The Stag Accumulator® II Variable Universal Life insurance Policy is a flexible premium variable universal life insurance policy. The Policy is designed to be flexible to meet your specific life insurance needs. You have the flexibility to choose Death Benefit options, investment options, and premiums you pay. We will pay the Death Benefit to the named Beneficiaries upon the death of the insured. You, as the Policy Owner, pay the premiums for the Policy and name the beneficiary . The insured is the person whose life is insured under the Policy. You allocate premiums to the Funds and can accumulate Account Value on a tax-deferred basis. We deduct Policy fees and charges from the premiums and the Account Value. You may access the Account Value through loans and withdrawals.

Death Benefit — While the Policy is in force and when the insured dies, we pay a Death Benefit to your beneficiary.

However, your Death Benefit will never be less than the minimum Death Benefit. You select one of four Death Benefit options:

• Option A (Level Option): The Death Benefit is the current Face Amount.

• Option B (Return of Account Value Option): The Death Benefit is the current Face Amount plus the Account Value on the date we receive due proof of the insured’s death.

• Option C (Return of Premium Option): The Death Benefit is the current Face Amount plus the sum of premiums paid. However, it will be no more than the current Face Amount plus the Option C limit, which is currently $5 million.

• Option D (Decreasing Option): The Death Benefit is the current Face Amount, plus the lesser of:

◦ the Account Value on the date we receive due proof of the insured’s death; and

◦ the Account Value on the date of the change from Death Benefit Option B (Return of Account Value) to Option D (Decreasing Option), reduced by any withdrawals.

The Death Benefit is reduced by any money you owe us, such as outstanding loans, loan interest, or unpaid charges. You may change your Death Benefit option under certain circumstances. You may increase or decrease the Face Amount on your Policy under certain circumstances.

Account Values — Each Policy will have an Account Value. There is no minimum guaranteed Account Value. The Account Value of a Policy changes on a daily basis and will be computed on each Valuation Day. The Account Value will vary to reflect the investment experience of the Sub-Accounts, the interest credited to the Fixed Account and the Loan Account, and the Monthly Deduction Amounts , Net Premiums paid, and any withdrawals taken.

No Lapse Guarantee — Generally, your Death Benefit coverage will last as long as there is enough value in your Policy to pay for the monthly charges we deduct. Since this is a variable life Policy, values of your Policy will fluctuate based on the performance of the Funds you have chosen. Without the No Lapse Guarantee, your Policy will lapse if the value of your Policy is insufficient to pay your monthly charges. If the No Lapse Guarantee is available and the value of your Policy is insufficient to pay your monthly charges, we will waive any portion of the monthly charges that could not be collected.

Withdrawal — Under certain circumstances and limitations, you may withdraw a part of the Policy’s Cash Surrender Value without surrendering the Policy. The minimum withdrawal allowed is $500. The maximum withdrawal is the Cash Surrender Value, minus $1,000 . You may be assessed a charge of up to $10 for each withdrawal.

Tax Benefits — In most cases, you are not taxed on earnings until you take earnings out of the Policy (commonly known as “tax-deferral”). The Death Benefit may be subject to Federal and state estate taxes but your beneficiary will generally not be subject to income tax on the Death Benefit.

•The Deduction Amount Waiver Rider waives the Monthly Deduction Amount of your Policy while the insured is totally disabled.

•The Accelerated Death Benefit Rider for Terminal Illness provides a lump sum accelerated Death Benefit in the event an insured’s life expectancy is 12 months (24 months in some states) or less.

•The LifeAccess Accelerated Benefit Rider provides a monthly or lump sum accelerated Death Benefit in the event the insured becomes Chronically Ill and is likely to need services for the remainder of the insured’s life.

•The Policy Continuation Rider provides you the option to continue your Policy at a reduced Death Benefit with no further Monthly Deduction Amount s in the event your Policy is in danger of default or termination due to excessive Indebtedness.

Withdrawals — Withdrawals may significantly affect current and future Account Values, will reduce your Policy’s Death Benefit, may increase the risk of Policy lapse, and may be subject to a withdrawal charge.

Adverse Tax Consequences — You may be subject to income tax if you receive any loans, withdrawals or other amounts from the Policy. Under certain circumstances, your Policy may become a Modified Endowment Contract under federal tax law. If these circumstances were to occur, loans and other pre-death distributions are includable in gross income on an income first basis, and may be subject to a 10% a dditional tax (unless you have Attained Age 59½). You should consult with a tax adviser before taking steps that may affect whether your Policy becomes a Modified Endowment Contract. There could be significant adverse tax consequences if the Policy should lapse

Credit Risk — All insurance benefits, including the Death Benefit , and all guarantees, including those related to the Fixed Account, are general account obligations that are subject to Company’s financial strength and claims paying ability. You should review the Company’s financial statements which are available upon request and are attached to the statement of additional information (SAI).

Talcott Resolution Life and Annuity Insurance Company ("Talcott", "TLA", "the Company", “us”, “we”, or “our”) is a stock life insurance company. Talcott Resolution Life and Annuity Insurance Company (formerly named Hartford Life and Annuity Insurance Company) is authorized to do business in Puerto Rico, the District of Columbia, and all states of the United States except New York. Talcott Resolution Life and Annuity Insurance Company was originally incorporated under the laws of Wisconsin on January 9, 1956, and subsequently redomiciled to Connecticut. Talcott Resolution Life and Annuity Insurance Company is a subsidiary of Talcott Resolution Life Insurance Company (formerly named Hartford Life Insurance Company). Our corporate offices are located at 1 Griffin Road North, Windsor, Connecticut 06095-1512. Effective September 1, 2023, our corporate offices will be located at 1 American Row, Hartford, CT 06103. In May 2018 the business was sold by The Hartford Financial Services Group, Inc. to a consortium of investors and renamed Talcott Resolution Life Insurance Company.

Talcott has established as a Separate Account, the Separate Account VL I of Talcott Resolution Life and Annuity Insurance Company (the “Account” or the “Registrant”) to hold the assets that are associated with the Policies. The Account was established on June 8, 1995 under Connecticut law and is registered with the SEC under the Investment Company Act of 1940 as a unit investment trust, which is a type of investment company. The Account meets the definition of a “Separate Account” under the federal securities laws.

The Sub-Accounts of the Separate Account purchase shares of mutual funds set up exclusively for variable annuity and variable life insurance products (the “Funds”). The Funds are not the same mutual funds that you buy through your stockbroker or through a retail mutual fund, but they may have similar investment strategies and the same portfolio managers as retail mutual funds. You choose the Funds that meet your investment style. Information regarding each Fund, including: (1) the name of each Fund in which the Account invests; (2) its type; (3) its

Impact of Fund Changes on Dollar Cost Averaging ("DCA" ), Static Asset Allocation Models and Asset Rebalancing — Certain Fund changes may impact these programs. If a Fund ( "merging Fund" ) contained in one of these programs merges into another Fund ( "surviving Fund" ) and we do not receive alternative instructions from you, we will automatically replace the merging Fund with the surviving Fund for each of the programs. If a Fund contained in one of these programs is liquidated, unless other instructions are received, we will automatically move the value of the liquidated Fund to the current money market Fund for each of these programs. See Dollar Cost Averaging, Static Asset Allocation Models, and Asset Rebalancing.

As of December 31, 2022 , Prudential has entered into arrangements to receive administrative service payments and/or Rule 12b-1 fees from each of the following Fund complexes (or affiliated entities): AllianceBernstein Variable Products Series Funds & Alliance Bernstein Investments, American Variable Insurance Series & Capital Research and Management Company, BlackRock Variable Series Funds, Inc. & BlackRock Investments, LLC, Fidelity Distributors Corporation, Franklin Templeton Services, LLC, HL Investment Advisors, LLC, Invesco Advisors Inc., Lord Abbett Series Fund & Lord Abbett Distributor, LLC, MFS Fund Distributors, Inc. & Massachusetts Financial Services Company, and Putnam Retail Management Limited Partnership.

Not all Fund complexes pay the same amount of fees and compensation and not all Funds pay according to the same formula. Because of this, the amount of fees and payments received by Prudential varies by Fund and Prudential may receive greater or less fees and payments depending on the Funds you select. Revenue sharing payments and Rule 12b-1 fees did not exceed 0.40% and 0.25%, respectively, in 2022 of the annual percentage of the average daily net assets.

Subject to any applicable law, we may make certain changes to the Funds offered under your Policy. We may, in our sole discretion, establish new Funds. New Funds may be made available to existing Policy Owners as we deem appropriate. We may also close one or more Funds to additional premium payments or transfers from existing Funds. We may liquidate one or more Sub-Accounts if the board of directors of any Fund determines that such actions are prudent. Unless otherwise directed, investment instructions will be automatically updated to reflect the Fund surviving after any merger or liquidation.

The Fixed Account is not registered under the 1933 Act and the Fixed Account is not registered as an investment company under the 1940 Act. The Fixed Account is not subject to the provisions or restrictions of the 1933 Act or the 1940 Act. The following disclosure about the Fixed Account may be subject to certain generally applicable provisions of the federal securities laws regarding the accuracy and completeness of disclosure. Amounts in the Fixed Account are part of our general account. The general account consists of all assets owned by us other than those in the Separate Account and in other separate accounts that have been or may be established by us. All insurance benefits, including the Death Benefit, any accelerated Death Benefits , other benefits available under the Policy and all guarantees, including our guarantee under the Fixed Account, are general account obligations that are subject to Company’s financial strength and claims paying ability. Subject to applicable law, we have sole discretion over the investment of the general account assets, and Policy Owners do not share in the investment experience of those assets.

The Fixed Account credits at least 3 % per year. We are not obligated to, but may, credit more than 3 % per year. If we do, such rates are determined at our sole discretion. You assume the risk that, at any time, the Fixed Account may credit no more than 3 % . We do not guarantee that any crediting rate above the guarantee rate will remain for any guaranteed period of time.

Each month we will deduct an amount from your Account Value to pay for the benefits provided by your Policy. This amount is called the Monthly Deduction Amount and equals the sum of:

We will deduct the Monthly Deduction Amount on a Pro Rata Basis from each available Sub-Account and the Fixed Account unless you choose the Allocation of Charges Option.

The cost of insurance charge compensates the Company for providing insurance protection. It is deducted each month as part of the Monthly Deduction Amount and is designed to compensate the Company for the costs of paying Death Benefits. The charge for the cost of insurance equals:

On any Monthly Activity Date, the Net Amount at Risk equals the Death Benefit less the Account Value on that date, prior to assessing the Monthly Deduction Amount.

Cost of insurance rates are based on the age, sex, and rate class of the insured and the duration of the Policy. Cost of insurance rates will be determined on each Policy Anniversary based on our future expectations of such factors as mortality, expenses, interest, persistency and taxes. The cost of insurance rates will not exceed those based on the 1980 Commissioners’ Standard Ordinary Mortality Table (ALB), male or female , Unismoke Table, age last birthday (unisex rates may be required in some states). A table of guaranteed cost of insurance rates per $1,000 will be included in your Policy, however, we reserve the right to use rates less than those shown in the table. The maximum rates that can be charged are on the Policy Specifications Pages . Substandard risks will be charged higher cost of insurance rates that will not exceed rates based on a multiple of 1980 Commissioners’ Standard Ordinary Mortality Table (ALB), male

or female , Unismoke Table, age last birthday (unisex rates may be required in some states and markets) plus any flat extra amount assessed. The multiple will be based on the insured’s substandard rating.

Because your Account Value and Death Benefit may vary from month to month, the cost of insurance may also vary on each Monthly Activity Date. The cost of insurance depends on your Policy’s Net Amount at Risk. Items which may affect the Net Amount at Risk include the amount and timing of premium payments, investment performance, fees and charges assessed, Policy loans and Death Benefit changes to the Face Amount.

The following table provides hypothetical examples of the Net Amount At Risk’s role in determining cost of insurance charges. The examples assume: (1) a $250,000 Face Amount; (2) total premiums paid of $10,000; (3) the Death Benefit meets the definition of life insurance test; and (4) a current monthly cost of insurance rate of $0.03325 per $1,000 of Net Amount At Risk.

Example Net Amount At Risk Scenarios (values rounded to the nearest cent)
Death Benefit Type			Death Benefit Amount			Account Value			Net Amount At Risk			Month’s Cost of Insurance Charge
Type A			$250,000			$5,000			$245,000			$8.15
Type A			$250,000			$15,000			$235,000			$7.81
Type B			$255,000			$5,000			$250,000			$8.31
Type B			$265,000			$15,000			$250,000			$8.31
Type C			$260,000			$5,000			$255,000			$8.48
Type C			$260,000			$15,000			$245,000			$8.15

We deduct a mortality and expense risk charge on each Monthly Activity Date from your Account Value. During the first 10 Policy Years , the current (the amount we are currently charging) and maximum mortality and expense risk charge is 0.0542% of your Account Value in the Sub-Accounts. During Policy Years 11 to 20, the current rate is 0.0167% and the maximum rate is 0.0333% of your Account Value in the Sub-Accounts. After the 20th Policy Year there is no charge.

The mortality and expense risk charge compensates us for mortality and expense risks assumed under the Policies. The mortality risk assumed is that the cost of insurance charges are insufficient to meet actual claims. The expense risk assumed is that the expense incurred in issuing, distributing and administering the Policies exceed the administrative charges and sales loads collected. We may keep any difference between the cost it incurs and the charges it collects.

We deduct a charge from your Account Value called the monthly per $1,000 charge on each Monthly Activity Date. The monthly per $1,000 charge compensates us for certain Policy administrative and sales expenses and costs we incur in marketing, underwriting and acquiring Policy Owners. The charge is assessed based on your initial Face Amount and

The total monthly per $1,000 charge is equal to:

•the applicable monthly per $1,000 rates; multiplied by

The monthly per $1,000 charge is individualized based on the insured’s initial Face Amount, Death Benefit option, issue age or age at time of a Face Amount increase, sex and insurance class. The monthly per $1,000 charge compensates us for expenses incurred in issuing, distributing, and administering the Policies.

The minimum monthly charge is $0.1659 per $1,000 for insureds age 35 and under with a Death Benefit option A and Face Amount of $5,000,000 or more. The maximum monthly charge is $2 per $1,000 for a 75 year old male standard or preferred nicotine and a Face Amount below $5,000,000. The amount of the maximum charge that applies to your particular Policy is shown in the Policy’s data pages.

a).during the first 9 Policy Years ;

The amount of surrender charge is individualized based on the insured’s age, sex, and insurance class on the date of issue and is expressed as a rate per $1,000 of initial Face Amount. The surrender charges by Policy Year are shown in your Policy. The charge compensates us for expenses incurred in issuing the Policy and the recovery of acquisition costs. We may keep any difference between the cost it incurs and the charges it collects.

issuance with an initial Face Amount of $100,000, assuming the Face Amount is not increased. You may obtain more information about the particular surrender charge that applies to you by contacting your financial representative.

•We may charge an administrative transfer fee of up to $25 per transfer after the first transfer you make in any month. We are currently not assessing an administrative transfer fee.

•Lifetime No Lapse Guarantee Rider - We deduct a monthly charge for this rider which lets you extend the No Lapse Guarantee Period to the end of the life of the insured. The charge ranges from $0.01 to $0.06 per $1,000 of the Face Amount and is charged until until the lesser of 20 years and Policy maturity.

•Waiver of Specified Amount Disability Benefit Rider – We deduct a monthly charge for this rider which credits the Policy with an amount specified in your Policy if the insured becomes totally disabled. The charge ranges from $0.04 to $0.199 per $1 of the specified amount for Policies issued on or before March 12, 2007 and $0.039 to $0.107 per $1 of the specified amount for Policies issued after March 12, 2007. The charge is based on issue age and sex of the insured and is

charged until the rider terminates after the insured reaches Attained Age 65.

•Deduction Amount Waiver Rider – We deduct a monthly charge for this rider which waives the Monthly Deduction Amount of your Policy while the insured is totally disabled. The charge ranges from 6.9% to 34.5% of the Monthly Deduction Amount and is charged until the rider terminates after the insured reaches attained at age 65.

•Term Insurance Rider – We deduct a monthly charge for this rider which provides term life insurance coverage on the life of the insured. The charge ranges from $0.05667 to $83.333 per $1,000 of the coverage amount and is charged until the insured reaches Attained Age 100.

•Child Insurance Rider – We deduct a monthly charge for this rider that provides term life insurance on all the insured children. The charge is $0.50 per $1,000 of the coverage amount and is charged until the earliest of: (a) the Policy Anniversary date following age 65 of the Primary Insured; (b) the 25th birthday of the last insured child included in the coverage; and (c) termination of the base Policy.

•Accelerated Death Benefit Rider for Terminal Illness – This rider provides a lump sum accelerated Death Benefit in the event an insured’s life expectancy is 12 months (24 months in some states) or less. There is a one time maximum charge of $300 when the benefit of this rider is exercised. The accelerated Death Benefit will be discounted for one year of interest at the prevailing rate, but at no more than 10%.

•LifeAccess Accelerated Benefit Rider – We deduct a monthly charge for this rider which provides a monthly or lump sum accelerated Death Benefit in the event the insured becomes Chronically Ill and is likely to need services for the remainder of the insured’s life. The charge ranges from $0.039958 to $41.67 per $1,000 of the Benefit Net Amount at Risk and is charged until the rider is terminated.

•Policy Continuation Rider – We deduct a one time maximum transaction charge of 7% of your Account Value when the benefit of this rider is exercised. This rider provides you the option to continue your Policy at a reduced Death Benefit with no further Monthly Deduction Amounts in the event your Policy is in danger of default or termination due to excessive Indebtedness.

Interest will accrue daily on the Indebtedness at the Policy loan rate. The net interest on loans reflects the net difference between the interest rates charged and credited. A loan taken during the first 10 Policy Years , has an effective annual interest rate of 5 % . A loan taken in Policy Years 11 and later has an

effective annual interest rate of up to 3.5 % for non-preferred loans and up to 3.25% for preferred loans. Currently this rate is 3.25% for non-preferred loans and 3 % for preferred loans. All loans have an effective annual interest credit equal to 3 % . See Loans.

You may provide us with written instructions to re-direct the deduction of your Policy’s Monthly Deduction Amoun t charges that are assessed on a monthly basis to specified Sub-Account(s) and/or the Fixed Account. If you do not provide us with written instructions, or if the assets in any of the specified Sub-Accounts or the Fixed Account are insufficient to pay the charge as requested, the Monthly Deduction Amount will then

be deducted on a Pro Rata Basis from each available Sub-Account and the Fixed Account.

As compensation for selling the Policies, Pruco Securities pays to broker-dealers a commission of up to 120% of the premiums paid up to the first twelve recommended monthly minimum premiums, up to 4% of all other premiums paid during the first year of the Policy, up to 4% of all such premiums in Policy Years two through ten and up to 2.5% of all such premiums in years eleven and later. Pruco Securities pays a comparable amount of compensation for any increase of $25,000 or more in the Face Amount of coverage that you request.

The insured is the person on whose life the Policy is issued. You name the insured in the Application of the Policy. The Policy Owner must have an insurable interest on the life of the insured in order for the Policy to be valid under state law and for the Policy to be considered life insurance for federal income tax purposes. An insurable interest generally exists when there is a demonstrable interest in something covered by an insurance Policy, the loss of which would cause deprivation or financial loss. There must be a valid insurable interest at the time the Policy is issued. If there is not a valid insurable interest, the Policy will not provide the intended benefits. Through our underwriting process, we will determine whether the insured is insurable.

The beneficiary is the person you name in the Application to receive any Death Benefit. You may change the beneficiary (unless irrevocably named) while the insured is alive by notifying us in writing. If no beneficiary is living when the insured dies, the Death Benefit will be paid to you, if living; otherwise, it will be paid to your estate.

It is important that you notify us if you change your address. If your mail is returned to us, we are likely to suspend future mailings until an updated address is obtained. In addition, we may rely on third parties, including the US Postal Service, to update your current address. Unless preempted by the Employee Retirement Income Security Act of 1974 ( "ERISA"), failure to give us a current address may result in payments due and payable on your life Policy being considered abandoned property under state law, and remitted to the applicable state.

We cannot contest the Policy after it has been in force, during the insured’s lifetime, for two years from its date of issue, except for non-payment of premium.

The Policy may not be contested for more than two years after the reinstatement date. Any contest we make after the Policy is reinstated will be limited to material misrepresentations in the evidence of insurability provided to us in the request for reinstatement. However, the provision will not affect our right to contest any statement in the original Application or a different reinstatement request which was made during the insured’s lifetime from the date of issue of the Policy or a subsequent reinstatement date.

If on the date of death: (a) the issue age of the insured is understated; or (b) the sex of the insured is incorrectly stated such that it resulted in lower cost of insurance , the Death Benefit will be reduced to the Death Benefit that would have been provided by the last cost of insurance charge at the correct issue age and/or sex.

If on the date of death: (a) the issue age of the insured is overstated; or (b) the sex of the insured is incorrectly stated such that it resulted in higher cost of insurance, the Death Benefit will be adjusted by the return of all excess Costs of Insurance prior to the date of the insured's death. Excess cost of insurance charges equal the sum of the following for each Monthly Activity Date: (a) the Net Amount at Risk on each Monthly Activity Date; multiplied by (b) the actual cost of insurance rate used to determine Monthly Deduction Amounts less the cost of insurance rate based on the true age and sex of the insured; (c) divided by 1,000.

If, within two years from the date of issue , the insured dies by suicide, while sane or insane, our liability will be limited to the

premiums paid less Indebtedness and less any withdrawals. If, within two years from the effective date of any increase in the Face Amount for which evidence of insurability was obtained, the insured dies by suicide, while sane or insane, our liability with respect to such increase, will be limited to the cost of insurance for the increase.

Your Policy provides for the payment of the death proceeds to the named beneficiary upon receipt of due proof of the death of the insured. You must notify us in writing or via telephone as soon as possible after the death of the insured. The death proceeds payable to the beneficiary equal the Death Benefit less any Indebtedness and less any due and unpaid Monthly Deduction Amount occurring during a grace period.

The Death Benefit depends on the Death Benefit option you select.

The Policy must satisfy a Death Benefit compliance test to qualify as life insurance under Section 7702 of the Internal Revenue Code. The test effectively requires that the Death Benefit always be equal to or greater than the Account Value multiplied by a certain percentage. Your Policy has a minimum Death Benefit . We will automatically increase the Death Benefit so that it will never be less than the Account Value multiplied by the minimum Death Benefit percentage for the then current year. This percentage varies according to the Policy Year and insured’s issue age, sex (where unisex rates are not used) and insurance class. This percentage will never be less than 100% or greater than 1400%. The specified percentage applicable to you is listed on the Specifications Pages of your Policy.

			A			B
Face Amount			$100,000			$100,000
Account Value			$46,500			$34,000
Specified Percentage			250%			250%
Death Benefit Option			Level			Level

In Example A, the Death Benefit equals $116,250, i.e., the greater of $100,000 (the Face Amount) and $116,250 (the Account Value at the date of death of $46,500, multiplied by the specified percentage of 250%). This amount, less any outstanding Indebtedness, constitutes the death proceeds payable to the beneficiary.

In Example B, the Death Benefit is $100,000, i.e., the greater of $100,000 (the Face Amount) and $85,000 (the Account Value of $34,000, multiplied by the specified percentage of 250%).

Your Account Value decreases due to the deduction of Policy charges. Account Value may increase or decrease depending on investment performance; investment expenses and fees reduce the investment performance of the Sub-Accounts. Fluctuations in your Account Value may have an effect on your Death Benefit. If your Policy lapses, the Policy terminates and no Death Benefit will be paid.

There are four Death Benefit options. Subject to the minimum Death Benefit described above, the Death Benefit under each option is as follows:

• Option A (Level Option) — The Death Benefit is the current Face Amount.

• Option B (Return of Account Value Option) — The Death Benefit is the current Face Amount, plus the Account Value on the date we receive due proof of the insured’s death.

• Option C (Return of Premium Option) — The Death Benefit is the current Face Amount, plus the sum of the premiums paid. This Death Benefit option is subject to an overall maximum, which is currently the Face Amount plus $5 million.

• Option D (Decreasing Option) — The Death Benefit is the current Face Amount, plus the lesser of:

◦ the Account Value on the date we receive due proof of the insured’s death; and

◦ the Account Value on the date of the change from Death Benefit Option B (Return of Account Value) to Option D (Decreasing Option), reduced by any withdrawals.

You may change your Death Benefit option by notifying us in writing. Any change will become effective on the Monthly Activity Date following the date we receive your request. If the insured dies before the Monthly Activity Date after we receive your request, we will pay the Death Benefit as if you had never changed your D eath Benefit option.

•You may change Option A (Level Option) to Option B (Return of Account Value Option). If you do, the Face Amount will become that amount available as a Death Benefi t immediately prior to the option change, decreased by the then current Account Value.

•You may change from Option B (Return of Account Value Option) to Option D (Decreasing Option). The Option D Death Benefit is the current Face Amount increased by the lesser of:

◦the Account Value on the date we receive due proof of death of the insured; and

◦the Account Value on the date of you changed the Death Benefit option from Option B (Return of Account Value) to Option D (Decreasing Option), reduced by any withdrawals.

•You may change Option C (Return of Premium Option) to Option A (Level Option). If you do, the Face Amount will become that amount available as a Death Benefit immediately prior to the option change.

You should consult a tax adviser regarding the possible adverse tax consequences resulting from a change in your Death Benefit option.

At any time after the first Policy Year , you may request in writing to change the Face Amount. The minimum amount by which the Face Amount can be increased or decreased is based on our rules then in effect.

All requests to increase the Face Amount must be applied for on a new Application and accompanied by your Policy. All requests will be subject to evidence of insurability satisfactory to us. Any increase approved by us will be effective on the Monthly Activity Date shown on the new Policy Specifications Pages , provided that the Monthly Deduction Amount for the first month after the effective date of the increase is made.

Any unscheduled increase will be subject to additional monthly per $1,000 charges , additional cost of insurance charges and additional surrender charges, all of which are based on the Attained Age of the insured at the time of the increase. We will send you additional Policy Specifications Pages describing these charges.

Proceeds from your Policy may be paid in a lump sum or may be applied to one of the available settlement options listed in your Policy. At the time proceeds are payable, the beneficiary can select the method of payment.

Pathways Program Option — If the Death Benefit payment is $10,000 or greater, the beneficiary may elect to have their death proceeds paid through our Pathways Program. Under the Pathways Program, the proceeds remain in our general account and the beneficiary will receive a draft book. Proceeds are guaranteed by the claims paying ability of the Company; however, it is not a bank account and is not insured by Federal Deposit Insurance Corporation ("FDIC"). The beneficiary can write one draft for the total amount of the payment, or keep the money in the general account and write drafts as needed. We will credit interest at a rate determined periodically in our sole discretion. For federal income tax purposes, the beneficiary will be deemed to have received the lump sum payment on transfer of the Death Benefit proceeds to the general account. Any interest paid to the beneficiary ("Account Holder") will be taxable to the beneficiary in the tax year that it is credited. We may not offer the Pathways Account in all states and we reserve the right to discontinue offering it at any time. Although there are no direct charges for the Pathways Program, Prudential earns investment income from the proceeds under the program. The investment income earned is likely more than the amount of interest we credit to the beneficiary and we may make a profit from the difference.

•the Face Amount will be set equal to the Death Benefit on the Maturity Date; and

•the Death Benefit option will be changed to Option A (Level Option).

•The Face Amount will be set equal to the Death Benefit minus the Account Value on the Maturity Date;

•the Death Benefit option will be changed to Option B (Return of Account Value Option) with no evidence of insurability being required; and

We will pay the death proceeds ( Death Benefit less Indebtedness ) to the beneficiary normally within seven days after proof of death of the insured is received by us, at the Individual Life Operations Center, and the Company has: (1) verified the validity of the claim; (2) received all required beneficiary forms and information; (3) completed all investigations of the claim; and (4) determined all other information has been received and is in Good Order.

The Cumulative No Lapse Guarantee Premium is the premium required to maintain the No Lapse Guarantee. We calculate it on each Monthly Activity Date. When we issue your Policy, the Cumulative No Lapse Guarantee Premium is the No Lapse Guarantee Premium shown on your Policy Specifications Pages. We call it “cumulative” because on each new Monthly Activity Date it is the previous Monthly Activity Date’s Cumulative No Lapse Guarantee Premium plus the No Lapse Guarantee Premium shown on your Policy Specifications Pages .

While the No Lapse Guarantee is available, we guarantee your Account Value will never be less than zero and your Death Benefit will be at least equal to the Face Amount. If the insured dies while the No Lapse Guarantee is available, we will pay the death proceeds.

You may add additional benefits to your Policy by electing one or more of the riders described below. Some riders involve additional costs that depend on the age, sex, and risk class of the insured, and the level of benefit provided by the rider. Each rider is subject to the restrictions and limitations described in the rider. Riders may not be available in all states and certain features may be subject to state variations. See APPENDIX B for more information.

•For issue ages of 70 or less you may choose to extend the No Lapse Guarantee Period to 20 years or age 80 if sooner;

•For issue ages over 70 you may choose to extend the No Lapse Guarantee Period to 10 years or age 90 if sooner.

While the No Lapse Guarantee is available, we guarantee your Account Value will never be less than zero and your Death Benefit will be at least equal to the Face Amount.

With the Enhanced No Lapse Guarantee Rider, the Policy will go into default after the 10th Policy Anniversary if the Account Value less Indebtedness is not sufficient to cover the Monthly Deduction Amount. If the Policy goes into default after the 10th Policy Anniversary , and the No Lapse Guarantee remains available under the Enhanced No Lapse Guarantee Rider, the Policy will remain in force with the following modifications:

•the Death Benefit option will be Option A (Level Option);

•no Death Benefit option changes will be allowed while the Policy remains in default.

With the Lifetime No Lapse Guarantee Rider, the Policy will go into default if the Account Value less Indebtedness is not sufficient to cover the Monthly Deduction Amount. If the Policy goes into default, and the No Lapse Guarantee remains available under the Lifetime No Lapse Guarantee Rider, the Policy will remain in force with the following modifications:

•the Death Benefit option will be Option A (Level Option);

•no Death Benefit option changes will be allowed while the Policy remains in default.

While the No Lapse Guarantee is available, we guarantee your Account Value will never be less than zero and your Death Benefit will be at least equal to the Face Amount.

Grace period for Lifetime No Lapse Guarantee Rider — If on any Monthly Activity Date, after the second Policy Anniversary , the cumulative premiums paid into the Policy, less Indebtedness and less withdrawals from the Policy, are less than the Cumulative No Lapse Guarantee Premium on the Monthly Activity Date 24 months prior to the current Monthly Activity Date, a No Lapse Guarantee Grace Period of 61 days will begin. A notice will be mailed at least 30 days prior to termination of the No Lapse Guarantee. It will be mailed both to you and to any assignee of record, at the last known address(es). That notice will warn you that you are in danger of losing the Lifetime No Lapse Guarantee and will tell you the amount of premium you need to pay to continue the Lifetime No Lapse Guarantee.

The Lifetime No Lapse Guarantee will be removed from the Policy if the required premium is not paid by the end of the Lifetime No Lapse Guarantee Grace Period. You will receive a written notification of the change and the Lifetime No Lapse Guarantee will never again be available or in effect on the Policy. Loss of the No Lapse Guarantee at the end of the No Lapse Guarantee Grace Period does not automatically cause the Policy to terminate; however the Policy will terminate if the continued existence of the No Lapse Guarantee was what was preventing the Policy from terminating.

The No Lapse Guarantee Grace Period is only applicable to the Lifetime No Lapse Guarantee Rider.

Under this rider, if the insured becomes totally disabled, we will credit the Policy with a fixed dollar benefit in an amount specified in your Policy, for as long as the insured remains totally disabled. This will help keep your Policy in force if you fall behind on your premium payments. If the total disability begins before the Policy Anniversary after the insured’s 60th birthday and continues without interruption until the insured’s 65th birthday, the benefit will continue to be paid thereafter. If the total disability begins after the Policy Anniversary after the insured’s 60th birthday, the benefit will not continue beyond the later of the Policy Anniversary after the insured’s 65th birthday and two years after the total disability began.

Under this rider, while the insured is totally disabled, we will credit the Policy with a fixed dollar benefit in an amount specified in your Policy until the insured attains age 65, or at least two years, if longer. The maximum monthly benefit for this rider is the lesser of: (a) the 2nd year planned premium, divided by 12; and (b) $2,500 per month. The rider automatically terminates after the insured reaches Attained Age 65. The rider is only available at Policy issuance and there is a charge for this rider.

The costs of your Policy are deducted each month through the Monthly Deduction Amount. Under the Deduction Amount Waiver Rider, while the insured is totally disabled, we will waive the Monthly Deduction Amount. This will help keep your Policy in force.

Rider benefits are not available if insured becomes disabled after age 65. If the total disability begins before the Policy Anniversary after the insured’s 60th birthday and continues without interruption until the insured’s 65th birthday, the benefit will continue to be paid thereafter. If the total disability begins after the Policy Anniversary after the insured’s 60th birthday, the benefit will not continue beyond the later of the Policy Anniversary after the insured’s 65th birthday and two years after the total disability began. The rider is only available at Policy issuance and there is a charge for this rider.

c).sickness or disease which predated the Application for this rider.

You may want your life insurance coverage to keep pace with inflation. Under this rider, we will increase your Face Amount without evidence of insurability on every second anniversary of the rider. The Face Amount increases are based on increases in the Consumer Price Index ("CPI"), subject to certain limitations. We will calculate the increase as follows:

a). the CPI six months before the Increase Date; divided by

b). the CPI 30 months before the Increase Date;

c). minus one;

d). multiplied by the current Face Amount of the Policy.

The minimum and maximum amounts for any one increase are shown on the Policy Specifications Pages. We may change these amounts, for future increases, at any time. If you do not accept an increase, this rider is terminated and no future increases will occur. The rider is only available at Policy issuance and there is no charge for this rider.

For example, if a Policy has a Face Amount of $100,000, and the ratio between the CPI 6 months prior to the increase and the CPI 30 months prior to the increase, less 1 was 3%, then the Face Amount increase would be $3,000.

a).the first Policy Anniversary on or after the insured’s 66th birthday;

h).it is terminated by any Policy provision or additional benefit rider provision.

pay the term life insurance benefit when the covered insured dies, according to the terms of your Policy and the rider. The rider provides a fixed dollar benefit in an amount set forth in your Policy. You may elect this rider when you purchase your Policy or on any Policy Anniversary . We may require proof of insurability before we issue this rider. If your Policy offers a No Lapse Guarantee, the Face Amount of the Term Insurance Rider is not covered by the No Lapse Guarantee.

In deciding whether to use the Term Insurance Rider as part of the total coverage under the Policy on the base insured, you should consider the following factors regarding your Policy’s costs and benefits. If you choose to combine flexible permanent insurance coverage with a Term Insurance Rider on the life of the base insured, the rider provides additional temporary coverage at a cost that may be lower than if you purchased this term life insurance through a separate term life policy and the Policy’s Cash Surrender Value available to you may be higher because there are no surrender charges associated with the rider. Some Policy monthly charges do not apply to the Face Amount of the Term Insurance Rider, therefore, using Term Insurance Rider coverage on the base insured may reduce the total amount of premium needed to sustain the total Death Benefit over the life of the Policy. Under some funding scenarios where the minimum Death Benefit insurance is increased to meet the definition of life insurance, the use of the Term Insurance Rider may have the effect of increasing the total amount of premium needed to sustain the total Death Benefit over the life of the Policy.

This rider provides term life insurance coverage on all the eligible children of the insured under the Policy, until each child reaches age 25. We will pay the term life insurance Death Benefit amount you elect under this rider upon receipt of due proof of death of an insured child. This is a fixed dollar benefit in an amount set forth in your Policy. The rider is available for issue to insured children who are at least 16 days old but not yet 14 years old. This rider may not be available on all Policies. This rider may be added after Policy issuance and is not available if the base insured is rated substandard.

b).the Policy Anniversary date following age 65 of the Primary Insured; and

In the event the Specified Insured has a Diminished Life Expectancy of 12 months (24 months in some states) or less, you may request in writing, that we pay a single sum accelerated Death Benefit to you, subject to certain limitations and proof of eligibility. This accelerated payment of the Death

Benefit can be any amount between $2,500 and $500,000, not to exceed the Benefit Percentage times the Eligible Amount. The sum of the Benefit you may request under this and any other Policies issued by us on the life of an insured may not exceed $500,000. Each request for payment must be accompanied by Proof of Diminished Life Expectancy. The maximum charge for this rider is $300 (one time charge when rider exercised). This rider is available to all issue ages, and may be added at any time.

Specified Insured will mean the person insured by the Policy to which this rider is attached, or any additional person(s) insured by riders attached to the Policy, whose death benefit is being accelerated.

Your option to accelerate benefits under this rider will be suspended while the Death Benefit is being so accelerated in accordance with any other accelerated Death Benefit rider that may be attached to the Policy. Any Policy benefit that is not payable in a single sum or that is payable due to accidental bodily injury or death is not subject to this rider or to the calculation of the Benefit. Your option to accelerate benefits under this rider will continue during any nonforfeiture, reduced paid-up or extended term period.

We will waive the cost of insurance and expense charges applicable to the Specified Insured’s accelerated benefit. This accelerated payment of the Death Benefit is subject to the rights of any assignee of record or of any irrevocable beneficiary. They must consent, in writing, before we will pay the Benefit.

1.A 12-month discount, based on the discount rate , will apply to the requested portion of the Eligible Amount. This discount reflects the early payment of the proceeds under your Policy.

Accelerated Death Benefit payments made under this rider are an advance of the Specified Insured’s Death Benefit. We will establish a lien against that Specified Insured’s Death Benefits if we pay benefits under this rider. Upon payment of any accelerated Death Benefit, access to the portion of the Policy’s Cash Value attributable to the Specified Insured is restricted to the excess of that Cash Value over the sum of any outstanding Indebtedness, applicable surrender charge and this lien. The amount of the lien will be equal to all benefits paid under this rider. The lien will be removed once we pay the Death Benefit or on the Policy Adjustment Date. If you lapse or surrender the Policy before the Policy Adjustment Date, your Cash Value will

be reduced by the amount of the lien which applies to the Cash Value. The Policy Adjustment Date is the earliest of: (a) twelve months from the date we made an accelerated Death Benefit payment; (b) the date we pay all Death Benefits payable on the Specified Insured; and (c) the Maturity Date.

We will charge interest on the lien. Interest will accrue from the date of the accelerated payment to the earlier of the date the Policy terminates and the Policy Adjustment Date. We will add accrued interest to the lien at the time of Policy adjustment. The rate of interest charged will be equal to the discount rate.

On the Policy Adjustment Date, we will adjust the Policy in order to satisfy the lien created by the accelerated Death Benefit payment. We will adjust the Death Benefi t of the Specified Insured. The adjusted Death Benefit will be the Death Benefit before adjustment, less the amount of Policy lien, including interest created by the accelerated payment. Any Cash Value, Account Value or surrender charge will be reduced in the same proportion that the Death Benefit was reduced. These reductions will be made on the Policy Adjustment Date.

If the Specified Insured is the base Policy insured and the lien equals 100% of the Death Benefit , the Policy will terminate, and any riders attached to the Policy that provide insurance on the life of any other person will be administered according to the rider provisions regarding the death of the base Policy insured. If the Specified Insured is an additional person insured by a rider on the base Policy and the lien equals 100% of the Face Amount of the rider, the rider coverage applicable to the Specified Insured will terminate.

This rider does not provide accelerated Death Benefits if the Specified Insured or his/her Physician reside outside the United States of America.

The example below is for a Policy with a $100,000 Face Amount and a Level Death Benefit. The example assumes: (1) a discount rate of 5 % , and ( 2) an administrative fee of $50 has been deducted.

In the event the insured becomes Chronically Ill and is likely to need services for the remainder of the insured’s life, we will pay an accelerated Death Benefit to the owner up to 100% of the Death Benefit and any term amount. At your request, the accelerated benefit will be paid in monthly payments or on an annual lump sum basis subject to certain limitations and satisfaction of eligibility requirements, including the Written Certification from a Licensed Health Care Practitioner. The certification must also state that the insured is in need of services under a plan of care and that such services are likely to be needed for the rest of the insured’s life. There may be adverse tax consequences if you receive the rider’s accelerated Death Benefit. See the Special Considerations for Policies with the LifeAccess Rider section of Tax Treatment of Policy Benefits for more information.

Insured will mean the person insured by the Policy to which this rider is attached whose Death Benefit is being accelerated. This rider is only available at Policy issuance and there is a charge for this rider.

We may require the insured to be re-examined at our expense, by a Licensed Health Care Practitioner of our choosing prior to or during a Benefit Period to ensure that the insured is Chronically Ill.

We will NOT provide an accelerated benefit when the insureds’ Chronic Illness is a result of any one of the events listed below:

You may elect to receive your Monthly Benefit Amount as an annual lump sum prior to the start of each Benefit Period. The amount of the annual lump sum payment will equal the present value of the Monthly Benefit Amount payable for each month in the twelve-month period following: (a) the date the first monthly benefit payment would otherwise be payable; or (b) the date of each subsequent Benefit Period. Each Monthly Benefit Amount payable will be discounted by a monthly rate, such rate derived from an annual interest rate, never to exceed the greater of : (a) the current yield on ninety-day treasury bills; and (b) the current maximum statutory adjustable Policy loan interest rate. Such discount will apply prior to any pro-rata adjustment to the Monthly Benefit Amount payable for loan repayments. Only one annual lump sum payment will be made in any one twelve-month period.

You are eligible to receive an accelerated benefit if the Policy and rider are in force when all of the following requirements are met:

1.We receive your request, in writing, for an accelerated benefit ;

3.We complete, at our discretion and expense, a personal interview with, and an assessment of, the insured, including examination or tests by a Licensed Health Care Practitioner of our choice; and we receive copies of any relevant medical records from a health care provider involved in the insured’s care;

We will continue to pay accelerated benefits under this rider until the first of the following occur:

b).we are notified to discontinue accelerated benefit payments, and

c).if any events listed under the Rider Termination provision occur.

In addition, as a condition of eligibility for benefits under the rider, we may impose restrictions or limitations on the availability of certain investment options. We will provide you prior written notice of any such restrictions or limitations and you may terminate this rider at any-time.

Accelerating the Death Benefit under this rider will impact the benefits and values under the Policy and rider as described below.

•Surrender charges

We will reduce amounts in the Fixed Account and each Sub-Account based on the proportion of the Account Value in the Fixed Account and each Sub-Account to the amount accelerated.

This rider gives you the option to continue your Policy at a reduced Death Benefit with no further Monthly Deduction Amounts in the event your Policy is in danger of default or termination due to excessive Indebtedness. You may elect the benefit under limited circumstances as described in the rider. Subject to the terms and limitations described in the rider, the rider guarantees the Policy will not go into default or terminate due to excessive Indebtedness. At the time you elect the benefit under the rider, a transaction charge will be deducted from your Account Value. The maximum transaction charge is 7% of the Account Value.

If available, you may elect the Policy Continuation Benefit In writing. The election effective date will be the next Monthly Activity Date. The Policy Continuation Benefit is available provided all of the conditions below are met:

•The Policy has been in-force at least 15 Policy Years ,

•The insured has Attained Age 75, and

be taxable as income. In addition, there is uncertainty about whether Indebtedness should be treated as the deemed Cash Surrender Value for purposes of Section 7702 of the Internal Revenue Code. Currently, we do not treat Indebtedness as the Cash Surrender Value for purposes of Section 7702. You should consult a tax advisor before exercising the Policy Continuation Rider.

To purchase a Policy you must submit an Application to us. Within limits, you may choose the initial Face Amount. Policies generally will be issued only on the lives of insureds age 85 and under who supply evidence of insurability satisfactory to us. Acceptance is subject to our underwriting rules and we reserve the right to reject an Application for any reason. No change in the terms or conditions of a Policy will be made without your consent. The minimum initial premium is the amount required to keep the Policy in force for one month, but not less than $50.

Your Policy will be effective on the Policy Date only after we receive all outstanding delivery requirements and the initial premium payment. The Policy Date is the date used to determine all future cyclical transactions on the Policy, such as Monthly Activity Date and Policy Years .

account. When we receive scheduled or regular premium payments from you through pre-authorized transactions such as, checking deduction (ACH), payroll deduction or through a government allocation arrangement, a summary of these transactions will appear on your annual statement and you will not receive a confirmation statement after each transaction. The Planned Premium and payment mode you select are shown on your Policy Specifications Pages. You may change the

After the first premium has been paid, your subsequent premium payments are flexible. The actual amount and frequency of payment will affect the Account Value and could affect the amount and duration of insurance provided by the Policy. Your Policy may lapse if the value of your Policy becomes insufficient to cover the Monthly Deduction Amounts. In such case you may be required to pay additional premiums in order to prevent the Policy from terminating. See LAPSE AND REINSTATEMENT.

•We reserve the right to require evidence of insurability for any premium payment that results in an increase in the Death Benefit greater than the amount of the premium.

In some cases, applying a subsequent premium payment in a Policy Year could result in your Policy becoming a Modified Endowment Contract. See TAXES section for additional information on Modified Endowment Contracts. If we receive a subsequent premium payment that would cause the Policy to become a Modified Endowment Contract, we will follow these procedures:

•If the premium is received more than 20 calendar days prior to the Policy Anniversary date or if it is greater than your Planned Premium, we will apply the premium to the Policy. We will notify you in writing that your Policy has become a Modified Endowment Contract and provide you with the opportunity to correct the Modified Endowment Contract status as specified in the notice. You have 2 weeks from the date of the notice to respond.

•If we receive the premium within 20 calendar days prior to the Policy Anniversary date and it is less than or equal to the Planned Premium, the premium payment will be considered not in Good Order . We will hold the payment without interest and credit it to the Policy on the Policy Anniversary date. If the Policy Anniversary date is not a Valuation Date, the payment will then be credited on the next Valuation Date following the Policy Anniversary . The owner will be notified of our action after the premium payment has been credited.

These procedures may not apply if there has been a material change to your Policy that impacts the 7-pay limit or 7-pay period because the start of the 7-pay year may no longer coincide with your Policy Anniversary .

In some cases, applying a subsequent premium payment in a Policy Year could cause your Policy to fail the definition of life insurance. If we receive a subsequent premium payment that would cause the Policy to fail the definition of life insurance, the

premium payment will be considered not in Good Order and we will follow these procedures:

•If the premium is received more than 20 calendar days prior to the Policy Anniversary date or if it is greater than your Planned Premium, we will return the excess premium payment to you and await further instructions.

•If we receive the premium within 20 calendar days prior to the Policy Anniversary date and it is less than or equal to the Planned Premium, we will hold the payment without interest and credit the premium payment on the Policy Anniversary date. If the Policy Anniversary date is not a Valuation Date, the payment will then be credited on the next Valuation Date following the Policy. The owner will be notified of our action after the premium payment has been credited.

Mailed premium payments not sent to either of the addresses stated above will be considered not in Good Order . We will reroute the payment and apply it on the Valuation Date when it is received at the correct location and is determined to be in Good Order .

During the Application process, you choose how you want to allocate your initial Net Premium among the Sub-Accounts and the Fixed Account on the premium allocation form. Any premium we receive prior to the issuance of the Policy will be held in a non-interest bearing suspense account. With respect to any initial premium payment received before the Policy Date and any premium payment that is not in Good Order , we may temporarily hold the premium in a suspense account and we may earn interest on such amount. You will not be credited interest during that period. The monies held in the suspense account may be subject to claims of our general creditors. The premium payment will not be reduced nor increased due to market fluctuations during that period. After the Policy is issued and upon commencement of the Free-Look Period, any initial Net Premium and any additional Net Premium received by us prior to the end of the Free Look period will be applied to the money market Sub-Account as of the later of: (a) the Policy Date, and (b) the date we receive the premium. Upon expiration of the Free-Look Period, we will automatically allocate the value in the money market Sub-Account to the Fixed Account (if applicable) and the Sub-Accounts in accordance with your premium allocation instructions.

You may send subsequent premiums and allocation instructions in accordance with our then current administrative offices. If you make a subsequent premium payment and do not provide us with allocation instructions, we will allocate the Net Premium among the Sub-Accounts and Fixed Account (if applicable) in accordance with your most recent premium allocation instructions. Any allocation instructions will be

effective upon receipt by us in Good Order and will apply only to premium payments received on or after that date. Subsequent premium payments will be applied to the Policy based on the next computed accumulation unit values after we receive a Good Order request at our Designated Address described below. Net Premiums allocated to the Fixed Account will be credited to your Policy when we receive them.

If your most recent premium allocation instructions include a Fund ( "merging Fund" ) that has been merged into another Fund ( "surviving Fund" ) and we do not receive alternative instructions, we will allocate the premium among the Sub-Accounts and the Fixed Account based on your most recent allocation instructions, except that we will apply the premium that would have been allocated to the merging Fund to the surviving Fund. If your most recent premium allocation instructions include a Fund that has been liquidated, generally, unless we receive alternative instructions, we will automatically amend your allocation instructions to replace the liquidated Fund with the money market Fund.

The number of accumulation units in each Sub-Account to be credited to a Policy (including the initial allocation to the money market Sub-Account) and the amount to be credited to the Fixed Account will be determined, first, by multiplying the Net Premium by the appropriate allocation percentage in order to determine the portion of Net Premiums or transferred Account Value to be invested in the Fixed Account or the Sub-Account. Each portion of the Net Premium or transferred Account Value to be invested in a Sub-Account is then divided by the accumulation unit value in a particular Sub-Account next computed following its receipt. The resulting figure is the number of accumulation units to be credited to each Sub-Account.

All valuations in connection with a Policy, (i.e., with respect to determining Account Value, in connection with Policy loans, or in calculation of Death Benefits , or with respect to determining the number of accumulation units to be credited to a Policy with each premium payment other than the initial premium payment) will be made at the end of the Valuation Period after the request or payment is received by us in Good Order at the Individual Life Operations Center. If we receive your request or payment in Good Order before the close of the New York Stock Exchange ( "NYSE" ), it will be applied as of the same Valuation Day. If we receive your request or payment in Good Order after the close of the NYSE , it will be invested on the next Valuation

Day. If we receive your request or payment in Good Order on a non-Valuation Day, it will be invested on the next Valuation Day. Requests for Sub-Account transfers received on any Valuation Day in Good Order after the close of the NYSE or a non-Valuation Day will be invested on the next Valuation Day.

A Sub-Account transfer is a transaction requested by you that involves reallocating part or all of your Account Value among the Funds available in your Policy. Your transfer request will be processed as of the end of the Valuation Day that it is received in Good Order at our Designated Address. Otherwise, your request will be processed on the following Valuation Day. We will send you a confirmation when we process your transfer. You are responsible for verifying transfer confirmations and promptly advising us of any errors within 30 days of receiving the confirmation.

Many Policy Owners request Sub-Account transfers. Some request transfers into (purchases) a particular Sub-Account, and others request transfers out of (redemptions) a particular Sub-Account. In addition, some Policy Owners allocate premium payments to Sub-Accounts, and others request surrenders. We combine all the daily requests to transfer out of a Sub-Account along with all surrenders from that Sub-Account and determine how many shares of that Fund we would need to sell to satisfy all Policy Owners’ “transfer-out” requests. At the same time, we also combine all the daily requests to transfer into a particular Sub-Account or premium payments allocated to that Sub-Account and determine how many shares of that Fund we would need to buy to satisfy all Policy Owners’ “transfer-in” requests.

For example, if we combine all transfer-out (redemption) requests and surrenders of a stock Sub -Account with all other sales of that Fund from all our other products, we may have to sell $1 million dollars of that Fund on any particular day. However, if other Policy Owners and the owners of other products offered by us, want to transfer-in (purchase) an amount equal to $300,000 of that same Fund, then we would send a sell order to the Fund for $700,000 (a $1 million sell order minus the purchase order of $300,000) rather than making two or more transactions.

Under the Policy, we have the right to assess an administrative transfer fee of up to $25 per transfer after the first transfer you make in any month. We are currently not assessing an administrative transfer fee.

•However, you cannot transfer the same Account Value more than once in one day. That means if you have $10,000 in a money market Sub -Account and you transfer all $10,000 into a stock Sub -Account, on that same day you could not then transfer the $10,000 out of the stock Sub-Account into another Sub-Account.

Second, you are allowed to submit a total of 20 Sub-Account transfers each Policy Year (the “Transfer Rule”) by U.S. Mail, Voice Response Unit, Internet, telephone, same day mail or courier service. Once you have reached the maximum number of Sub-Account transfers, you may only submit any additional Sub-Account transfer requests (and any trade cancellation requests) in writing through U.S. Mail or overnight delivery service. For example, Voice Response Unit, Internet, same day mail service or telephone transfer requests will not be honored. We may, but are not obligated to, notify you when you are in jeopardy of approaching these limits. For example, we may send you a letter after your 10th Sub-Account transfer to

We are obligated to follow each Fund’s instructions regarding enforcement of their trading Policy. Penalties for violating these policies may include, among other things, temporarily or permanently limiting or banning you from making Sub-Account transfers into a Fund or other Funds within that Fund complex. We are not authorized to grant exceptions to a Fund’s trading Policy. Please refer to each Fund’s prospectus for more information. Transactions that cannot be processed because of Fund trading policies will be considered not in Good Order .

programs, loans, or systematic withdrawal programs; (ii) as a result of the payment of a Death Benefit ; (iii) as a result of any deduction of charges or fees under a Policy; or (iv) as a result of payments such as loan repayments, scheduled premium payments , scheduled withdrawals or surrenders, retirement plan premium payments .

Possibility of undetected abusive trading or market timing. We may not be able to detect or prevent all abusive trading activities. For instance,

We are not responsible for losses or lost investment opportunities associated with the effectuation of these policies. Frequent Sub-Account transfers may result in the dilution of the value of the outstanding securities issued by a Fund as a result of increased transaction costs and lost investment opportunities typically associated with maintaining greater cash positions. This can adversely impact Fund performance and, as a result, the performance of your Policy. This may also lower the Death Benefit paid to your beneficiary.

during the 30-day period following each Policy Anniversary , and, the maximum amount transferred in any Policy Year will be the greater of $1,000 and 25% of the Accumulated Value in the Fixed Account on the date of the transfer. As a result of these restrictions, it can take several years to transfer amounts from the Fixed Account to the Sub-Accounts.

You may elect to allocate your Net Premiums among the Sub-Accounts and the Fixed Account pursuant to the Dollar Cost Averaging ( "DCA") Program . The DCA Program allows you to regularly transfer an amount you select from the Fixed Account or any Sub-Account into a different Sub-Account. Amounts will be transferred monthly to the other investment choices in accordance with your allocation instructions. The dollar amount will be allocated to the investment choices that you specify, in the proportions that you specify. If, on any transfer date, your Account Value allocated to the DCA Program is less than the amount you have elected to transfer, your DCA Program will terminate.

You may cancel your DCA election by notice in writing or by calling us at 800-231-5453. We reserve the right to change or discontinue the DCA Program .

The main objective of a DCA Program is to minimize the impact of short-term price fluctuations. The DCA Program allows you to take advantage of market fluctuations. Since the same dollar amount is transferred to your selected investment choices at set intervals, the DCA Program allows you to purchase more accumulation units when prices are low and fewer accumulation units when prices are high. Therefore, a lower average cost per accumulation unit may be achieved over the long term. However, it is important to understand that the DCA Program does not assure a profit or protect against investment loss.

You choose how much of your Account Value you want to invest in this program. You can also combine this program with the DCA Program (subject to restrictions). Your investments under the program will be rebalanced at the specified frequency (quarterly, semi-annual or annual) you choose to reflect the model portfolio’s original percentages, thereby eliminating imbalances resulting from market movements and/or partial surrenders . We have no discretionary authority or control over your investment decisions. These model portfolios are based on then available Funds and do not include the Fixed Account. You may participate in only one model portfolio at a time.

investment needs. You select the Sub-Accounts and the percentages you want allocated to each Sub-Account. Based on the frequency you select, your model will automatically rebalance to the original percentages chosen. You may only participate in one model at a time.

The Account Value of a Policy changes on a daily basis and will be computed on each Valuation Day. The Account Value will vary to reflect the investment experience of the Sub-Accounts, the interest credited to the Fixed Account and the Loan Account, and the Monthly Deduction Amounts , Net Premiums paid, and any withdrawals taken.

Unless you specify otherwise, all loan amounts will be transferred on a Pro Rata Basis from the Fixed Account and each of the Sub-Accounts to the Loan Account.

If, at any time after the 10th Policy Anniversary , your Account Value exceeds the total of all premiums paid since issue, a portion of your Indebtedness may qualify as preferred. Preferred Indebtedness is charged a lower interest rate than non-preferred Indebtedness. The maximum amount of preferred Indebtedness is the amount by which the Account

A loan, whether or not repaid, will have a permanent effect on your Account Value and Death Benefit . This effect occurs because the investment results of each Sub-Account will apply only to the amount remaining in such Sub-Accounts. In addition, the rate of interest credited to the Fixed Account will usually be different than the rate credited to the Loan Account. The longer a loan is outstanding, the greater the effect on your Account Value is likely to be. Therefore, it is generally advisable to use any premium payments made to the Policy while a loan is outstanding to repay the loan. Such effect could be favorable or unfavorable. If the Fixed Account and the Sub-Accounts earn more than the annual interest rate for funds held in the Loan Account, your Account Value will not increase as rapidly as it would have had no loan been made. If the Fixed Account and the Sub-Accounts earn less than the Loan Account, then your Account Value will be greater than it would have been had no loan been made. Additionally, if not repaid, the aggregate amount of the outstanding Indebtedness will reduce the death proceeds and the Cash Surrender Value otherwise payable.

Any amounts in the Loan Account will be credited with interest at an annual rate of 3 % .

Interest will accrue daily on the Indebtedness at the Policy loan rate. Because the interest charged on Indebtedness may exceed the rate credited to the Loan Account, the Indebtedness may grow faster than the Loan Account. If this happens, additional collateral will be transferred to the Loan Account. The additional collateral equals the difference between the Indebtedness and the value of the Loan Account. The additional collateral, if any, will be transferred on each Monthly Activity Date from the Fixed Account and the Sub-Accounts to the Loan Account on a Pro Rata Basis .

One withdrawal is allowed per calendar month. You may request a withdrawal in writing. The minimum withdrawal allowed is $500. The maximum withdrawal is the Cash Surrender Value, minus $1,000 . If the Death Benefit option then in effect is Option A or Option C, the Face Amount will be reduced by an amount equal to the reduction in the Account Value resulting from the withdrawal. Unless specified, the withdrawal will be deducted on a Pro Rata Basis from the Fixed Account and the Sub-Accounts. If you request a withdrawal to be taken from specified investment choices and there is insufficient value in a choice to satisfy your request, then the withdrawal will be taken on a Pro Rata Basis across all investment choices. You may be assessed a charge of up to $10 for each withdrawal. See Transaction Charges.

We will pay death proceeds, Cash Surrender Values, partial withdrawals, and loan amounts allocable to the Sub-Accounts within seven calendar days after we receive all the information needed to process the payment, unless the NYSE is closed for other than a regular holiday or weekend, trading is restricted by the SEC, the SEC declares that an emergency exists. or the SEC by order permits the postponement of payment to protect Policy Owners.

Your Policy will go into default on any Monthly Activity Date on which the Account Value less Indebtedness is not sufficient to cover the Monthly Deduction Amount and the No Lapse Guarantee is not available. See NO LAPSE GUARANTEE.

A 61-day “grace period” will begin from the date of any Policy default. Upon default, we will mail you and any assignee written notice of the amount of premiums that will be required to continue the Policy in force. This minimum premium will never be greater than an amount which results in a Cash Surrender Value equal to the current Monthly Deduction Amount plus the next two Monthly Deduction Amounts as of the date your Policy goes into default. If the insured dies during the grace period, we will pay the death proceeds reduced by any money you owe us, such as outstanding loans, loan interest or unpaid charges.

d). you pay a premium sufficient to cover: (a) all Monthly Deduction Amounts that are due and unpaid during the grace period; and (b) the sum of Monthly Deduction Amounts for the next three months after the date the Policy is reinstated.

• the Net Premiums derived from premiums paid at the time of Policy reinstatement; minus

•the Monthly Deduction Amounts that were due and unpaid during the grace period; plus

•any Indebtedness carried over to the reinstated Policy; plus

•the surrender charge at the time of Policy reinstatement. The surrender charge is based on the duration from the original Policy Date .

b)the Policy's Death Benefit will generally be income tax free to your beneficiary. However, your Death Benefit may be subject to estate taxes.

The Policy may not qualify as life insurance under federal tax law after the insured has Attained Age 100 and may be subject to adverse tax consequences. A tax advisor should be consulted before you choose to continue the Policy after the insured reaches age 100.

•Generally, you will be taxed on a withdrawal to the extent the amount you receive exceeds the premiums you paid for the Policy less the untaxed portion of any prior withdrawals. However, under some limited circumstances, in the first 15 Policy Years , all or a portion of a withdrawal may be taxed if the Account Value exceeds the total premiums paid less the

•The rules change if the Policy is classified as a Modified Endowment Contract. The Policy could be classified as a Modified Endowment Contract if premiums substantially in excess of scheduled premiums are paid or a decrease in the Face Amount is made (or a rider removed). The addition of a rider or an increase in the Face Amount may also cause the Policy to be classified as a Modified Endowment Contract if a significant premium is paid in conjunction with an increase or the addition of a rider. We will notify you if a premium or a change in the Face Amount would cause the Policy to become a Modified Endowment Contract and advise you of your options. You should first consult a tax adviser and your Pruco Life representative if you are contemplating any of these steps.

•Any taxable income on pre-death distributions (including full surrenders) is subject to a 10% additional tax unless the amount is received on or after age 59½, on account of your becoming disabled or as a life annuity. It is presently unclear how the 10% additional tax provision applies to Policies owned by businesses.

•Changes in the Policy, including changes in Death Benefits , may require additional testing to determine whether the Policy should be classified as a Modified Endowment Contract.

For business-owned life insurance coverage issued after August 17, 2006, Death Benefits will generally be taxable as ordinary income to the extent it exceeds cost basis. Life insurance Death Benefits will continue to be generally income tax free if, prior to Policy issuance, the employer provided a prescribed notice to the proposed insured/employee, obtained the employee's consent to the life insurance, and one of the following requirements is met: (a) the insured was an employee at any time during the 12-month period prior to his or her death; (b) the insured was a director or highly compensated employee or individual (as defined in the Internal Revenue Code) at the time the Policy was issued; or (c) the Death Benefits are paid to the insured's heirs or his or her designated beneficiaries (other than the employer), either directly as a Death Benefit or received from the purchase of an equity (or capital or profits) interest in the applicable policy owner. Annual reporting and record keeping requirements will apply to employers maintaining such business-owned life insurance.

Value and cost basis information with respect to the Policy as of the date of the sale to the IRS and the seller. In addition, if a sale is a reportable policy sale, then all or part of the Death Benefit will be subject to income tax and tax reported by us when paid to the beneficiary.

The LifeAccess Accelerated Benefit Rider allows a Policy Owner to accelerate all or a portion of their Death Benefit and any term amount (each as determined at the time of initial payment) if the insured provides valid certification that the insured is Chronically Ill, as defined in the rider, and otherwise satisfies the terms of the rider. We have designed this rider so that the benefits paid under the rider will be treated for federal income tax purposes as accelerated Death Benefits under Section 101(g)(1)(B) of the Code. The benefit is intended to qualify for exclusion from income subject to the qualification requirements under applicable provisions of the Code, which are dependent on the recipient's particular circumstances. Subject to state variations, a Policy Owner may elect to receive the accelerated benefit in monthly payments or in a lump sum, as described in the Policy. Receipt of an accelerated benefit payable monthly may be treated differently than if you receive the payment in a lump sum for Federal tax purposes. Accelerated benefits under this rider may be taxable as income. You should consult a personal tax advisor before purchasing the rider or applying for benefits.

The exclusion from income tax for accelerated Death Benefits does not apply to any amounts paid to a Policy Owner other than the insured if the Policy Owner has an insurable interest with respect to the life of the insured by reason of the insured being an officer, employee or director of the Policy Owner or by reason of the insured being financially interested in any trade or business carried on by the Policy Owner. In addition, special rules apply to determine the taxability of benefits when there is more than one contract providing accelerated benefits on account of chronic illness and/or other insurance policies on the insured that will pay similar benefits, and more than one Policy Owner. Where the owner and insured are not the same (e.g., when a Policy with the rider is owned by an irrevocable life insurance trust), other tax considerations may also arise in connection with getting benefits to the insured, for example,

Death Benefit, Account Value, Cash Value and the Loan Account Value, if any, will be reduced if you receive accelerated Death Benefits under this rider. Any adjustments made to the Death Benefit and other values as a result of payments under the rider will also generally cause adjustments to the tax limits that apply to your Policy. Any amount you receive as an accelerated Death Benefit will reduce the amount the named beneficiary (ies) under the Policy may receive upon the death of the insured.

The rider is not intended to be a health contract or a qualified long term care insurance contract under Section 7702B(b) of the Code nor is it intended to be a non-qualified long term care contract and it is not intended or designed to eliminate the need for such coverage.

Certain transfers-for-value of a life insurance Policy cause the Policy's Death Benefit to be subject to income tax when paid. If there is such a transfer-for-value, benefits accelerated under this rider may also be subject to income tax.

For income tax purposes, payment of benefits will be reported to the Policy Owner. The Policy Owner must then file the applicable IRS form to determine the amounts to be included or excluded from income for the applicable tax year. If there is more than one accelerated Death Benefit rider for chronic

Effective May 1, 2014, Pruco Securities, LLC, ("Pruco Securities") an indirect wholly owned subsidiary of Prudential Financial, acts as the principal underwriter of all Policies offered through this prospectus. Pruco Securities, organized as an LLC on September 22, 2003 under New Jersey law, is registered as a broker and dealer under the Securities Exchange Act of 1934 and is a registered member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). (Pruco Securities is a successor company to Pruco Securities Corporation, established on February 22, 1971). Pruco Securities' principal business address is 751 Broad Street, Newark, New Jersey 07102.

As compensation for selling the Policies, Pruco Securities pays to broker-dealers a commission of up to 120% of the premiums paid up to the first twelve recommended monthly minimum premiums, up to 4% of all other premiums paid during the first year of the Policy, up to 4% of all such premiums in Policy Years two through ten and up to 2.5% of all such premiums in years eleven and later. Pruco Securities pays a comparable amount of compensation for any increase of $25,000 or more in the Face Amount of coverage that you request.

surrenders, or Death Benefits , until the instructions are received from the appropriate regulator. We may also be required to provide additional information about you and your Policy to government regulators.

Our audited statutory-basis financial statements are hereby incorporated by reference into the statement of additional information and should be considered only as bearing upon our ability to meet our obligations under the Policy. The Separate

We have filed a registration statement with the SEC under the Securities Act of 1933, relating to the offering described in this prospectus. This prospectus does not include all the information set forth in the registration statement. Certain portions have been omitted pursuant to the rules and regulations of the SEC. The omitted information may, however, be obtained from the SEC's Public Reference Room at 100 F Street, N.E., Washington, D.C. 2054 9, b y telephoning 202 -551-8090, or by emailing PublicInfo@SEC.gov, upon payment of a prescribed fee.

To reduce costs, we now generally send only a single copy of prospectuses and shareholder reports to each household ("householding"), in lieu of sending a copy to each Policy Owner that resides in the household. You should be aware that you can revoke or opt out of householding at any time by calling 800-231-5453.