and innovation.

“Our leaders are drawing on their extensive industry experience to navigate through this difficult period while driving initiatives that are designed to serve our customers and fuel our growth. Mark’s deep expertise in product development and risk management will keep us focused on providing financial solutions designed to address customers’ needs throughout their lives. Chuck’s specific experience in designing operational structures that maximize efficiency and effectiveness will be instrumental to our overall success. Heather’s leadership will foster close and effective collaboration across the organization, along with greater integration of marketing programs,” added Glass.

Lincoln Financial Group is the marketing name for Lincoln National Corporation (NYSE:LNC) and its affiliates. With headquarters in the Philadelphia region, the companies of Lincoln Financial Group had assets under management of $178 billion as of December 31, 2008. Through its affiliated companies, Lincoln Financial Group offers: annuities; life, group life and disability insurance; 401(k) and 403(b) plans; savings plans; mutual funds; managed accounts; institutional investments; and comprehensive financial planning and advisory services. Affiliates also include: Delaware Investments, the marketing name for Delaware Management Holdings, Inc. and its subsidiaries; and Lincoln UK. For more information, including a copy of our most recent SEC reports containing our balance sheets, please visit www.LincolnFinancial.com.

Investor Contacts:

Jim Sjoreen

484 583-1420

E-mail: Investorrelations@LFG.com

Media Contact:

Laurel O’Brien

484 583-1735

E-mail:  MediaRelations@LFG.com

Forward Looking Statements — Cautionary Language

Certain statements made in this release and in other written or oral statements made by Lincoln or on Lincoln's behalf are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA").  A forward-looking statement is a statement that is not a historical fact and, without limitation, includes any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words like: "believe", "anticipate", "expect", "estimate", "project", "will", "shall" and other words or phrases with similar meaning in connection with a discussion of future operating or financial performance.  In particular, these include statements relating to future actions, trends in our businesses, prospective services or products, future performance or financial results, and the

outcome of contingencies, such as legal proceedings.  Lincoln claims the protection afforded by the safe harbor for forward-looking statements provided by the PSLRA.

Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from the results contained in the forward-looking statements.  Risks and uncertainties that may cause actual results to vary materially, some of which are described within the forward-looking statements include, among others:

·   Continued deterioration in general economic and business conditions, both domestic and foreign, that may affect foreign exchange rates, premium levels, claims experience, the level of pension benefit costs and funding and investment results;

·   Continued economic declines and credit market illiquidity could cause us to realize additional impairments on investments and certain intangible assets, including goodwill and a valuation allowance against deferred tax assets, which may reduce future earnings and/or affect our financial condition and ability to raise additional capital or refinance existing debt as it matures;

·   Uncertainty about the impact of the U.S. Treasury's Troubled Asset Relief Program on the economy; and Lincoln’s ability to participate in the program;

·   Legislative, regulatory or tax changes, both domestic and foreign, that affect the cost of, or demand for, Lincoln's products, the required amount of reserves and/or surplus, or otherwise affect our ability to conduct business, including changes to statutory reserves and/or risk-based capital requirements related to secondary guarantees under universal life and variable annuity products such as Actuarial Guideline VACARVM; restrictions on revenue sharing and 12b-1 payments; and the potential for U.S. Federal tax reform;

·   The initiation of legal or regulatory proceedings against Lincoln or its subsidiaries, and the outcome of any legal or regulatory proceedings, such as: (a) adverse actions related to present or past business practices common in businesses in which Lincoln and its subsidiaries compete; (b) adverse decisions in significant actions including, but not limited to, actions brought by federal and state authorities and extra-contractual and class action damage cases; (c) new decisions that result in changes in law; and (d) unexpected trial court rulings;

·   Changes in interest rates causing a reduction of investment income, the margins of Lincoln's fixed annuity and life insurance businesses and demand for Lincoln's products;

·   A decline in the equity markets causing a reduction in the sales of Lincoln's products, a reduction of asset-based fees that Lincoln charges on various investment and insurance products, an acceleration of amortization of deferred acquisition costs, value of business acquired, deferred sales inducements and deferred front-end loads and an increase in liabilities related to guaranteed benefit features of Lincoln's variable annuity products;

·   Ineffectiveness of Lincoln's various hedging strategies used to offset the impact of changes in the value of liabilities due to changes in the level and volatility of the equity markets and interest rates;

·   A deviation in actual experience regarding future persistency, mortality, morbidity, interest rates or equity market returns from Lincoln's assumptions used in pricing its products, in establishing related insurance reserves and in the amortization of intangibles that may result in an increase in reserves and a decrease in net income, including as a result of stranger-originated life insurance business;

·   Changes in GAAP that may result in unanticipated changes to Lincoln's net income;

·   Lowering of one or more of Lincoln's debt ratings issued by nationally recognized statistical rating organizations and the adverse impact such action may have on Lincoln's ability to raise capital and on its liquidity and financial condition;

·   Lowering of one or more of the insurer financial strength ratings of Lincoln's insurance subsidiaries and the adverse impact such action may have on the premium writings, policy retention, profitability of its insurance subsidiaries and liquidity;

·   Significant credit, accounting, fraud or corporate governance issues that may adversely affect the value of certain investments in the portfolios of Lincoln's companies requiring that Lincoln realize losses on such investments;

·   The impact of acquisitions and divestitures, restructurings, product withdrawals and other unusual items, including Lincoln's ability to integrate acquisitions and to obtain the anticipated results and synergies from acquisitions;

·   The adequacy and collectibility of reinsurance that Lincoln has purchased;

·   Acts of terrorism, war or other man-made and natural catastrophes that may adversely affect Lincoln's businesses and the cost and availability of reinsurance;

·   Competitive conditions, including pricing pressures, new product offerings and the emergence of new competitors, that may affect the level of premiums and fees that Lincoln can charge for its products;

·   The unknown impact on Lincoln's business resulting from changes in the demographics of Lincoln's client base, as aging baby-boomers move from the asset-accumulation stage to the asset-distribution stage of life; and

·   Loss of key management, portfolio managers in the Investment Management segment, financial planners or wholesalers.

The risks included here are not exhaustive. Lincoln's annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and other documents filed with the SEC include additional factors which could impact Lincoln's business and financial performance. Moreover, Lincoln operates in a rapidly changing and competitive environment. New risk factors emerge from time to time and it is not possible for management to predict all such risk factors.

Further, it is not possible to assess the impact of all risk factors on Lincoln's business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. In addition, Lincoln disclaims any obligation to update any forward-looking statements to reflect events or circumstances that occur after the date of the release.