¹ As a percentage of Fund net assets.

1 Your Policy has a Surrender Charge related to Basic Life Coverage and LTPR Coverage, if applicable. The Surrender Charge for the Basic Life Coverage and any LTPR Coverage is based on the Age and Risk Class of the Insured, the Face Amount of the effected Coverage Layer(s), as well as the Death Benefit Option you choose. If there is a reduction in the Face Amount of a Basic Life or LTPR Coverage Layer, including decreases due to withdrawals, the Surrender Charge for the effected Basic Life or LTPR Coverage Layer will not change. The Surrender Charge assessed on each Coverage Layer reduces to $0 after 10 Policy Years from Policy issue and from the effective date of each additional Coverage Layer. The Surrender Charge shown in the table may not be typical of the Surrender Charge you will pay. Ask your life insurance producer for information on this charge for your Policy. The Surrender Charge for your Policy will be stated in the Policy Specifications.

2 The at-issue Basic Life and LTPR Coverage layer Face Amount is used in the calculation of the initial Surrender Charge. Each Basic Life or LTPR Face Amount increase will have a corresponding Surrender Charge related to the amount of the increase and will be applied for 10 Policy Years from the Coverage Layer Date.

3 Any at-issue LTPR Face Amount is used in the calculation of the initial Termination Charge. If you terminate the LTPR while the Policy remains In Force, we will assess the Termination Charge against the Policy’s Accumulated Value and the Policy Surrender Charge will be reduced by and no longer include the surrender charge associated with the LTPR coverage. Each subsequent increase in LTPR Coverage will result in an additional LTPR Coverage Layer that has its own Termination Charge that applies for 10 Policy Years following the Coverage Layer Date.

4 We currently do not impose this charge.

5 If an internal transfer occurs between two variable universal life policies you have with us in connection with a transfer or exchange offer by Pacific Life or Pacific Select Distributors, LLC (our distributor), including pursuant to a conversion or split option rider, the amount transferred will not incur any Premium Load (which includes basic, surplus, and internal premium loads). Premium loads will apply (basic and surplus) on new Policy for additional premium added at issue or after the initial premium paid. In addition, the internal transfer will not incur a surrender charge on any amount transferred from the old policy to purchase the new policy. Any surrender charge applicable to the new policy will continue to apply under the terms of the new policy.

6 The charge to exercise the Overloan Protection 3 Rider is shown as a table in your Policy Specifications. The charge varies by the Insured’s sex, Risk Class and Age at the time the Rider is exercised. For more information on this Rider, see the WITHDRAWALS, SURRENDERS AND LOANS – Overloan Protection 3 Rider section in this prospectus.

1. The charge is not deducted on and after your Policy’s Monthly Deduction End Date

2. Cost of insurance rates apply uniformly to all members of the same Class and vary based on Age, sex, and Risk Class of the Insured. Cost of insurance rates may also vary based on your Policy’s at-issue Face Amount. The cost of insurance charges shown in the table may not be typical of the charges you will pay. Your Policy Specifications will indicate the guaranteed cost of insurance charge applicable to your Policy, and more detailed information concerning your cost of insurance charges is available on request from your life insurance producer or us. Also, before you purchase the Policy, you may request personalized Illustrations. Cost of insurance rates for your Policy will be stated in the Policy Specifications and calculated using the Net Amount At Risk.

3. Charges shown for the representative insured may not be typical of the charges you will pay The Coverage charge rate is based on the Age, sex, and Risk Class of the Insured on the Policy Date or date Rider is effective. It also varies with the Death Benefit Option you choose, by Policy duration, and by Coverage type. Generally, the Coverage charge on LTPR Coverage may be lower than the Coverage Charge on Basic Life Coverage. Each Coverage Layer will have a corresponding Coverage charge related to the amount of the increase, based on the Age and Risk Class of the Insured at the time of the increase. A decrease in Face Amount will not decrease the applicable Coverage charge for any Coverage Layer (except for the S-ARTR) because the Coverage charge is based on the Coverage Layer at issue and the charge is used to recover the expense of issuing the insurance coverage. A decrease in Face Amount under the S-ARTR will decrease the S-ARTR Coverage charge since that charge is based on the S-ARTR current Face Amount. The Coverage charge for Basic Life Coverage under the Policy applies to the initial Basic Life Coverage Layer only and is not assessed against any additional Basic Life Coverage Layer. Ask your life insurance producer for information regarding this charge for your Policy. The Coverage charge for your Policy and the Coverage charge schedule will be stated in the Policy Specifications. We currently do not deduct the Coverage charge for the S-ARTR.

4. Coverage charge rate is based on the Age, sex, and Risk Class of the Insured on the Policy Date or date Rider is effective. It also varies with the Death Benefit Option you choose, by Policy duration, and by Coverage type. Generally, the Coverage charge on LTPR Coverage may be lower than the Coverage Charge on Basic Life Coverage. Each Coverage Layer will have a corresponding Coverage charge related to the amount of the increase, based on the Age and Risk Class of the

5. In addition to the Standard Loan interest charge, the Standard Loan Account Value that is used to secure Standard Policy Debt will be credited interest at a minimum of 2.00% to help offset the Standard Loan interest charge of 2.25%. Standard Loan interest on the Standard Loan Account and Standard Policy Debt accrues daily and any Standard Loan interest that has accrued is due on each Policy Anniversary. Any unpaid Standard Loan interest on each Policy Anniversary will be added to the Standard Loan Account. On each Policy Anniversary, we transfer the excess of the Standard Policy Debt over Standard Loan Account Value from the Investment Options to the Standard Loan Account. If the Standard Loan Account Value is greater than Standard Policy Debt, then such excess is transferred from the Standard Loan Account to the Variable Options or the Fixed Account on a proportionate basis according to your most recent allocation instructions.

6. There is no credited interest on the Alternate Loan Value balance (the amount used to secure the alternate loan); the amount to secure the loan remains in eligible Indexed Accounts (also called Designated Accounts).

7. Riders are described under the OPTIONAL RIDERS AND BENEFITS section in this prospectus.

and any optional Riders are right for you. We are a variable life insurance policy provider. We do not give advice or make recommendations regarding insurance or investment products and are not a fiduciary.

Your Policy remains In Force as long as you have sufficient Net Accumulated Value to cover your Policy’s Monthly Deductions. Insufficient premium payments, fees and expenses, poor investment performance, withdrawals, and unpaid loans or loan interest may cause your Policy to lapse – which means no Death Benefit or other benefits will be paid. There are costs associated with reinstating a lapsed Policy. There is no guarantee that your Policy will not lapse even if you pay your planned premium. You should consider a periodic review of your Policy with your life insurance producer.

Before your Policy lapses, there is a Grace Period. The Grace Period gives you 61 days to pay enough additional premium to keep your Policy In Force and to prevent your Policy from lapsing. The 61-day period begins on the date we send notice that your Policy’s Net Accumulated Value is not enough to pay the Policy’s Monthly Deductions.

The Policy may be eligible for the No-Lapse Guarantee Rider or the Flexible Duration No-Lapse Guarantee Rider that may help prevent the Policy from lapsing. See No-Lapse Guarantee Rider and Flexible Duration No-Lapse Guarantee Rider in the OTHER BENEFITS AVAILABLE UNDER THE POLICY section in this prospectus.

If the Policy lapses, you have three years from the end of the Grace Period to apply for reinstatement. Evidence of insurability is required when you apply for reinstatement and there is no guarantee that reinstatement will be approved. The costs associated with reinstating a lapsed Policy include sufficient net premium to:

• cover all due and unpaid Monthly Deductions and loan interest charges that accrued during the Grace Period;

• keep the Policy in force for three months after the date of reinstatement, and

• cover any negative Accumulated Value if there was a policy loan or other outstanding debt at the time of lapse.

If the Policy is reinstated, the same Risk Class(es) in use at the time of lapse will apply to the reinstated Policy.

Withdrawals under the Policy are available starting on the first Policy Anniversary. Each withdrawal must be at least $200. We will not accept a withdrawal request if the withdrawal will cause the Policy to become a Modified Endowment Contract (MEC), unless you have told us In Writing that you desire to have your Policy become a MEC. See the Tax Implications section below for additional information on MECs.

You should consider the Policy’s Investment Options as well as its costs. Your investment is subject to the risk of poor investment performance and can vary depending on the performance of the Variable Investment Options you have chosen. Each Variable Investment Option will have its own unique risks. The value of each Variable Investment Option will fluctuate with the value of the investments it holds, and returns are not guaranteed. You can lose money by investing in the Policy, including loss of principal. You bear the risk of any Variable Investment Options you choose. You should read each Fund prospectus carefully before investing. You can obtain a Fund prospectus by contacting your life insurance producer or by visiting https://pacificlife.com/prospectuses. No assurance can be given that a Fund will achieve its investment objectives.

We may add or remove Investment Options at any time, and removal of Variable Investment Options may limit the number of such options that are available to an investor under the Policy in the future. We may significantly reduce the number of Variable Investment Options, including reducing them to a single option. If, in the future, an investor is not satisfied with the Variable Investment Options, they may choose to surrender their Policy, but they may be subject to Surrender Charges, taxes, and tax penalties. If they purchase another investment vehicle, it may have different features, fees, and risks than the Policy. Investors should discuss with their financial professional if the Policy is appropriate for them given the Company’s right to make changes to the Investment Options.

When you borrow money from your Policy, we use your Policy’s Accumulated Value as security. You pay interest, which accrues at the Loan Account Charge Interest Rate, on the amount you borrow. Accrued interest is due on your Policy Anniversary. Under a Standard Loan, the Accumulated Value set aside to secure your loan is transferred to a Loan Account which earns interest daily at the Loan Account Credit Interest Rate. Taking out a Standard Loan, whether or not you repay it, will affect the growth of your Policy’s Accumulated Value since the amount used to secure the loan will not participate in the investment experience of the Investment Options, will not be available to pay any Policy charges, may increase the risk of the Policy lapsing, and could reduce the amount of the Death Benefit.

Under the Fixed Options, there may be frequency, amount and/or percentage limits on how much may be transferred from the Fixed Options. These limits are significantly more restrictive than those that apply to transfers out of the Variable Investment Options and it may take several Policy Years to transfer your Accumulated Value out of the Fixed Options to the Variable Investment Options. Such restrictions on transfers from the Fixed Options may prevent you from reallocating your Accumulated Value at the times and in the amounts that you desire and may result in lower investment performance than if you allocated to Variable Investment Options. See the YOUR INVESTMENT OPTIONS – Transferring Among Investment Options and Market-timing Restrictions section in this prospectus. We declare the annual interest rate for the Fixed Options at our discretion, subject to a guaranteed minimum interest rate. You bear the risk that we will not declare an interest rate greater than the guaranteed minimum.

The value of the Segments in each of the Indexed Fixed Options is based on the way we credit interest to a Segment. We add interest using Segment Index Interest which, in part, is based on any positive change in an external index. There is no guarantee that Segment Indexed Interest will be greater than zero, but it will never be negative. If the underlying Index remains level or declines over a prolonged period of time and we have not credited Segment Index Interest, you may need to increase premium payments to prevent the Policy from lapsing.

Once a Segment is created, you cannot transfer Accumulated Value out of that Segment until the end of the Segment Term. Money may be transferred out for withdrawals and Standard Policy Loans, however, a Lockout Period will apply if the withdrawal or Standard Loan is not part of a Systematic Distribution Program.

We manage our obligation to credit Segment Indexed Interest in part by purchasing call options on the Index and by prospectively adjusting the Participation Rate, Segment Adjustment Factor, and/or Growth Cap (or Indexed Threshold Rate for the 1-Year No Cap Indexed Account) on future Segments to reflect changes in the costs of purchasing such call options (the price of call options varies with market conditions). In certain cases, we may reduce the Participation Rate, Segment Adjustment Factor or the Growth Cap or increase the Indexed Threshold Rate for a future Segment. If we do so, the amount of the Segment Indexed Interest which you may otherwise have received would be reduced. However, we will not change any rates, caps or thresholds below any guaranteed rates.

There is no guarantee that the Index described in this Prospectus will be available during the entire time you own your Policy. If the Index is discontinued or we are unable to utilize it, we may substitute a successor index of our choosing. If we do so, the performance of the new index would differ from the Index. This, in turn, may affect the Segment Indexed Interest you earn. There is no guarantee that we will offer the Indexed Accounts during the entire time you own your Policy. We may discontinue offering one (or more) of the Indexed Accounts at any time. If we discontinue an Indexed Account, you may transfer Indexed Accumulated Value to any other available Indexed Account or to the Fixed Options consistent with your Policy’s investment and transfer restrictions at Segment Maturity. If you do not do so, your Indexed Accumulated Value will be reallocated to the Fixed Account.

An allocation to the Indexed Fixed Options is not equivalent to investing in the underlying stocks comprising the Index. You will have no ownership rights in the underlying stocks comprising the Index, such as voting rights, dividend payments, or other distributions. Also, we are not affiliated with the Index or the underlying stocks comprising the Index. Consequently, the Index and the issuers of the underlying stocks comprising the Index have no involvement with the Policy. The Index is a price return index and the performance of the Index does not include income from any dividends or other distributions paid by the Index’s component companies. If dividends and other distributions were included, the Index performance would be higher. For more information on “investor control” see the VARIABLE LIFE INSURANCE AND YOUR TAXES section in this prospectus and also the SAI.

The Participation Rate, Growth Cap, Minimum Segment Guaranteed Interest Rate, and current Segment Adjustment Factor that are established at Segment creation may vary from Segment to Segment but will not be lower than what is guaranteed. Other than the Minimum Segment Guaranteed Interest Rate, these factors may be better or worse from Segment to Segment.

A Surrender Charge and a Termination Charge apply to the LTPR Face Amount at Policy issue, if any, and each additional LTPR Coverage Layer. They apply for 10 Policy Years after each Coverage Layer Date. The Rider Surrender Charge is added to the Policy’s Surrender Charge, which will reduce the Policy’s Cash Surrender Value and Net Cash Surrender Value. This means that during the first 10 Policy Years following any LTPR Coverage Layer Date, there may be less money available under your Policy for withdrawals, Policy loans, and upon surrender. In addition, if you terminate the LTPR while the Policy remains In Force, we will assess the Termination Charge against your Policy’s Accumulated Value and the Policy Surrender Charge will be reduced by and no longer include the surrender charge associated with LTPR coverage. If the Policy’s Net Accumulated Value after the Termination Charge is deducted is insufficient to cover your Policy’s Monthly Deductions of Policy charges, the Policy will go into a Grace Period.

Insurance Coverage may be provided under the Policy, as well as through a combination of Coverage under any of the three optional insurance Riders available with the Policy – the Long Term Performance Rider (LTPR), Surrender Value Enhancement Rider 3 (SVER), and Scheduled Annual Renewable Term Rider (S-ARTR). We pay different compensation based on the insurance Coverage and the optional Riders you select for your Policy. It is possible your financial professional may recommend more Basic

Life Coverage under the Policy rather than recommending a combination of Basic Life Coverage and Coverage under one or more of the Riders based on the compensation your financial professional receives.

You should ask your financial professional to discuss with you the different insurance Coverages and ask for different illustrations to show the impact of the different insurance Coverages, Face Amounts, and Death Benefit Options on the Policy values and benefits. How you structure your insurance Coverage with your financial professional should be based on your insurance needs and financial objects after examining the features, fees, and benefits of each type of Coverage.

You may ask your financial professional how he/she will personally be compensated based on your purchase of the Policy and the optional Riders you select.

Investment in the Policy is subject to the risks related to us, and any obligations (including under any Fixed Options or Indexed Fixed Options), guarantees, or benefits are backed by our claims paying ability and financial strength. You must look to our strength with regard to such guarantees.

We believe the Policy meets the statutory definition of life insurance for federal income tax purposes. We do not know whether the current treatment of life insurance policies under current federal income tax, estate, or gift tax laws will continue. We also do not know if the current interpretations of the laws by the IRS or the courts will remain the same. Also, future legislation may adversely change the tax treatment of life insurance policies.

Death benefits from a life insurance policy may generally be excluded from income under the Tax Code. Also, you generally are not subject to taxation on any increase in the Accumulated Value until it is withdrawn. You may be subject to income tax if you take withdrawals or surrender your Policy, or if your Policy lapses and you have not repaid any outstanding Total Policy Debt. If your Policy becomes a MEC, distributions you receive beginning on the date the Policy becomes a MEC may be subject to tax and a 10% penalty.

Our business relies heavily on the effective operation of our computer systems and networks, as well as those of our business partners and service providers. Consequently, we are potentially susceptible to operational and information security risks associated with the technologies, processes and procedures designed to protect networks, systems, computers, programs and information from cyber-attacks, operational failure, AI misuse, damage or unauthorized access. These risks include but are not limited to, theft, loss, misuse, corruption and destruction of information maintained online or digitally, denial of service on websites and other operational failures, and unauthorized disclosure of confidential, proprietary and customer information. Cyber-attacks affecting us, any third-party administrator, the underlying Funds, intermediaries, and other affiliated or third-party service providers may adversely affect us and your Policy Value.. For instance, cyber-attacks or operational incidents may interfere with Policy transaction processing, including the processing of orders from our website or with the underlying Funds; impact our ability to calculate Accumulated Unit Values, Subaccount Unit Values or an underlying Fund to calculate a net asset value; cause the disclosure and possible destruction of confidential, proprietary and customer information; impede order processing; subject us and/or our service providers and intermediaries to regulatory fines, litigation, loss of business, financial losses and reputational damage. Cybersecurity risks may also impact the issuers of securities in which the underlying Funds invest, which may cause the Funds underlying your Policy to lose value. The digitalization, increased information availability, use of new and constantly evolving technologies, the increased sophistication and severity of cyber campaigns, and the heightened geopolitical risk and tension, continue to pose new and significant cybersecurity and operational risks and threats. While measures and controls have been adopted and are periodically reviewed and updated to mitigate cybersecurity and operational risks, there can be no guarantee or assurance that we, the underlying Funds, or our service providers will not suffer losses affecting your Policy due to cyber-attacks, operational incidents, misuse of AI, or information security breaches in the future.

We are also exposed to risks related to natural and man-made disasters or other events, including (but not limited to) earthquakes, fires, floods, storms, epidemics and pandemics (such as COVID-19), geopolitical tensions, armed conflicts, wars, terrorist acts, civil unrest, malicious acts and/or other events that could adversely affect our ability to conduct business. The risks from such events are common to all insurers. To mitigate such risks, we have business continuity plans in place that include remote workforces, remote system and telecommunication accessibility, and other plans to ensure availability of critical resources and business continuity during an event. Such events can also have an adverse impact on financial markets, U.S. and global economies, service providers, and Fund performance for the funds available through your Policy. There can be no assurance that we, the Funds, or our service providers will avoid such adverse impacts due to such events and some events may be beyond control and cannot be fully mitigated or foreseen.

Associated with Insurance Coverage Available Under the Policy and Optional Riders, above.

You can increase or decrease your Policy’s Face Amount as long as we approve it. If you change the Face Amount, we will send you a Supplemental Schedule of Coverage for benefits and premiums.

● You can change the Face Amount as long as the Insured is alive.

● You must send us your Written Request while your Policy is In Force.

● Unless you request otherwise, the change will become effective on the first Monthly Payment Date on or after we receive and approve your request.

● Changing the Total Face Amount can affect the Net Amount At Risk, which affects the cost of insurance charge. An increase in the Face Amount may increase the cost of insurance charge, while a decrease may decrease the charge.

● If your Policy’s Death Benefit is equal to the Minimum Death Benefit, and the Net Amount At Risk is more than three times the Death Benefit on the Policy Date, we may reduce the Death Benefit by requiring you to make a withdrawal from your Policy. If we require you to make a withdrawal, the withdrawal may be taxable. Please see the WITHDRAWALS, SURRENDERS AND LOANS section in this prospectus for information about making withdrawals.

● We will refuse your request to make the Basic Face Amount less than $1,000.00.

Requesting an Increase in Face Amount

You may request an increase in the Basic Face Amount under the Policy, or the Face Amounts under the LTPR or SVER. Each Face Amount increase will create a new Coverage Layer with its own Coverage Layer Date and Policy charges.

Here are some additional things you should know about requesting an increase in the Face Amount under the Policy:

● The Insured must be Age 90 or younger at the time of the increase.

● You must give us satisfactory Evidence of Insurability.

● Each increase you make to the Face Amount must be a minimum of $25,000.

● Each increase in Face Amount will have an associated cost of insurance rate and Coverage charge. Each increase of the Basic or LTPR Face Amount will also cause your Policy to have a separate corresponding 10-year Surrender Charge. Each increase of the LTPR Face Amount will also have a separate corresponding 10-year Termination Charge. Any cost or charge changes will take effect on the next Monthly Payment Date after the Face Amount increase is applied to the Policy.

● There is a $100 charge for any increases in Face Amount under the LTPR or SVER. Currently, we are not imposing the $100 charge.

● We reserve the right to limit Face Amount increases to one per Policy Year.

● A requested increase in Face Amount will terminate the Flexible Duration No-Lapse Guarantee Rider. See the OPTIONAL RIDERS AND BENEFITS – Flexible Duration No-Lapse Guarantee Rider section in this prospectus.

Term Increases in Face Amount

Your Policy may be issued with the S-ARTR Rider. Under this Rider there may be scheduled annual renewable insurance coverage increases in Face Amount under the S-ARTR Rider. In this Rider, a scheduled increase is referred to as a Term Increase. All Term Increases will be shown in the Policy Specifications. Future Term Increases will not require future medical underwriting, but may in some instances require financial underwriting. Financial underwriting generally includes a review of the Insureds earned income and net worth in relation to the amount of life insurance coverage requested.

A Term Increase in S-ARTR Coverage will increase the Face Amount of the existing Coverage Layer.

There is a cost of insurance charge associated with each such Term Increase that has gone into effect and continues to be in effect. Such cost of insurance charge is part of the Monthly Deduction for the Policy and is calculated the same as that for other Coverage Layers, subject to maximum cost of insurance Rates that are the same as those applicable to the initial Coverage Layer. The monthly Cost of Insurance Rates are shown in the Policy Specifications. There is also a guaranteed Coverage charge associated with each Term Increase. The guaranteed Coverage charge is based on the current S-ARTR Face Amount. There is no surrender charge associated with a Term Increase.

Other Increases in Face Amount

The Policy’s Face Amount may increase under the Basic Life Coverage, the S-ARTR Rider, the LTPR, or the SVER when you request a change in Death Benefit Option. In this case, we will increase the Face Amount of the most recently issued Coverage Layer. If there are Basic Life, S-ARTR, LTPR, and/or SVER Coverage Layers with the same Coverage Layer Date, we will increase the S-ARTR Coverage Layer first, then the LTPR or SVER, and finally the Basic Face Amount.

Requesting a Decrease in Total Face Amount

You may request a decrease in the Policy’s Total Face Amount. A decrease in the Total Face Amount is subject to the following limits:

• We do not allow decreases during the first Policy Year

• You may only request one decrease per Policy Year

• The Policy’s Basic Face Amount must be at least $1,000 following a decrease. We can refuse your request if the change in Face Amount would mean that your Policy no longer qualifies as life insurance under the Code

• Unless you have told us otherwise In Writing, any request for a decrease will not take effect if the Policy would be classified as a Modified Endowment Contract under the Code.

Decreasing the Total Face Amount may affect your Policy’s tax status. To ensure your Policy continues to qualify as life insurance, we might be required:

• To return part of your premium payments to you if you have chosen the Guideline Premium Test, or

• To make distributions from the Accumulated Value, which may be taxable. For more information, please see the VARIABLE LIFE INSURANCE AND YOUR TAXES section in this prospectus.

We can refuse your request if the amount of any distributions would exceed the Net Cash Surrender Value under the Policy.

If there is a decrease in Total Face Amount, the Coverage charge for the Basic Life Coverage and any LTPR or SVER Coverage will not change. This is because the Coverage charge for these Coverages is based on the Coverage Layer at issue and at the time of any increase in Face Amount. The Coverage Charge is based on the expenses of issuing the Coverage. A decrease in Face Amount under the S-ARTR will decrease the S-ARTR Coverage charge because the charge is based on the S-ARTR current Face Amount.

Additionally, the cost of insurance charge may decrease since the Face Amount decrease may affect the Net Amount At Risk. If all LTPR, SVER, or S-ARTR Coverage Layers terminate due to a Face Amount Decrease, the Coverage charge for that Rider will no longer be deducted and Rider benefits will terminate.

If there is a decrease in the Basic or LTPR Face Amount, the Surrender Charge and Termination Charge, as applicable, for the affected Coverage Layer will not change. No Surrender Charge is imposed on a Face Amount decrease. The Termination Charge will not be deducted upon an LTPR Face Amount decrease unless the decrease reduces the Rider Face Amount to zero and the Rider terminates. If all LTPR Coverage Layers are terminated due to a Face Amount decrease, the LTPR Termination Charge will be deducted from the Policy’s Accumulated Value, and the Policy’s Surrender Charge will be reduced by and no longer include the surrender charge associated with LTPR Coverage. See the OPTIONAL RIDERS AND BENEFITS section of this prospectus for more information.

Processing of Decreases

Decreasing the Total Face Amount, whether as a result of your request or as a result of a withdrawal or change in Death Benefit Option, will reduce the Face Amount of the Coverage Layers.

We will apply any decrease in the Face Amount to eligible Coverage Layers to the most recent eligible increases you made to the Face Amount first and then to the Initial Face Amount.

If more than one Coverage Layer has the same Coverage Layer Date, we will first reduce the Face Amount of any S-ARTR Rider Coverage Layer first, then any LTPR or SVER Rider Coverage Layer, then the Basic Face Amount of any Policy Coverage Layer.

If you elected an accelerated death benefit rider, any accelerated Death Benefit payments made under a rider will decrease the Total Face Amount. You can find specific information about this decrease in the applicable rider description which can be found in the OPTIONAL RIDERS AND BENEFITS section in this prospectus.

The following limits apply to Option C:

● Option C must be elected at Policy issue.

● To elect Option C, the Insured must be Age 80 or younger at the time the Policy is issued.

● The calculation of the total premiums paid under Option C will be equal to the minimum of (1) the total premiums paid, minus any withdrawal or distributions that reduce the Accumulated Value; or (2) the Option C Death Benefit Limit shown in your Policy Specifications minus the Face Amount of your Policy.

● Once the Policy is issued, the Option C Death Benefit Limit will not change, even if you increase or decrease the Face Amount of your Policy or any Rider. However if you change your Death Benefit Option from Option C to Option A or Option B, the Option C Death Benefit Limit will no longer apply to the Policy.

● We will not approve any increase in Face Amount to the Policy or any Rider that would cause the Death Benefit to exceed the Option C Death Benefit Limit.

The tables below compare the Death Benefits provided by the Policy’s available Death Benefit Options. The examples are intended only to show differences in Death Benefits and Net Amounts at Risk. Accumulated Value assumptions may not be realistic.

These examples show that each Death Benefit Option provides a different level of protection. Keep in mind that generally, cost of insurance charges, which affect your Policy’s Accumulated Value, increase over time. The cost of insurance is charged at a rate based on the Net Amount At Risk. As the Net Amount At Risk increases, your cost of insurance increases. Accumulated Value also varies depending on the performance of the Investment Options in your Policy.

The examples displayed in the tables below represent varied outcomes using differing testing methods. The Cash Value Accumulation Test may be more beneficial if you want more flexibility in your ability to pay more premium into the policy, though you may experience higher policy charges. The Guideline Premium Test may be more beneficial if you want to limit your policy’s charges,

though the amount of premium you pay into the policy is limited according to the Tax Code.

The example below assumes the following:

● The Insured is Age 45 at the time the Policy was issued and dies at the beginning of the tenth Policy Year;

● Face Amount is $100,000

● Accumulated Value at the date of death is $25,000

● Total premium paid into the Policy is $30,000

● The Minimum Death Benefit under the Guideline Premium Test is $39,250 (assuming a Guideline Minimum Death Benefit Percentage of 157% of the Accumulated Value)

● The Minimum Death Benefit under the Cash Value Accumulation Test is $43,250 (assuming a Cash Value Accumulation Test Minimum Death Benefit Percentage of 173% of the Accumulated Value).

If the Death Benefit equals the Minimum Death Benefit, any increase in Accumulated Value will cause an automatic increase in the Death Benefit.

Here’s the same example, but with an Accumulated Value of $75,000. Because Accumulated Value has increased, the Minimum Death Benefit is now:

● $117,750 for the Guideline Premium Test

● $129,750 for the Cash Value Accumulation Test.

Rider, or the Premier Chronic Illness Rider.

Provides insurance on the Insured and renews annually until the Policy terminates. The Rider is available for Insureds Age 90 or younger at the time of Rider issue. The Rider modifies the Death Benefit of the Policy to include the Face Amount of the Rider, so that the Death Benefit equals the greater of the Death Benefit as calculated under 1) the Death Benefit Option you choose on the Policy plus the Face Amount of the Rider, or 2) the Minimum Death Benefit under the Death Benefit Qualification Test you have chosen. You may request increases or decreases in Face Amount of the Rider, subject to certain limitations. We reserve the right in our sole discretion to restrict elective increases in the Rider Face Amount to one per Policy Year. This Rider does not have Accumulated Value of its own and does not have any cash value. This Rider must be elected at Policy issue. This Rider cannot be issued on a Policy with SVER Coverage.

You should elect this Rider if you desire potential better long-term performance of your Policy’s Accumulated Value (in exchange for lower short-term liquidity) than would be provided under Basic Life Coverage alone. This Rider reduces the Policy’s Cash Surrender Value and Net Cash Surrender Value within the first 10 Policy Years of any Coverage Layer due to the surrender charge associated with LTPR Coverage, which increases the Policy Surrender Charge. This means that during the first 10 Policy Years following any LTPR Coverage Layer Date, there may be less money available under your Policy for withdrawals and Policy loans. However, the Coverage Charge on LTPR Coverage may generally be lower compared to Basic Life Coverage, and additional Policy credits, if any, may be higher on LTPR Coverage compared to Basic Life Coverage. This may increase the Policy’s Accumulated Value over time. See the section YOUR POLICY’S ACCUMULATED VALUE – Additional Credit.

Rider Charges

This Rider has a Rider Coverage Charge, a Rider Cost of Insurance Charge, and a Rider Termination Charge, and it increases the Policy’s Surrender Charge. Each Rider Coverage Layer added to the Policy has its own set of charges. The Face Amount, Risk Class, effective date, Coverage Layer Date, and charges for any Rider Coverage Layer added after the Policy Date will be shown in

a Supplemental Schedule of Coverage sent to you at the mailing address you have provided.

Coverage and Cost of Insurance Charges

The Rider Coverage Charge is the sum of Coverage charges for each Rider Coverage Layer. The maximum monthly Coverage Charge for each Rider Coverage Layer will be shown on the Policy Specifications. Generally, the LTPR Coverage Charge may be lower than the Coverage Charge on Basic Life Coverage. The Rider Cost of Insurance charge is the sum of the Cost of Insurance charge for each Rider Coverage Layer and is determined as a rate per $1,000 of Net Amount At Risk. The Coverage Layer Date and the Rider Coverage Charge associated with each Rider Coverage Layer remain unchanged, even if that Rider Coverage Layer is reduced to zero, until the Rider is terminated.

Surrender and Termination Charges

Each LTPR Coverage Layer has a Termination Charge while this Rider is in effect. The Termination Charge will be effective as of Policy issue or the Coverage Layer Date, and applies for 10 Policy Years. The Termination Charge is deducted from the Policy’s Accumulated Value if you terminate the Rider while the Policy remains in Force. The Policy Surrender Charge will also be reduced accordingly by the amount of the surrender charge associated with LTPR Coverage. If the Policy’s Net Accumulated Value after the Termination Charge is deducted is insufficient to cover your Policy’s Monthly Deductions of Policy charges, the Policy will go into a Grace Period. Each subsequent increase in LTPR Coverage will result in an additional Rider Coverage Layer that has its own Termination Charge that applies for 10 Policy Years after the Coverage Layer Date. For any Rider Coverage Layer representing an increase in Coverage, the associated Termination Charge will be provided in a Supplemental Schedule of Coverage.

The Termination Charge is based on the Face Amount of that Coverage Layer, the Age and Risk Class of the Insured, and the Death Benefit Option, as of the date the Coverage Layer is effective. The Termination Charge at issue = (LTPR Termination Charge rate * LTPR Face Amount at issue). The new Termination Charge on any Coverage Layer increase = (LTPR Termination Charge rate * LTPR Face Amount increase). The Rider’s total Termination Charge is the sum of the Termination Charges on any Rider Coverage Layer that has an associated Termination Charge. We may charge less than the maximum Termination Charge shown in the Fee Table. Each LTPR Coverage Layer also has a surrender charge associated with LTPR Coverage which increases the Surrender Charge under the Policy while the Rider is in effect. The Surrender Charge will be effective as of Policy issue or the Coverage Layer Date, and applies for 10 Policy Years. The surrender charge associated with LTPR Coverage is deducted from the Policy’s Accumulated Value if you surrender the Policy while the Rider is in effect. Each subsequent increase in LTPR Coverage will result in an additional Rider Coverage Layer that has its own surrender charge associated with LTPR Coverage that applies for 10 Policy Years after the Coverage Layer Date. For any Rider Coverage Layer representing an increase in Coverage, the associated Surrender Charge will be provided in a Supplemental Schedule of Coverage. The maximum Surrender Charges under the Policy include the sum of the Surrender Charges on any Rider Coverage Layer that has an associated Surrender Charge. We may charge less than the maximum Surrender Charge shown in the Fee Table.

The initial surrender charge associated with LTPR Coverage and initial Termination Charge applicable to your Policy for any such Rider Coverage Layer will be effective as of its Coverage Layer Date and as of the beginning of each Coverage Year (the anniversary of each Coverage Layer Date, which may be the same as the Policy Anniversary) thereafter for 10 Policy Years following the Coverage Layer Date. The initial LTPR Termination Charge and surrender charge associated with LTPR Coverage will decrease on each Monthly Payment Date until the charge becomes $0 after 10 Policy Years in the same manner
as the Policy’s Surrender Charge on Basic Life Coverage. See the WITHDRAWALS, SURRENDERS AND LOANS – Surrendering Your Policy section for more information on the Surrender Charge. See the FEE TABLES section in this prospectus for more information on the costs associated with this Rider. The total Surrender Charge at Policy issue is shown on the Policy Specifications.

The surrender charges associated with the Rider will reduce the Policy’s Cash Surrender Value and Net Cash Surrender Value. This is because the surrender charge associated with LTPR Coverage increases the Policy’s total Surrender Charge, which is used to determine the Cash Surrender Value and Net Cash Surrender Value. This may reduce the amount available to you for withdrawals and Policy loans.

The LTPR Termination Charge will be deducted from the Policy’s Accumulated Value under the following circumstances:

● If the Rider is terminated by Written Request, or

● If the Rider is terminated when the Rider Face Amount is reduced to zero due to a Death Benefit Option Change, a requested Face Amount

Decrease or a withdrawal, and the Policy remains In Force.

The Termination Charge will be deducted from the Policy’s Accumulated Value on the first Monthly Payment Date on or following the date the Rider is terminated, and your Policy’s Surrender Charge will be reduced by and no longer include the surrender charge associated with LTPR Coverage. If the Rider terminates for any other reason, including if an accelerated death benefit payment reduces the Rider Face Amount to zero, the Termination Charge will not be deducted from the Policy’s Accumulated Value.

Increases or Decreases in Rider Face Amount

You may request an increase or decrease in the Rider Face Amount.

Increases. Each increase will be subject to satisfactory evidence of insurability. Any elected increase in Rider Face Amount will add a new Coverage Layer. Each Coverage Layer has its own Face Amount, Risk Class, Coverage Layer Date, and will have associated cost of insurance, Coverage charge, Termination Charge, and surrender charge associated with LTPR Coverage that increases your Policy’s total Surrender Charge. The increase will become effective on the first Monthly Payment Date on or following the date we receive and approve your request. We may limit increases of Rider Face Amount to one per Policy year. We may deduct an administrative charge (to evaluate insurability) not to exceed $100 from your Policy’s Accumulated Value on the effective date of any requested increase.

Decreases. Decreases are permitted on and after the first Policy Anniversary. Each decrease will be effective on the first Monthly Payment Date on or following the date the Written Request is received at our Consumer Markets Division. A Coverage charge is assessed in order to recover the expense of issuing coverage on the Policy. A Rider Face Amount decrease will not decrease its Coverage charge because the Rider’s Coverage is based on the at coverage issue Face Amount of the Rider. Similarly, a Rider Face Amount decrease will not decrease the Termination Charge or surrender charge associated with LTPR Coverage. No surrender charge associated with LTPR Coverage is imposed on a Face Amount decrease. The Termination Charge will not be deducted upon a Rider Face Amount decrease unless the decrease reduces the Rider Face Amount to zero and the Rider terminates. If the Rider terminates, we will assess the Termination Charge against your Policy’s Accumulated Value and reduce your Policy’s Surrender Charge by the amount of the surrender charge associated with LTPR Coverage. If the Face Amount of this Rider is decreased, then the most recently added Coverage Layer will be decreased or eliminated in the following order:

● The Face Amount of any scheduled annual renewable rider (e.g. S-ARTR);

● The Face Amount of this Rider; and

● The Face Amount of Basic Life Coverage under the Policy.

Rider Termination

The Rider will terminate on the earliest of

● Your Written Request;

● The date the Policy is no longer In Force; or

● The date the Rider Face Amount decreases to zero.

While the Policy remains in force, LTPR termination and the deduction of the LTPR Termination Charge can only occur on a Monthly Payment Date. If, after deducting the LTPR Termination Charge, the Accumulated Value less any Total Policy Debt is insufficient to cover the current Monthly Deduction, a 61-day Grace Period then begins during which the Policy continues In Force. See the YOUR POLICY'S ACCUMULATED VALUE – Lapsing and Reinstatement section.

Upon Rider termination, all Rider charges and any benefits associated with this Rider will be terminated. The Termination Charge will reduce the Policy’s Accumulated Value, as described above. Upon Rider termination, the Rider cannot be added back to the Policy.

Reinstatement

If the Policy lapses and is later reinstated, then this Rider will also be reinstated as long as this Rider was in effect on the date the Policy was no longer In Force.

Conversion

This Rider is not convertible.

Example

A Policy is issued to an Insured at age 45, with a Face Amount of $250,000. The Policy also included $20,000 of insurance under this Rider which increases the Face Amount to $270,000. The Rider charges (Rider Coverage Charge and Rider Cost of Insurance) are added to the Monthly Deductions, and the surrender charge associated with LTPR Coverage is added to the Policy’s total Surrender Charge. At age 50, the Insured requests $15,000 of additional insurance under the Rider and submits evidence of insurability. The increase is approved by us and the additional insurance is added to the Policy increasing the Face Amount to $285,000 ($250,000 under the base Policy plus $35,000 under the Rider).

The SVER provides insurance on the Insured in combination with the Face Amount of the Policy and may also provide higher early cash value. You may purchase the Rider at Policy issue. The Rider modifies the Death Benefit of the Policy to include the

Face Amount of the Rider, so that the Death Benefit equals the greater of the Death Benefit as calculated under 1) the Death Benefit Option you choose on the Policy plus the Face Amount of the Rider, or 2) the Minimum Death Benefit under the Death Benefit Qualification Test you have chosen. This Rider must be elected at Policy issue. This Rider cannot be issued on a Policy with LTPR Coverage.

The guaranteed monthly cost of insurance rate and monthly Coverage charge will be shown in your Policy Specifications. Our current cost of insurance rates for the Rider are lower than the guaranteed rates.

You may request increases or decreases in Face Amount of the Rider. Each increase will be subject to satisfactory evidence of insurability and will have associated cost of insurance and Coverage charges. Unless you request otherwise, the increase will become effective on the first Monthly Payment Date on or following the date we receive and approve your request. We may limit increases of Rider Face Amount to one per Policy Year. We may deduct an administrative charge not to exceed $100 from your Policy’s Accumulated Value on the effective date of any unscheduled increase. Decreases will be effective on the first Monthly Payment Date on or following the date the Written Request is received at our Life Insurance Division. A Face Amount decrease of this Rider will not decrease the Coverage charge. Decreases will first be applied against the most recent increase, if any, and then against successively earlier increases, if any, and finally against the original SVER Face Amount.

The Rider will terminate on the earliest of your Written Request, or on lapse or termination of this Policy.

You should elect this Rider if you desire higher short-term liquidity of your Policy’s Accumulated Value (in exchange for lower long-term performance) than would be provided under Basic Life Coverage alone. This Rider increases the Policy’s early Cash Surrender Value and Net Cash Surrender Value since this Coverage does not increase the Policy’s Surrender Charge and has no Coverage Charge in the first policy year, though there are no additional Policy credits on SVER Coverage. For more information, see the YOUR POLICY’S ACCUMULATED VALUE – Additional Credit section in this prospectus.

Example

A Policy is issued to an Insured at age 45, with a Face Amount of $250,000. The Policy also included $20,000 of insurance under this Rider which increases the Face Amount to $270,000. The Rider charges (Rider Coverage Charge and Rider Cost of Insurance) are added to the Monthly Deductions, though the Rider does not increase the Policy’s total Surrender Charge. At age 50, the Insured requests $15,000 of additional insurance under the Rider and submits evidence of insurability. The increase is approved by us and the additional insurance is added to the Policy increasing the Face Amount to $285,000 ($250,000 under the base Policy plus $35,000 under the Rider).

The S-ARTR Rider provides for scheduled annual renewable insurance Coverage in Face Amount without future medical underwriting after policy issue. In this Rider, a scheduled increase is referred to as a Term Increase, and is scheduled for a particular Policy Anniversary, as shown in the Policy Specifications. The Face Amount contributes to the Total Face Amount, and consequently to the Death Benefit, of the Policy. This Rider does not have Accumulated Value of its own and does not have any cash value. This Rider must be elected at Policy issue.

A Term Increase is a future increase in the Face Amount of this rider. Each Term Increase will increase the Face Amount of the Rider Coverage Layer. Once a Term Increase goes into effect, it becomes part of the Rider Face Amount.

This Rider provides no term insurance at the time of policy issue and only provides additional insurance coverage as scheduled on certain Policy Anniversaries. If you wish to have additional insurance coverage at the time of policy issue, you must purchase another rider such as the LTPR or the SVER.

The guaranteed monthly cost of insurance rates will be shown in your Policy Specifications. Our current cost of insurance rates for the Rider are lower than the guaranteed rates.

This Rider has a Coverage charge that varies by Coverage year and Rider Face Amount. Any increase or decrease in the Rider’s Face Amount will impact the Coverage charge. The guaranteed monthly Coverage charges will be shown in the Policy Specifications. We currently do not impose the Coverage charge for this Rider.

This Rider also has a Rider Charge that will be shown in your Policy Specifications. See the FEE TABLES section in this prospectus for more information on the costs associated with this Rider.

The Rider is available subject to the following:

● The maximum Term Increase at attained ages 0-79 is 20% of the Total Face Amount before the increase.

● The maximum Term Increase at attained ages 80-94 is 5% of the Total Face Amount before the increase.

● Increases will not be scheduled beyond attained age 94.

● Each increase is an increase to the Coverage Layer at issue, and does not create a new Coverage Layer; the original rates at

Policy issue will apply to the increase.

● The cost of insurance charges will increase as a result of the increase in the Policy’s Net Amount At Risk.

You may request an increase or decrease in the schedule of future Term Increases by providing a written request. Any increase to the Face Amount of the Term Increases may be subject to evidence of insurability and is subject to our approval. If you reject a Term Increase that has been approved, all future Term Increases may be forfeited. For any change in Term Increases, we will send you a Supplemental Schedule of Coverage to reflect the change.

This Rider is effective on the Policy Date unless otherwise stated. It will terminate on the earlier of:

● Your written request

● The date the Rider or the Policy ceases to be In Force

● The death of the Insured.

If the Policy is reinstated, any Term Increases that would have occurred during the time the Policy was lapsed will be forfeited. Term Increases that are scheduled to occur after the reinstatement of the policy and rider will be handled as if the Policy had never lapsed.

This Rider differs from the LTPR and SVER in a number of ways, including:

● You may schedule increases in Face Amount with this Rider without creating a new Rider coverage layer, however, this Rider does not add additional insurance coverage at Policy issue.

● Scheduled increases in Face Amount for this Rider do not require additional medical underwriting after issue however, if there is a requested change in the amount of scheduled increases additional underwriting may be required

● Increases in Face Amount for this Rider may only occur on Policy Anniversaries

● Cost of insurance rates and charges for this Rider currently differ from the cost of insurance rates and charges for the LTPR and SVER.

Example

A Policy is issued to an Insured at age 45, with a Face Amount of $250,000. Prior to Policy issue, the Insured scheduled two future increases to occur over the first ten Policy years which will not require evidence of insurability. The scheduled increases will occur on the third and sixth Policy Anniversary. No term insurance is added to the Policy at issue. No unscheduled insurance increases are allowed under the Rider.

On the third Policy Anniversary, there is a scheduled increase in Face Amount by adding $10,000 of insurance under this Rider. This increases the total Face Amount to $260,000 ($250,000 under the base Policy plus $10,000 under the Rider). A Rider Coverage charge will now be deducted each month for the coverage added.

On the sixth Policy Anniversary, there is a scheduled increase of $15,000 of insurance under this Rider. This increases the total Face Amount to $275,000 ($250,000 under the base Policy plus $25,000 under the Rider – including the previous scheduled increase on the third Policy Anniversary). The Rider Coverage charge will increase due to the additional insurance added.

This Rider provides a no-lapse guarantee that the Policy and any optional benefits you have selected will remain In Force as long as the Net No-Lapse Guarantee Value is greater than zero, even if the Policy’s Net Accumulated Value (Accumulated Value less any Total Policy Debt) is not enough to cover the Monthly Deductions due. As long as the No-Lapse Guarantee under this Rider is in effect, the Policy will not enter the Grace Period and lapse. This Rider must be elected at Policy issue. We assess a monthly charge for this Rider.

If you elect the FDNLG Rider, it will be in effect when we issue the Policy. The Rider cannot be added after the Policy Issue Date.

Rider Eligibility

You are eligible to elect the Rider if:

● The Insured is age 90 or younger at Policy issue and is not juvenile (Insured’s age at Policy issue is at least 18).

● At initial purchase and during the entire time you own this Rider, you must allocate 100% of your Accumulated Value among the allowable Investment Options. For the list of investment options allowed under the FDNLG Rider, see

the APPENDIX: FUNDS AVAILABLE UNDER THIS POLICY - Allowable Investment Options section in this prospectus. We reserve the right to change the allowable Investment Options under the Rider for current and new Policy owners. You may contact us at any time for information on the allowable Investment Options.

We may add or remove allowable Investment Options at any time. If your Policy was issued with Investment Option requirements, following a change to the allowable Investment Options, your current allocation of Accumulated Value may not comply with our revised allocation requirements for the Rider. As a result, you will be required to reallocate your Policy Accumulated Value to the revised allowable Investment Options in order to maintain the Rider benefits. We have the right to significantly reduce the number of allowable Investment Options even to a single conservative Investment Option. Our right to add or remove allowable Investment Options may limit the number of Investment Options that are otherwise available to you under the Policy. Please discuss with your life insurance producer if this Policy and Rider are appropriate for you given our right to make changes to the allowable Investment Options.

We may make such a change due to a fund reorganization, fund substitution, fund liquidation, or to help protect our ability to provide the guarantees under the Rider (for example, changes in an underlying Fund’s investment objective and principal investment strategies, or changes in general market conditions). If such a change is required, we will provide you with reasonable notice (generally 90 calendar days) prior to the effective date of such change to allow you to reallocate your Accumulated Value to maintain your Rider benefits. If you do not reallocate your Accumulated Value to comply with the new Rider allocation requirements, your Rider will terminate.

We will send you written notice in the event any transaction made by you will cause the Rider to terminate for failure to invest according to the investment allocation requirements. However, you will have at least 20 calendar days starting from the date of our written notice, to instruct us to take appropriate corrective action to continue the Rider. If you take appropriate corrective action and continue the Rider, the Rider benefits and features available immediately before the terminating event will remain in effect.

Rider Terms:

Net Basic Premium – equals the Basic Premium reduced by applicable fees and charges.

Basic Fund – receives Net Basic Premium, less any withdrawals or accelerated death benefit payments.

Excess Fund – receives Net Excess Premium, less any withdrawals or accelerated death benefit payments.

Excess Premium – equals the portion of each Premium Payment received in a Policy year in excess of the Basic Premium.

Excess Premium Load– an amount equal to the Excess Premium multiplied by the Excess Premium Load rate which is 10%. This load is not deducted from any premium made under the Policy and is used only as a factor for determining benefits under this Rider.

No-Lapse Premium Load – an amount equal to the Premium Payment multiplied by the No-Lapse Premium Load rate which is 5.90%. This load is not deducted from any premium made under the Policy and is used only as a factor for determining benefits under this Rider.

Optional Benefit Charges – are equal to the sum of the charges, if any, for each optional benefit attached to the Policy. The charges incurred for those optional benefits are used in the calculation to determine the No-Lapse Guarantee Value for this Rider. See the No- Lapse Deduction subsection below. This is only used to determine benefits under this Rider is not a charge deducted from the Accumulated Value.

Rider Charge Effect on Policy Values

There is a monthly charge for the FDNLG Rider. The charge is deducted from your Policy’s Accumulated Value as a Monthly Deduction. This charge does not reduce your No-Lapse Guarantee Value. The Rider Charge is shown in the Policy Specifications and equals a monthly rate per dollar of Policy Net Amount at Risk (Rider Charge). Currently, the charge range is $0.02 – $1.10 per $1,000 of Net Amount at Risk.

Example:

Assumptions:

● Policy’s Net Amount at Risk is $80,000

● Rider Charge Deduction is 0.0001

Then the Rider Charge associated with the FDNLG Rider is $8 ($80,000 × 0.0001).

No Lapse Guarantee Value

The duration of the guarantee under the FDNLG Rider can cover the lifetime of the Insured. The duration of the FDNLG Rider is determined by the No Lapse Guarantee Value. The guarantee is in effect as long as the Net No-Lapse Guarantee Value (No Lapse Guarantee Value less any Total Policy Debt) is greater than zero.

The No-Lapse Guarantee Value is equal to the sum of the Basic Fund, the Excess Fund and the No-Lapse Guarantee Loan Account Value. The Basic Fund contains the Net Basic Premium and is credited with an Accumulation Amount that can range from a 4.28% to 4.92% annual rate, based on issue age and duration. The Excess Fund contains the Net Excess Premium and is credited with an Accumulation Amount based upon a 1% annual rate. The No-Lapse Guarantee Loan Account Value is equal to the Standard Loan Account Value on your Policy and any Alternate Loan Value.

Note: The No-Lapse Guarantee Value is tracked only for the purpose of determining if the No Lapse Guarantee is in effect. The value, including any Accumulation Amounts added to the No-Lapse Guarantee Value, is not added to the Policy’s Accumulated Value, and as such cannot be withdrawn or loaned against, and is not used in the determination of the Death Benefit or to any other benefit under the Policy.

Example:

Assumptions:

● Policy 1 elected FDNLG Rider at issue

o Basic Fund is $11,000 before no-lapse deductions

o Excess Fund is $0 before no-lapse deductions

o No-Lapse Guarantee Loan Account Value is $9,000

o Upcoming monthly no-lapse deduction of $1,000

● Policy 2 did not elect FDNLG Rider at issue

● For both policies:

o Accumulated Value of $10,000 before monthly deductions

o Policy Debt of $9,000

o Surrender charge of $500

o Upcoming monthly deduction of $1,000

o Withdrawal of $200

Result:

● Both policies have a Net Accumulated Value of -$700 ($10,000 - $9,000 - $500 - $1,000-$200) after the monthly deduction

● Policy 1 remains in force because Net No-Lapse Guarantee Value is greater than $0 even though Net Accumulated Value is less than $0.

● Policy 1 has a Net No-Lapse Guarantee Value of $300 ($11,000 - $9,000 - $500 - $1,000-$200) after the monthly deduction

● Policy 2 enters the Grace Period since Net Accumulated Value is less than $0.

Basic and Excess Fund under the Rider

The Basic and Excess Fund are an accumulation of policy premiums, withdrawals, and loans. While the Basic Fund may become negative, the Excess Fund will never be less than zero. Both the Basic Fund and the Excess Fund are increased and reduced as described below.

1. Net Basic Premiums are added to the Basic Fund; Net Excess Premiums are added to the Excess Fund,

2. No Lapse Deductions reduce the Excess Fund, and then the Basic Fund,

3. Accumulation Amounts are added to the Basic Fund and Excess Fund,

4. Any withdrawal of policy Accumulated Value will reduce the Excess Fund and then the Basic Fund, including any policy

fees, and

5. Standard Loans and Alternate Loans will reduce the Excess Fund and then the Basic Fund. Net Premium is allocated to the Basic Fund and Excess Fund as follows:

● Net Basic Premium is the higher of the premium up to the Annual Premium Threshold for the Policy Year, as described in the Policy Specifications, or the amount needed to bring any negative Basic Fund back to zero. This amount is reduced by the No- Lapse Premium Load and added to the Basic Fund.

● Net Excess Premium is any premium in excess of the Basic Premium. Excess Premium is reduced by the No-Lapse Premium Load and the Excess Premium Load and added to the Excess Fund. Please note, the No-Lapse Premium Load and the Excess Premium Load are only used to determine the benefits provided by this Rider. They are not assessed against any premium made under the Policy or against the Policy’s Accumulated Value.

Example:

Assumptions:

● Annual Premium Threshold for the current year is $10,000

● Premium Received is $15,000

● Basic fund is positive

● No Lapse Premium Load is 5.90%

● Excess Premium Load is 10%

The Net Basic Premium and Net Excess Premium are calculated as follows:

● Basic Premium is $10,000 (lesser of $10,000 and $15,000). Net Basic Premium of $9,410 [$10,000 × (1-5.90%)] will be added to the Basic Fund.

● Excess Premium is $5,000. Net Excess Premium of $4,205 [$5,000 × (1 – 5.90% - 10%)] will be added to the Excess Fund

Example:

Assumptions:

● Annual Premium Threshold for the current year is $10,000

● Premium Received is $15,000

● Basic Fund is -$12,233.

● No Lapse Premium Load is 5.90%

● Excess Premium Load is 10%

The Net Basic Premium and Net Excess Premium are calculated as follows:

● Basic Premium is $13,000. The Net Basic Premium is $12,233 [$13,000 × (1-5.90%)], which, when added to the Basic Fund, brings the Basic Fund to zero.

● Excess Premium is $2,000. Net Excess Premium of $1,682 [$2,000 × (1 – 5.90% - 10%)] will be added to the Excess Fund

No-Lapse Deduction

The No-Lapse Deduction is an amount that is deducted first from the Excess Fund until the Excess Fund is reduced to zero and then from the Basic Fund. The No-Lapse Monthly Deduction is the greater of the No-Lapse Monthly Charge Deduction or the Alternative No-Lapse Monthly Deduction, as described below.

No-Lapse Monthly Charge Deduction. The No-Lapse Monthly Charge Deduction is described in the Policy Specifications and includes the following:

● The No-Lapse Coverage Charge

● The No-Lapse Administrative Charge

● Optional Benefit Charges, if any (applies to the LTPR, SVER, S-ARTR Rider, Overloan Protection 3 Rider, Premier LTC Rider, Premier Living Benefits Rider 2, Premier Chronic Illness Rider, and/or the Terminal Illness Rider as applicable)

● Transactional policy fees and charges, if any

● The No-Lapse Cost of Insurance Charge.

Alternative No-Lapse Monthly Deduction. The Alternative No-Lapse Monthly Deduction is also described in the Rider Specifications and includes:

● Optional Benefit Charges, if any

● Transactional policy fees and charges, if any

● The Alternative No-Lapse Cost of Insurance Charge.

Example:

Assumptions:

● Basic Fund before No-Lapse Deduction is $9,000

● Excess Fund is $3,500

● No-Lapse Monthly Charge Deduction is $3,000

● Alternative No-Lapse Monthly Deduction is $4,000.

Then the Basic and Excess Funds are reduced as follows:

● The No-Lapse Deduction is $4,000 (the greater of $3,000 and $4,000)

● Excess Fund will be reduced to $0

● Basic Fund to $8,500.

No-Lapse Accumulation Amount

The No-Lapse Accumulation Amount is an amount that is added to the Basic Fund and the Excess Fund as follows.

● The Basic Fund No-Lapse Accumulation Amount is added to the Basic Fund. It is equal to the Basic Fund following premium payments, No-Lapse Deduction, withdrawals, loans and other Policy distributions; multiplied by the No-Lapse Accumulation Factor as shown in the Policy Specifications. If your Basic Fund is negative, the accumulation will further reduce your Basic Fund. The No-Lapse Accumulation Factor varies by Policy duration and age. For our example, we will use 0.002466, which is equivalent to an annual rate of 3%.

● The Excess Fund No-Lapse Accumulation Amount is added to the Excess Fund. It is equal to the Excess Fund following premium payments, No- Lapse Deduction, withdrawals, loans and other Policy distributions; multiplied by the Excess Accumulation Factor as shown in the Policy Specifications. The Excess Fund Accumulation Factor is 0.0008295, which is equivalent to an annual rate of 1%.

Example:

Assumptions:

● Basic Fund is $8,500, after premiums and no-lapse deductions.

● Excess Fund is $2,500, after premiums and no-lapse deductions

● No Lapse Accumulation Factor is 0.002466

● Excess Fund Accumulation is 0.0008295

Then the Basic and Excess Funds after the Accumulation Amounts are added are:

● Basic Fund Accumulation Amount is $20.96 and the Basic Fund is $8,520.96

● Excess Fund Accumulation Amount is $2.07, and the Excess Fund is $2,502.07.

Example:

Assumptions:

● Basic Fund is $5,000, after premiums and no-lapse deductions.

● Excess Fund is $0, after premiums and no-lapse deductions

● No Lapse Accumulation Factor is 0.002466

● Excess Fund Accumulation is 0.0008295

Then the Basic and Excess Funds after the Accumulation Amounts are added are:

o Basic Fund Accumulation Amount is -$12.33, and the Basic Fund is -$5,012.33. 

o Excess Fund Accumulation Amount is $0, and the Excess Fund is $0. 

Loan Effects on Rider 

Loans (Standard Loans and/or Alternate Loans) have an effect on the No Lapse Guarantee Value 

o Any new loan, including any loan interest that is added to the loan on an anniversary, will be added to the No-Lapse Guarantee Loan Account Value and will reduce the Excess Fund and then the Basic Fund. 

o Any loan repayment will be added to the Basic Fund only to the extent that the Basic Fund is negative. Otherwise, it will be added to the Excess Fund. 

Important Considerations 

The growth of your No-Lapse Guarantee Value depends on a number of factors including, but not limited to, the amount of premium you pay, the timing of your premium payments and any Policy changes. Any modification you make to the originally planned timing of or amount of premium paid and any Policy changes will affect the duration of the No-Lapse Guarantee provided by the Rider. Before making any change to the Policy, please request and review a current Illustration.

This Rider will terminate if an unscheduled increase in Face Amount under the Policy is elected. Please work with your life insurance producer before making any requests to increase the Face Amount under the Policy. 

If your Net No-Lapse Guarantee Value is equal to or less than zero, the benefits under this rider will not be in effect. However, you can restore the no-lapse guarantee benefit by making a premium payment or a loan repayment in an amount sufficient to make your Net No-Lapse Guarantee Value positive. 

Some examples of things you should consider: 

1. If you defer a payment, you will not receive the Accumulation Amount associated with that premium in the Basic and Excess Fund. If such a deferral would cause your No Lapse Guarantee Value to be negative, you will have to make a sufficient payment to bring the Basic Fund to positive, including any negative Accumulation Amounts.

2. If you defer payments and then try to “catch up” with a single large payment, that payment may be split into a Basic and Excess Premium based on the Annual Premium Threshold. Any premium allocated to the Excess Fund will have lower Accumulation Amounts associated with it.

3. If you take a Standard Loan and/or an Alternate Loan, your Basic Fund may be reduced. A loan repayment may not recover the value deducted from the Basic Fund, but instead could be added to the Excess Fund.

4. Any withdrawal will reduce the Excess and Basic Fund. However, a subsequent premium payment will be affected both by the Annual Premium Threshold and the Basic and Excess fund accumulation amounts, plus associated No Lapse and Excess Premium Loads.

5. You have the ability to increase the duration of your FDNLG rider by paying higher premiums, subject to the Annual Premium Threshold.

Rider Termination 

The Rider will terminate on the earliest of: 

o Your Written Request; 

o Policy Surrender; 

o The date the Policy is no longer In Force, 

o Allocation into any Investment Option that is not an allowable Investment Option and no corrective action was taken, after written notice was provided, to comply with the requirements to continue the Rider; 

o Upon electing an increase in Face Amount; 

o The end of the Maximum No-Lapse Guarantee Period, as shown in the Policy Specifications; or 

o The date when the Net No-Lapse Guarantee Value and the Net Accumulated Value are both less than or equal to zero and the Policy lapses (see the YOUR POLICY’S ACCUMULATED VALUE – Lapsing and Reinstatement section in this prospectus). 

Reinstatement 

This Rider may not be reinstated if it was terminated before the date the Policy was no longer In Force. Otherwise, this Rider will reinstate on the date that the Policy is reinstated.

This Rider provides for the continuation of death benefit coverage for a specified guarantee period, if certain minimum premiums under the Rider are paid, even if the Policy’s Net Accumulated Value is less than the Monthly Deduction due on a Monthly Payment Date. There is no additional fee for this Rider. 

Rider Eligibility 

The Rider is available at Policy issue for Insureds Age 79 and younger and if you choose Death Benefit Option A or B when applying for your Policy. This Rider is automatically added to the Policy if eligibility conditions are met. 

Rider Terms 

No-Lapse Guarantee Period – the time during which we guarantee the death benefit will remain In Force as long as the guarantee under this Rider is in effect. This period is shown in the Policy Specifications. This period begins on the Policy Date and will not re-start if insurance Coverage is added or increased. The guarantee period is based on the ages of the Insureds when the Policy is issued and the range of the guarantee period may last 11 years (if the Insured is Age 79) to 90 years (if the Insured is Age 0). This period ends when the Insured reaches attained age 90. 

No-Lapse Guarantee Premium – is an annual amount used during the No-Lapse Guarantee Period to determine the No-Lapse Credit (defined in the How the Rider Works section below). The No-Lapse Credit is used to determine if the guarantee under this Rider is in effect. The No-Lapse Guarantee Premium in effect as of the Policy Date is shown in the Policy Specifications and is expressed as an annual amount. The No-Lapse Guarantee Premium is calculated such that it covers sufficient future Monthly Deductions under the Policy. The No-Lapse Guarantee Premium may change. Any increase in Face Amount, scheduled or not, or addition or increase in insurance Coverage will cause an increase in the No-Lapse Guarantee Premium. A decrease in Face Amount or in other insurance Coverage will not cause a decrease in the No-Lapse Guarantee Premium. If the No-Lapse Guarantee Premium changes as a result of such a change, we will inform you of the amount of the changed No-Lapse Guarantee Premium. 

How the Rider Works 

This Rider guarantees that the Policy will continue in effect through the end of the No-Lapse Guarantee Period as long as the No-Lapse Credit less Policy Debt is equal to or greater than zero. The length of the No-Lapse Guarantee period is shown in the Policy Specifications. 

The No-Lapse Credit is used to determine if the guarantee under this Rider is in effect. It is calculated at the beginning of each Policy month during the No-Lapse Guarantee Period. The No-Lapse Credit as of the Policy Date, which is also the first Monthly Payment Date, is equal to the premium paid less one-twelfth of the No-Lapse Guarantee Premium. On any other Monthly Payment Date, the No-Lapse Credit is equal to: 

● The No-Lapse Credit as of the prior Monthly Payment Date multiplied by (i), where: 

- i = no greater than 1.00364439 if the No-Lapse Credit is negative; otherwise, 

- i = 1.00000; 

● Plus premiums received since the prior Monthly Payment Date; 

● Less withdrawals taken since the prior Monthly Payment Date; and 

● Less one-twelfth of the then current No-Lapse Guarantee Premium. 

Example: 

Assumptions 

a. No Lapse Premium is $838.61 

b. No Lapse Credit on the prior Monthly Payment Date is $1,000 

c. Withdrawal Amount taken since prior Monthly Payment Date is $500 

d. Premium Payment made on the current Monthly Payment Date is $100  

Since the No Lapse Credit is positive, the No Lapse Credit is $530.12 = ($1,000 * (1.00000) + $100 - $500 - $838.61/12). 

For the guarantee under this Rider to be in effect, the No-Lapse Credit less Policy Debt must be equal to or greater than zero.

If the No-Lapse Credit less Policy Debt is less than zero, the guarantee under this Rider is not in effect. The guarantee under this Rider may be brought back into effect by paying additional premium equal to the amount of premium necessary after deduction of the premium load so that the No-Lapse Credit less Policy Debt is equal to or greater than zero (the “Catch-Up” premium). If your Policy is in the grace period, you may pay the lesser of the Catch-Up premium (if this Rider is in effect) or the amount due to move the Policy out of the grace period. See the YOUR ACCUMULATED VALUE – Lapsing and Reinstatement section in this prospectus for more information on the Policy grace period.

If the guarantee under this Rider is in effect, the Policy and any attached optional benefits that are currently In Force, will remain In Force, will not enter the grace period and will not lapse during the specified guarantee period. Instead, the Policy will continue under the guarantee provided by this Rider and it will stay In Force as long as the No-Lapse Credit less Policy Debt is equal to or greater than zero.

Accumulated Value Deficit – When the Policy is continued under the No-Lapse Guarantee, the Net Accumulated Value can be less than or equal to zero. If the Policy does not have sufficient Net Accumulated Value from which Monthly Deductions can be collected, then any uncollected Monthly Deductions, or portions thereof, are accumulated without interest as an Accumulated Value Deficit. Any Premium or Loan Repayment that is received while the Net Accumulated Value is less than or equal to zero and the No-Lapse Guarantee is in effect, will be applied as described in the Policy. Beginning on the next Monthly Payment Date following the receipt of the Premium or Loan Repayment and until eliminated, the Accumulated Value Deficit will first be reduced and then Monthly Deductions will be processed according to the terms of the Policy.

Example: 

Assumptions: 

● Policy is within No-Lapse Guarantee Period 

● Accumulated Value of $11,000 before monthly deductions 

● Policy Debt of $9,500 

● Policyholder has paid a premium at the beginning of each Policy month at least equal to one twelfth of the No-Lapse Guarantee Premium 

● Upcoming Monthly deduction = $2,000 

Result: 

● Policy Net Accumulated Value after monthly deductions will fall below $0 to -$500 ($11,000 - $9,500 - $2,000). 

● Policy does not enter the Grace Period since policyholder has paid sufficient premium to meet the minimum No-Lapse Guarantee premium requirement. 

Effect on Other Riders 

If the Policy is continued under the guarantee provided by this Rider, any attached Riders will continue or end according to their respective terms. 

Rider Termination 

This Rider will end on the earliest of: 

● If you add any Rider that has separate charges after the Policy Date; 

● The date when the No-Lapse Credit less Policy Debt is less than or equal to zero and the Net Accumulated Value is less than the Monthly Deduction due on the Monthly Payment Date, unless a Catch-Up premium is made; or 

● At the end of the Guarantee Period. 

Rider Reinstatement 

This Rider may not be reinstated if it was terminated before the date the Policy ceased to be In Force. Otherwise, this Rider will reinstate on the date the Policy is reinstated. Upon Reinstatement, any Catch-Up Amount and any Accumulated Value Deficit, without interest, will be restored. Any Catch-Up Amount existing at the time of Policy lapse must be paid upon Reinstatement for the No-Lapse Guarantee to be in effect.

The Rider guarantees that your Policy will not lapse if the Standard Policy Debt is greater than the Policy’s Accumulated Value, resulting in it being overloaned. On or after the earliest exercise effective date, if all Rider Exercise Requirements have been met you may exercise the Rider by submitting a Written Request. This Rider is automatically issued on your Policy if eligibility requirements are met. There is no charge for this Rider unless you exercise it. See below for charge information. 

The Rider After Policy Issue 

The Rider cannot be exercised during the first 15 Policy Years before the Insured is Age 75, or while there is an Alternate Loan in effect. Please see Rider Termination below for termination conditions of the Rider before and after exercise. You may not pay premiums or take withdrawals from your Policy after exercise of the Rider. The Rider may not be exercised after the Policy has entered the Grace Period. 

Rider Exercise Requirements 

The exercise effective date will be the Monthly Payment Date on or next following the date we receive your Written Request to exercise the Rider and all exercise requirements have been met. The earliest exercise effective date is shown in the Policy Specifications. To exercise the Rider, each of the following conditions must be true as of the exercise effective date: 

● The Death Benefit Option is Option A. If your policy does not meet this prerequisite, you must change your Death Benefit Option to Death Benefit Option A, by Written Request, prior to Rider exercise. Changes to your Death Benefit Option take effect on the Monthly Payment Date next following your Written Request. Such changes will modify your Total Face Amount and, as a result, this Rider may impact your ability to meet all the exercise conditions described below.

● There is no Alternate Loan Value on the Policy. 

● There must be sufficient Accumulated Value to cover the rider exercise charge as described below. 

● The Standard Policy Debt is greater than the Total Face Amount, but less than 99.9% of the Accumulated Value after the charge for this Rider has been deducted from the Accumulated Value. 

● There are no projected forced distributions of Accumulated Value for any Policy Year. 

● The Guideline Premium Limit for the Policy will remain greater than zero at all times prior to Insured’s Age 100. 

● The Policy must not be a Modified Endowment Contract, and exercising this Rider must not cause the Policy to become a Modified Endowment Contract. 

● The Policy must not be in the Grace Period. 

Contact us if you have any questions about your eligibility to exercise this Rider. On the exercise effective date, we: 

1. Transfer any Accumulated Value in the Investment Options into the Fixed Account. No transfer charge will be assessed for such transfer, nor will it count against, or be subject to, any transfer limitations then in effect. 

2. Upon each Index Account Segment's Maturity, reallocate the Segment Maturity Value into the Fixed Account. No transfer charge will be assessed for such transfer, nor will it count against, or be subject to, any transfer limitations then in effect. 

3. Deduct the charge for this Rider from your Policy’s Accumulated Value. 

There is a one-time charge to exercise this Rider. The charge will not exceed the Accumulated Value multiplied by the overloan protection rate shown for the Insured’s Age at exercise in the Policy Specifications, as of the exercise effective date. The charge ranges from 1.12% to 4.52% of the Policy’s Accumulated Value, and is based on the Insured’s sex, Risk Class and Age as applicable at the time the Rider is exercised. If you never exercise the Rider, there is no charge for it. After you exercise the Rider, and while it continues in effect, the Policy’s lowest Death Benefit will be the Death Benefit percentage multiplied by the greater of the

Accumulated Value or the Standard Policy Debt.

A hypothetical example

For a male standard nonsmoker, Age 85 when the Rider is exercised, the charge will be 2.97% of the Policy’s Accumulated Value on the exercise effective date. If the Policy’s Accumulated Value is $25,000, the charge deducted from the Accumulated Value on the exercise effective date is $742.50. ($25,000 × 2.97% = $742.50).

The Rider After Exercise

After the exercise effective date and as long as the Rider stays in effect, the Policy will not lapse if the Accumulated Value is insufficient to cover Policy charges, even if the insufficiency is caused by overloan.

After the Rider is exercised, the Policy’s Minimum Death Benefit will be the Death Benefit percentage multiplied by the greater of the Accumulated Value or the Standard Policy Debt. Calculation of the Death Benefit, Minimum Death Benefit and Death Benefit Proceeds is described in the DEATH BENEFITS section in this prospectus.

Effect on Other Riders 

Other than this Rider and any term insurance rider on the Insured that contributes to the Total Face Amount of the Policy, any Riders in effect with regularly scheduled charges will be terminated. Additionally, any accelerated death benefit rider will terminate upon exercise of this Rider. Any increases in Face Amount that are scheduled to take effect after exercise of the Rider will be cancelled. 

Rider Termination 

This Rider will terminate on the earliest of the following events: 

● The Policy terminates; 

● You make a Written Request to terminate the Rider; or 

● If, after the exercise effective date: 

o Any premium is paid 

o Any withdrawal is taken 

o Any loan repayment is made, other than for loan interest due 

o Any Policy benefit is changed or added at your request 

o Any transfer among the Investment Options is done at your request. 

If the Rider terminates after the exercise effective date and while the Policy is In Force, any amount by which the Standard Policy Debt exceeds the Accumulated Value is due and payable to us. 

Possible Tax Consequences 

You should be aware that the tax consequences of this Rider have not been ruled on by the IRS or the courts and it is possible that the IRS could assert that the outstanding loan balance should be treated as a taxable distribution when this Rider is exercised. You should consult a tax advisor as to the tax risks associated with this Rider. 

Example 

A Policy is issued to an Insured age 55 with a Face Amount of $250,000, Death Benefit Option A and the Guideline Premium Test was elected. This Rider is automatically added to the Policy at issue. There is no charge for this Rider until it is exercised. During the first 17 years of the Policy, the Insured makes additional premium payments, withdrawals and takes out Standard Loans (no Alternative Loans were made). Over the next 3 Policy years, the Insured takes out additional Standard Loans on the Policy. This loan activity increases the total amount of Standard Loans which now exceed the Policy’s Accumulated Value, however, the Accumulated Value is still positive.

The Insured decides to exercise this Rider. Upon exercise, the one-time Rider charge will be assessed. No more loans, premium payments, or withdrawals will be allowed while this Rider is in effect. As long as the Rider stays in effect, the Policy will not lapse even if the Accumulated Value is insufficient to cover any Policy charges. 

(This Rider is called “Accelerated Death Benefit Rider for Long-Term Care” in your Policy)

The Premier LTC Rider (LTC Rider) is a long-term care insurance rider that provides benefits for Covered Services incurred for Adult Day Care, Assisted Living Care, Home Health Care, Hospice Care, and Nursing Home Care. The Rider accelerates all or a portion of the Policy’s Death Benefit if you become Chronically Ill. You can only elect the LTC Rider at Policy issue. The Rider allows the Policy Owner to accelerate the Policy’s death benefit proceeds as a monthly benefit for Covered Services while the Insured is Chronically Ill and receiving Qualified Long-Term Care Services at an approved location as prescribed under a Plan of Care, subject to the limitations, exclusions and eligibility conditions defined in the Rider (see the Limitations, Exclusions and Eligibility Conditions for Benefits subsection below). We assess a monthly charge for the Rider. For more information, please see the APPENDIX: STATE LAW VARIATIONS section in this prospectus. This Rider must be elected at Policy Issue.

This Rider cannot be added to any policy that has the Premier Living Benefit Rider 2 or the Premier Chronic Illness Rider attached. You may elect both the Terminal Illness Rider and the LTC Rider at policy issue, as long as the Insured meets the eligibility requirements for each rider.

If you choose to exercise the Rider, at the time we pay any benefit payment, we will reduce your Policy’s Death Benefit, as described in the Policy and Rider. Other Policy values, including but not limited to Surrender Charge, Accumulated Value and Total Face Amount will be reduced pro rata.

30-Day Right to Examine 

The Owner has 30 days from the day this Rider is received to examine and return it to us if the Owner decides not to keep this Rider. The Owner does not have to tell us the reason for returning this Rider. The Rider can be returned to us at our Administrative Office or to the Producer through whom it was bought. If you wish to cancel the Rider without cancelling the Policy, you must return the Policy and this Rider to us so that we can send you back the Policy without this Rider. We will refund, as a credit to the Policy, the full amount of any Rider Charges paid within 30 days of such a Rider return and the Rider will be void from the start. 

Rider Charge 

We assess the LTC Rider Charge on each Monthly Payment Date and deduct it from the Policy’s Accumulated Value. The current charge for this rider is $0.01-$1.15 per $1,000 of LTC Net Amount at Risk. The maximum monthly charge for this Rider is equal to (a × b) where:

(a) Is the Maximum Monthly LTC Rider Charge Rate as shown in the Policy Specifications divided by 1000; and

(b) Is the LTC Net Amount at Risk.

During any Claim Period, we will waive any LTC Rider Charges that would occur as part of the Policy Monthly Deduction. The charges will resume when the Claim Period is no longer in effect. Rider charges will apply during any Elimination Period.

A hypothetical example of a Maximum Monthly LTC Rider Charge Calculation:

Assume the following: 

● Policy Death Benefit is $1,000,000 

● LTC Coverage Amount is $750,000 

● Policy Net Amount at Risk (NAR) is $948,351 

● Maximum Monthly LTC Rider Charge rate per $1000 of LTC NAR is 0.3426 

● LTC NAR = $711,263.25. The LTC Net Amount of Risk (NAR) is calculated on each Monthly Payment Date as [a × b] ÷ c where: 

a. Is the LTC Coverage Amount; 

b. Is the Policy’s Net Amount at Risk; and 

c. Is the Policy’s Death Benefit. 

LTC Rider Charge = [Maximum Monthly LTC Rider Charge Rate ÷ 1000] x LTC NAR = $243.68 

Rider Terms 

Acceleration Percentage – an amount used to calculate Policy and Rider values after a benefit payment and after the corresponding reduction to the Policy’s Total Face Amount. It is calculated after each benefit payment as the LTC Benefit Amount divided by the Policy Death Benefit prior to the benefit payment. 

Activities of Daily Living – generally include the following self-care functions: 

● Bathing oneself 

● Continence 

● Dressing oneself 

● Feeding oneself 

● Getting oneself to and from the toilet 

● Transferring oneself into or out of a bed, chair or wheelchair. 

The Rider attached to your Policy contains more detailed information about these self-care functions. 

Adjusted LTC Coverage Amount – the amount used to calculate the Maximum Monthly Benefit Payment Amount. If no benefits have been paid under the Rider, the Adjusted LTC Coverage Amount is equal to the LTC Coverage Amount. Any decrease to LTC Coverage Amount will also decrease the Adjusted LTC Coverage Amount by the same dollar amount, except that the Adjusted LTC Coverage Amount will not be reduced for a benefit payment under this rider. We do not allow increases to the Adjusted LTC Coverage Amount. 

Assessment – an evaluation done in the United States by a Licensed Health Care Practitioner to determine or verify that the Insured is a Chronically Ill Individual.

Assisted Living Care – personal/custodial monitoring and assistance with Activities of Daily Living provided in a residential setting in an Assisted Living Facility.

Assisted Living Facility – a facility that is licensed or certified or complies with the state’s facility licensing requirements to engage primarily in providing ongoing Assisted Living Care and related services as described in the Rider. 

Chronically Ill Individual – an Insured who has been certified in writing as: 

● Being unable to perform at least two Activities of Daily Living without hands-on or standby assistance from another individual for a period of at least 90 days due to a loss of functional capacity; or 

● Requiring substantial supervision by another person for protection from threats to the Insured’s health or safety due to a Severe Cognitive Impairment as described in the Rider.

Claim Forms – we will provide Claim Forms for the filing of a Proof of Loss when we receive the notice of claim. If the Owner, Insured or Insured’s Representative does not receive the necessary Claim Forms within 15 days, a Proof of Loss can be filed without them by sending us a letter which describes the occurrence, the character and the extent of the loss for which the claim is made. That letter must be sent to us at our Administrative Office within the time noted below under Proof of Loss. 

Claim Period – an uninterrupted period of time during which benefits are being paid under this Rider. The Claim Period for an occurrence begins on the date a benefit payment is made. After the final benefit payment for an occurrence is made, the Claim Period terminates at the end of the day prior to the next Monthly Payment Date. 

Confinement or Confined – an Insured who is a resident in a Nursing Home Facility, an Assisted Living Facility or a Hospice Care Facility for a period for which a room and board charge is made. 

Covered Services – the types of Qualified Long-Term Care Services the Insured must receive and must be prescribed under a Plan of Care in order to qualify for a benefit to be payable under this Rider. 

Elimination Period – the total number of days that the Insured is a Chronically Ill Individual before benefits are payable. The Elimination Period is 90 days for all covered services. The Elimination Period must only be met once; any subsequent claim will not be subject to a new Elimination Period.

Home Health Care – medical and non-medical services, provided to ill, disabled or infirm persons by a Home Health Care Agency in their residences. Such services may include Homemaker Services and assistance with Activities of Daily Living and may be performed by a Home Health Care Agency or by any other skilled or unskilled individuals. 

Home Health Care Agency – an entity that is licensed or certified to provide Home Health Care for compensation by the state in which it operates and employs staff who are qualified by training or experience to provide such care.

Hospice Care – services designed to provide palliative care and alleviate the Insured’s physical, emotional and social discomforts if he or she is Terminally Ill and in the last phases of life. Hospice Care includes Home Health Care as well as care received in a Nursing Home Facility, Hospice Care Facility, or Assisted Living Facility.

Hospice Care Facility – a facility that is appropriately licensed or certified to provide Hospice Care in the state in which it operates.

Immediate Family Member – the Insured’s Spouse and the parents, brothers, sisters and children of either the Insured or the Insured’s Spouse by blood, adoption or marriage.

In Good Order – the date the applicable Elimination Period has been completed and all of the requirements under the eligibility conditions for the payment of benefits under this Rider have been met and verified by us.

International Benefit – Benefits are payable under this Rider when the Insured incurs Covered Services outside the United States provided the initial and any annual renewal certifications are completed by a Licensed Health Care Practitioner. 

A Plan of Care can be completed remotely provided it is prescribed in the United States. The Insured is not required to return to the United States to be certified as being a Chronically Ill Individual. 

Licensed Health Care Practitioner – a physician, a registered professional nurse, licensed social worker or other individual who meets such requirements as may be prescribed by the Secretary of the Treasury of the United States. A Licensed Health Care Practitioner must reside in the United States and cannot be you or an Immediate Family Member. 

LTC Coverage Amount – the total benefits payable under the Rider, adjusted for certain policy transactions as further described in 

LTC Coverage Amount. 

LTC Net Amount at Risk (NAR) – the LTC NAR is calculated on each Monthly Payment Date as (a) multiplied by (b) divided by (c) where: 

a. Is the LTC Coverage Amount; 

b. Is the Net Amount at Risk of the Policy; and 

c. Is the Death Benefit of the Policy. 

Maintenance or Personal Care Services – means any care the primary purpose of which is the provision of needed assistance with any of the disabilities as a result of which the Insured is a Chronically Ill Individual. This includes protection from threats to health and safety due to Severe Cognitive Impairment. 

Minimum LTC Coverage Amount – the minimum amount of long term care coverage available under the Rider; generally $50,000 but varies by state and is shown in your policy specifications. 

Monthly Per Diem Limitation – the Per Diem Limitation declared by the Internal Revenue Service and in effect on the date any LTC Benefit is effective, multiplied by the Maximum Per Diem Limitation Percentage shown in the Policy Specifications then multiplied by 30. The IRS releases updated Per Diem Limitations annually. Current Per Diem Limitations can be found on the IRS’ website at www.irs.gov. You may also contact us at our Life Insurance Operations Center to request a quote for the current Limitations.

Nursing Home Care – nursing care and related services provided on an in-patient basis by a Nursing Home Facility. 

Nursing Home Facility – a facility or distinctly separate part of a hospital or other institution that is appropriately licensed or certified or complies with the state’s facility licensing requirements to engage primarily in providing Nursing Home Care to inpatients under a planned program supervised by a Physician. 

Option C Amount – if Death Benefit Option C is elected, the Option C Amount is the Policy’s Total Face Amount plus premiums paid, less any withdrawals (WD) or other distributions and is subject to Death Benefit Option C Limit as described in the Policy Specifications.

Physician – a doctor of medicine or osteopathy legally authorized to practice medicine and surgery by the state in which he or she

performs such function or action (as defined in Section 1861(r)(1) of the Social Security Act). 

Plan of Care – a written individualized plan of services which is appropriate and consistent with the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”). An approved Plan will be consistent with the care needs that were verified during the process of establishing that the Insured is a Chronically Ill Individual. When we have received all information required to verify the Plan of Care, which will include the proposed provider of long term care services, we will generally complete the verification process within ten business days of the date of the claimant’s benefit eligibility approval. 

Proof of Loss – written Proof of Loss is information satisfactory to us that describes and confirms that the Insured has met the eligibility requirements for an occurrence for the payment of benefits. An occurrence is an uninterrupted period of time during which the Insured is claiming benefits under this Rider. If the Insured recovers, but later opens a new claim, the subsequent claim will be considered a new occurrence. You must provide written Proof of Loss within 90 days after the occurrence or commencement of any loss covered for which benefits are claimed. However, we will still consider a claim if it was not possible to secure proof within the 90-day time frame and you provided the Proof of Loss as soon as reasonably possible thereafter. Except in the absence of legal capacity, we will not consider a service to be a Covered Service if Proof of Loss for that service is furnished more than one year after the date the proof is otherwise required.

Qualified Long-Term Care Services – services that meet the requirements of Section 7702B(c)(1) of the Internal Revenue Code of 1986, as amended, as follows: necessary diagnostic, preventative, therapeutic, curing, treating, mitigating and rehabilitative services, and Maintenance or Personal Care Services which are required by a Chronically Ill Individual and are provided pursuant to a Plan of Care prescribed by a Licensed Health Care Practitioner. 

Severe Cognitive Impairment – means a deficiency in an individual’s short or long-term memory, orientation as to person, place and time, deductive or abstract reasoning, or judgment as it relates to safety awareness. 

Terminally Ill – means the Insured has a life expectancy of 12 months or less, as certified by a Physician. 

Limitations, Exclusions and Eligibility Conditions for Benefits 

To receive the Rider Benefit, you must satisfy the following conditions: 

● A Licensed Health Care Practitioner certifies the Insured as being a Chronically Ill Individual; 

● The Insured receives care that is a Covered Service under this Rider and care is provided pursuant to a written Plan of Care; 

● Coverage under this Rider is In Force on the date(s) the care is received; 

● Any assignee or any irrevocable Beneficiary under the Policy must provide written consent to payment of benefits; 

● The applicable Elimination Period has been satisfied. 

If the Insured recovers from a Chronic Illness and the LTC Coverage Amount has not been exhausted, a new claim may be initiated, subject to the same eligibility requirements that applied to the initial claim. However, the Elimination Period will already have been satisfied. Benefits for subsequent claims will be calculated in the same manner as they were for the initial claim. 

You must elect to accelerate benefits under the Policy by making a claim for benefits under this Rider. If the entire Death Benefit under the Policy is accelerated under the terms of this Rider, the Policy will terminate.

Certain pre-existing condition limitations apply. A pre-existing condition is any condition for which the Insured received medical advice or treatment in the six months preceding the LTC Rider Effective Date. If the Insured is Confined for a pre-existing condition that was disclosed in the application, that condition is considered a Covered Service and the Elimination Period will begin on the Rider Effective Date. We will not pay benefits for a Confinement due wholly or in part to a pre-existing condition which is not disclosed in the application if the need for services begins during the first six months after the Rider Effective Date. 

The Rider will not pay benefits for: 

● Care or services that result from an attempt at suicide (while sane or insane) or an intentionally self-inflicted injury; 

● Care or services that result from alcoholism or drug addiction; 

● Care or services that result from committing or attempting to commit or participating in a felony, riot or insurrection; 

● Treatment provided in a government facility (unless current or future law requires that this Rider provide coverage); 

● Services for which benefits are available under Medicare or other governmental program (except Medicaid), any state or federal workers’ compensation, employer’s liability or occupational disease law, or any motor vehicle no-fault law; or 

● Services received while this Rider is not In Force, except as provided in the Extension of Benefits provision. LTC Coverage Amount 

The LTC Coverage Amount is the maximum amount of benefits payable under this Rider. The initial LTC Coverage Amount is shown in the Policy Specifications and is adjusted thereafter as described below. The LTC Coverage Amount will never exceed the Policy’s Total Face Amount, or, if Death Benefit Option C is in effect, the lesser of the Total Face Amount or the Option C Amount. 

The LTC Coverage Amount will be decreased at the time: 

● We receive your Written Request; 

● We pay a benefit in accordance with the terms of the Rider; 

● A withdrawal from the Policy occurs; or 

● The LTC Coverage Amount is greater than the Policy’s Total Face Amount; or, if you selected Death Benefit Option C, the LTC Coverage Amount will be decreased to the lesser of the Policy’s Total Face Amount or the Option C Amount. 

If no benefits have been paid under the Rider, the Adjusted LTC Coverage Amount is equal to the LTC Coverage Amount. Any decrease to LTC Coverage Amount will also decrease the Adjusted LTC Coverage Amount by the same dollar amount, except that the Adjusted LTC Coverage Amount will not be reduced for a benefit payment under this rider. We do not allow increases to the Adjusted LTC Coverage Amount.

Hypothetical Example #1:

Assume the following:

● LTC Coverage Amount at issue is $750,000 and Total Face Amount is $1,000,000

● LTC Benefit Amount = $10,000

Then:

LTC Coverage Amount - $740,000 ($750,000-$10,000)

Adjusted LTC Coverage Amount = $750,000 (benefit payment does not reduce the Adjusted LTC Coverage Amount)

Hypothetical Example #2:

Assume the following:

● LTC Coverage Amount at issue is $740,000

● Death Benefit Option B

● Adjusted LTC Coverage Amount is $750,000

● Total Face Amount is $1,000,000

● Accumulated Value is $50,000

● Death Benefit is $1,050,000

● Withdrawal processed for $25,000

Then:

LTC Coverage Amount after WD = LTC Coverage Amount before Withdrawal x (1 – WD/DB) = $722,380.95

This is a reduction of $17,619.05 (740,000 – 722,380.95). The same dollar amount reduces the Adjusted LTC Coverage Amount.

Adjusted LTC Coverage Amount = $732,380.95

Hypothetical Example #3:

Assume the following:

● LTC Coverage Amount is $722,380.95

● Adjusted LTC Coverage Amount is $732,380.95

● Total Face Amount is $1,000,000

If there is a policy transaction that reduces the Total Face Amount to $800,000 there is no reduction to the LTC Coverage Amount or the Adjusted LTC Coverage Amount. This is because the LTC Coverage Amount of $722,380.95 is still less than the Total Face Amount after reduction to $800,000.

If there is a policy transaction that reduces the Total Face Amount to $600,000, then the LTC Coverage Amount is reduced to $600,000 so that the LTC Coverage Amount does not exceed the Total Face Amount. This is a reduction of $122,380.95 and this same dollar amount will reduce the Adjusted LTC Coverage Amount. The Adjusted LTC Coverage Amount after this reduction is $610,000.

Hypothetical Example #4: (Option C)

Assume the following:

● LTC Coverage Amount is $950,000

● Adjusted LTC Coverage Amount is $950,000

● Total Face Amount is $1,000,000

● DB Option C is in effect

● Cumulative Premiums = 100,000

● Cumulative Withdrawals = 150,000

The Option C Amount before the face reduction = 950,000 (1,000,000 + 100,000 – 150,000)

The Face Amount is reduced to 975,000

After this reduction to Total Face Amount, the Option C Amount is 925,000 (975,000 + 100,000 – 150,000)

Although the LTC Coverage Amount does not exceed the Total Face Amount after the reduction to the Total Face Amount, the LTC Coverage Amount does exceed the Option C Amount. Therefore, after the reduction to the Total Face Amount, the LTC Coverage Amount is reduced to $925,000. (The Adjusted LTC Coverage Amount is also reduced to $925,000).

The Rider at Exercise

The LTC Benefit Amount is the lesser of the dollar amount you requested or the Maximum Monthly Benefit Payment Amount available under this Rider. Any requested LTC Benefit Amount may not be less than the Minimum Monthly Benefit Payment Amount.

The Maximum Monthly Benefit Payment Amount is the lesser of:

● The Maximum Monthly Percentage multiplied by the Adjusted LTC Coverage Amount; or

● The Monthly Per Diem Limitation; or

● The LTC Coverage Amount

The Maximum Monthly Percentage is the maximum percentage of the Adjusted LTC Coverage Amount that will be paid as a monthly LTC Benefit. You elect the Maximum Monthly Percentage shown in the Policy Specifications at Policy issue and cannot change it thereafter.

Provided the Policy is not in its Grace Period, the amount of the LTC Benefit Proceeds is equal to (a - b) where:

(a) Is the LTC Benefit Amount; and

(b) Is any Total Policy Debt immediately prior to the benefit payment, multiplied by the Acceleration Percentage.

LTC Benefit Proceeds During Policy Grace Period - If benefit payment is made while the Policy is in its Grace Period, we reduce the payment by any unpaid Monthly Deductions. The LTC Benefit Proceeds are equal to: (a – b – c) where:

a. Is the LTC Benefit Amount; and

b. Is any Total Policy Debt immediately prior to the benefit payment, multiplied by the Acceleration Percentage; and

c. Is any Monthly Deductions due and unpaid immediately prior to the benefit payment, multiplied by 1 minus the Acceleration Percentage

If (b + c) is greater than (a), no benefit payment will be made and the Policy will remain In Force.

A hypothetical example where the Policy is not in the Grace Period:

Assume the following:

● LTC Coverage Amount is $750,000

● LTC Benefit Amount is $10,000

● Total Policy Debt before the benefit payment is $5,000

● Policy Death Benefit before the LTC Benefit Amount is $1,000,000

Acceleration percentage = 10,000÷ 1,000,000 = 1%

LTC Benefit Proceeds = 10,000 – (5,000 x 1%) = $9,950.00

A hypothetical example where the Policy is in the Grace Period:

Assume the following:

● LTC Coverage Amount is $750,000

● LTC Benefit Amount is $10,000

● Policy Accumulated Value is $15,000

● Standard Policy Debt before the benefit payment is $10,000

● Alternate Policy Debt before the benefit payment is $5,200

● Total Policy Debt (Standard Policy Debt + Alternate Policy Debt) before the benefit payment is $15,200

● Monthly Deductions due and unpaid is $200

● Policy Death Benefit before the LTC Benefit Amount is $1,000,000

Acceleration Percentage = 10,000 ÷ 1,000,000 = 1%

We will reduce Standard Policy Debt, Accumulated Value and Monthly Deductions due and unpaid each by the Acceleration Percentage (1%). If your Policy has an alternate loan under an alternate loan rider, then any Alternate Policy Debt is also reduced by the Acceleration Percentage (1%).

● Accumulated Value after the benefit payment is $14,850

● Standard Policy Debt after the benefit payment $9,900

● Alternate Policy Debt after the benefit payment $5,148

● Monthly Deductions due and Unpaid after the benefit payment is $198.00

LTC Benefit Proceeds = $10,000 - $152 - $198 = $9,650.00

If a benefit payment is made on the Monthly Payment Date, the benefit payment will be processed before the calculation of the Policy Monthly Deductions.

Your Policy After Exercising the Rider

● When you exercise the Rider and we make a Benefit payment, the following values will be reduced by an amount equal to the value below multiplied by the Acceleration Percentage:

● The Policy’s Total Face Amount;

● The Policy’s Accumulated Value;

● Any Alternate Accumulated Value of the Policy or any rider;

● Any Standard Policy Debt;

● Any alternate loan values (including Alternate Policy Debt),

● Any Surrender Charge applicable for each Coverage Layer unless the Policy has a Maximum Surrender Charge. If your Policy has a Maximum

● Surrender Charge, it will be reduced by the Acceleration Percentage;

● Any Termination Charge applicable for each LTPR Coverage Layer,

● Any Monthly Deduction due and unpaid during a Policy Grace Period;

● For Policies with Death Benefit Option C, the sum of the premiums less withdrawals and other distributions as described in the Policy; and

● For Policies with Death Benefit Option C, the Option C Death Benefit Limit.

For example, if the Acceleration Percentage is 2%, each of the above values is reduced by 2% as shown below: