Prudential Premier Retirement Variable Annuities

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Infinex Investments, Inc. ING Financial Partners, LLC Institutional Securities Corp. INTERCAROLINA FINANCIAL SERVICES, INC. Intersecurities, Inc Intervest International Equities Corp. Invest Financial Corporation Investacorp Investment Centers of America Investment Professionals Investors Capital Corporation Investors Security Co, Inc. ISG Equity Sales JHS Capital J.J.B. Hilliard Lyons, Inc. J.P. Morgan J.P. Turner & Company, LLC J.W. Cole Financial, Inc. Jack Cramer & Associates Janney Montgomery Scott, LLC. Jennison Associates, LLC John Hancock Key Bank KEY INVESTMENT SERVICES LLC Klosterman Baking KMS Financial Services, Inc. Kovack Securities, Inc. LaSalle St. Securities, LLC Leaders Group Inc. Legend Equities Corporation Legg Mason Leigh Baldwin & Company, LLC Lincoln Financial Advisors Lincoln Financial Securities Corporation Lincoln Investment Planning Lord Abbett LPL Financial Corporation LSG Financial Services M3 Insurance Solutions, Inc. M Holdings Securities, Inc Main Street Securities, LLC Mason Wells Merrill Lynch, P,F,S Merritt Wealth Strategies MetLife MFS Michigan Securities, Inc. Mid-Atlantic Capital Corp. Milkie Ferguson Investments MML Investors Services, Inc. Money Concepts Capital Corp. Montgomery Agency Morgan Keegan & Company Morgan Stanley Smith Barney MTL Equity Products, Inc. Multi Financial Securities Crp National Planning Corporation National Securities Corp. Nationwide Securities, LLC Navigator Financial Neuberger Berman New Alliance Bank New England Securities Corp. New York Life Newbridge Securities Corp. Newport Coast Securities Next Financial Group, Inc. NFP Securities, Inc. North Ridge Securities Corp. NPB Financial Group, LLC OneAmerica Securities, Inc. One Resource Group OPPENHEIMER & CO, INC. Pacific West Securities, Inc. Packerland Brokerage Services, Inc. Park Avenue Securities, LLC Paulson Investment Co., Inc. PIMCO PlanMember Securities Corp. PNC Investments, LLC Presidential Brokerage, Inc. Prime Capital Services, Inc. PRIMEVEST FINANCIAL SERVICES Principal Financial Group Princor Financial Services Corp. Private Client Services, LLC ProEquities Prospera Financial Services, Inc. Pruco Securities, LLC Purshe Kaplan Sterling Investments QA3 Financial Corp. Quest Financial Services Questar Capital Corporation Raymond James & Associates Raymond James Financial Svcs RBC CAPITAL MARKETS CORPORATION Resource Horizons Group Ridgeway & Conger, Inc. RNR Securities, LLC Robert W. Baird & Co., Inc. Royal Alliance Associates Royal Bank of Scotland Sagemark Consulting SAGEPOINT FINANCIAL, INC. Sage Rutty & Co., Inc. Sammons Securities Co., LLC Sanders Morris Harris Inc. SAUNDERS RETIREMENT ADVISORS INC SCF Securities, Inc. Schroders Investment Management Scott & Stringfellow, Inc. Seacoast Capital Securian Financial Svcs, Inc. Securities America, Inc. Securities Service Network Sigma Financial Corporation Signator Investors, Inc. SII Investments, Inc. Silver Oaks Securities 128 SMH Capital, Inc. Southwest Securities, Inc. SPIRE SECURITIES LLC STERLING MONROE SECURITIES LLC Sterne Agee Financial Services, Inc. Stifel Nicolaus & Co. STRATEGIC FIN ALLIANCE INC Summit Brokerage Services, Inc Summit Equities, Inc. Summit Financial Sunset Financial Services, Inc SunTrust Investment Services, Inc. SWBC Investment Services SWS Financial Services, Inc SYMETRA INVESTMENT SERVICES INC Syndicated T. Rowe Price Group, Inc. TFS Securities, Inc. The Capital Group Securities, Inc. The Investment Center The O.N. Equity Sales Co. The Prudential Insurance Company of America The Wharton School Tower Square Securities, Inc. TransAmerica Financial Advisors, Inc. Triad Advisors, Inc. Trustmont Financial Group, Inc. UBS Financial Services, Inc. UNIONBANC INVESTMENT SERV, LLC United Planners Fin. Serv. USA Financial Securities Corp. US Bank UVEST Fin’l Srvcs Group, Inc. VALIC Financial Advisors, Inc Valmark Securities, Inc. Veritrust Financial LLC VFinance Investments VSR Financial Services, Inc. WADDELL & REED INC. Wall Street Financial Group Walnut Street Securities, Inc. WAYNE HUMMER INVESTMENTS LLC Wedbush Morgan Securities Wells Fargo Advisors LLC WELLS FARGO ADVISORS LLC – WEALTH WFG Investments, Inc. Wilbanks Securities, Inc. Williams Financial Group Woodbury Financial Services Woodstock Financial Workman Securities Corporation World Equity Group, Inc. World Group Securities, Inc. WRP Investments, Inc
You should note that firms and individual registered representatives and branch managers with some firms participating in one of these compensation arrangements might receive greater compensation for selling the Annuities than for selling a different annuity that is not eligible for these compensation arrangements. While compensation is generally taken into account as an expense in considering the charges applicable to a contract product, any such compensation will be paid by us or PAD and will not result in any additional charge to you. Your registered representative can provide you with more information about the compensation arrangements that apply upon request. This Annuity is sold through firms that are unaffiliated with us, and also is sold through an affiliated firm called Pruco Securities, LLC. Pruco Securities, LLC is an indirect wholly-owned subsidiary of Prudential Financial that sells variable annuities and variable life insurance (among other products) through its registered representatives. Pruco Securities, LLC also serves as principal underwriter of certain variable life insurance contracts issued by subsidiary insurers of Prudential Financial. FINANCIAL STATEMENTS The financial statements of the Separate Account and Pruco Life are included in the Statement of Additional Information. INDEMNIFICATION Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the “Securities Act”) may be permitted to directors, officers or persons controlling the registrant pursuant to the foregoing provisions, the registrant has been informed that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable. LEGAL PROCEEDINGS We are subject to legal and regulatory actions in the ordinary course of our business. Our pending legal and regulatory actions may include proceedings specific to us and proceedings generally applicable to business practices in the industry in which we operate. We are subject to class action lawsuits and individual lawsuits involving a variety of issues, including sales practices, underwriting practices, claims payment and procedures, additional premium charges for premiums paid on a periodic basis, denial or delay of benefits, return of premiums or excessive premium charges and breaching fiduciary duties to customers. We are subject to litigation involving commercial disputes with counterparties or partners and class action lawsuits and other litigation alleging, among other things, that we made improper or inadequate disclosures in connection with the sale of assets and annuity and investment products or charged excessive or impermissible fees on these products, recommended unsuitable products to customers, mishandled customer accounts or breached fiduciary duties to customers. We may be a defendant in, or be contractually responsible to third parties for, class action lawsuits and individual litigation arising from our operations, including claims for breach of contract. We are also subject to litigation arising out of our general business activities, such as our investments, contracts, leases and labor and employment relationships, including claims of discrimination and harassment and could be exposed to claims or litigation concerning certain business or process patents. Regulatory authorities from time to time make inquiries and conduct investigations and examinations relating particularly to us and our products. In addition, we, along with other participants in the businesses in which we engage, may be subject from time to time to investigations, examinations and inquiries, in some cases industry-wide, concerning issues or matters upon which such regulators have determined to focus. In some of our pending legal and regulatory actions, parties may seek large and/or indeterminate amounts, including punitive or exemplary damages. The outcome of a litigation or regulatory matter, and the amount or range of potential loss at any particular time, is often inherently uncertain. In December 2010, a purported state-wide class action complaint, Phillips v. Prudential Financial, Inc., was filed in the Circuit Court of the First Judicial Circuit, Williamson County, Illinois. The complaint makes claims of breach of contract, breaches of fiduciary duty, and violation of Illinois law on behalf of a class of Illinois residents whose death benefits were settled by retained assets accounts and seeks damages and disgorgement of profits. In January 2011, the case was removed to the United States District Court for the Southern District of Illinois. In March 2011, the complaint was amended to drop Prudential Financial as a defendant and add Pruco Life as a defendant. The matter is now captioned Phillips v. Prudential Insurance and Pruco Life Insurance Company. In April 2011, a motion to dismiss the amended complaint was filed. In November 2011, the complaint was dismissed and the dismissal appealed in December 2011. In July 2010, Pruco Life, along with other life insurance industry participants, received a formal request for information from the State of New York Attorney General’s Office in connection with its investigation into industry practices relating to the use of retained asset accounts. In August 2010, Pruco Life received a similar request for information from the State of Connecticut Attorney General’s Office. Pruco Life is cooperating with these investigations. Pruco Life has also been contacted by state insurance regulators and other governmental entities, including the U.S. Department of Veterans Affairs and Congressional committees regarding retained asset accounts. These matters may result in additional investigations, information requests, claims, hearings, litigation, adverse publicity and potential changes to business practices. In January 2012, a qui tam action on behalf of the State of Illinois, Total Asset Recovery Services v. Met Life Inc, et al., Prudential Financial, Inc., The Prudential Insurance Company of America, and Prudential Holdings, LLC, filed in the Circuit Court of Cook 129
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PRUCO LIFE INSURANCE COMPANY PRUCO
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UNDERLYING PORTFOLIO UNDERLYING MUT
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ii. To the list of available variab
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II. NEW OPTIONAL BENEFITS This supp
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that may periodically transfer your
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Anniversary, we identify the Unadju
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Non-Lifetime Withdrawal Feature You
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▪ If annuity payments are to begi
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(iv) our receipt of Due Proof of De
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Example (assume the income basis is
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taken first from your own Account V
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While Spousal Highest Daily Lifetim
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** In this example, the first daily
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▪ Any Lifetime Withdrawal that yo
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to the death claim and the payment
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ages 59 1 ⁄2 to 64; 4.5% for ages
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Example of proportional reductions
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In general, withdrawals made from t
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certain in order to comply with the
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Upon termination of Highest Daily L
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Key Feature - Annual Income Amount
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Example of dollar-for-dollar reduct
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Highest Daily Death Benefit A Death
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newly-elected benefit will commence
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How Spousal Highest Daily Lifetime
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The Prudential Insurance Company of
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COMBOSUP2 ADVANCED SERIES TRUST Sup
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Subadvisers Investment Categories a
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STYLE/ TYPE Asset Allocation COMBOS
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GENPROD2 PRUCO LIFE INSURANCE COMPA
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In the section titled “Investment
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Advanced Series Trust AST Academic
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DEATH BENEFITS ....................
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Guarantee Period: The period of tim
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C SERIES There is no CDSC or other
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OPTIONAL BENEFIT ANNUALIZED OPTIONA
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OPTIONAL BENEFIT ANNUALIZED OPTIONA
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EXPENSE EXAMPLES These examples are
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Please see “Investment Options,
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INVESTMENT OPTIONS The Investment O
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INVESTMENT OBJECTIVES/POLICIES ADVA
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INVESTMENT OBJECTIVES/POLICIES AST
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group (Group II) our “Custom Port
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For the Long-Term MVA Option, a Gua
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FEES, CHARGES AND DEDUCTIONS In thi
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Settlement Service Charge: If your
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additional Purchase Payments, unles
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Please note the following additiona
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MANAGING YOUR ACCOUNT VALUE There a
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Please Note: Contracts managed by y
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ACCESS TO ACCOUNT VALUE TYPES OF DI
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prior to age 59 1 ⁄2 if you elect
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ANNUITY OPTIONS Annuitization invol
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LIVING BENEFITS Pruco Life offers d
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Income 2.0 may be appropriate if yo
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subsequent Purchase Payments and wi
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make will be the first Lifetime Wit
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certain in order to comply with the
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transfer all amounts held in the AS
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Example: Assuming the Target Ratio
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If you elect Highest Daily Lifetime
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If the Annuity permits additional P
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If you have not made a Lifetime Wit
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▪ Spousal Highest Daily Lifetime
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Required Minimum Distributions See
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▪ One Annuity Owner, where the Ow
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Page 176 and 177: time. The formula determines the ap
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Page 196 and 197: A Nonqualified annuity may also be
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Page 202 and 203: out of any other business we may co
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Unadjusted Account Value and Protec
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equire a transfer to the Bond Sub-a
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to as the “LIA Amount”) if you
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the latter scenario, we determine w
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The “Periodic Value” is initial
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Amount on a dollar-for-dollar basis
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Here is the calculation: Withdrawal
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Election of and Designations under
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holidays), plus the amount of any P
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Examples of dollar-for-dollar and p
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Required Minimum Distributions Requ
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▪ If you elect this benefit and i
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Generally, the formula, which is ap
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Additional Tax Considerations If yo
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LIA Amount after the first Lifetime
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section above entitled “How Highe
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Highest Daily Auto Step-Up An autom
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Non-Lifetime Withdrawal Feature You
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apply to current participants in th
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If the formula ratio is less than a
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We reserve the right to waive the l
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If the formula ratio is less than a
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▪ T - the amount of a transfer in
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You can have a traditional IRA whet
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2. Rollovers from an employer retir
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Distributions from traditional IRAs
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income, and dividend income), pensi
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c. Made to a Beneficiary or to your
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CONTINGENT DEFERRED SALES CHARGE 1
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The Prudential Insurance Company of
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Prudential Premier Retirement Variable Annuities

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