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Prudential Premier Retirement Variable Annuities

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DEATH BENEFITS<br />

TRIGGERS FOR PAYMENT OF THE DEATH BENEFIT<br />

Each Annuity provides a Death Benefit prior to Annuitization. If the Annuity is owned by one or more natural persons, the Death<br />

Benefit is payable upon the death of the Owner (or the first to die, if there are multiple Owners). If an Annuity is owned by an<br />

entity, the Death Benefit is payable upon the Annuitant's death if there is no Contingent Annuitant. Generally, if a Contingent<br />

Annuitant was designated before the Annuitant's death and the Annuitant dies, then the Contingent Annuitant becomes the<br />

Annuitant and a Death Benefit will not be paid upon the Annuitant's death. The person upon whose death the Death Benefit is paid<br />

is referred to below as the “decedent”. Where an Annuity is structured so that it is owned by a grantor trust but the Annuitant is not<br />

the grantor, then the Annuity is required to terminate upon the death of the grantor if the grantor pre-deceases the Annuitant under<br />

Section 72(s) of the Code. Under this circumstance, the Surrender Value will be paid out to the trust and there is no Death Benefit<br />

provided under the Annuity.<br />

We determine the amount of the Death Benefit as of the date we receive “Due Proof of Death.” Due Proof of Death can be met<br />

only if each of the following is submitted to us in Good Order: (a) a death certificate or similar documentation acceptable to us<br />

(b) all representations we require or which are mandated by applicable law or regulation in relation to the death claim and the<br />

payment of death proceeds and (c) any applicable election of the method of payment of the death benefit by at least one<br />

Beneficiary (if not previously elected by the Owner). We must be made aware of the entire universe of eligible Beneficiaries in<br />

order for us to have received Due Proof of Death. Any given Beneficiary must submit the written information we require in order<br />

to be paid his/her share of the Death Benefit.<br />

Once we have received Due Proof of Death, each eligible Beneficiary may take his/her portion of the Death Benefit in one of the<br />

forms described in this prospectus (e.g., distribution of the entire interest in the Annuity within 5 years after the date of death, or as<br />

periodic payments over a period not extending beyond the life or life expectancy of the Beneficiary – see “Payment of Death<br />

Benefits” below).<br />

After our receipt of Due Proof of Death, we automatically transfer any remaining Death Benefit to the AST Money Market<br />

Sub-account. However, between the date of death and the date that we transfer any remaining Death Benefit to the AST Money<br />

Market Sub-account, the amount of the Death Benefit is subject to market fluctuations.<br />

No Death Benefit will be payable if the Annuity terminates because your Unadjusted Account Value reaches zero (which can<br />

happen if, for example, you are taking withdrawals under an optional living benefit).<br />

Exceptions to Amount of Death Benefit<br />

There are certain exceptions to the amount of the Death Benefit:<br />

Submission of Due Proof of Death within One Year. If we receive Due Proof of Death more than one year after the date of<br />

death, we reserve the right to limit the Death Benefit to the Unadjusted Account Value on the date we receive Due Proof of Death<br />

(i.e., we would not pay the minimum Death Benefit or any Optional Death Benefit).<br />

Death Benefit Suspension Period. You also should be aware that there is a Death Benefit suspension period. If the decedent was<br />

not the Owner or Annuitant as of the Issue Date (or within 60 days thereafter), any Death Benefit (including the Minimum Death<br />

Benefit, any optional Death Benefit and Highest Daily Lifetime Income 2.0 with HD DB and Spousal Highest Daily Lifetime<br />

Income 2.0 with HD DB) that applies will be suspended for a two year period starting from the date that person first became Owner<br />

or Annuitant. This suspension would not apply if the ownership or annuitant change was the result of Spousal Continuation or<br />

death of the prior Owner or Annuitant. While the two year suspension is in effect, the Death Benefit amount will equal the<br />

Unadjusted Account Value, less any Purchase Credits granted during the period beginning 12 months prior to decedent’s date of<br />

death and ending on the date we receive Due Proof of Death with respect to the X Series. Thus, if you had elected an Optional<br />

Death benefit, Highest Daily Lifetime Income 2.0 with HD DB or Spousal Highest Daily Lifetime Income 2.0 with HD DB, and<br />

the suspension were in effect, you would be paying the fee for the Optional Death Benefit, Highest Daily Lifetime Income 2.0 with<br />

HD DB or Spousal Highest Daily Lifetime Income 2.0 with HD DB even though during the suspension period your Death Benefit<br />

would be limited to the Unadjusted Account Value. After the two-year suspension period is completed the Death Benefit is the<br />

same as if the suspension period had not been in force. See the section of the prospectus above generally with regard to changes of<br />

Owner or Annuitant that are allowable.<br />

With respect to a Beneficiary Annuity, the Death Benefit is triggered by the death of the beneficial Owner (or the Key Life, if<br />

entity-owned). However, if the Annuity is held as a Beneficiary Annuity, the Owner is an entity, and the Key Life is already<br />

deceased, then no Death Benefit is payable upon the death of the beneficial Owner.<br />

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