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Strategic Partners Plus 3 - Prudential Annuities

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STRATEGIC PARTNERS SM PLUS 3VARIABLE ANNUITY<br />

PROSPECTUS:MAY 1, 2008<br />

This Prospectus describes an individual variable annuity contract offered by Pruco Life Insurance Company (Pruco Life) and Pruco<br />

Life Flexible Premium Variable Annuity Account. Pruco Life offers several different annuities which your representative may be<br />

authorized to offer to you. Each annuity has different features and benefits that may be appropriate for you based on your financial<br />

situation, your age and how you intend to use the annuity. Please note that selling broker-dealer firms through which the contract is<br />

sold may decline to make available to their customers certain of the optional features offered generally under the contract.<br />

Alternatively, such firms may restrict the availability of the optional benefits and investment options that they make available to<br />

their customers (e.g., by imposing a lower maximum issue age for certain optional benefits than what is prescribed generally under<br />

the contract). Please speak to your registered representative for further details. The different features and benefits include variations<br />

in death benefit protection, and the ability to access your annuity’s Contract Value. The fees and charges under the annuity contract<br />

and the compensation paid to your representative may also be different among each annuity. Differences in compensation among<br />

different annuity products could influence a representative’s decision as to which annuity to recommend to you. If you are<br />

purchasing the contract as a replacement for existing variable annuity or variable life coverage, you should consider, among other<br />

things, any surrender or penalty charges you may incur when replacing your existing coverage. Pruco Life is a wholly-owned<br />

subsidiary of the <strong>Prudential</strong> Insurance Company of America.<br />

THE FUNDS<br />

<strong>Strategic</strong> <strong>Partners</strong> <strong>Plus</strong> 3 offers a wide variety of investment choices, including variable investment options that invest in<br />

underlying mutual funds. Currently, portfolios of the following underlying mutual funds are being offered: The <strong>Prudential</strong> Series<br />

Fund, Advanced Series Trust, Evergreen Variable Annuity Trust, Nationwide Variable Insurance Trust, and Janus Aspen Series.<br />

(see next page for list of portfolios currently offered).<br />

You may choose between two basic versions of <strong>Strategic</strong> <strong>Partners</strong> <strong>Plus</strong> 3. One version, the Contract With Credit, provides for a<br />

bonus credit that we add to each Purchase Payment you make. If you choose this version of <strong>Strategic</strong> <strong>Partners</strong> <strong>Plus</strong> 3, some charges<br />

and expenses may be higher than if you choose the version without the credit. Those higher charges could exceed the amount of the<br />

credit under some circumstances, particularly if you withdraw Purchase Payments within a few years of making those Purchase<br />

Payments.<br />

PLEASE READ THIS PROSPECTUS<br />

Please read this prospectus before purchasing a <strong>Strategic</strong> <strong>Partners</strong> <strong>Plus</strong> 3 variable annuity contract, and keep it for future reference.<br />

The current prospectuses for the underlying mutual funds contain important information about the mutual funds. When you invest<br />

in a variable investment option that is funded by a mutual fund, you should read the mutual fund prospectus and keep it for future<br />

reference. The Risk Factors section relating to the market value adjustment option appears in the Summary.<br />

TO LEARN MORE ABOUT STRATEGIC PARTNERS PLUS 3<br />

To learn more about the <strong>Strategic</strong> <strong>Partners</strong> <strong>Plus</strong> 3 variable annuity, you can request a copy of the Statement of Additional<br />

Information (SAI) dated May 1, 2008. The SAI has been filed with the Securities and Exchange Commission (SEC) and is legally a<br />

part of this prospectus. Pruco Life also files other reports with the SEC. All of these filings can be reviewed and copied at the<br />

SEC’s offices, and can also be obtained from the SEC’s Public Reference Section, 100 F Street N.E., Washington, D.C. 20549, or<br />

obtained from us, free of charge. (See SEC file numbers 333-37728 and 333-103474) You may obtain information on the operation<br />

of the Public Reference Room by calling the SEC at (202) 551-8090. The SEC maintains a Web site (http://www.sec.gov) that<br />

contains the <strong>Strategic</strong> <strong>Partners</strong> <strong>Plus</strong> 3 SAI, material incorporated by reference, and other information regarding registrants that file<br />

electronically with the SEC. The Table of Contents of the SAI is set forth in Section 11 of this prospectus.<br />

For a free copy of the SAI, call us at (888) PRU-2888, or write to us at <strong>Prudential</strong> Annuity Service Center, P.O. Box 7960,<br />

Philadelphia, PA 19176.<br />

THE SEC HAS NOT DETERMINED THAT THIS CONTRACT IS A GOOD INVESTMENT, NOR HAS THE SEC<br />

DETERMINED THAT THIS PROSPECTUS IS COMPLETE OR ACCURATE. IT IS A CRIMINAL OFFENSE TO<br />

STATE OTHERWISE. INVESTMENT IN A VARIABLE ANNUITY CONTRACT IS SUBJECT TO RISK, INCLUDING<br />

THE POSSIBLE LOSS OF YOUR MONEY. AN INVESTMENT IN STRATEGIC PARTNERS PLUS 3 IS NOT A BANK<br />

DEPOSIT AND IS NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER<br />

GOVERNMENT AGENCY.<br />

Contract described herein is no longer available for sale.<br />

<strong>Strategic</strong> <strong>Partners</strong> SM is a service mark of The <strong>Prudential</strong> Insurance Company of America<br />

P2360

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