THE TRAVELERS INSURANCE COMPANY
           THE TRAVELERS SEPARATE ACCOUNT NINE FOR VARIABLE ANNUITIES
               TIC SEPARATE ACCOUNT ELEVEN FOR VARIABLE ANNUITIES
              TIC SEPARATE ACCOUNT THIRTEEN FOR VARIABLE ANNUITIES

                     THE TRAVELERS LIFE AND ANNUITY COMPANY
            THE TRAVELERS SEPARATE ACCOUNT TEN FOR VARIABLE ANNUITIES
               TLAC SEPARATE ACCOUNT TWELVE FOR VARIABLE ANNUITIES
              TLAC SEPARATE ACCOUNT FOURTEEN FOR VARIABLE ANNUITIES

                            PIONEER ANNUISTAR ANNUITY
                         PIONEER ANNUISTAR PLUS ANNUITY
                         PIONEER ANNUISTAR VALUE ANNUITY
        TRAVELERS LIFE & ANNUITY PIONEER ANNUISTAR FLEX VARIABLE ANNUITY


                        Supplement dated January 3, 2006

             To the Prospectuses dated May 2, 2005 (as supplemented)



The Travelers Insurance Company and The Travelers Life and Annuity Company (each
referred to as the "Company") have filed an application with the Securities and
Exchange Commission ("SEC") requesting an order to allow the Company to remove
certain variable Subaccounts ("Existing Funds") and substitute new Subaccounts
("Replacement Funds") as shown below. The Replacement Funds are portfolios of
Met Investors Series Trust or Metropolitan Series Fund, Inc. To the extent that
a Replacement Fund is not currently available as a Subaccount under your
Contract, such Replacement Fund will be added as a Subaccount on or before the
date of the substitution. Please retain this supplement and keep it with the
prospectus for future reference.

To the extent required by law, approval of the proposed substitution is being
obtained from the state insurance regulators in certain jurisdictions.

The Company believes that the proposed substitutions are in the best interest of
Contract Owners. In each case, the Replacement Fund will have at least similar
investment objectives and policies as the Existing Fund. The Company will bear
all expenses related to the substitutions, and they will have no tax
consequences for you. The Company anticipates that, if such order is granted,
the proposed substitutions will occur on or about May 1, 2006.

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The proposed substitutions and respective advisers and/or sub-advisers are:



EXISTING FUND AND CURRENT ADVISER               REPLACEMENT FUND AND SUB-ADVISER

- -----------------------------------------      -------------------------------------------
                                             
OPPENHEIMER CAPITAL APPRECIATION FUND/VA   ->   OPPENHEIMER CAPITAL APPRECIATION PORTFOLIO
(Service Shares)                                (Class B)

OppenheimerFunds, Inc.                          OppenheimerFunds, Inc.
- -----------------------------------------      -------------------------------------------


- -----------------------------------------      -------------------------------------------
OPPENHEIMER GLOBAL SECURITIES FUND/VA      ->   OPPENHEIMER GLOBAL EQUITY PORTFOLIO
(Service Shares)                                (Class B)

OppenheimerFunds, Inc.                          OppenheimerFunds, Inc.
- -----------------------------------------      -------------------------------------------



Please note that:

   o  No action is required on your part at this time. You will not need to file
      a new election or take any immediate action if the SEC approves the
      substitution.

   o  The elections you have on file for allocating your Contract Value and
      Purchase Payments will be redirected to the Replacement Fund unless you
      change your elections and transfer your Contract Value before the
      substitution takes place.

   o  You may transfer amounts in your Contract among the variable Subaccounts
      and the fixed option as usual. The substitution itself will not be treated
      as a transfer for purposes of the transfer provisions of your Contract,
      subject to the Company's restrictions on transfers to prevent or limit
      "market timing" and excessive trading activities by Contract Owners or
      agents of Contract Owners.

   o  If you make one transfer from the above Existing Fund before the
      substitution, or from the Replacement Fund after the substitution, any
      transfer charge that might otherwise be imposed will be waived from the
      date of this Notice through the date that is 30 days after the
      substitution.

   o  On the effective date of the substitution, your Contract Value in the
      Subaccount will be the same as before the substitution. However, the
      number of units you receive in the Replacement Fund will be different from
      the number of units in your Existing Fund, due to the difference in unit
      values.

   o  There will be no tax consequences to you.

Following the substitutions, we will send you a prospectus for Met Investors
Series Trust and Metropolitan Series Fund, Inc., as well as notice of the actual
date of the substitutions and confirmation of transfers.

Please contact your registered representative if you have any questions.

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