485BPOS 1 pea3.htm pea3.htm
As filed with the Securities and Exchange Commission on March 30, 2012
1933 Act Registration No. 333-172328
1940 Act Registration No. 811-08517

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 / /

POST-EFFECTIVE AMENDMENT NO. 4 /X/

and

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 / /

AMENDMENT NO. 295 /X/

Lincoln Life Variable Annuity Account N
(Exact Name of Registrant)

Lincoln InvestmentSolutionsSM

THE LINCOLN NATIONAL LIFE INSURANCE COMPANY
(Name of Depositor)
1300 South Clinton Street
Post Office Box 1110
Fort Wayne, Indiana 46801
(Address of Depositor’s Principal Executive Offices)

Depositor’s Telephone Number, Including Area Code: (260) 455-2000

Charles A. Brawley, III, Esquire
The Lincoln National Life Insurance Company
1300 South Clinton Street
Post Office Box 1110
Fort Wayne, IN 46801
(Name and Address of Agent for Service)

Copy to:
Scott C. Durocher, Esquire
 The Lincoln National Life Insurance Company
350 Church Street
Hartford, Connecticut 06103
 
Approximate Date of Proposed Public Offering: Continuous

It is proposed that this filing will become effective:
/x/  immediately upon filing pursuant to paragraph (b) of Rule 485
/ /  on ______________, pursuant to paragraph (b) of Rule 485
/ /  60 days after filing pursuant to paragraph (a)(1) of Rule 485
/ /  on _______________, pursuant to paragraph (a)(1) of Rule 485

Title of Securities being registered:
Interests in a separate account under individual flexible
payment deferred variable annuity contracts.
 
 
 

 



THE LINCOLN NATIONAL LIFE INSURANCE COMPANY
Lincoln Life Variable Annuity Account N

LINCOLN LIFE & ANNUITY COMPANY OF NEW YORK
Lincoln New York Account N for Variable Annuities

Lincoln InvestmentSolutionsSM Variable Annuity

Supplement dated March 30, 2012

This Supplement outlines additions to the investment options of your Lincoln InvestmentSolutionsSM individual annuity contract.  All other provisions outlined in your prospectus, as supplemented, remain unchanged. This Supplement is for informational purposes and requires no action on your part.

Effective April 2, 2012, the following funds will be available as new investment options under your contract:

·  
BlackRock Global Allocation V.I. Fund (Class I)
·  
LVIP Protected American Balanced Allocation Fund (Standard Class)
·  
LVIP Protected American Growth Allocation Fund (Standard Class)
·  
LVIP Protected Profile Conservative Fund (Standard Class)
·  
LVIP Protected Profile Growth Fund (Standard Class)
·  
LVIP Protected Profile Moderate Fund (Standard Class)
·  
LVIP SSgA Bond Index Fund (Standard Class)
·  
LVIP SSgA Developed International 150 Fund (Standard Class)
·  
LVIP SSgA Global Tactical Allocation Fund (Standard Class)
·  
LVIP SSgA Large Cap 100 Fund (Standard Class)
·  
LVIP SSgA Small/Mid Cap 200 Fund (Standard Class)

The following table shows the expenses charged by each fund (as a percentage of each fund’s average net assets):
 
 
Management Fees (before any waivers/
reimburse-ments)
 
12b-1 Fees (before any waivers/ reimburse-ments)     +
Other Expenses
(before any waivers/ reimburse-ments)     +
 
 
Acquired Fund Fees and Expenses +
Total Expenses (before any waivers/ reimburse-ments)     =
Total Contractual waivers/ reimburse-ments (if any)
Total Expenses (after any waivers/ reimburse-ments)
BlackRock Global Allocation V.I. Fund
0.65%
0.00%
0.06%
0.02%
0.73%
   
LVIP Protected American Balanced Allocation Fund1
0.25%
0.00%
0.05%
0.41%
0.71%
   
LVIP Protected American Growth Allocation Fund1
0.25%
0.00%
0.05%
0.44%
0.74%
   
LVIP Protected Profile Conservative Fund
0.25%
0.00%
0.05%
0.65%
0.95%
   
LVIP Protected Profile Growth Fund
0.25%
0.00%
0.04%
0.76%
1.05%
   
LVIP Protected Profile Moderate Fund
0.25%
0.00%
0.03%
0.73%
1.01%
   
LVIP SSgA Bond Index Fund
0.40%
0.00%
0.09%
0.01%
0.50%
   
LVIP SSgA Developed International 150 Fund
0.75%
0.00%
0.18%
0.00%
0.93%
   
LVIP SSgA Global Tactical Allocation Fund
0.25%
0.00%
0.14%
0.36%
0.75%
   
LVIP SSgA Large Cap 100 Fund
0.52%
0.00%
0.07%
0.00%
0.59%
   
LVIP SSgA Small/Mid Cap 200 Fund
0.69%
0.00%
0.12%
0.00%
0.81%
   
1Other Expenses and AFFE are based on estimated amounts for the current fiscal year.

Investments of the Variable Account – Description of the Funds.  Following are brief summaries of the fund descriptions. More detailed information may be obtained from the current prospectus for each fund. You should read each fund prospectus carefully before investing. Please be advised that there is no assurance that any of the funds will achieve their stated objectives.

BlackRock Variable Series Funds, Inc., advised by BlackRock Advisors, LLC and sub-advised by BlackRock Investment Management, LLC
· BlackRock Global Allocation V.I. Fund: High total investment return.

LVIP Variable Insurance Products Trust, advised by Lincoln Investment Advisors Corporation
·  
LVIP Protected American Balanced Allocation Fund: Current income and growth of capital; a fund of funds.
·  
LVIP Protected American Growth Allocation Fund: Current income and growth of capital; a fund of funds.
·  
LVIP Protected Profile Conservative Fund: Current income; a fund of funds.
·  
LVIP Protected Profile Growth Fund: Growth and income; a fund of funds.
·  
LVIP Protected Profile Moderate Fund: Growth and income; a fund of funds.
·  
LVIP SSgA Bond Index Fund: Replicate Barclays Aggregate Bond Index.
(Sub-advised by SSgA Funds Management, Inc.)
·  
LVIP SSgA Developed International 150 Fund
(Sub-advised by SSgA Funds Management, Inc.)
·  
LVIP SSgA Global Tactical Allocation Fund: Long-term growth of capital; a fund of funds.
(Sub-advised by SSgA Funds Management, Inc.)
·  
LVIP SSgA Large Cap 100 Fund: Long-term capital appreciation.
(Sub-advised by SSgA Funds Management, Inc.)
·  
LVIP SSgA Small/Mid Cap 200 Fund: Long-term capital appreciation.
(Sub-advised by SSgA Funds Management, Inc.)

For additional information about these funds, please refer to the funds’ prospectuses.

The Contracts – Investment Requirements.  The addition of these funds results in a change to the  subaccount groups listed in the Investment Requirements section of your prospectus. At this time, the subaccount groups are as follows:

Group 1
Investments cannot exceed 30% of contract value or Account Value (if i4LIFE® Advantage with the Guaranteed Income Benefit is in effect)
 
Group 2
Investments cannot exceed 70% of contract value or Account Value (if i4LIFE® Advantage with the Guaranteed Income Benefit is in effect)
American Funds Bond Fund
 
Any of the funds offered under the contract, except
American Funds Global Bond Fund
 
for Funds in Groups 1 and 3 and the fixed account.
American Funds Mortgage FundSM
   
American Funds U.S. Government/AAA Rated Securities Fund
   
Delaware VIP® Diversified Income Series
   
Delaware VIP® Limited-Term Diversified Income Series
   
LVIP BlackRock Inflation Protected Bond Fund
   
LVIP Delaware Diversified Floating Rate Fund
   
LVIP Dimensional/Vanguard Total Bond Fund
   
LVIP SSgA Bond Index Fund
   
     
Group 3
Investments cannot exceed 10% of contract value or Account Value (if i4LIFE® Advantage with the Guaranteed Income Benefit is in effect)
   
DWS Alternative Asset Allocation Plus VIP Portfolio
   
LVIP SSgA Emerging Markets 100 Fund
   

As an alternative, to satisfy these Investment Requirements, you may allocate 100% of your contract value among the funds listed below. If you allocate less than 100% of contract value or i4LIFE® Advantage Account Value among these funds, then the funds listed below that are also listed in Group 1 will be subject to the Group 1 restrictions.*  Any remaining funds listed below that are not listed in Group 1 will fall into Group 2 and be subject to Group 2 restrictions. The fixed account is only available for dollar cost averaging.

American Funds Asset Allocation Fund
American Funds Bond Fund
American Funds Global Balanced FundSM
American Funds Global Bond Fund*
American Funds Mortgage FundSM
American Funds U.S. Government/AAA Rated Securities Fund*
BlackRock Global Allocation V.I. Fund
Delaware VIP Diversified Income Series*
Delaware VIP Limited-Term Diversified Income Series*
LVIP American Balanced Allocation Fund
LVIP American Growth Allocation Fund
LVIP American Income Allocation Fund
LVIP BlackRock Inflation Protected Bond Fund*
LVIP Delaware Diversified Floating Rate Fund*
LVIP Dimensional/Vanguard Total Bond Fund*
LVIP Protected American Balanced Allocation Fund
LVIP Protected American Growth Allocation Fund
LVIP Protected Profile Conservative Fund
LVIP Protected Profile Growth Fund
LVIP Protected Profile Moderate Fund
LVIP SSgA Bond Index*
LVIP SSgA Global Tactical Allocation Fund

Please retain this Supplement for future reference.







 
 
 

 

Part A
 
The prospectus for the Lincoln InvestmentSolutionsSM variable annuity is incorporated herein by reference to Pre-Effective Amendment No. 1 (File No. 333-172328) filed on August 2, 2011.
 
Supplement to the prospectus for the Lincoln InvestmentSolutionsSM variable annuity is incorporated herein by reference to 497 Filing (File No. 333-172328) filed on January 16, 2012..
 
Part B
 
The Statement of Additional Information for the Lincoln InvestmentSolutionsSM variable annuity is incorporated herein by reference to Pre-Effective Amendment No. 1 (File No. 333-172328) filed on August 2, 2011.



Financial Statements
The December 31, 2011 financial statements of the VAA and the December 31, 2011 consolidated financial statements of Lincoln Life appear on the following pages.

 
 

 

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<NAME> LNL-GAAP2011
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<MODULE>
<NAME> LLACCTN_2011
<CIK> 0000920369
<CCC> ccu8zuu#
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Lincoln Life Variable Annuity Account N
PART C - OTHER INFORMATION

Item 24. Financial Statements and Exhibits

(a)List of Financial Statements

1. Part A
The Table of Condensed Financial Information is included in Part A of this Registration Statement. (To Be Filed by Amendment)

2. Part B
The following financial statements for the Variable Account are included in Part B of this Registration Statement.
Statement of Assets and Liabilities - December 31, 2011
Statement of Operations - Year ended December 31, 2011
Statements of Changes in Net Assets - Years ended December 31, 2011 and 2010
Notes to Financial Statements - December 31, 2011
Report of Independent Registered Public Accounting Firm

3. Part B
The following consolidated financial statements for The Lincoln National Life Insurance Company are included in Part B of this Registration Statement.

Consolidated Balance Sheets - Years ended December 31, 2011 and 2010
Consolidated Statements of Income - Years ended December 31, 2011, 2010 and 2009
Consolidated Statements of Shareholder’s Equity - Years ended December 31, 2011, 2010 and 2009
Consolidated Statements of Cash Flows - Years ended December 31, 2011, 2010 and 2009
Notes to Consolidated Financial Statements - December 31, 2011
Report of Independent Registered Public Accounting Firm

(b)List of Exhibits

 
(1)Resolutions of the Board of Directors of The Lincoln National Life Insurance Company establishing Separate Account N incorporated herein by reference to Registration Statement on Form N-4 (File No. 333-40937) filed on November 25, 1997.

(2)Not Applicable

 
(3)(a)Broker-Dealer Selling Agreement among The Lincoln National Life Insurance Company, Lincoln Life & Annuity Company of New York and Lincoln Financial Distributors, Inc. incorporated herein by reference to Pre-Effective Amendment No. 1 (File No. 333-170897) filed on April 8, 2011.
(b) Amended and Restated Principal Underwriting Agreement dated May 1, 2007 between The Lincoln National Life Insurance Company and Lincoln Financial Distributors, Inc. incorporated herein by reference to Post-Effective Amendment No. 24 (File No. 333-61554) filed on December 18, 2007.

 
(4)(a)Annuity Contract (30070-A) incorporated herein by reference to Registration Statement on Form N-3 (File No. 333-138190) filed on October 26, 2006.
 
(b)Contract Specifications (30070-CD-A 8/03) incorporated herein by reference to Pre-Effective Amendment No. 1 (File No. 333-172328) filed on August 2, 2011.
 
(c)Annuity Payment Option Rider (32147) incorporated herein by reference to Post-Effective Amendment No. 3 (File No. 333-36304) filed on August 8, 2001.
 
(d)Interest Adjusted Fixed Account Rider (32143) incorporated herein by reference to Post-Effective Amendment No. 3 (File No. 333-36304) filed on August 8, 2001.

 
B-1

 


 
(e)DCA Fixed Account Rider (32145) incorporated herein by reference to Registration Statement on Form N-4 (File No. 333-135039) filed on June 15, 2006.
(f)IRA Contract Amendment (28877-E) incorporated herein by reference to Post-Effective Amendment No. 14 (File No. 333-40937) filed on April 24, 2003.
 
(g)IRA Contract Amendment (28877) incorporated herein by reference to Post-Effective Amendment No. 14 (File No. 40937) filed on April 24, 2003.
 
(h)Roth IRA Endorsement (5305) incorporated herein by reference to Post-Effective Amendment No. 14 (File No. 333-40937) filed on April 24, 2003.
 
(i)Section 403(b) Annuity Endorsement (32481-I 12/08) incorporated herein by reference to Post-Effective Amendment No. 26 (File No. 333-63505) filed on April 3, 2009.
 
(j)Estate Enhancement Benefit Rider (32151-A) incorporated herein by reference to Post-Effective Amendment No. 6 (File No. 333-35780) filed on April 22, 2003.
 
(k)EGMDB Rider (32149 5/03) incorporated herein by reference to Post-Effective Amendment No. 6 (File No. 333-35780) filed on April 22, 2003.
 
(l)Guarantee of Principal Rider (32148 5/03) incorporated herein by reference to Post-Effective Amendment No. 6 (File No. 333-35780) filed on April 22, 2003.
 
(m)Variable Annuity Death Benefit Rider (DB-3 1/06) incorporated herein by reference to Post-Effective Amendment No. 25 (File No. 333-40937) filed on April 13, 2007.
 
(n)Allocation Amendment (AR503 1/06) incorporated herein by reference to Post-Effective Amendment No. 22 (File No. 333-40937) filed on April 19, 2006.
 
(o)Guaranteed Income Later Rider (4LATER 2/06) incorporated herein by reference to Post-Effective Amendment No. 23 ( File No. 333-36136) filed on April 4, 2006.
 
(p)Variable Annuity Rider (LSSA 7/06) incorporated herein by reference to Post-Effective Amendment No. 25 (File No. 333-40937) filed on December 21, 2006.
 
(q)SmartIncome Rider and Amendment (AE 525 2/09) incorporated herein by reference to Post-Effective Amendment No. 38 (File No. 333-61554) filed on November 20, 2009.
 
(r)Variable Annuity Living Benefits Rider (LINC 2.0) (AR-529 8/10) incorporated herein by reference to Post-Effective Amendment No. 44 (File No. 333-40937) filed on October 28, 2010.
 
(s)Guaranteed Income Benefit Rider (GIB v4) (AR-528 8/10) incorporated herein by reference to Post-Effective Amendment No. 44 (File No. 333-40937) filed on October 28, 2010.
 
(t)Contract Benefit Data (CBD 8/10) incorporated herein by reference to Post-Effective Amendment No. 44 (File No. 333-40937) filed on October 28, 2010.
 
(u)Variable Annuity Payment Option Rider (I4LA-NQ 8/10) incorporated herein by reference to Post-Effective Amendment No. 44 (File No. 333-40937) filed on October 28, 2010.
 
(v)Variable Annuity Payment Option Rider (I4LA-Q 8/10) incorporated herein by reference to Post-Effective Amendment No. 44 (File No. 333-40937) filed on October 28, 2010.
   
 
(5)Application (ANF06747 1/08) incorporated herein by reference to Pre-Effective Amendment No. 1 (File No. 333-172328) filed on August 2, 2011.

 
(6)(a)Articles of Incorporation of The Lincoln National Life Insurance Company incorporated herein by reference to Pre-Effective Amendment No. 1 (File No. 333-04999) filed on September 24, 1996.
 
(b)By-laws of The Lincoln National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 3 on Form N-6 (File No. 333-118478) filed on April 5, 2007.

 
(7)(a)Automatic Indemnity Reinsurance Agreement Amended and Restated as of October 1, 2009 between The Lincoln National Life Insurance Company and Lincoln National Reinsurance Company (Barbados) Limited incorporated herein by reference to Post-Effective Amendment No. 43 (File No. 033-26032) filed on April 7, 2010.
 
(b)Automatic Reinsurance Agreement dated July 1, 2007 between The Lincoln National Life Insurance Company and Swiss Re Life & Health America Inc. incorporated herein by reference to Post-Effective Amendment No. 5 (File No. 333-138190) filed on April 8, 2008.
 
(i)Amendments to Automatic Reinsurance Agreement dated July 1, 2007 between The Lincoln National Life Insurance Company and Swiss Re Life & Health America Inc. incorporated herein by reference to Post-Effective Amendment No. 40 (File No. 333-40937) filed on April 7, 2010.

 
B-2

 

 
(8)(a)Fund Participation Agreements and Amendments between The Lincoln National Life Insurance Company and:
 
(i)American Funds Insurance Series incorporated herein by reference to Post-Effective Amendment No. 13 on Form N-6 (File No. 333-146507) filed on April 1, 2011.
(ii)Delaware VIP Trust incorporated herein by reference to Post-Effective Amendment No. 13 on Form N-6 (File No. 333-146507) filed on April 1, 2010.
 
(iii)DWS Variable Series II incorporated herein by reference to Post-Effective Amendment No. 13 on Form N-6 (File No. 333-146507) filed on April 1, 2010.
(iv)Lincoln Variable Insurance Products Trust incorporated herein by reference to Post-Effective Amendment No. 16 on Form N-6 (File No. 333-146507) filed on April 1, 2011.
(b)Rule 22c-2 Agreements between The Lincoln National Life Insurance Company and:
(i)Delaware VIP Trust incorporated herein by reference to Post-Effective Amendment No. 29 (File No. 333-61554) filed on March 16, 2009.
(ii)Lincoln Variable Insurance Products Trust incorporated herein by reference to Post-Effective Amendment No. 30 (File No. 333-36304) filed on May 29, 2008.
 
(c)Accounting and Financial Administration Services Agreement dated October 1, 2007 among Mellon Bank, N.A., The Lincoln National Life Insurance Company and Lincoln Life & Annuity Company of New York is incorporated herein by reference to Registration Statement on Form N-4 (File No. 333-147673) filed on November 28, 2007.

 
(9)Opinion and Consent of Mary Jo Ardington, Associate General Counsel of The Lincoln National Life Insurance Company as to the legality of securities being issued incorporated herein by reference to Pre-Effective Amendment No. 1 (File No. 333-172328) filed on August 2, 2011.

(10)(a)Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm
 
 
(b)Power of Attorney - Principal Officers and Directors of The Lincoln National Life Insurance Company

(11)Not applicable

(12)Not applicable

 
(13)Organizational Chart of the Lincoln National Insurance Holding Company System incorporated herein by reference to Post-Effective Amendment No. 3 (File No. 333-170695) filed on March 30, 2012.

 
B-3

 


Item 25. Directors and Officers of the Depositor
The following list contains the officers and directors of The Lincoln National Life Insurance Company who are engaged directly or indirectly in activities relating to Lincoln Life Variable Annuity Account N as well as the contracts. The list also shows The Lincoln National Life Insurance Company's executive officers.
Name
Positions and Offices with Depositor
Dennis R. Glass**
President and Director
Chuck C. Cornelio***
Executive Vice President, Chief Administrative Officer and Director
Randal J. Freitag**
Executive Vice President, Chief Financial Officer and Director
Mark E. Konen***
Executive Vice President and Director
Keith J. Ryan*
Vice President and Director
Charles A. Brawley, III**
Vice President and Secretary
C. Phillip Elam, II***
Senior Vice President and Chief Investment Officer
Jeffrey D. Coutts***
Senior Vice President and Treasurer
*
Principal business address is 1300 South Clinton Street, Fort Wayne, Indiana 46802
**
Principal business address is Radnor Financial Center, 150 Radnor Chester Road, Radnor, PA 19087
***
Principal business address is 100 North Greene Street, Greensboro, NC 27401

Item 26. Persons Controlled by or Under Common Control with the Depositor or Registrant
See Exhibit 13: Organizational Chart of the Lincoln National Insurance Holding Company System.

Item 27. Number of Contractowners
As of January 31, 2012 there were 204,664 contract owners under Account N.

Item 28. Indemnification
(a)Brief description of indemnification provisions.
In general, Article VII of the By-Laws of The Lincoln National Life Insurance Company (Lincoln Life) provides that Lincoln Life will indemnify certain persons against expenses, judgments and certain other specified costs incurred by any such person if he/she is made a party or is threatened to be made a party to a suit or proceeding because he/she was a director, officer, or employee of Lincoln Life, as long as he/she acted in good faith and in a manner he/she reasonably believed to be in the best interests of, or act opposed to the best interests of, Lincoln Life. Certain additional conditions apply to indemnification in criminal proceedings.
In particular, separate conditions govern indemnification of directors, officers, and employees of Lincoln Life in connection with suits by, or in the right of, Lincoln Life.
Please refer to Article VII of the By-Laws of Lincoln Life (Exhibit no. 6(b) hereto) for the full text of the indemnification provisions. Indemnification is permitted by, and is subject to the requirements of, Indiana law.
(b)Undertaking pursuant to Rule 484 of Regulation C under the Securities Act of 1933:
Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Registrant pursuant to the provisions described in Item 28(a) above or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer, or controlling person of the Registrant in the successful defense of any such action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

 
B-4

 


Item 29. Principal Underwriter
 
(a)Lincoln Financial Distributors, Inc. (“LFD”) currently serves as Principal Underwriter for: Lincoln National Variable Annuity Account C; Lincoln National Flexible Premium Variable Life Account D; Lincoln National Variable Annuity Account E; Lincoln National Flexible Premium Variable Life Account F; Lincoln National Flexible Premium Variable Life Account G; Lincoln National Variable Annuity Account H; Lincoln Life & Annuity Variable Annuity Account H; Lincoln Life Flexible Premium Variable Life Account J; Lincoln Life Flexible Premium Variable Life Account K; Lincoln National Variable Annuity Account L; Lincoln Life & Annuity Variable Annuity Account L; Lincoln Life Flexible Premium Variable Life Account M; Lincoln Life & Annuity Flexible Premium Variable Life Account M; Lincoln Life Variable Annuity Account N; Lincoln New York Account N for Variable Annuities; Lincoln Life Variable Annuity Account Q; Lincoln Life Flexible Premium Variable Life Account R; LLANY Separate Account R for Flexible Premium Variable Life Insurance; Lincoln Life Flexible Premium Variable Life Account S; LLANY Separate Account S for Flexible Premium Variable Life Insurance; Lincoln Life Variable Annuity Account T; Lincoln Life Variable Annuity Account W; and Lincoln Life Flexible Premium Variable Life Account Y and Lincoln Life & Annuity Flexible Premium Variable Life Account Y; Lincoln Variable Insurance Products Trust; Lincoln Life Variable Annuity Account JF-H; Lincoln Life Variable Annuity Account JF-I; Lincoln Life Flexible Premium Variable Life Account JF-A; Lincoln Life Flexible Premium Variable Life Account JF-C; Lincoln Life Variable Annuity Account JL-A; Lincoln Life & Annuity Flexible Premium Variable Life Account JA-B.

b)Officers and Directors of Lincoln Financial Distributors, Inc.

Name
Positions and Offices with Underwriter
Wilford H. Fuller*
President, Chief Executive Officer and Director
David M. Kittredge*
Senior Vice President
Jeffrey D. Coutts****
Senior Vice President and Treasurer
Patrick J. Caulfield**
Vice President and Chief Compliance Officer
Joel Schwartz*
Senior Vice President and Director
Keith J. Ryan***
Vice President and Chief Financial Officer
Patricia A. Insley*
Senior Vice President and Director
Thomas P. O'Neill*
Senior Vice President and Director
Linda E. Woodward***
Secretary

*
Principal Business address is Radnor Financial Center, 150 Radnor Chester Road, Radnor, PA 19087
**
Principal Business address is 350 Church Street, Hartford, CT 06103
***
Principal Business address is 1300 S. Clinton Street, Ft. Wayne, IN 46802
 **** Principal Business address is 100 N. Greene Street, Greensboro, NC 27401

(c)N/A

Item 30. Location of Accounts and Records
All accounts, books, and other documents, except accounting records, required to be maintained by Section 31a of the 1940 Act and the Rules promulgated thereunder are maintained by The Lincoln National Life Insurance Company, 1300 South Clinton Street, Fort Wayne, Indiana 46802. The accounting records are maintained by The Bank of New York Mellon, One Mellon Bank Center, 500 Grant Street, Pittsburgh, PA 15258.

 
B-5

 


Item 31. Management Services
Not Applicable.

Item 32. Undertakings
 
(a)Registrant undertakes that it will file a post-effective amendment to this registration statement as frequently as necessary to ensure that the audited financial statements in the registration statement are never more than 16 months old for so long as payments under the variable annuity contracts may be accepted.
 
(b)Registrant undertakes that it will include either (1) as part of any application to purchase a Certificate or an Individual Contract offered by the Prospectus, a space that an applicant can check to request a Statement of Additional Information, or (2) a post card or a similar written communication affixed to or included in the Prospectus that the applicant can remove to send for a Statement of Additional Information.
 
(c)Registrant undertakes to deliver any Statement of Additional Information and any financial statements required to be made available under this Form promptly upon written or oral request to Lincoln Life at the address or phone number listed in the Prospectus.
 
(d)The Lincoln National Life Insurance Company hereby represents that the fees and charges deducted under the contract, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by The Lincoln National Life Insurance Company.
 
(e)Registrant hereby represents that it is relying on the American Council of Life Insurance (avail. Nov. 28, 1988) no-action letter with respect to Contracts used in connection with retirement plans meeting the requirements of Section 403(b) of the Internal Revenue Code, and represents further that it will comply with the provisions of paragraphs (1) through (4) set forth in that no-action letter.


SIGNATURES

(a) As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets the requirements of Securities Act Rule 485(b) for effectiveness of this Registration Statement and has caused this Post-Effective Amendment No. 4 to the Registration Statement to be signed on its behalf, in the City of Fort Wayne, and the State of Indiana on this 30th day of March, 2012.

LINCOLN LIFE VARIABLE ANNUITY ACCOUNT N
(Registrant)
Lincoln InvestmentSolutionsSM Variable Annuity
By: /s/ Delson R. Campbell
Delson R. Campbell
       Vice President, The Lincoln National Life Insurance Company
       (Title)

THE LINCOLN NATIONAL LIFE INSURANCE COMPANY
(Depositor)

By:  /s/ Brian A. Kroll
                                                                Brian A. Kroll
       (Signature-Officer of Depositor)
Senior Vice President, The Lincoln National Life Insurance Company
(Title)

(b) As required by the Securities Act of 1933, this Amendment to the Registration Statement has been signed by the following persons in their capacities indicated on March 30, 2012.

Signature
Title
   
*___________________________________
Dennis R. Glass
President and Director
(Principal Executive Officer)
 
*___________________________________
Randal J. Freitag
 
Executive Vice President, Chief Financial Officer and Director
(Principal Financial Officer)
 
*___________________________________
Charles C. Cornelio
 
Executive Vice President, Chief Administrative Officer and Director
*__________________________________
C. Phillip Elam, II
 
Senior Vice President and Chief Investment Officer
*___________________________________
Mark E. Konen
 
Senior Vice President and Director
 *__________________________________
Keith J. Ryan
 
Vice President and Director
 
 
 
* By     /s/ Delson R. Campbell, Pursuant to a Power of Attorney
       Delson R. Campbell

B-6