Filed with the Securities and Exchange Commission on May 7, 2020

REGISTRATION NO. 333-236099

INVESTMENT COMPANY ACT NO. 811-5438

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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM N-4

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REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

PRE-EFFECTIVE AMENDMENT NO. 1

and

REGISTRATION STATEMENT

UNDER

THE INVESTMENT COMPANY ACT OF 1940

AMENDMENT NO. 210

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PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

(Exact Name of Registrant)

PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION

(Name of Depositor)

ONE CORPORATE DRIVE

SHELTON, CONNECTICUT 06484

(203) 926-1888

(Address and telephone number of Depositor's principal executive offices)

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J. MICHAEL LOW, ESQ

C/O KUTAK ROCK LLP

8601 NORTH SCOTTSDALE ROAD, SUITE 300

SCOTTSDALE, ARIZONA 85253-2738

(480) 429-4874

(Name, address and telephone number of agent for service)

COPIES TO:

DOUGLAS E. SCULLY

VICE PRESIDENT

PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION

ONE CORPORATE DRIVE

SHELTON, CONNECTICUT 06484

(203) 925-6960

Approximate Date of Proposed Sale to the Public: As soon as practicable after effectiveness of the registration statement

The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

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TITLE OF SECURITIES BEING REGISTERED:

Units of interest in Separate Accounts under variable annuity contracts.

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PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION

A Prudential Financial Company

One Corporate Drive, Shelton, CT 06484

PRUDENTIAL FLEXGUARD ^SM

Flexible Premium Deferred Index-Linked and Variable Annuity (“B SERIES”)

PROSPECTUS: MAY 18, 2020

This prospectus describes the B Series of a flexible premium deferred index-linked and variable annuity (“Annuity”) offered by Prudential Annuities Life Assurance Corporation (“Prudential Annuities”, “PALAC”, “we”, “our”, or “us”). The Annuity provides for the potential accumulation of retirement savings and retirement income through annuitization. The Annuity is intended for retirement or other long-term investment purposes. This prospectus describes all material rights and obligations of Annuity purchasers under the Annuity contracts. This prospectus is being provided for informational or educational purposes only and does not take into account the investment objectives or financial situation of any client(s) or prospective client(s). The information is not intended as investment advice and is not a recommendation about managing or investing your retirement savings. Clients seeking information regarding their particular investment needs should contact a Financial Professional. The Annuity is offered as an individual annuity contract and has features and benefits that may be appropriate for you based on your financial situation, your age and how you intend to use the Annuity. The Annuity or certain of its Index Strategies, Variable Investment Subaccounts and/or features may not be available in all states.

Financial Professionals may be compensated for the sale of the B Series. Selling broker-dealer firms through which the Annuity is sold may decline to recommend to their customers certain features, Index Strategies and Variable Investment Subaccounts offered generally under the Annuity or may impose restrictions (e.g., a lower maximum issue age for certain Annuity). Selling broker-dealer firms may not make available or may not recommend the B Series of the Annuity and/or benefits described in this prospectus. Please speak to your Financial Professional for further details.

We hold the assets for each Variable Investment Subaccount in a corresponding Subaccount of PALAC Separate Account B. Each Subaccount, in turn, invests in one of the following Portfolios:

MFS® International Growth Portfolio – Service Class

MFS® Total Return Bond Series – Service Class

MFS® Total Return Series – Service Class

MFS® Value Series – Service Class

PSF Government Money Market Portfolio – Class III

We hold the assets for each Index Strategy in a non-insulated, non-unitized separate account we have established to support our obligations with respect to the Index Strategies.

The Index Strategies currently available are:

Point-to-Point with Cap Index Strategy	Step Rate Plus Index Strategy	Tiered Participation Rate Index Strategy
1-year S&P 500®, 10% Buffer 1-year MSCI EAFE, 10% Buffer 1-year S&P 500®, 100% Buffer 3-year S&P 500®, 10% Buffer 3-year MSCI EAFE, 10% Buffer 3-year S&P 500®, 20% Buffer 3-year MSCI EAFE, 20% Buffer 6-year S&P 500®, 20% Buffer 6-year MSCI EAFE, 20% Buffer	1-year S&P 500®, 5% Buffer 1-year MSCI EAFE, 5% Buffer	6-year S&P 500®, 10% Buffer 6-year MSCI EAFE, 10% Buffer

The guarantees provided by the Annuity contracts and payments PALAC makes under the Annuity contracts are the obligations of, and subject to the creditworthiness and claims paying ability of, PALAC. Certain terms are capitalized in this prospectus. Those terms are defined either in the Special Terms section or in the context of the particular section.

Flexible premium deferred index-linked and variable annuity contracts are complex insurance and investment vehicles. There is a risk of substantial loss of your principal. The risk of loss may be greater in the case of an early withdrawal due to any charges and adjustments applied to such withdrawals. These charges and adjustments may result in loss even when the value of an Index has increased. Refer to the Risk Factors section beginning on page 11 of this prospectus for more information. Investors should speak with a Financial Professional about the Annuity’s features, benefits, risks and fees, and whether the Annuity is appropriate for the investor based upon his or her financial situation and objectives.

RILABPROS

IMPORTANT INFORMATION

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual shareholder reports for Portfolios available under your Annuity will no longer be sent by mail, unless you specifically request paper copies of the reports from us. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from us electronically anytime at our website www.prudential.com. You may elect to receive all future shareholder reports in paper free of charge by calling 1-888-778-2888. Your election to receive reports in paper will apply to all Portfolios available under your contract.

PLEASE READ THIS PROSPECTUS

This prospectus sets forth information about the Annuity that you should know before investing. Please read this prospectus and keep it for future reference. If you are purchasing the Annuity as a replacement for an existing variable annuity, variable life insurance policy, fixed annuity or fixed life insurance policy, you should consider any surrender or penalty charges you may incur and any benefits you may also be forfeiting when replacing your existing coverage and that the Annuity may be subject to a Contingent Deferred Sales Charge if you elect to surrender the Annuity or take a partial withdrawal. You should consider your need to access the Annuity’s Account Value and whether the Annuity’s liquidity features will satisfy that need. Please note that if you purchase the Annuity within a tax advantaged retirement plan, such as an IRA, SEP-IRA or Roth IRA, you will get no additional tax advantage through the Annuity itself. Because there is no additional tax advantage when an Annuity is purchased through one of these plans, the reasons for purchasing the Annuity inside a qualified plan are limited to the ability to allocate to the various Index Strategies and Variable Investment Subaccounts, and the opportunity to annuitize the contract, which might make the Annuity an appropriate investment for you. You should consult your tax and Financial Professional regarding such features and benefits prior to purchasing the Annuity for use with a tax-qualified plan.

For currently available Index Strategies, please refer to our website at www.prudential.com.

OTHER CONTRACTS

We offer a variety of annuity contracts. They may offer features, including investment options, and have fees and charges, that are different from the Annuity offered by this prospectus. Not every annuity contract we issue is offered through every selling broker-dealer firm. Upon request, your Financial Professional can show you information regarding other PALAC annuity contracts that he or she sells. You can also contact us to find out more about the availability of any of the PALAC annuity contracts. You should work with your Financial Professional to decide whether the Annuity contract is appropriate for you based on a thorough analysis of your particular needs, financial objectives, investment goals, time horizons and risk tolerance.

AVAILABLE INFORMATION

We have also filed a Statement of Additional Information dated the same date as this prospectus that is available from us, without charge, upon your request. The contents of the Statement of Additional Information are described at the end of this prospectus – see Table of Contents. The Statement of Additional Information is incorporated by reference into this prospectus. This prospectus is part of the registration statement we filed with the SEC regarding this offering. Additional information on us and this offering is available in the registration statement and the exhibits thereto. You may review and obtain copies of these materials at no cost to you by contacting us. These documents, as well as documents incorporated by reference, which means it is legally part of this prospectus may also be obtained through the SEC’s Internet Website (www.sec.gov) for this registration statement as well as for other registrants that file electronically with the SEC. Please see “How to Contact Us” later in this prospectus for our Service Office address.

In compliance with U.S. law, PALAC delivers this prospectus to current Owners that reside outside of the United States. However, we may not market or offer benefits, features or enhancements to prospective or current Owners while outside of the United States.

The Annuity is NOT a deposit or obligation of, or issued, guaranteed or endorsed by, any bank, and is NOT insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation (FDIC), the Federal Reserve Board or any other agency. An investment in an annuity involves investment risks, including possible loss of value, even with respect to amounts allocated to the PSF Government Money Market Subaccount.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

PRUDENTIAL, PRUDENTIAL FINANCIAL, PRUDENTIAL ANNUITIES AND THE ROCK LOGO ARE SERVICEMARKS OF THE PRUDENTIAL INSURANCE COMPANY OF AMERICA AND ITS AFFILIATES. OTHER PROPRIETARY PRUDENTIAL MARKS MAY BE DESIGNATED AS SUCH THROUGH USE OF THE ^SM OR ^® SYMBOLS.

FOR FURTHER INFORMATION CALL: 1-888-PRU-2888 OR GO TO OUR WEBSITE AT
WWW.PRUDENTIAL.COM

Prospectus dated: May 18, 2020 Statement of Additional Information dated: May 18, 2020

TABLE OF CONTENTS

SPECIAL TERMS	1
SUMMARY	4
Summary of Fees and Expenses	7
Expense Examples	9
Condensed Financial Information	10
RISK FACTORS	11
INDEX STRATEGIES	13
Indices	13
Buffers	13
Point-to-Point with Cap Index Strategy	14
Step Rate Plus Index Strategy	15
Tiered Participation Rate Index Strategy	15
VARIABLE INVESTMENT SUBACCOUNTS	17
INFORMATION ABOUT THE INSURANCE COMPANY AND SEPARATE ACCOUNTS	18
Prudential Annuities Life Assurance Corporation	18
Incorporation of Certain Documents by Reference	18
Financial Statements	18
The Separate Accounts	18
FEES, CHARGES AND DEDUCTIONS	20
Contingent Deferred Sales Charge	20
Tax Charge	21
Insurance Charge	22
Fees and Expenses Incurred by the Portfolios	22
Annuity Payment Option Charges	22
Exceptions/Reductions to Fees and Charges	22
VALUING YOUR INVESTMENT AND INTERIM VALUE OF INDEX STRATEGIES	23
Processing and Valuing Transactions	23
Valuing the Subaccounts	23
Interim Value of Index Strategies	23
PURCHASING YOUR ANNUITY	28
Designation of Owner, Annuitant, and Beneficiary	28
Age Restrictions	28
Requirements for Purchasing the Annuity	28
Allocation of Purchase Payments	29
Holding Account	29
Rate Hold	30
Additional Purchase Payments	30
Right to Cancel	30
Speculative Investing	31
MANAGING YOUR ANNUITY	33
Change of Owner, Annuitant and Beneficiary Designations	33
Spousal Designations	33
Contingent Annuitant	34
Joint Annuitant	34
MANAGING YOUR ACCOUNT VALUE	35
Reallocations/Transfer Guidelines	35
Restrictions on Transfers Between Variable Investment Subaccounts	35
Financial Professional Permission to Forward Transaction Instructions	36

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ACCESS TO ACCOUNT VALUE	38
Types of Distributions Available to You	38
Partial Withdrawals and Interim Value of Index Strategies	38
Tax Implications for Distributions from Non-Qualified Annuity	38
Free Withdrawal Amounts	38
Systematic Withdrawals from My Annuity During the Accumulation Period	39
Systematic Withdrawals under Sections 72(t)/72(q) of the Internal Revenue Code	40
Required Minimum Distributions	40
SURRENDERS	41
Surrender Value	41
Medically-Related Surrenders	41
ANNUITY OPTIONS	42
DEATH BENEFITS	44
Triggers for Payment of the Death Benefit	44
Return of Purchase Payments Death Benefit	44
Exceptions to the Return of Purchase Payment Amount	45
Spousal Continuation of Annuity	45
Payment of Death Benefits	45
TAX CONSIDERATIONS	48
Non-Qualified Annuity	48
Qualified Annuity	51
Additional Considerations	56
ADDITIONAL INFORMATION	57
Reserved Rights	57
Service Providers	57
Cyber Security Risks	58
What is the Legal Structure of the Portfolio?	58
Fees and Payments Received by Prudential Annuities	59
Who Distributes Annuity Offered by Prudential Annuities	59
How Will I Receive Statements and Reports?	61
How to Contact Us	61
Indemnification	62
Legal Proceedings	62
Contents of the Statement of Additional Information	63
APPENDIX A - INTERIM VALUE OF INDEX STRATEGIES	A-1
APPENDIX B - IMPORTANT INFORMATION ABOUT INDICES	B-1
APPENDIX C - NET INVESTMENT FACTOR	C-1
APPENDIX D - SPECIAL CONTRACT PROVISIONS FOR ANNUITIES ISSUED IN CERTAIN STATES	D-1

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SPECIAL TERMS

We set forth here definitions of some of the key terms used throughout this prospectus. In addition to the definitions here, we also define certain terms in the section of the prospectus that uses such terms.

Account Value: The Interim Value for each Index Strategy plus the total value of any allocations in the Variable Investment Subaccounts on any Valuation Day other than the Index Strategy Start Date and Index Strategy End Date. The Interim Value does not apply to an Index Strategy on the Index Strategy Start Date and the Index Strategy End Date. On an Index Strategy Start Date, the Index Strategy Base applicable to that Index Strategy would be used instead of the Interim Value. On an Index Strategy End Date, the Index Strategy Base plus the Index Credit applicable to that Index Strategy would be used instead of the Interim Value.

Accumulation Period: The period of time from the Issue Date through the last Valuation Day immediately preceding the Annuity Date.

Allocation Option: A Variable Investment Subaccount, Index Strategy or other option we make available as of any given time to which Account Value may be allocated.

Annuitant/Joint Annuitant: The natural person upon whose life annuity payments made to the Owner are based.

Annuitization: The process by which you direct us to apply the Account Value to one of the available annuity options to begin making periodic payments to the Owner.

Annuity Date: The date on which we apply your Account Value to the applicable annuity option and begin the Payout Period. As discussed in the “Annuity Options” section, there is a date by which you must begin receiving annuity payments, which we call the “Maximum Annuity Date.”

Annuity Year: The twelve-month period beginning on the Issue Date and continuing through and including the day immediately preceding the first anniversary of the Issue Date. Subsequent Annuity Years begin on the anniversary of the Issue Date and continue through and include the day immediately preceding the next anniversary of the Issue Date.

Beneficiary(ies): The natural person(s) or entity(ies) designated as the recipient(s) of the Death Benefit or to whom any remaining period certain payments may be paid in accordance with the “Annuity Payout Options” section of the Annuity.

Beneficiary Annuity: An Annuity purchased by a Beneficiary with the Beneficiary’s share of an account owned by a decedent to continue receiving the distributions that are required by the tax laws.

Buffer: The amount of protected negative Index Return applied to the Account Value allocated to an Index Strategy at the end of an Index Strategy Term. Any negative Index Return in excess of the Buffer reduces the Account Value.

Cap Rate: The maximum rate that may be credited to the Point-to-Point with Cap Index Strategy for any given Index Strategy Term. A different Cap Rate may be declared for different Indices, Buffers , and different Index Strategy Terms.

Code: The Internal Revenue Code of 1986, as amended from time to time and the regulations promulgated thereunder.

Contingent Annuitant: The natural person named to become the Annuitant upon the death of Annuitant prior to the Annuity Date.

Contingent Deferred Sales Charge (“CDSC”): This is a sales charge that may be deducted when you make a surrender or take a partial withdrawal from your Annuity. We refer to this as a “contingent” charge because it is imposed only if you surrender or take a withdrawal from your Annuity. The charge is a percentage of each applicable Purchase Payment that is being surrendered or withdrawn.

Due Proof of Death: Due Proof of Death is satisfied when we receive all of the following in Good Order: (a) a death certificate or similar documentation acceptable to us; (b) all representations we require or which are mandated by applicable law or regulation in relation to the death claim and the payment of death proceeds (representations may include, but are not limited to, trust or estate paperwork (if needed); consent forms (if applicable); and claims forms from at least one beneficiary); and (c) any applicable election of the method of payment of the death benefit, if not previously elected by the Owner, by at least one Beneficiary.

Free Look: The right to examine your Annuity, during a limited period of time, to decide if you want to keep it or cancel it. The length of this time period, and the amount of refund, depends on applicable law and thus may vary by state. In addition, there is a different Free Look period that applies if your Annuity was sold to you as a replacement of a life insurance policy or another annuity contract. In your Annuity contract, your Free Look right is referred to as your “Right to Cancel.”

Good Order: Good Order is the standard that we apply when we determine whether an instruction is satisfactory. An instruction will be considered in Good Order if it is received at our Service Office: (a) in a manner that is satisfactory to us such that it is sufficiently complete and clear that we do not need to exercise any discretion to follow such instruction and complies with all relevant laws and regulations; (b) on specific forms, or by other means we then permit (such as via telephone or electronic submission); and/or (c) with any signatures and dates as we may require. We will notify you if an instruction is not in Good Order.

Holding Account: A Variable Investment Subaccount we make available and designate as such. The Holding Account is used for the first 30 days of the contract to hold any Purchase Payments that are to be allocated to an Index Strategy should you elect to delay the initial Index Strategy Start Date. The Holding Account will also be used for additional Purchase Payments received between Index Anniversaries so long as you provided no other instructions for the Purchase Payment in any other available Variable Investment Subaccount.

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Index (Indices): The underlying Index associated with an Index Strategy and used to determine the Index Return in determining the Index Credit. You do not directly participate in an Index.

Index Anniversary Date: The same day, each calendar year, as the day of the initial allocation to an Index Strategy (Index Effective Date). You may allocate available Account Value to a new Index Strategy(ies) or to the Variable Subaccounts or other options we make available on this date. You may allocate available Account Value to the same Index Strategy(ies) on this date once the Index Strategy(ies) has reached the Index Strategy End Date.

Index Credit: The amount you receive on an Index Strategy End Date based on the Index Return and the Index Strategy. The Index Credit can be negative, meaning you can lose principal and prior earnings.

Index Effective Date: The first day of the first Index Strategy allocation.

Index Return: The percentage change in the Index Value from the Index Strategy Start Date to the Index Strategy End Date, which is used to determine the Index Credit for an Index Strategy. An Index Return is calculated by taking the Index Value on the Index Strategy End Date, minus the Index Value on the Index Strategy Start Date, and then dividing the result by the Index Value on the Index Strategy Start Date.

Index Strategy(ies): Any index linked Allocation Option we make available in the Annuity for crediting interest based on the underlying Index associated with the Index Strategy, Buffer, and Index Strategy Term. We may offer other Index Strategies from time to time, subject to our rules.

Index Strategy Base: The amount of Account Value allocated to an Index Strategy on an Index Strategy Start Date. The Index Strategy Base is used in the calculation of any Index Credit and in the calculation of the Interim Value. The Index Strategy Base is reduced for any transfers or withdrawals that occur between an Index Strategy Start Date and Index Strategy End Date in the same proportion that the total withdrawal or transfer amount reduced the Interim Value.

Index Strategy End Date: The last day of an Index Strategy Term. This is the day any applicable Index Credit would be credited to the Index Strategy.

Index Strategy Start Date: The first day of an Index Strategy Term.

Index Strategy Term: The time period allocated to each Index Strategy. The term begins on the Index Strategy Start Date and ends on the Index Strategy End Date.

Index Value: The value of the Index that is published by the Index provider at the close of each day that the Index is calculated. If an Index Value is not published for a particular Valuation Day, the closing Index Value of the next published Valuation Day will be used.

Interim Value: The value of an Index Strategy on any Valuation Day during an Index Strategy Term other than the Index Strategy Start Date and Index Strategy End Date. It is a calculated value (as described in the Interim Value section) and is used when a withdrawal, death benefit payment, transfer, annuitization, or surrender occurs between an Index Strategy Start Date and Index Strategy End Date. During an Index Strategy Term, the Interim Value is included in the Account Value and Surrender Value.

Issue Date: The effective date of your Annity.

Key Life: Under the Beneficiary Annuity, the person whose life expectancy is used to determine the required distributions.

Maximum Annuity Date: The Maximum Annuity Date is equal to the first day of the calendar month following the oldest of the Owner(s)’ and Annuitant(s)’ 95^th birthday. You may not reallocate to an Index Strategy where the Index Strategy End Date is after your Maximum Annuity Date.

Owner: The Owner is either an eligible entity or person named as having ownership rights in relation to the Annuity.

Payout Period: The period starting on the Annuity Date and during which annuity payments are made.

Participation Rate: The percentage of any Index increase that will be used in calculating the Index Credit at the end of an Index Strategy Term for applicable Index Strategies. A different Participation Rate may be declared for different Index Strategies, Indices and Buffers.

Portfolio: An underlying mutual fund, or series thereof, in which a Subaccount of the Separate Account invests. A Portfolio also may be referred to in the prospectus as an Underlying Portfolio.

Purchase Payment: A cash consideration in currency of the United States of America given to us in exchange for the rights, privileges, and benefits of the Annuity. We will deduct any fees, charges or Tax Charges prior to allocation to the Allocation Options you select or the Holding Account for Purchase Payments received between Index Anniversary Dates.

Separate Accounts: Refers to PALAC Separate Account B and the Index Strategies Separate Account, which hold assets associated with the Annuity issued by PALAC. Separate Account B assets held in support of the Variable Investment Subaccounts and are kept separate from all of our other assets and may not be charged with liabilities arising out of any other business we may conduct, while the assets in the Index Strategies Separate Account are not insulated from the creditors of PALAC.

Service Office: The place to which all requests and payments regarding the Annuity are to be sent. We may change the address of the Service Office at any time and will notify you in advance of any such change of address. Please see “How to Contact Us” later in this prospectus for the Service Office address.

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Step Rate: The Step Rate is the declared rate that may be credited to amounts allocated to the applicable Index Strategies for any given Index Strategy Term if the Index Return is between zero and the declared Step Rate. A different Step Rate may be declared for different Indices and Buffers.

Surrender Value: The Account Value less any applicable Contingent Deferred Sales Charge, any applicable Tax Charges, and any other applicable charges assessable as a deduction from the Account Value.

Tier Level: The declared Index Return that is used to determine which Participation Rate tier applies in the calculation of Index Credit in the Tiered Participation Rate Index Strategy.

Unit: A share of participation in a Variable Investment Subaccount used to calculate your Account Value prior to the Annuity Date.

Unit Price: The value of each Unit of a Variable Investment Subaccount on a Valuation Day.

Valuation Day: Every day the New York Stock Exchange is open for trading or any other day the Securities and Exchange Commission requires mutual funds or unit investment trusts to be valued, and an Index Strategy Index Value is published, not including any day: (1) trading on the NYSE is restricted; (2) an emergency, as determined by the SEC, exists making redemption or valuation of securities held in the Separate Account impractical; or (3) the SEC, by order, permits the suspension or postponement for the protection of security holders.

Variable Investment Subaccount: A division of the Variable Separate Account. A Variable Investment Subaccount also may be referred to in this prospectus and the Annuity as a Variable Subaccount or Subaccount.

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SUMMARY

This Summary describes key features of the Annuity offered in this prospectus. It is intended to give you an overview, and to point you to sections of the prospectus that provide greater detail. You should not rely on the Summary alone for all the information you need to know before purchasing an Annuity. You should read the entire prospectus for a complete description of the Annuity. Your Financial Professional can also help you if you have questions.

The Annuity: The Prudential FlexGuard index-linked and variable annuity contract issued by PALAC is a contract between you, the Owner, and Prudential Annuities Life Assurance Corporation, an insurance company. It is designed for retirement purposes, or other long-term investing, to help you save money for retirement, on a tax deferred basis, and provide income during your retirement. Although this prospectus describes key features of the Annuity contract, the prospectus is a distinct document, and is not part of the contract.

The Annuity offers various Variable Investment Subaccounts and Index Strategy Allocation Options.

Variable Investment Subaccounts. Each Variable Subaccount invests in a Portfolio whose share price generally fluctuates each day. The Variable Investment Subaccounts do not provide any level of protection against negative returns. You are at risk of losing principal and any earnings if you allocate funds to the Variable Investment Subaccounts, which could result in a significant amount of loss. The assets that are held in support of the Variable Subaccounts are kept separate from all our other assets and may not be chargeable with liabilities arising out of any other business we may conduct.

Index Strategies. The Index Strategies provide an Index Credit based on the Index Return of the underlying Index associated with the Index Strategy. The Index Strategies provide a level of protection against negative Index Returns; however, negative Index Returns in excess of the Buffer will result in a loss of principal and any prior earnings, which could also result in a significant amount of loss. Assets supporting the Index Strategies are held in a non-insulated, non-registered separate account and are subject to the claims of the creditors of PALAC and the benefits provided are subject to the claims paying ability of PALAC.

With the help of your Financial Professional, you choose how to allocate your money within your Annuity (subject to certain restrictions; see “Index Strategies” and “Variable Investment Subaccounts”). Investing in Index Strategies and Variable Investment Subaccounts involves risk and you can lose your money. On the other hand, investing in the Annuity can provide you with the opportunity to grow your money through participation in Index Strategies and Variable Investment Subaccounts.

GENERALLY SPEAKING, INDEX-LINKED AND VARIABLE ANNUITIES ARE INVESTMENTS DESIGNED TO BE HELD FOR THE LONG TERM. WORKING WITH YOUR FINANCIAL PROFESSIONAL, YOU SHOULD CAREFULLY CONSIDER WHETHER AN INDEXED-LINKED AND VARIABLE ANNUITY IS APPROPRIATE FOR YOU GIVEN YOUR LIFE EXPECTANCY, NEED FOR INCOME, AND OTHER PERTINENT FACTORS.

You and your Financial Professional may want to discuss and consider the following factors when deciding whether the Annuity is appropriate for your individual needs: your age; the amount of your initial Purchase Payment and any planned future Purchase Payments into the Annuity; how long you intend to hold the Annuity (also referred to as “investment time horizon”); your desire to make withdrawals from the Annuity and the timing of those withdrawals; your investment objectives; and your desire to minimize costs and/or maximize returns associated with the Annuity.

Risks: Index-linked and variable annuity contracts are complex insurance and investment vehicles. There is a risk of substantial loss of your principal. The risk of loss can be greater in the case of an early withdrawal due to any surrender charges and the Interim Value associated with such withdrawals. Please see “Risk Factors” for additional information.

Purchase: In order to purchase an Annuity, you must be no older than age 85. Also, we require a minimum initial Purchase Payment of $25,000. See your Financial Professional to complete an application.

The Maximum Age for Initial Purchase applies to the oldest Owner as of the day we would issue the Annuity. If the Annuity is to be owned by an entity, the maximum age applies to the oldest Annuitant as of the day we would issue the Annuity. For an Annuity purchased as a Beneficiary Annuity, the maximum issue age is 85 and applies to the Key Life.

After you purchase your Annuity, you will have a limited period of time during which you may cancel (or “Free Look”) the purchase of your Annuity. Your request for a Free Look must be received in Good Order within the applicable time period.

You may allocate your initial Purchase Payment to the Index Strategies and/or the Variable Investment Subaccounts. Please see “Purchasing Your Annuity” for additional information.

Index Strategies: The Annuity offers multiple Index Strategies which provide an Index Credit based on the Index Return of the Index associated with the Index Strategy. The Index Credit is the amount credited on an Index Strategy End Date based on the Index Return and the type of Index Strategy. The Index Credit may be positive or negative, which means you can lose principal and prior earnings. You may allocate all or a portion of your Purchase Payments into one or more Index Strategies. We currently offer the following Index Strategies: Point-to-Point with Cap, Tiered Participation Rate and Step Rate Plus.

The Point-to-Point with Cap Index Strategy provides an Index Credit equal to the Index Return up to a Cap.

• If the Index Return is positive and equal to or greater than the Cap Rate, then the Index Credit is equal to the Cap Rate. If the Index Return is positive, but less than the Cap Rate, the Index Credit is equal to the Index Return.

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• If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

• Offers the greatest level of protection with the most options for term lengths, but limited upside potential.

The Tiered Participation Rate Index Strategy provides an Index Credit equal to the Index Return multiplied by one or two Participation Rates.

• If the Index Return is between zero and the declared Tier Level, then the Index Credit is equal to the Index Return multiplied by the Participation Rate for the 1 ^st tier. If the Index Return is greater than or equal to the declared Tier Level, the Index Credit is the sum of the Tier Level Index Return multiplied by the Participation Rate for the 1 ^st tier and the remaining Index Return multiplied by the Participation Rate for the 2 ^nd tier.

• If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

• Offers an upside potential with no maximum or limitations, but only available in longer term lengths.

The Step Rate Plus Index Strategy provides an Index Credit equal to the greater of the Index Return multiplied by a Participation Rate or the Step Rate.

• If the Index Return is between zero (including zero) and the declared Step Rate, then the Index Credit is equal to the Step Rate. If the Index Return is greater than the Step Rate, the Index Credit is equal to the greater of the Index Return multiplied by the Participation Rate or the Step Rate.

• If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

• Offers the smallest level of protection, but no maximum on the upside potential. Available only in shorter term lengths.

Not all Index Strategies will be available with all Indices, in all available Index Strategy Terms, and in all available Buffers. As a result of economic market conditions, or utilization of the Index Strategies, we reserve the right to add and remove Index Strategies at any time. For currently available Index Strategies, please refer to our website at www.prudential.com . New Cap Rates will be set for Index Strategy Terms upon Index Anniversary Dates. These Cap Rates will be set based upon the current interest rate and market environment. New Buffers may be offered as new Index Strategy Options. We currently offer one-year, three-year and six-year Index Strategy Terms. We currently offer Index Strategies based on the S&P 500 Index and the MSCI EAFE Index. The Annuity offers Index Strategies with 5%, 10%, 20%, and 100% Buffers. The Buffer is the amount of protected negative return. Any loss beyond the Buffer level reduces the Account Value allocated to the Index Strategy. Please see “Index Strategies” for more information.

Indices: We reserve the right to add and remove an Index at any time. If an Index is discontinued or changed in a manner that results in a material change in the formula or method of calculating the Index, we reserve the right to substitute it with an alternative Index and will notify you of any such substitution. Upon substitution of an Index, we will calculate your Index Return on the replaced Index up until the date of substitution and the substitute Index from the date of substitution to the Index Strategy End Date. An Index substitution will not change your Index Strategy. A substitution of an Index between the Index Strategy Start Date and Index Strategy End Date may impact the calculation of your Index Credit on the Index Strategy End Date. When we notify you of any substitution of an Index, we will also inform you of the potential impacts to your Index Credit. You may transfer your allocation in the impacted Index Strategy, at Interim Value, to the Variable Investment Subaccounts, where you may then use the funds to start a new Index Strategy on the next Index Anniversary Date.

Variable Investment Subaccounts: You may allocate to a variety of Variable Investment Subaccounts. The Portfolio in which each Variable Investment Subaccount invests is described in its own summary prospectus, which you should read before selecting your Variable Investment Subaccounts. You can obtain the summary prospectuses and prospectuses for the Portfolios by calling 1-888-PRU-2888 or at www.prudential.com. There is no assurance that any Variable Investment Subaccount will meet its investment objective. Please see “Variable Investment Subaccounts” for more information.

Interim Value: If you take a withdrawal (including partial withdrawals, systematic withdrawals and full surrenders), transfer out of, annuitize, or we pay a death claim between an Index Strategy Start Date and Index Strategy End Date, we will use an Interim Value to determine the fair market value of each Index Strategy at the time of the transaction. The Interim Value is also used to determine how much the Index Strategy Base will be reduced after a transfer or withdrawal. If you withdraw Account Value allocated to an Index Strategy, the withdrawal will cause an immediate reduction to your Index Strategy Base in a proportion equal to the reduction in your Interim Value. A proportional reduction could be larger than the dollar amount of your withdrawal. Reductions to your Index Strategy Base will negatively impact your Interim Value for the remainder of the Index Strategy Term and will result in a lower Index Credit on the Index Strategy End Date. Once your Index Strategy Base is reduced due to a withdrawal during any Index Strategy Term, it will not increase for the remainder of the Index Strategy Term.

The Interim Value is designed to represent the fair value of the Index Strategy on each Valuation Day, taking into account the potential gain or loss of the applicable Index at the end of the Index Strategy Term. The Interim Value reflects the change in fair value due to economic factors of the investment instruments (including derivatives) supporting the Index Strategies. This will also be compared to the potential Index Credit based upon the portion of time the customer has been invested in the Index Strategy (pro-rata). The Interim Value utilizes the lesser of this fair market value calculation and the pro-rata calculation. The Interim Value may result in a loss even if the Index Value at the time the Interim Value is calculated is higher than the Index Value on the Index Strategy Start Date. See “Interim Value” and “Access to Account Value” for more information.

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Access To Your Money: You can receive access to your money by taking withdrawals or electing annuity payments. Please note that withdrawals may be subject to tax and may be subject to a Contingent Deferred Sales Charge. Withdrawals taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. Please see “Interim Value” for more information. In addition, any time a partial withdrawal occurs before the Index Strategy End Date, the Index Strategy Base will be reduced in the same proportion that the total withdrawal reduced the Interim Value. Please see “Access to Account Value” for more information. You may withdraw up to 10% of your Purchase Payments each year as further defined in Section “Free Withdrawal Amounts” without being subject to a Contingent Deferred Sales Charge.

You may elect to receive income through fixed annuity payments over your lifetime, also called “Annuitization”. If you elect to receive annuity payments, you convert your Account Value into a stream of future payments. This means in most cases you no longer have an Account Value and therefore cannot make withdrawals. We offer different types of annuity options to meet your needs. Please see “Annuity Options” for more information.

You may transfer Account Value between Variable Investment Subaccounts or from Index Strategies to Variable Investment Subaccounts at any time. On each Index Anniversary Date, you may reallocate Account Value allocated to Variable Investment Subaccounts and any Index Strategy(ies) that has reached an Index Strategy End Date into any available Index Strategy. There is no charge for such transfers. Please see “Managing Your Account Value” for more information. You must provide instructions for reallocation at least 2 days prior to the Index Anniversary Date. Failure to provide timely instructions may result in amounts being transferred into the Holding Account, which is allocated to the PSF Government Money Market Portfolio and could remain in that Account for up to a year until your next Index Anniversary Date.

Death Benefits: You may name a Beneficiary to receive the proceeds of your Annuity upon your death. Your death benefit must be distributed within the time period required by the tax laws. The Death Benefit is the Return of Purchase Payments Death Benefit. Please see “Death Benefits” for more information.

Fees and Charges: The Annuity is subject to certain fees and charges, as discussed in the “Summary of Contract Fees and Charges” table in this prospectus. In addition, there are fees and expenses of the Portfolios of the Variable Investment Subaccounts. While no fees or charges are deducted from the amounts held in the Index Strategies, the available Cap Rates, Participation Rates, Tier Levels, and Step Rates reflect the expenses related to the Index Strategies.

What does it mean that my Annuity is “tax deferred”? The Annuity is “tax deferred”, meaning you pay no taxes on any earnings from your Annuity until you withdraw the money. You may also transfer among the Index Strategies and the Variable Investment Subaccounts without paying a tax at the time of the transfer. When you take your money out of the Annuity, however, you will be taxed on the earnings at ordinary income tax rates. If you withdraw money before you reach age 59 ¹ / ₂ , you also may be subject to a 10% federal tax penalty.

Please note that if you purchase the Annuity within a tax advantaged retirement plan, such as an IRA, SEP-IRA, Roth IRA, you will get no additional tax advantage through the Annuity itself. Because there is no additional tax advantage when an index-linked and variable annuity is purchased through one of these plans, the reasons for purchasing the Annuity inside a tax-qualified plan are limited to the ability to allocate to the various Index Strategies and Variable Investment Subaccounts, and the opportunity to annuitize the contract, which might make the Annuity an appropriate investment for you. You should consult your tax and Financial Professional regarding such features and benefits prior to purchasing the Annuity for use with a tax-qualified plan.

Other Information: Please see “Information About the Insurance Company and Separate Accounts” and “Additional Information” for more information about the Annuity, including legal information about PALAC, Separate Account B and the Index Strategies Separate Account.

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Summary of Fees and Expenses

The following tables describe the fees and expenses that you will pay when buying, owning and surrendering the Annuity. The first table describes the fees and expenses that you will pay at the time you buy the Annuity, surrender the Annuity, or transfer cash value between the Variable Investment Subaccounts. State premium taxes may also be deducted. Important additional information about these fees and expenses is contained in “Fees, Charges and Deductions” later in this prospectus.

ANNUITY OWNER TRANSACTION EXPENSES
Age of Purchase Payment Being Withdrawn	Percentage Applied Against Purchase Payment being Withdrawn
	B SERIES
Less than 1 year old	7.0%
1 year old or older, but not yet 2 years old	7.0%
2 years old or older, but not yet 3 years old	6.0%
3 years old or older, but not yet 4 years old	5.0%
4 years old or older, but not yet 5 years old	4.0%
5 years old or older, but not yet 6 years old	3.0%
6 years old or older	0.0%

The years referenced in the CDSC table above refer to the length of time since a Purchase Payment was made (i.e. the age of the Purchase Payment). CDSCs are applied against the Purchase Payment(s) being withdrawn. The appropriate percentage is multiplied by the Purchase Payment(s) being withdrawn. Purchase Payments are withdrawn on a “first-in, first-out” basis.

Tax Charge: 0% - 3.5%

The Tax Charge is designed to approximate the taxes that we are required to pay and is assessed as a percentage of Purchase Payments, Surrender Value, or Account Value as applicable. The Tax Charge currently ranges up to 3.5%. These taxes apply only in certain states.

The following table describes the periodic fees and charges you will pay when you allocate to the Variable Investment Subaccounts, not including the underlying Portfolio fees and expenses.

ANNUALIZED INSURANCE FEES/CHARGES  (as a percentage of the net assets of the Variable Subaccounts)
	B SERIES
Mortality & Expense Risk Charges1
Level 1: Purchase Payments Less than $1,000,000	1.15%
Level 2: Purchase Payments $1,000,000 and more	1.05%
Administration Charge	0.15%
Total Annualized Insurance Fees and Charges2	1.30%

¹ Any transactions that impact Purchase Payments and cause a change in the applicable Insurance Charge level will cause that change in level on the Valuation Day(s) on which the transactions occur.

² The Insurance Charge is a combination of the Mortality & Expense Risk Charge and the Administration Charge. The Total Annualized Fees and Charges shown above is based on the Mortality & Expense Risk Charge for Level 1. If Purchase Payments were in a different level at any time during an Annuity Year, the total would be lower.

The following table provides the range (minimum and maximum) of the total operating expenses charged by the Portfolios before any contractual waivers and expense reimbursements. Each figure is stated as a percentage of the Portfolio's average daily net assets.

TOTAL ANNUAL UNDERLYING PORTFOLIO OPERATING EXPENSES
	MINIMUM	MAXIMUM
Total Annual Underlying Portfolio Operating Expenses (expenses that are deducted from Portfolio assets, including management fees, distribution and/or service fees (12b-1 fees), and other expenses)	0.60%*	1.30%*

*These expenses do not include the impact of any applicable contractual waivers and expense reimbursements.

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UNDERLYING PORTFOLIO ANNUAL EXPENSES
(as a percentage of the average daily net assets of the underlying Portfolios)
For the year ended December 31, 2019
FUNDS	Management Fees	Other Expenses	Distribution (12b-1) Fees	Dividend Expense on Short Sales	Broker Fees and Expenses on Short Sales	Acquired Portfolio Fees & Expenses	Total Annual Portfolio Operating Expenses	Contractual Fee Waiver or Expense Reimbursement	Net Annual Fund Operating Expenses
MFS® International Growth Portfolio – Service Class*	0.90%	0.15%	0.25%	0.00%	0.00%	0.00%	1.30%	0.17%	1.13%
MFS® Total Return Bond Series – Service Class	0.50%	0.04%	0.25%	0.00%	0.00%	0.00%	0.79%	0.00%	0.79%
MFS® Total Return Series – Service Class*	0.67%	0.03%	0.25%	0.00%	0.00%	0.00%	0.95%	0.09%	0.86%
MFS® Value Series – Service Class*	0.70%	0.03%	0.25%	0.00%	0.00%	0.00%	0.98%	0.02%	0.96%
PSF Government Money Market Portfolio – Class III	0.30%	0.05%	0.25%	0.00%	0.00%	0.00%	0.60%	0.00%	0.60%

*See notes immediately below for important information about this fund.

MFS® International Growth Portfolio – Service Class

Massachusetts Financial Services Company has agreed in writing to bear the fund's expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses (such as interest and borrowing expenses incurred in connection with the fund's investment activity), such that "Total Annual Fund Operating Expenses" do not exceed 0.88% of the class' average daily net assets annually for Initial Class shares and 1.13% of the class' average daily net assets annually for Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue until at least April 30, 2021.

MFS® Total Return Series - Service Class

Massachusetts Financial Services Company has agreed in writing to bear the fund’s expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses (such as interest and borrowing expenses incurred in connection with the fund's investment activity), such that “Total Annual Fund Operating Expenses” do not exceed 0.61% of the class' average daily net assets annually for Initial Class shares and 0.86% of the class' average daily net assets annually for Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue until at least April 30, 2021.

MFS® Value Series - Service Class

Massachusetts Financial Services Company has agreed in writing to bear the fund’s expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses (such as interest and borrowing expenses incurred in connection with the fund's investment activity), such that “Total Annual Fund Operating Expenses” do not exceed 0.71% of the class' average daily net assets annually for Initial Class shares and 0.96% of the class' average daily net assets annually for Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue until at least April 30, 2021.

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Expense Examples

These examples are intended to help you compare the cost of investing in the Annuity with the cost of investing in other PALAC annuities and/or other variable annuities. These costs include Annuity Owner transaction expenses, Insurance Charge annual expenses, and underlying Portfolio fees and expenses.

These examples assume that you invest $10,000 in the Annuity for the time periods indicated. One set of examples also assume that your investment has a 5% return each year, assumes the maximum fees and expenses of any of the Underlying Portfolios, and assumes that no Account Value was allocated to the Index Strategies. The other set of examples assumes that your investment has a 5% return each year, assumes the minimum fees and expenses of any of the Underlying Portfolios, and assumes that no Account Value was allocated to the Index Strategies. Although your actual costs may be higher or lower, based on these assumptions, your cost for B Series would be:

	Assuming Maximum Fees and Expenses of any of the Portfolios Available
	1 Year	3 Years	5 Years	10 Years
If you surrender your annuity at the end of the applicable time period:	$965	$1,414	$1,788	$2,942
If you annuitize your annuity at the end of the applicable time period:	$265	$814	$1,388	$2,942
If you do not surrender your annuity at the end of the applicable time period:	$265	$814	$1,388	$2,942

	Assuming Minimum Fees and Expenses of any of the Portfolios Available
	1 Year	3 Years	5 Years	10 Years
If you surrender your annuity at the end of the applicable time period:	$894	$1,201	$1,432	$2,228
If you annuitize your annuity at the end of the applicable time period:	$194	$601	$1,032	$2,228
If you do not surrender your annuity at the end of the applicable time period:	$194	$601	$1,032	$2,228

THE EXAMPLES ARE FOR ILLUSTRATIVE PURPOSES ONLY. THEY SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. ACTUAL EXPENSES WILL BE DIFFERENT THAN THOSE SHOWN DEPENDING ON A NUMBER OF FACTORS, INCLUDING (1) WHETHER YOU DECIDE TO ALLOCATE ACCOUNT VALUE TO VARIABLE SUB-ACCOUNTS OTHER THAN THOSE WITH THE MAXIMUM TOTAL ANNUAL PORTFOLIO OPERATING EXPENSES; AND (2) THE IMPACT OF ANY CONTRACTUAL FEE WAIVERS OR EXPENSE REIMBURSEMENTS APPLICABLE TO UNDERLYING PORTFOLIOS.

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Condensed Financial Information

Because the Annuity is new, we have no condensed Variable Subaccount financial information to report. In the future, we will provide a table that shows selected information concerning Units for each Subaccount. A Unit is the share of participation that we use to calculate the value of your interest in a Subaccount.

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RISK FACTORS

Risks of Investing in the Variable Investment Subaccounts

You take all the investment risk for amounts allocated to one or more of the Variable Investment Subaccounts, which invest in Portfolios. If the Variable Investment Subaccounts you select increase in value, then your Account Value goes up; if they decrease in value, your Account Value goes down. How much your Account Value goes up or down depends on the performance of the Portfolios in which your Variable Investment Subaccounts invest.

Risk of Loss – Index Strategies

You take the investment risk for amounts allocated to one or more Index Strategies since the Index Credit is based upon the performance of the associated Index. You bear the risk of the negative Index Return in excess of the Buffer you choose except for any 100% Buffer Index Strategy where there is no risk of loss to you, should you stay allocated to the end of the Index Strategy Term. In the case of a multi-year Index Strategy Term, losses are measured over the entire Index Strategy Term from the Index Strategy Start Date to the Index Strategy End Date and may exceed the Buffer levels associated with the Index Strategy.

Risks Associated with the Indices

Because the S&P 500 ® Index, and the MSCI EAFE Index are each comprised of a collection of equity securities, in each case the value of the component securities is subject to market risk, or the risk that market fluctuations may cause the value of the component securities to go up or down, sometimes rapidly and unpredictably. Market fluctuations can result from disasters and other events, such as storms, earthquakes, fires, outbreaks of infectious diseases (such as COVID -19), utility failures, terrorist acts, political and social developments, and military and governmental actions. In addition, the value of equity securities may increase or decline for reasons directly related to the issuers of the securities. Equity markets are subject to the risk that the value of the securities may fall due to general market and economic conditions. Market volatility may exist with these indices, which means that the value of the indices can change dramatically over a short period of time in either direction. These Indices are not funds and are not available for direct investment.

With respect to the MSCI EAFE Index, international investing involves special risks not found in domestic investing, including political and social differences and currency fluctuations due to economic decisions. Emerging markets can be riskier than investing in well established foreign markets. The risks associated with investing on a worldwide basis include differences in the regulation of financial data and reporting, currency exchange differences, as well as economic and political systems differences.

Effect of Interim Value

To determine the Interim Value, we apply a formula which does not reflect the actual performance of the applicable Index, but rather a determination of the value of hypothetical underlying investments at the time of the Interim Value calculation. This amount could be more or less than if you had held the Index Strategy for the full Index Strategy Term. It also means that you could have a negative performance, even if the value of the Index has increased at the time of the calculation. All withdrawals from an Index Strategy, including death benefit payments, transfers, annuitization and surrenders paid before the Index Strategy End Date will be based on the Interim Value. Withdrawals before an Index Strategy End Date could have adverse impacts even if the value of the Index has increased at the time of the calculation because an early withdrawal will not allow you to participate in the Index Return for the Index Strategy Term with your entire Index Strategy Base. If you withdraw Account Value allocated to an Index Strategy, the withdrawal will cause an immediate reduction to your Index Strategy Base in a proportion equal to the reduction in your Interim Value. A proportional reduction may be larger than the dollar amount of your withdrawal even if the value of the Index has increased. See “Impact of Withdrawals” below for additional information.

Impact of Withdrawals

If you withdraw Account Value allocated to an Index Strategy, the withdrawal will cause an immediate reduction to your Index Strategy Base in a proportion equal to the reduction in your Interim Value. A proportional reduction could be larger than the dollar amount of your withdrawal. Reductions to your Index Strategy Base will negatively impact your Interim Value for the remainder of the Index Strategy Term and will result in a lower Index Credit on the Index Strategy End Date. Once your Index Strategy Base is reduced due to a withdrawal during any Index Strategy Term, it will not increase for the remainder of the Index Strategy Term.

Availability of Index Strategies will vary over time

Before allocating to an Index Strategy, you should determine the Index Strategies, Buffers, Cap Rates, Participation Rates and Step Rates available to you. We reserve the right to change Cap Rates and Buffers at any time. There is no guarantee that an Index Strategy will be available in the future. You should make sure the Index Strategies you select are appropriate for your investment goals. A change in Cap Rates may limit the Index Credit you receive. A change in Buffers may impact the amount of negative Index Credit applied to your Account Value.

Reallocation of Index Strategies

At the end of an Index Strategy Term for an Index Strategy, the amount allocated to that Index Strategy will be reallocated based upon your instructions we received in Good Order, or if none has been received in Good Order, automatically renew into the same Index Strategy unless the Index Strategy End Date would be after the Maximum Annuity Date. If the same Index Strategy is no longer available, the amount will be transferred into the Holding Account, and the amount may be transferred among the Variable Investment Subaccounts at any time or into another Index Strategy on the next Index Anniversary Date. You must provide instructions for reallocation at least 2 days prior to the Index Anniversary Date. Failure to

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provide timely instructions may result in amounts being transferred into the Holding Account (if the existing Index Strategy no longer is available) which is allocated to the PSF Government Money Market Portfolio, and could remain in that Account for up to a year until your next Index Anniversary Date.

Limitation on Index Strategy Returns - Cap Rate

If you elect an Index Strategy with a Cap Rate, the Index Credit is limited by any applicable Cap Rate, which means that your Index Credit could be lower than if you had invested directly in a fund based on the applicable Index. The Cap Rate exists for the full term of the Index Strategy.

Substitution of an Index

We have the right to substitute a comparable index prior to the Index Strategy End Date if any Index is discontinued or if the calculation of an Index is substantially changed (such as a material change in the formula or method of calculating the Index) . We would attempt to choose a substitute index that has a similar investment objective and risk profile to the replaced index and would notify you of any such substitutions. Upon substitution of an Index, we will calculate your Index Return on the replaced Index up until the date of substitution and the substitute Index from the date of substitution to the Index Strategy End Date. An Index substitution will not change your Index Strategy. The performance of the new Index may not be as good as the one that it substituted and as a result your Index Return may have been better if there had been no substitution. When we notify you of any substitution of an Index, we will also inform you of the potential impacts to your Index Credit. You may transfer your allocation in the impacted Index Strategy, at Interim Value, to the Variable Investment Subaccounts, where you may then use the funds to start a new Index Strategy on the next Index Anniversary Date.

Issuing Company

No company other than PALAC has any legal responsibility to pay amounts that PALAC owes under the Annuity. You should look to the financial strength of PALAC for its claims-paying ability. Amounts allocated to the Index Strategies are held in a non-registered, non-insulated separate account. These assets are subject to the claims of the creditors of PALAC and the benefits provided under the Index Strategies are subject to the claims paying ability of PALAC.

The Company is also subject to risks related to disasters and other events, such as storms, earthquakes, fires, outbreaks of infectious diseases (such as COVID-19), utility failures, terrorist acts, political and social developments, and military and governmental actions. These risks are often collectively referred to as “business continuity” risks. These events could adversely affect the Company and our ability to conduct business and process transactions. Although the Company has business continuity plans, it is possible that the plans may not operate as intended or required and that the Company may not be able to provide required services, process transactions, deliver documents or calculate values. It is also possible that service levels may decline as a result of such events.

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INDEX STRATEGIES

The Annuity offers multiple Index Strategies which provide an Index Credit based on the Index Return of the underlying Index associated with the Index Strategy. The Index Credit is the amount you receive on an Index Strategy End Date based on the Index Return and the type of Index Strategy. The Index Credit may be positive or negative, which means you can lose Purchase Payments and prior earnings. You may allocate all or a portion of your Purchase Payments into one or more Index Strategies. The Index Strategies are not invested in any underlying Index. We do not guarantee the Index Credits for the Index Strategies. There is a risk of loss of your investment because the Index Strategy will be credited the negative Index Return in excess of the level of protection you selected through the Buffers.

We currently offer the following Index Strategies: Point-to-Point with Cap, Tiered Participation Rate and Step Rate Plus. These Index Strategies are explained below. Not all Index Strategies will be available with all Indices, Buffers, and in all available Index Strategy Terms. As a result of economic market conditions, or utilization of the Index Strategies, we reserve the right to add and remove Index Strategies at any time. Additions or removals would be effective with any newly issued contracts or upon reallocation for any existing contract holders Removals would not impact existing contract holders currently allocated to an Index Strategy prior to the Index Strategy End Date. You will receive a Reallocation Notice 30 days prior to your Index Anniversary Date. You must provide instructions for reallocation (by any method allowable) at least 2 days prior to the Index Anniversary Date. The reallocation will be processed on the Index Anniversary Date. You will be able to make reallocation selections via mail, phone, or through online access. For currently available Options please see our website at www.prudential.com.

The minimum amount required to allocate to any Index Strategy is $2,000. There is no maximum amount that can be allocated to an Index Strategy. If you are allocating to an Index Strategy with an additional Purchase Payment, please note that we reserve the right to limit, suspend or reject any additional Purchase Payment at any time, but would do so only on a non-discriminatory basis.

Index Strategy Term

The Index Strategy Term is the time period allocated to each Index Strategy. The term begins on the Index Strategy Start Date and ends on the Index Strategy End Date. Index Strategy Terms of 1, 3, and 6 years are available and may vary based on the Index Strategy. The Index Strategy Start Date begins on the day you allocate funds to any Index Strategy, known as the Index Effective Date. The annual anniversary of this date is the Index Anniversary Date and will not change for the life of your contract. You may only allocate to an Index Strategy on an Index Anniversary Date.

Indices

Each Index Strategy references an Index that determines the Index Return used to compute the Index Credit. These Indices are not funds and are not available for direct investment . We currently offer Index Strategies based on the following securities indices:

S&P 500 ® Index (SPX). The S&P 500 ® Index is comprised of 500 stocks considered representative of the overall market. An index is unmanaged and not available for direct investment.

MSCI EAFE Index (MXEA). The MSCI EAFE Index measures the equity market performance of 22 developed market country indices located in Europe, Australasia and the Far East. An index is unmanaged and not available for direct investment.

If an Index is discontinued or substantially changes, we reserve the right to select an alternative Index and we will notify you of any such changes. For these purposes, an Index would be substantially changed if an index sponsor announces that it will make a material change in the formula for the Index or the method of calculating the Index or in any other way materially modifies the Index. We would attempt to choose a substitute Index that has a similar investment objective and risk profile to the replaced Index. Upon substitution of an Index, we will calculate your Index Return on the replaced Index up until the date of substitution and the substitute Index from the date of substitution to the Index Strategy End Date. An Index substitution will not change your Index Strategy. The performance of the new Index may not be as good as the one that it substituted and as a result your Index Return may have been better if there had been no substitution. When we notify you of any substitution of an Index, we will also inform you of the potential impacts to your Index Credit. You may transfer your allocation in the impacted Index Strategy, at Interim Value, to the Variable Investment Subaccounts, where you may then use the funds to start a new Index Strategy on the next Index Anniversary Date.

See Appendix B for important information about the Indices .

Withdrawals may be subject to tax charges and to a Contingent Deferred Sales Charge. Withdrawals taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. In the case of a partial withdrawal before the Index Strategy End Date, the Index Strategy Base will be reduced in the same proportion that the total withdrawal reduced the Interim Value.

NOTE REGARDING EXAMPLES

The Examples set forth below, as well as other Examples found throughout this prospectus, are intended to illustrate how various features of the Annuity work. These Examples should not be considered a representation of past or future performance of any Index Strategies. Actual performance may be greater or less than those shown in the Examples. Similarly, the Index Returns in the Examples are not an estimate or guarantee of future Index performance. The Caps, Participation Rates, Step Rates, and Buffers for the Index Strategies shown in the following Examples are for illustrative purposes only and may not reflect actual declared rates . In addition, values may be rounded for display purposes only.

BUFFERS

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The Buffer limits the amount of negative Index Credit that may be applied to the Account Value allocated to an Index Strategy. We will declare Buffers that will be available on the Index Strategy Start Date for each Index Strategy.

The Annuity offers Index Strategies with 5%, 10%, 20%, and 100% Buffers. The Buffer is the amount of the protected negative return. Any negative Index Credits in excess of the Buffer reduces the Account Value allocated to the Index Strategy.

EXAMPLE

Index Strategy Start Date = 1/8/2020

Index Strategy = 1-Year Point-to-Point with Cap and a 10% Buffer

Index Value at Index Strategy Start Date = 1569

Index Strategy Base = $100,000

Index Strategy End Date = 1/8/2021

Index Value at Index Strategy End Date = 1333

Index Return = -15% ((1333-1569)/1569)

Index Strategy Base upon Index Strategy End Date = $95,000 ($100,000-$5,000)

Because the Buffer protects the first 10% of the loss, the Index Strategy only experiences a 5% loss (-15% Index Return + 10% Buffer = -5% Loss) or $100,000*-5.00% = -$5,000.

The following year, assuming the same Index Strategy:

Index Strategy End Date = 1/8/2022

Index Value at Index Strategy End Date = 1298

Index Return = -3%

Index Strategy Base upon Index Strategy End Date = $95,000

Because the Buffer protects against the first 10% of the loss, the Index Strategy experiences no loss of Account Value because the loss in the Index Return was less than the 10% Buffer.

POINT-TO-POINT WITH CAP INDEX STRATEGY

The Cap Rate is the maximum rate that may be credited to an Index Strategy for any given Index Strategy Term. A different Cap Rate may be declared for different Indices, Buffers and Index Strategy Terms. The Point-to-Point with Cap Index Strategy is available in 1, 3, and 6-year Terms.

If the Index Return is positive and equal to or greater than the Cap Rate, then the Index Credit is equal to the Cap Rate. If the Index Return is positive, but less than the Cap Rate, the Index Credit is equal to the Index Return.

If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

EXAMPLES 1 AND 2

Cap: 12%; Buffer: 10%

• Upside potential equals 100% of the Index Return up to a Cap of 12%

◦ Example 1: if the Index increased by 4%, an amount that is less than the Cap, the Index Credit would be 4%.

◦ Example 2: if the Index increased by 20%, which is greater than the Cap, the Index Credit would be 12%, which is equal to the Cap Rate.

• Partial downside protection is provided through the Buffer where Index losses within the Buffer are protected. Index losses that exceed the Buffer will result in a loss of Account Value.

◦ Example 1: if the Index decreased by 4%, an amount within the Buffer, the Index Credit would be 0%, with no loss of Account Value.

◦ Example 2: if the Index decreased by 12%, which is greater than the 10% Buffer, there would be a loss of Account Value because the Index Credit would be -2%.

The initial Cap Rate applies to the initial Index Strategy Term. We will declare a Cap Rate for each subsequent Index Strategy Term. In some cases we may declare a Cap Rate for an Index Strategy as “uncapped” in which case the maximum Index Credit you may receive is equal to the Index Return, subject to the Buffer.

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Subsequent Cap Rates may be higher or lower than the initial Cap Rate but will never be less than the Guaranteed Minimum Cap Rate. Subsequent Cap Rates may differ from the Cap Rates used for new contracts or for other contracts issued at different times. We will determine new Cap Rates on a basis that does not discriminate unfairly within any class of contracts. The Guaranteed Minimum Cap Rate may vary by Index Strategy Term. The Guaranteed Minimum Cap Rate equals 1.00% for a one-year Index Strategy Term, 5.00% for a three-year Index Strategy Term and 10.00% for a six-year Index Strategy Term.

STEP RATE PLUS INDEX STRATEGY

The Step Rate is the declared rate that will be credited to an Index Strategy for any given Index Strategy Term if the Index Return is between zero (including zero) and the declared Step Rate. When the Index Return is zero or positive, the Step Rate is the minimum amount of Index Credit that would be applied. The Participation Rate used in the Step Rate Plus Index Strategy is the percentage of an Index Return that may be credited if the Index Return exceeds the Step Rate. A Participation Rate only applies when the Index Return is positive and greater than the Step Rate.

If the Index Return is between zero (including zero) and the declared Step Rate, then the Index Credit is equal to the Step Rate. If the Index Return is greater than the Step Rate, the Index Credit is equal to the greater of the Index Return multiplied by the Participation Rate or the Step Rate. If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

A different Step Rate and Participation Rate may be declared for different Indices, Buffers, and Index Strategy Terms.

EXAMPLES 1, 2 AND 3

Step Rate: 6%; Participation Rate: 90%; Buffer: 5%

• Upside potential equals the Step Rate if the Index Return is between 0% and the Step Rate. If greater than the Step Rate, the Index Credit is equal to the greater of the Index Return multiplied by the Participation Rate or the Step Rate.

o Example 1: if the Index increased by 4%, an amount that is less than the Step Rate, the Index Credit would be 6% (the Step Rate).

o Example 2: if the Index increased by 20%, which is greater than the Step Rate, the Index Credit would be the greater of 90% (the Participation Rate) of 20%, which is 18% or the Step Rate. In this Example, the Index Credit would be 18% as it is the greater value.

o Example 3: if the Index increased by 6.50%, which is greater than the Step Rate, the Index Credit would be the greater of 90% (the Participation Rate) of 6.50%, which is 5.85% or the Step Rate. In this Example, the Index Credit would be the Step Rate of 6% as it is the greater value.

• Partial downside is provided through the Buffer where Index losses within the Buffer are protected. Index losses that exceed the Buffer will result in a loss of Account Value.

o Example 1: if the Index decreased by 4%, an amount within the Buffer, the Index Credit would be 0%, with no loss of Account Value.

o Example 2: if the Index decreased by 12%, which is greater than the 5% Buffer, there would be a loss of Account Value because the Index Credit would be -7%.

There is no maximum amount of Index Credit with the Step Rate Plus Index Strategy.

The initial Step Rate and Participation Rate applies to the initial Index Strategy Term. We will declare new Step Rate and Participation Rate for each subsequent Index Strategy Term.

Subsequent Step Rates and Participation Rates may be higher or lower than the initial Step Rate and Participation Rate but will never be less than the Guaranteed Minimum Step Rate and Guaranteed Minimum Participation Rate. The Guaranteed Minimum Step Rate equals 1.00%. The Guaranteed Minimum Participation Rate equals 70.00%. Subsequent Step Rates and Participation Rates may differ from the Step Rates and Participation Rates used for new contracts or for other contracts issued at different times. We will determine new Step Rates and Participation Rates on a basis that does not discriminate unfairly within any class of contracts.

TIERED PARTICIPATION RATE INDEX STRATEGY

The Participation Rate is the percentage of an Index Return that may be credited to an Index Strategy for any given Index Strategy Term. We will declare a 1st Tier Participation Rate, 2nd Tier Participation Rate, and a Tier Level at the start of each Index Strategy Term. The 1st Tier Participation Rate is used to calculate the Index Credit associated with any Index Return less than or equal to the declared Tier Level. The 2nd Tier Participation Rate is used to calculate the Index Credit associated with any Index Return greater than the declared Tier Level. A different Participation Rate and Tier Level may be declared for different Indices, Buffers, and Index Strategy Terms. Participation Rates only apply when the Index Return is positive.

If the Index Return is between zero and the declared Tier Level, then the Index Credit is equal to the Index Return multiplied by the Participation Rate for the 1st tier. If the Index Return is greater than or equal to the declared Tier Level, the Index Credit is the sum of the Tier Level Index Return

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multiplied by the Participation Rate for the 1st tier and the remaining Index Return multiplied by the Participation Rate for the 2nd tier. If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

EXAMPLES 1 AND 2

1^st Tier Participation Rate: 100%; 2^nd Tier Participation Rate: 140%; Tier Level: 30%; Buffer: 10%

• Upside potential equals the Index Return multiplied by the Participation Rate associated with the Tier Level of 30%.

o Example 1: if the Index increased by 28%, which is less than the Tier Level, the Index Credit would be 100% of the 28% increase, which would be 28%.

o Example 2: if the Index increased by 68%, which is above the Tier Level, the Index Credit would be 100% of the first 30% increase plus 140% of the remaining 38% increase, which equals 83.2%.

• Partial downside protection is provided through the Buffer where index losses within the Buffer are protected. Index losses that exceed the Buffer will result in a loss of Account Value.

o Example 1: if the Index decreased by 4%, an amount within the Buffer, the Index Credit would be 0%, with no loss of Account Value.

o Example 2: if the Index decreased by 12%, which is greater than the 10% Buffer, there would be a loss of Account Value because the Index Credit would be -2%.

There is no maximum amount of Index Credit with a Tiered Participation Rate Index Strategy.

The initial Participation Rates and Tier Levels apply to the initial Index Strategy Term. We will declare new Participation Rates and Tier Levels for each subsequent Index Strategy Term.

Subsequent Participation Rates may be higher or lower than the initial Participation Rates but will never be less than the Guaranteed Minimum Participation Rate. The Guaranteed Minimum Participation Rate equals 100%. Subsequent Tier Levels may be higher or lower than the initial Tier Level but will never exceed the Guaranteed Maximum Tier Level. The Guaranteed Maximum Tier Level equals 35%.

Subsequent Participation Rates and Tier Levels may differ from the Participation Rates and Tier Levels used for new contracts or for other contracts issued at different times. We will determine new Participation Rates and Tier Levels on a basis that does not discriminate unfairly within any class of contracts.

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VARIABLE INVESTMENT SUBACCOUNTS

In this section, we describe the Portfolios in which the Variable Subaccounts invest. Each Variable Subaccount invests in a Portfolio whose share price generally fluctuates each Valuation Day. The Portfolios that you select are your choice – we do not provide investment advice, nor do we recommend any particular Portfolio. Please consult with your Financial Professional if you wish to obtain investment advice. You bear the investment risk for amounts allocated to the Portfolios.

VARIABLE INVESTMENT SUBACCOUNTS

Each Variable Subaccount is a subaccount of PALAC Separate Account B (see “Information About the Insurance Company and Separate Accounts” for more detailed information). Each Subaccount invests exclusively in one Portfolio. You should carefully read the prospectus for any Portfolio in which you are interested. The chart below provides a description of each Portfolio’s investment objective to assist you in determining which Portfolios may be of interest to you.

The Portfolios are not publicly traded mutual funds. They are only available as investment options in variable annuity contracts and variable life insurance policies issued by insurance companies, or in some cases, to participants in certain qualified retirement plans. However, some of the Portfolios available as Subaccounts under the Annuity are managed by the same Portfolio adviser or subadviser as a retail mutual fund of the same or similar name that the Portfolio may have been modeled after at its inception. While the investment objective and policies of the retail mutual funds and the Portfolios may be substantially similar, the actual investments will differ to varying degrees. Differences in the performance of the funds and Portfolios can be expected, and in some cases could be substantial. You should not compare the performance of a publicly traded mutual fund with the performance of any similarly named Portfolio offered as a Subaccount. Details about the investment objectives, policies, risks, costs and management of the Portfolios are found in the prospectuses for the Portfolios. There is no guarantee that any Portfolio will meet its investment objective. The current prospectus and statement of additional information for the underlying Portfolio can be obtained by calling 1-888-PRU-2888 or at www.prudential.com.

This Annuity offers a Portfolio managed by PGIM Investments LLC, an affiliated company of PALAC (“Affiliated Portfolio”) and Portfolios managed by companies not affiliated with PALAC ("Unaffiliated Portfolio"). PALAC and its affiliates (“Prudential Companies”) receive fees and payments from both the Affiliated Portfolio and the Unaffiliated Portfolios. Prudential Companies may receive revenue sharing payments from the Unaffiliated Portfolios. We consider the amount of these fees and payments when determining which Portfolios to offer through the Annuity. As indicated next to each Portfolio's description in the table that follows, each Portfolio has one or more investment advisers or subadvisers that conduct day to day management. We have an incentive to offer Portfolios with certain investment advisers or subadvisers, either because the subadviser is a Prudential Company or because the investment adviser or subadviser provides payments or support, including distribution and marketing support, to the Prudential Companies. We may consider those financial incentive factors in determining which Portfolios to offer under the Annuity. PALAC has selected the Portfolios for inclusion as investment options under this Annuity in PALAC’s role as the issuer of this Annuity, and PALAC does not provide investment advice or recommend any particular Portfolio. Please see "Additional Information" under the heading concerning "Fees and Payments Received by PALAC" for more information about fees and payments we may receive from underlying Portfolios and/or their affiliates. In addition, we may consider the potential risk to us of offering a Portfolio in light of the benefits provided by the Annuity.

We may substitute one or more of the Subaccounts or terminate the availability of a Subaccount at any time. We would not do this without any necessary SEC and/or state regulatory approval. We will provide you specific notice in advance of any substitution we intend to make and the Subaccount(s) to which your affected Account Value would be transferred on the substitution date unless you made a different election before the substitution. We will also notify you if a Subaccount will no longer be available. Additionally, the Portfolios could undertake transactions that could limit or terminate their availability as investment options, including transactions to merge with another investment, or to liquidate. Any such transactions would be subject to applicable regulatory and/or shareholder approval. You will receive specific notice in advance of the merger or liquidation of a Portfolio, and we will explain how we will allocate future Purchase Payments directed to such a Portfolio in the absence of different allocation instructions from you. Any allocation we make in the absence of different allocation instructions from you would be subject to applicable regulatory guidance or approval.

The following table contains limited information about the Portfolios. Before selecting a Variable Subaccount, you should carefully review the summary prospectuses and/or prospectuses for the Portfolios, which contain details about the investment objectives, policies, risks, costs and management of the Portfolios. You can obtain the summary prospectuses and prospectuses for the Portfolios by calling 1-888-PRU-2888 or at www.prudential.com.

PORTFOLIO NAME	INVESTMENT OBJECTIVE(S)	PORTFOLIO ADVISER(S)/SUBADVISER(S)
MFS® International Growth Portfolio – Service Class	Seeks capital appreciation.	Massachusetts Financial Services Company
MFS® Total Return Bond Series – Service Class	Seeks total return with an emphasis on current income, but also considering capital appreciation.	Massachusetts Financial Services Company
MFS® Total Return Series – Service Class	Seeks total return.	Massachusetts Financial Services Company
MFS® Value Series – Service Class	Seeks capital appreciation.	Massachusetts Financial Services Company
PSF Government Money Market Portfolio – Class III	Seeks maximum current income that is consistent with the stability of capital and the maintenance of liquidity.	PGIM Fixed Income

PGIM Fixed Income is a business unit of PGIM, Inc.

PGIM Investments LLC manages the PSF Government Money Market Portfolio of the Prudential Series Fund (PSF).

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INFORMATION ABOUT THE INSURANCE COMPANY AND SEPARATE ACCOUNTS

PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION

Prudential Annuities Life Assurance Corporation, a Prudential Financial Company, (“Prudential Annuities” or “PALAC”) is a stock life insurance company incorporated under the laws of Arizona as of August 31, 2013, formerly incorporated in Connecticut, and is domiciled in Arizona. It is licensed to sell life insurance and annuities in the District of Columbia, Puerto Rico and in all states except New York. Prudential Annuities Life Assurance Corporation is a wholly-owned subsidiary of Prudential Annuities, Inc., whose ultimate parent is Prudential Financial, Inc. Prudential Annuities markets through and in conjunction with registered broker-dealers.

PALAC has developed long-term savings and retirement products, which were distributed through its affiliated broker-dealer company, Prudential Annuities Distributors, Inc. (“PAD”). PALAC issued variable and fixed deferred and immediate annuities for individuals and groups in the United States of America and Puerto Rico. In addition, PALAC has relatively small in force block of variable life insurance policies. PALAC stopped actively selling annuity products in March 2010. In March 2010, PALAC ceased offering its variable annuity products (and where offered, the companion market value adjustment option) to new investors upon the launch of a new product line by each of Pruco Life Insurance Company and its wholly-owned subsidiary Pruco Life Insurance Company of New Jersey (which are affiliates of PALAC). These initiatives were implemented to create operational and administrative efficiencies by offering a single product line of annuity products from a more limited group of legal entities. During 2012, PALAC suspended additional customer deposits for variable annuities with certain living benefit guarantees. However, PALAC continues to accept additional customer deposits on certain in-force contracts, subject to applicable contract provisions and administrative rules.

PALAC resumed offering annuity products to new investors (except in New York) when it launched new fixed indexed annuities and a new deferred income annuity in 2018.

No company other than Prudential Annuities has any legal responsibility to pay amounts that it owes under its annuity contracts. Among other things, this means that where you participate in an optional living benefit or death benefit and the value of that benefit exceeds your current Account Value, you would rely solely on the ability of the issuing insurance company to make payments under the benefit out of its own assets. Prudential Financial, however, exercises significant influence over the operations and capital structure of Prudential Annuities.

Pursuant to the delivery obligations under Section 5 of the Securities Act of 1933 (“Securities Act”) and Rule 159 thereunder, Prudential Annuities delivers this prospectus to current Owners that reside outside of the United States. In addition, we may not market or offer benefits, features or enhancements to prospective or current Owners while outside of the United States.

INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

Prudential Annuities Life Assurance Corporation incorporates by reference into the prospectus its latest annual report on Form 10-K as of December 31, 2019 filed pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (“Exchange Act”) since the end of the fiscal year covered by its latest annual report. In addition, all documents subsequently filed by us pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act also are incorporated into the prospectus by reference. We will provide to each person, including any beneficial owner, to whom a prospectus is delivered, a copy of any or all of the information that has been incorporated by reference into the prospectus but not delivered with the prospectus. Such information will be provided upon written or oral request at no cost to the requester by writing to Prudential Annuities Life Assurance Corporation, One Corporate Drive, Shelton, CT 06484 or by calling 888-PRU-2888. We file periodic reports as required under the Exchange Act. The SEC maintains an Internet site that contains reports, proxy, and information statements, and other information regarding issuers that file electronically with the SEC (see www.sec.gov). Our internet address is www.prudential.com.

FINANCIAL STATEMENTS

The financial statements of the separate accounts and Prudential Annuities Life Assurance Corporation are included in the Statement of Additional Information.

THE SEPARATE ACCOUNTS

The separate accounts are where PALAC sets aside and invests the assets supporting the Annuity. The assets of each separate account are held in the name of Prudential Annuities, and legally belong to us. We will maintain assets in each separate account with a total market value at least equal to the cash surrender value and other liabilities we must maintain related to the Annuity obligations supported by such assets. The obligations under the Annuity are those of Prudential Annuities, which is the issuer of the Annuity and the depositor of the separate accounts. More detailed information about Prudential Annuities, including its audited consolidated financial statements, is provided in the Statement of Additional Information.

Separate Account B

During the Accumulation Period, the assets supporting obligations based on allocations to the Subaccounts are held in Subaccounts of Prudential Annuities Life Assurance Corporation Variable Account B, also referred to as “Separate Account B”. Separate Account B assets that are held in support of the Subaccounts are kept separate from all our other assets and may not be chargeable with liabilities arising out of any other business we may conduct. Thus, income, gains and losses from assets allocated to Separate Account B are credited to or charged against Separate Account B, without regard to other income, gains or losses of PALAC or any other of our separate accounts.

Separate Account B was established by us pursuant to Connecticut law on November 25, 1987. Separate Account B also holds assets of other annuities issued by us with values and benefits that vary according to the investment performance of Separate Account B.

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Effective August 31, 2013, Prudential Annuities Life Assurance Corporation changed its domicile from Connecticut to Arizona. As a result of this change, the Arizona Department of Insurance is our principal regulatory authority and all of our separate accounts including Separate Account B, will now be operated in accordance with the laws of Arizona.

Separate Account B consists of multiple Subaccounts. Each Subaccount invests only in a single mutual fund or mutual fund portfolio. The name of each Subaccount generally corresponds to the name of the Portfolio. Each Subaccount in Separate Account B may have several different Unit Prices to reflect the Insurance Charge, Distribution Charge (when applicable) and the charges for any optional benefits that are offered under the Annuity issued by us through Separate Account B. Separate Account B is registered with the SEC under the Investment Company Act of 1940 (“Investment Company Act”) as a unit investment trust, which is a type of investment company. The SEC does not supervise investment policies, management or practices of Separate Account B. We may offer new Subaccounts, eliminate Subaccounts, or combine Subaccounts at our sole discretion. We may also close Subaccounts to additional Purchase Payments on existing annuities or close Subaccounts for annuities purchased on or after specified dates. We will first notify you and receive any necessary SEC and/or state approval before making such a change. If an underlying mutual fund is liquidated, we will ask you to reallocate any amount in the liquidated fund. If you do not reallocate these amounts, we will reallocate such amounts only in accordance with SEC pronouncements and only after obtaining an order from the SEC, if required. If investment in the Portfolios or a particular Portfolio is no longer possible, or in our discretion becomes inappropriate for purposes of the Annuity, or for any other rationale in our sole judgment, we may substitute another portfolio or investment Portfolios without your consent. The substituted portfolio may have different fees and expenses. Substitution may be made with respect to existing investments or the investment of future Purchase Payments, or both. However, we will not make such substitution without any required approval of the SEC and any applicable state insurance departments. In addition, we may close Portfolios to allocation of Purchase Payments or Account Value, or both, at any time in our sole discretion. We do not control the underlying mutual funds, so we cannot guarantee that any of those funds will always be available.

Values and benefits based on allocations to the Subaccounts will vary with the investment performance of the underlying mutual funds or fund Portfolios, as applicable. We do not guarantee the investment results of any Subaccount. Your Account Value allocated to the Subaccounts may increase or decrease. You bear the entire investment risk. There is no assurance that the Account Value of your Annuity will equal or be greater than the total of the Purchase Payments you make to us.

Index Strategies Separate Account

Assets supporting the Index Strategies are held in a non-insulated, non-unitized separate account established under Arizona law. These assets are subject to the claims of the creditors of PALAC and the benefits provided under the Index Strategies are subject to the claims paying ability of PALAC.

An Owner does not have any interest in or claim on the assets in the Separate Account. In addition, neither an Owner nor amounts allocated to the Index Strategies participate in the performance of the assets held in the Separate Account.

We are not obligated to invest according to specific guidelines or strategies except as may be required by Arizona and other state insurance laws.

The General Account. Our general obligations and any guaranteed benefits under the Annuity are supported by our General Account and are subject to our claims paying ability. In the Payout Period, assets supporting annuity payments are held in the General Account. Assets in the General Account are not segregated for the exclusive benefit of any particular contract or obligation. General Account assets are also available to our general creditors and for conducting routine business activities, such as the payment of salaries, rent and other ordinary business expenses. The General Account is subject to regulation and supervision by the Arizona Department of Insurance and to the insurance laws and regulations of all jurisdictions where we are authorized to do business.

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FEES, CHARGES AND DEDUCTIONS

In this section, we provide detail about the charges you incur if you own the Annuity.

The charges under the Annuity are designed to cover, in aggregate, our direct and indirect costs of selling, administering and providing benefits under the Annuity. They are also designed, in aggregate, to compensate us for the risks of loss we assume. If, as we expect, the charges that we collect from the Annuity exceed our total costs in connection with the Annuity, we will earn a profit. Otherwise we will incur a loss. For example, PALAC may make a profit on the Insurance Charge (as described in the "Insurance Charge" subsection of this section) if, over time, the actual costs of providing the guaranteed insurance obligations and other expenses under the Annuity are less than the amount we deduct for the Insurance Charge. To the extent we make a profit on the Insurance Charge, such profit may be used for any other corporate purpose.

The rates of certain of our charges have been set with reference to estimates of the amount of specific types of expenses or risks that we will incur. In general, a given charge under the Annuity compensates us for our costs and risks related to that charge and may provide for a profit. However, it is possible that with respect to a particular obligation we have under the Annuity, we may be compensated not only by the charge specifically tied to that obligation, but also from one or more other charges we impose.

With regard to charges that are assessed as a percentage of the value of the Subaccounts, please note that such charges are assessed through a reduction to the Unit Value of your investment in each Subaccount, and in that way reduce your Account Value. A “Unit” refers to a share of participation in a Subaccount used to calculate your Account Value prior to the Annuity Date. There are no explicit charges for the Index Strategies.

Contingent Deferred Sales Charge (“CDSC”): A CDSC reimburses us for expenses related to sales and distribution of the Annuity, including commissions, marketing materials and other promotional expenses. We may deduct a CDSC if you surrender your Annuity or when you make a partial withdrawal. The CDSC is calculated as a percentage of your Purchase Payment being surrendered or withdrawn. The CDSC percentage varies with the number of years that have elapsed since each Purchase Payment being withdrawn was made. The CDSC percentages are shown under “Summary of Contract Fees and Charges” earlier in this prospectus.

With respect to a partial withdrawal, we calculate the CDSC by assuming that any available Free Withdrawal Amount is taken out first (see “Free Withdrawal Amounts” later in this prospectus). If the Free Withdrawal Amount is not sufficient, we then assume that any remaining amount of a partial withdrawal is taken from Purchase Payments on a first-in, first-out basis, and subsequently from any other Account Value in the Annuity (such as gains), as described in the examples below.

EXAMPLES

These examples are designed to show you how the CDSC is calculated. They do not take into account any other fees and charges. The examples illustrate how the CDSC would apply to reduce your Account Value based on the timing and amount of your withdrawals. They also illustrate how a certain amount of your withdrawal, the “Free Withdrawal Amount,” is not subject to the CDSC. The Free Withdrawal Amount is equal to 10% of all Purchase Payments currently subject to a CDSC in each year and is described in more detail in “Access to Account Value,” later in this prospectus.

Assume you purchase your Annuity with a $75,000 initial Purchase Payment and you make no additional Purchase Payments for the life of your Annuity.

Example 1

Assume the following:

▪ four years after the purchase, your Account Value is $85,000 (your Purchase Payment of $75,000 plus $10,000 of investment gain);

▪ the Free Withdrawal Amount is $7,500 (10% of $75,000);

▪ the applicable CDSC is 5%.

If you request a withdrawal of $50,000, $7,500 is not subject to the CDSC because it is the Free Withdrawal Amount. The remaining amount of your withdrawal is subject to the 5% CDSC. The CDSC in this example is 5% of $42,500, or $2,125.

Gross Withdrawal or Net Withdrawal. You can request either a gross withdrawal or a net withdrawal. In a gross withdrawal, you request a specific withdrawal amount with the understanding that the amount you actually receive is reduced by any applicable CDSC as well as any applicable tax withholding. In a net withdrawal, you request a withdrawal for an exact dollar amount with the understanding that any applicable deduction for CDSC as well as any applicable tax withholding is taken from your Account Value. This means that an amount greater than the amount of your requested withdrawal will be deducted from your Account Value. To make sure that you receive the full amount requested, we calculate the entire amount, including the amount generated due to the CDSC or tax withholding that will need to be withdrawn. We then apply the CDSC or tax withholding to that entire amount. As a result, for the same dollar amount request for a gross withdrawal or a net withdrawal, you will pay a greater CDSC or have more tax withheld if you elect a net withdrawal.

▪ If you request a gross withdrawal of $50,000, the amount of the CDSC will reduce the amount of the withdrawal you receive. In this case, the CDSC would equal $2,125 (($50,000 – the Free Withdrawal Amount of $7,500 = $42,500) x 0.05 = $2,125). You would receive $47,875 ($50,000 – $2,125). To determine your remaining Account Value after your withdrawal, we reduce your initial Account Value by the amount of your requested withdrawal. In this case, your Account Value would be $35,000 ($85,000 – $50,000).

▪ If you request a net withdrawal of $50,000, we first determine the entire amount that will need to be withdrawn in order to provide the requested payment. We do this by first subtracting the Free Withdrawal Amount and dividing the resulting amount by the result of 1 minus

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the surrender charge. Here is the calculation: $42,500/(1 – 0.05) = $44,736.84. This is the total amount to which the CDSC will apply. The amount of the CDSC is $2,236.84. Therefore, in order to for you to receive the full $50,000, we will need to deduct $52,236.84 from your Account Value, resulting in remaining Account Value of $32,763.16.

Example 2

Assume the following:

• you took the withdrawal described in Example 1 above as a gross withdrawal;

• two years after the withdrawal described above, the Account Value is $48,500 ($35,000 of remaining Account Value plus $13,500 of investment gain);

• the Free Withdrawal Amount is $7,500; and

• the applicable CDSC in Annuity Year 6 is now 3%.

If you now take a second gross withdrawal of $10,000, $7,500 is not subject to the CDSC because it is the Free Withdrawal Amount for that year. The remaining $2,500 is subject to the 3% CDSC or $75 and you will receive $9,925.

On the day that we process your request for a withdrawal, we calculate a CDSC based on any Purchase Payments not previously withdrawn. If your Account Value has declined in value, or if you had made prior withdrawals that reduced your Account Value, the dollar amount of your requested withdrawal may represent, as a percentage of the Purchase Payments being withdrawn, a dollar amount that is greater than your Account Value.

To determine if CDSC applies to a partial withdrawal, we first determine if all Purchase Payments have been previously withdrawn. If so, no CDSC applies. If not:

1. First determine what, if any, amounts qualify as a Free Withdrawal. These amounts are not subject to CDSC.

2. Next determine what, if any, remaining amounts are in excess of the Free Withdrawal Amount. These amounts will be treated as withdrawals of Purchase Payments. These amounts may be subject to CDSC. Purchase Payments are withdrawn on a first-in, first-out basis.

3. Withdraw any remaining amounts from any other Account Value (including gains). These amounts are not subject to CDSC.

CDSC is waived under the following circumstances, including but not limited to:

• The Free Withdrawal Amount - withdrawals equal to or less than the stated Free Withdrawal Amount

• Beneficiary Continuation Option distributions

• RMD - as calculated by us, even those taken during the first contract year, and distributed through a program/process we support.

• Required distributions from a Beneficiary Annuity that we calculate, even those taken during the first contract year, and distributed through a program/process we support.

• Medically-Related Surrenders (MRS) - based on the Owner meeting the following conditions (or Annuitant if entity owned): a) terminally ill or b) confinement to a medical facility for 90 consecutive days following the Issue Date (State variations may apply).

◦ We define a medical facility as a facility recognized as a hospital or a long-term care facility or that is a nursing home facility with a 24-hour RN or LPN who controls all prescribed medications and daily medical records.

◦ We define terminal illness as a condition which death results in 2 years for 80% of diagnosed cases.

◦ We allow for partial Medically Related Surrenders - we reserve the right in the contract to cap at a cumulative maximum of $500K per life, though this is not currently enforced.

◦ There is no cap on total Payments, i.e. the amount of Purchase Payments will not cause an Owner to be eligible for the waiver.

We will not discriminate unfairly between Annuity purchasers with respect to any CDSC waivers.

Tax Charge: Some states and some municipalities charge premium taxes or similar taxes on annuities that we are required to pay. The amount of tax will vary from jurisdiction to jurisdiction and is subject to change. We reserve the right to deduct the tax from Purchase Payments when received, from Surrender Value upon surrender, or from Account Value upon Annuitization. The Tax Charge is designed to approximate the taxes that we are required to pay and is assessed as a percentage of Purchase Payments, Surrender Value, or Account Value as applicable. The Tax Charge currently ranges up to 3.5%. We may assess a charge against the Subaccounts and the Index Strategies equal to any taxes which may be imposed upon the Separate Accounts. “Surrender Value” refers to the Account Value less any applicable CDSC and any applicable Tax Charges.

We will pay company income taxes on the taxable corporate earnings created by the Annuity. While we may consider company income taxes when pricing our products, we do not currently include such income taxes in the Tax Charges you may pay under the Annuity. We will periodically review the

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issue of charging for these taxes, and we may charge for these taxes in the future. We reserve the right to impose a charge for federal income taxes if we determine, in our sole discretion, that we will incur a tax as a result of the operation of the Separate Accounts.

In calculating our corporate income tax liability, we may derive certain corporate income tax benefits associated with the investment of company assets, including Separate Account assets, which are treated as company assets under applicable income tax law. These benefits reduce our overall corporate income tax liability. Under current law, such benefits may include foreign tax credits and corporate dividend received deductions. We do not pass these tax benefits through to holders of the Separate Account annuity contracts because (i) the Owners are not the Owners of the assets generating these benefits under applicable income tax law and (ii) we do not currently include company income taxes in the Tax Charges you pay under the Annuity. We reserve the right to change these tax practices.

Insurance Charge: The Insurance Charge is charged daily based on the annualized rate shown in the “Summary of Contract Fees and Charges” for the amount of Purchase Payments in your Annuity on each Valuation Day allocated to the Variable Investment Subaccounts. On any Valuation Day, your Purchase Payments will equal the sum of all Purchase Payments prior to the application of any fees, charges, or Tax Charges applied to your Annuity less all withdrawals taken from your Annuity, which includes withdrawals you take from the Annuity as Required Minimum Distributions. Currently, we offer two levels of the Insurance Charge depending on whether your Purchase Payments are less than $1,000,000, or equal to or greater than $1,000,000 on any Valuation Day. If your Purchase Payments are less than $1,000,000, you will pay a higher Insurance Charge at that time than you would pay if your Purchase Payments were $1,000,000 or more.

The Insurance Charge is intended to compensate PALAC for providing the insurance benefits under each Annuity and the risk that persons we guarantee annuity payments to will live longer than our assumptions. The charge covers the mortality and expense risk and administration charges. Furthermore, the charge also compensates us for our administrative costs associated with providing the Annuity benefits, including preparation of the contract and prospectus, confirmation statements, quarterly account statements and annual reports, legal and accounting fees as well as various related expenses. Finally, the charge compensates us for the risk that our assumptions about the mortality risks and expenses under each Annuity are incorrect and that we have agreed not to increase these charges over time despite our actual costs. The charge is not applicable to any allocations to the Index Strategy Options.

Fees and Expenses Incurred by the Portfolios: Each Portfolio incurs total annualized operating expenses comprised of an investment management fee, other expenses and any distribution and service (12b-1) fees or short sale expenses that may apply. These fees and expenses are assessed against each Portfolio’s net assets and reflected daily by each Portfolio before it provides PALAC with the net asset value as of the close of business each Valuation Day. More detailed information about fees and expenses can be found in the summary prospectuses and prospectuses for the Portfolios, which can be obtained by calling 1-888-PRU-2888.

ANNUITY PAYMENT OPTION CHARGES

If you select a fixed payment option upon Annuitization, the amount of each fixed payment will depend on the Account Value of your Annuity when you elect to annuitize. There is no specific charge deducted from these payments; however, the amount of each annuity payment reflects assumptions about our insurance expenses. Also, a Tax Charge may apply.

EXCEPTIONS/REDUCTIONS TO FEES AND CHARGES

We may reduce or eliminate certain fees and charges or alter the manner in which the particular fee or charge is deducted. For example, we may reduce the amount of any CDSC or the length of time it applies or reduce the portion of the Insurance Charge that is deducted as an administration charge. We will not discriminate unfairly between Annuity purchasers if and when we reduce any fees and charges.

Under the selling agreements, cash compensation in the form of commissions is paid to firms on sales of the Annuity according to one or more schedules. The registered representative will receive a portion of the compensation, depending on the practice of his or her firm. Commissions are generally based on a percentage of Purchase Payments made. Commissions and other cash compensation paid in relation to your Annuity do not result in any additional charge to you or to the Separate Account(s).

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VALUING YOUR INVESTMENT AND INTERIM VALUE OF INDEX STRATEGIES

PROCESSING AND VALUING TRANSACTIONS

PALAC is generally open to process financial transactions on those days that the New York Stock Exchange (NYSE) is open for trading. There may be circumstances where the NYSE does not open on a regularly scheduled date or time or closes at an earlier time than scheduled (normally 4:00 p.m. Eastern Time). Generally, financial transactions received in Good Order before the close of regular trading on the NYSE will be processed according to the value next determined following the close of business. Financial transactions received on a non-business day or after the close of regular trading on the NYSE will be processed based on the value next computed on the next Valuation Day.

We will not process any financial transactions involving purchase or redemption orders on days that the NYSE is closed. PALAC will also not process financial transactions involving purchase or redemption orders or transfers on any day that:

▪ trading on the NYSE is restricted;

▪ an emergency, as determined by the SEC, exists making redemption or valuation of securities held in the Separate Account impractical; or

▪ the SEC, by order, permits the suspension or postponement for the protection of security holders.

In certain circumstances, we may need to correct the processing of an order. In such circumstances, we may incur a loss or receive a gain depending upon the price of the security when the order was executed and the price of the security when the order is corrected. With respect to any gain that may result from such order correction, we will retain any such gain as additional compensation for these correction services.

VALUING THE VARIABLE INVESTMENT SUBACCOUNTS

When you allocate Account Value to a Variable Investment Subaccount, you are purchasing Units of the Variable Investment Subaccount. Each Variable Investment Subaccount invests exclusively in shares of a Portfolio. The value of the Units fluctuates with the market fluctuations of the Portfolios. The value of the Units also reflects the daily accrual for the Insurance Charge.

Each Valuation Day, we determine the price for a Unit of each Variable Investment Subaccount, called the “Unit Price”. The Unit Price is used for determining the value of transactions involving Units of the Variable Investment Subaccounts. The Unit Price for each Variable Subaccount is the net investment factor for that Valuation Period, multiplied by the Unit Price for the immediately preceding Valuation Day. The Unit Price for a Valuation Period applies to each Valuation Day in the Period. The net investment factor is an index that measures the investment performance of and charges assessed against, a Variable Subaccount from one Valuation Period to the next. See Appendix C for calculation of net investment factor. We determine the number of Units involved in any transaction by dividing the dollar value of the transaction by the Unit Price of the Variable Investment Subaccount as of the Valuation Day. There may be several different Unit Prices for each Variable Investment Subaccount to reflect the Insurance Charge. The Unit Price for the Units you purchase will be based on the total charges that apply to your Annuity.

Example

Assume you allocate $5,000 to a Variable Investment Subaccount. On the Valuation Day you make the allocation, the Unit Price is $14.83. Your $5,000 buys 337.154 Units of the Variable Investment Subaccount. Assume that later, you wish to transfer $3,000 of your Account Value out of that Variable Investment Subaccount and into another Variable Investment Subaccount. On the Valuation Day you request the transfer, the Unit Price of the original Variable Investment Subaccount has increased to $16.79 and the Unit Price of the new Variable Investment Subaccount is $17.83. To transfer $3,000, we redeem 178.677 Units at the current Unit Price, leaving you 158.477 Units. We then buy $3,000 of Units of the new Variable Investment Subaccount at the Unit Price of $17.83. You would then have 168.255 Units of the new Variable Investment Subaccount.

INTERIM VALUE OF INDEX STRATEGIES

On each Valuation Day during the year, other than the Index Strategy Start Date and Index Strategy End Date, each Index Strategy is valued using an Interim Value. The Interim Value is used to calculate amounts available for withdrawal (including systematic withdrawals), surrender, transfer, annuitization or payment of a death claim. The Interim Value also is used to determine how much the Index Strategy Base will be reduced after a transfer or withdrawal.

The Interim Value is also included in the Account Value and Surrender Value to reflect the amount in the applicable Index Strategy prior to the Index Strategy End Date. The Interim Value reflects the value of each Index Strategy taking into account the current price of the underlying Index, the time remaining until the Index Strategy End Date, and the current value of the investments we have made to fund our obligations under the Index Strategy. The Interim Value is an estimate of the current value of fixed income and derivative instruments we could purchase to assure our ability to meet our obligations to the Owner at an Index Strategy End Date. We use a portfolio of fixed income instruments and derivatives to replicate our obligations to calculate Index Credit for the Index Strategies. These derivatives are valued using the Black-Scholes Model. There are many external factors that may impact the Interim Value including changes in the Indices, changes in the interest rate environment, and volatility.

The Interim Value assesses the fair value of the assets allocated to the Index Strategy (Index Strategy Base) plus the current value of the portfolio of options utilized to replicate the performance of these Index Strategies and a calculation of your potential Index Credits based upon the amount of time that you have been in these Index Strategies as compared to the Index Term for these Index Strategies (Pro-rata portion). It takes the lesser of these two values as outlined below.

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The Interim Value for the applicable Index Strategy is equal to the minimum of [(1) + (2) or (3)], where:

(1) is the fair value of the Index Strategy Base on the Valuation Day the Interim Value is calculated.

(2) is the current value of replicating the portfolio of options

(3) is the pro-rata portion of the potential Index Credit. A calculation based on the Index Return to date, adjusted for the portion of time that you have been invested in the Index Strategy as compared to your Index Strategy Term, as outlined below.

1. The fair value of the Index Strategy Base is meant to represent the market value of the investments supporting each Index Strategy.

The Market Value Index Rate will apply on a uniform basis for a class of Owners in the same Index Strategy and will be administered in a uniform and non-discriminatory manner.

The Market Value Index Rate is the Bloomberg Barclays U.S. Intermediate Credit Index rate. The Bloomberg Barclays U.S. Intermediate Credit Index is the rate for the maturity using a set duration. The duration is set to represent the duration of the investments supporting the Index Strategy and may not match the actual length of the Index Strategy.

If the Bloomberg Barclays U.S. Intermediate Credit Index yield is not published for a particular day, then we will use the yield on the next day it is published. If the Bloomberg Barclays U.S. Intermediate Credit Index yield is no longer published, or is discontinued, then we may substitute another suitable method for determining this component of the Market Value Index Rate.

2. Current value of replicating the portfolio of options – We utilize a fair market value methodology to value replicating the portfolio of options that support this product.

For each Index Strategy, we solely designate and value options, each of which is tied to the performance of the Index associated with the Index Strategy. We use derivatives to provide an estimate of the gain or loss on the Index Strategy Base that could occur at the end of the Index Strategy Term. This estimate also reflects the impact of the Cap Rate, Participation Rate, Tier Level, Step Rate and Buffer at the end of the Index Strategy Term as well as the estimated cost of exiting the replicating options prior to the Index Strategy End Date. The valuation of the options is based on standard methods for valuing derivatives and based on inputs from third party vendors. The methodology used to value these options is determined solely by us and may vary, higher or lower, from other estimated valuations or the actual selling price of identical derivatives. Any variance between our estimated fair value price and other estimated or actual prices may be different from Index Strategy type to Index Strategy type and may also change from day to day.

3. The pro rata portion of the potential Index Credit. A calculation based on the Index Return to date, adjusted for the portion of time that you have been invested in the Index Strategy as compared to your Index Strategy Term, as outlined below.

See Appendix A for additional information regarding the Interim Value calculation.

EXAMPLE

Index Effective Date: 12/2/2019

Purchase Payment: $150,000

Allocated to:

• 33% 1-Year Step Rate Plus; S&P 500; Step Rate 5%; Participation Rate 90%; Buffer 5%

• 33% 3-Year Point-to-Point Cap Rate; S&P 500; Cap Rate 75%; Buffer 10%

• 34% 6-Year Tiered Participation Rate; S&P 500; Tier 1 100%; Tier 2 140%; Tier Level 30%; Buffer 10%

Note on examples: months are assumed to have 30 days and years are assumed to have 365 days.

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On the Index Effective Date
	Step Rate Plus	Point-to- Point Cap Rate	Tiered Part Rate
Index Strategy Term (in months)	12	36	72
Months elapsed since Index Strategy Start Date	0	0	0
Index Strategy Base	$49,500	$49,500	$51,000
Buffer	5%	10%	10%
Index Strategy rate	5%	75%	100%/140%
Months until Index Strategy End Date	12	36	72
Market Index Rate on Index Strategy Start Date	2.00%	5.00%	8.00%
Starting Index Value	1,000
Total Account Value	$150,000
Index Return is Negative
Months elapsed since Index Strategy Start Date	9	9	9
Time Remaining in Index Strategy Term (in months)	3	27	63
Index Value on Calculation Date	800
Index Return on Calculation Date	-20%
Market Index Rate on Calculation Date	3.00%	6.00%	9.00%
1.    Fair Value of Index Strategy Base	$48,496.25	$46,847.82	$45,813.71
2.    Options value	$(7,401.54)	$(6,166.88)	$(5,753.38)
Sum of 1 + 2	$41,094.71	$40,680.95	$40,060.33
3.    Pro-rated portion of the Index Credit	$41,430.82	$40,820.55	$41,428.77
Index Strategy rate	-16.30%	-17.53%	-18.77%
Interim Value for each Strategy (Minimum of 1+2 and 3)	$41,094.71	$40,680.95	$40,060.33
Total Account Value		$121,835.99

The Pro-rated portion of the index credit is calculated by multiplying the Index Strategy Base by an Index Strategy Rate and taking that result multiplied by the potion of time the customer has been in an Index Strategy. The Index Strategy Rate may differ depending on the Index Strategy, which is further outlined in Appendix A.

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Index Return is Negative
Pro-Rata Calculation		Step Rate Plus	Point-to- Point Cap Rate	Tiered Part Rate
F	Index Strategy Base	$49,500	$49,500	$51,000
(d)	Days elapsed since Index Strategy Start Date (in days)	270	270	270
(t)	Index Strategy Term (in days)	365	1,095	2,190
(IR)	Index Return on Calculation Date	-20%
H	Proportion of Index Term (d) / (t)	73.97%	24.66%	12.33%
g	Index Strategy Rate (Prior to gross-up) IR + (CR * H)	-16.30%	-17.53%	-18.77%
G	Index Strategy Rate (g) / (H)	-22.04%	-71.11%	-152.22%
(i)	Pro-rated Index Credit F * G * H	$(8,069)	$(8,679)	$(9,571)
(3)	Pro-rated portion of the Index Credit F + (i)	$41,430.82	$40,820.55	$41,428.77

Index Return is Positive
Months elapsed since Index Strategy Start Date	9	9	9
Time Remaining in Index Strategy Term (in months)	3	27	63
Index Value on Calculation Date	1200
Index Return on Calculation Date	20%
Market Index Rate	3.00%	6.00%	9.00%
1.    Fair Value of Index Strategy Base	$48,496.25	$46,847.82	$45,813.71
2.    Options value	$8,887.29	$10,009.66	$13,519.43
Sum of 1 + 2	$57,383.54	$56,857.49	$59,333.14
3.    Pro-rated portion of the Index Credit	$56,090.96	$51,941.10	$52,257.53
Index Strategy rate	13.32%	4.93%	2.47%
Interim Value for each Strategy (Minimum of 1+2 and 3)	$56,090.96	$51,941.10	$52,257.53
Total Account Value	$160,289.59

The Pro-rated portion of the index credit is calculated by multiplying the Index Strategy Base by an Index Strategy Rate and taking that result multiplied by the potion of time the customer has been in an Index Strategy. The Index Strategy Rate may differ depending on the Index Strategy, which is further outlined in Appendix A.

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Index Return is Positive
Pro-Rata Calculation		Step Rate Plus	Point-to- Point Cap Rate	Tiered Part Rate
F	Index Strategy Base	$49,500	$49,500	$51,000
(CR)	Step Rate / Cap Rate / Tier Level	5%	75%	30%
(CR2) (CR3)	Participation Rate	90%	N/A	Tier 1: 100% Tier 2: 140%
(d)	Days elapsed since Index Strategy Start Date (in days)	270	270	270
(t)	Index Strategy Term (in days)	365	1,095	2,190
(IR)	Index Return on Calculation Date	20%
H	Proportion of Index Term  (d) / (t)	73.97%	24.66%	12.33%
G	Index Strategy Rate	18.00% Max( CR, IR * CR2)	20.00% Min(CR, IR)	20.00% [CR2 * Min(IR,CR)] + [CR3 * Max(IR-CR,0)]
(i)	Pro-rated Index Credit F * G * H	$6,591.96	$2,441.10	$1,257.53
(3)	Pro-rated portion of the Index Credit F + (i)	$56,090.96	$51,941.10	$52,257.53

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PURCHASING YOUR ANNUITY

DESIGNATION OF OWNER, ANNUITANT, AND BENEFICIARY

Owner, Annuitant and Beneficiary Designations: We will ask you to name the Owner(s), Annuitant and one or more Beneficiaries for your Annuity.

▪ Owner: Each Owner holds all rights under the Annuity. You may name up to two Owners in which case all ownership rights are held jointly. Generally, joint Owners are required to act jointly; however, if both Owners instruct us in a written form that we find acceptable to allow one Owner to act independently on behalf of both Owners we will permit one Owner to do so. All information and documents that we are required to send you will be sent to the first named Owner. Co-ownership by entity Owners or an entity Owner and an individual is not permitted. Refer to the “Glossary of Terms” for a complete description of the term “Owner.” Prior to Annuitization, there is no right of survivorship (other than any spousal continuance right that may be available to a surviving spouse).

▪ Annuitant: The Annuitant is the person upon whose life we make annuity payments. You must name an Annuitant who is a natural person. In limited circumstances and where allowed by law, we may allow you to name one or more “Contingent Annuitants” with our prior approval. Generally, a Contingent or Joint Annuitant will become the Annuitant if the Annuitant dies before the Annuity Date. For a Beneficiary Annuity, instead of an Annuitant there is a “Key Life” which is used to determine the annual required distributions. If an Annuitant who is not an Owner predeceases any Owner who is a natural person, not an entity: (a) if a Joint Annuitant is designated and alive, the Joint Annuitant becomes the Annuitant; (b) if no Joint Annuitant is designated and alive, the designated Contingent Annuitant becomes the Annuitant; (c) If no Contingent Annuitant is designated or alive, the Owner becomes the Annuitant; or (d) If no Joint Annuitant or Contingent Annuitant is designated or alive and there are multiple Owners who are natural persons, the oldest of such Owners becomes the Annuitant.

▪ Beneficiary: The Beneficiary is the person(s) or entity you name to receive the Death Benefit. Your Beneficiary designation should be the exact name of your Beneficiary, not only a reference to the Beneficiary’s relationship to you. If you use a class designation in lieu of designating individuals (e.g. “surviving children”), we will pay the class of Beneficiaries as determined at the time of your death and not the class of Beneficiaries that existed at the time the designation was made. If the Beneficiary dies after the death of the decedent, but before the Death Benefit proceeds are paid, the Death Benefit proceeds will be payable to the Beneficiary’s estate upon our receipt of Due Proof of Death of the decedent. If no Beneficiary is alive when the Death Benefit proceeds are determined or there is no Beneficiary designation, the Death Benefit proceeds will be paid to you or your estate. For an Annuity that designates a custodian or a plan as Owner, the custodian or plan must also be designated as the Beneficiary. For Beneficiary Annuity, instead of a Beneficiary, the term “Successor” is used. If an Annuity is co-owned by spouses, we do not offer Joint Tenants with Rights of Survivorship (JTWROS). Both owners would need to be listed as the primary beneficiaries for the surviving spouse to maintain the contract, unless you elect an alternative Beneficiary designation.

Your right to make certain designations may be limited if your Annuity is to be used as an IRA, Beneficiary Annuity or other “qualified” investment that is given beneficial tax treatment under the Code. You should seek competent tax advice on the income, estate and gift tax implications of your designations.

Age Restrictions: Unless we agree otherwise and subject to our rules, in order to issue the annuity, we must receive the application, in Good Order, before the oldest of the Owner(s) and Annuitant(s) turns 86 years old. If you purchase a Beneficiary Annuity, the maximum issue age is 85 based on the Key Life. The broker-dealer firm through which you are purchasing an Annuity may impose a younger maximum issue age than what is described above – check with the broker-dealer firm for details. The “Annuitant” refers to the natural person upon whose life annuity payments payable to the Owner are based.

REQUIREMENTS FOR PURCHASING THE ANNUITY

We may apply certain limitations, restrictions, and/or underwriting standards as a condition of our issuance of an Annuity and/or acceptance of Purchase Payments. The current limitations, restrictions and standards are described below. We may change these limitations, restrictions and standards in the future.

Initial Purchase Payment: An initial Purchase Payment is considered the first Purchase Payment received by us in Good Order and in an amount sufficient to issue your Annuity. This is the payment that issues your Annuity. All subsequent Purchase Payments allocated to the Annuity will be considered Additional Purchase Payments. Unless we agree otherwise and subject to our rules, the Annuity has a required minimum initial Purchase Payment of $25,000.

We must approve any initial and additional Purchase Payments where the total amount of Purchase Payments equals $1,000,000 or more with respect to the Annuity including any other Annuity you are purchasing from us (or that you already own) and/or our affiliates. To the extent allowed by state law, that required approval also will apply to a proposed change of owner of the Annuity, if as a result of the ownership change, total Purchase Payments with respect to the Annuity and all other Annuity owned by the new Owner would equal or exceed that $1,000,000 threshold. We may limit additional Purchase Payments under other circumstances, as explained in “Additional Purchase Payments,” below.

Applicable laws designed to counter terrorists and prevent money laundering might, in certain circumstances, require us to block an Owner’s ability to make certain transactions, and thereby refuse to accept Purchase Payments or requests for transfers, partial withdrawals, surrenders, total withdrawals, death benefits, or Annuity payments until instructions are received from the appropriate regulator. We also may be required to provide additional information about you and your Annuity to government regulators.

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Except as noted below, Purchase Payments must be submitted by check drawn on a U.S. bank, in U.S. dollars, and made payable to PALAC. Purchase Payments may also be submitted via 1035 exchange or direct transfer of funds. Under certain circumstances, Purchase Payments may be transmitted to PALAC by wiring funds through your Financial Professional’s broker-dealer firm. Additional Purchase Payments may also be applied to your Annuity under an electronic funds transfer, an arrangement where you authorize us to deduct money directly from your bank account. We may reject any payment if it is received in an unacceptable form. Our acceptance of a check is subject to our ability to collect funds.

Once we accept your application, we allocate your Purchase Payment, upon receipt, in your Annuity according to your instructions. You can allocate Purchase Payments to one or more available Index Strategies and Variable Investment Subaccounts.

We are required to allocate your initial Purchase Payment within two (2) Valuation Days after we receive the Purchase Payment in Good Order at our Service Office. If we do not have all the required information to allow us to issue your Annuity, we may retain the Purchase Payment while we try to reach you or your representative to obtain all of our requirements. If we are unable to obtain all of our required information within five (5) Valuation Days, we are required to return the Purchase Payment to you at that time, unless you specifically consent to our retaining the Purchase Payment while we gather the required information. Once we obtain the required information, we will invest the Purchase Payment and issue an Annuity within two (2) Valuation Days.

With respect to your initial Purchase Payment that is pending investment in our Separate Accounts, we may hold the amount temporarily in a suspense account and we may earn interest on such amount. You will not be credited with interest during that period. The monies held in the suspense account may be subject to claims of our general creditors. Also, the Purchase Payment will not be reduced nor increased due to market fluctuations during that period.

As permitted by applicable law, the broker-dealer firm through which you purchase your Annuity may forward your initial Purchase Payment to us prior to approval of your purchase by a registered principal of the firm. Once your purchase is approved by the firm, we will process your initial Purchase Payment as described above. These arrangements are subject to a number of regulatory requirements, including that customer funds will be deposited in a segregated bank account and held by the insurer until such time that the insurer is notified of the firm’s principal approval and is provided with the application, or is notified of the firm principal’s rejection. In addition, the insurer must promptly return the customer’s funds at the customer’s request prior to the firm’s principal approval or upon the firm’s rejection of the application. The monies held in the bank account will be held in a suspense account within our general account and we may earn interest on amounts held in that suspense account. Owners will not be credited with any interest earned on amounts held in that suspense account. The monies in such suspense account may be subject to claims of our general creditors.

Allocation of Purchase Payments

Initial Purchase Payment(s)

Issuance of an Annuity represents our acceptance of an initial Purchase Payment. You may allocate your initial Purchase Payment(s) to any combination of Variable Investment Subaccounts and Index Strategies. Allocations must be made in whole percentages and must equal 100%.

You will choose on your application if you wish to start any Index Strategies immediately on the contract effective date or wait for a Holding Account Period, currently 30 days to allow for multiple transfers and 1035 exchange transactions. If you elect to wait the 30 days, the funds designated to Index Strategies will be allocated to the Holding Account and automatically transferred from the Holding Account to your chosen Index Strategies 30 days later. The index rates applicable upon that transfer equal the rates as of the Issue Date. The date money is first applied to an Index Strategy, whether that be at contract issue or 30 days later, will be known as the Index Effective Date. If there is no Account Value allocated to the Holding Account, no transfer to the Index Strategies and/or the Variable Subaccounts will occur.

If the Index Effective Date is not a Valuation Day, the initial index value for the Index Effective Date will be the following Valuation Day that the Index is calculated and published.

An Index Effective Date can be any calendar date except February 29^th.

If you choose to only allocate your initial Purchase Payment to Variable Investment Subaccounts and not elect allocation to the Index Strategies (either at contract issue or 30 days after), you can transfer to the Index Strategies at a future date of your choosing, which would then establish the Index Effective Date and subsequent Index Anniversary Date.

Subsequent Purchase Payment(s)

Subsequent Purchase Payments received on an Index Anniversary Date may be used to start a new Index Strategy. Subsequent Purchase Payment(s) received between an Index Strategy Start Date and Index Strategy End Date will be allocated to the Variable Investment Subaccounts as instructed by the Owner. If you do not provide any instructions, the subsequent Purchase Payment(s) will be placed in the Holding Account. The Purchase Payment(s) may be transferred to an Index Strategy on the next Index Anniversary Date or may be transferred among the available Variable Investment Subaccounts at any time. See Reallocation/Transfer Guidelines in the “Managing Your Account Value” section below.

Holding Account. The Holding Account is the PSF Government Money Market Subaccount. The Holding Account will be used for additional Purchase Payments received between Index Anniversaries if you provided no other instructions for the Purchase Payment in any other available Variable Investment Subaccount. Since you may only allocate to the Index Strategies on Index Anniversaries, additional Purchase Payments will remain in the Holding Account (or Variable Investment Subaccount(s) of your choosing) until an Index Anniversary Date where they may be reallocated to the Index Strategies.

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Rate Hold. Cap Rates, Participation Rates, and Step Rates will be held for 30 days from contract issue (or submission date for electronic applications). This rate hold only applies if you chose to wait the 30 days to allocate to the Index Strategies.

Additional Purchase Payments: The minimum amount allocable to any Index Strategy is $2,000, and the minimum amount allocable to any Variable Investment Subaccount is $20. Currently you may make additional Purchase Payments, provided that the payment is at least $100 ($50 minimum for electronic funds transfer (“EFT”) purchases).

You may make additional Purchase Payments, at any time before the earlier of (i) the Annuity Date and (ii) the oldest Owner’s 86th birthday (the Annuitant’s 86th birthday, if the Annuity is owned by an entity). We will allow Purchase Payments at least prior to the first anniversary of the Issue Date regardless of the oldest Owner’s age, unless otherwise required by applicable law or regulation to maintain the tax status of the Annuity. No additional Purchase Payments are allowed if the Annuity is held as a Beneficiary Annuity. We will apply any additional Purchase Payment as of the Valuation Day that we receive it at our Service Office in Good Order. If you have not provided allocation instructions with an additional Purchase Payment, we will allocate the Purchase Payment to the Holding Account. We may limit, restrict, suspend or reject any additional Purchase Payments.

We reserve the right to limit, suspend or reject any additional Purchase Payment at any time, but would do so only on a non-discriminatory basis.

When you purchase the Annuity and determine the amount of your initial Purchase Payment, you should consider the fact that we may suspend, reject or limit additional Purchase Payments at some point in the future. Depending on the tax status of your Annuity (e.g., if you own the Annuity through an IRA), there may be annual contribution limits dictated by applicable law. Please see “Tax Considerations” for additional information on these contribution limits.

Additional Purchase Payments may also be limited if the total Purchase Payments under the Annuity and other Annuity equals or exceeds $1,000,000.00, as described in more detail in the “Initial Purchase Payment” section above. Should you request a transaction that would leave less than the minimum Variable Subaccount amount or the minimum Index Strategy amount, we may, to the extent permitted by law, add the balance of your Account Value in the applicable Allocation Option to the transaction and close out your balance in the Allocation Option.

RIGHT TO CANCEL

You may cancel (or “Free Look”) your Annuity for a refund by notifying us in Good Order or by returning the Annuity to our Service Office or to the representative who sold it to you within 10 days after you receive it (or such other period as may be required by applicable law). The Annuity can be mailed or delivered either to us, at our Service Office, or to the representative who sold it to you. Return of the Annuity by mail is effective on being postmarked, properly addressed and postage prepaid. If the Annuity is a replacement contract, you may cancel your Annuity using the same method within thirty days beginning on the date the contract is received by the owner, or any longer period as may be required by applicable law in the state where the contract is delivered or issued for delivery.

Subject to applicable law, the amount of the refund will equal the Account Value as of the Valuation Day we receive the returned Annuity at our Service Office or the cancellation request in Good Order, plus any fees or Tax Charges deducted from the Purchase Payment upon allocation to the Annuity or imposed under the Annuity, less any applicable federal and state income tax withholding. However, where we are required by applicable law to return Purchase Payments, we will return the greater of Account Value and Purchase Payments.

SCHEDULED PAYMENTS DIRECTLY FROM A BANK ACCOUNT

You can make additional Purchase Payments to your Annuity by authorizing us to deduct money directly from your bank account and applying it to your Annuity, unless the Annuity is held as a Beneficiary Annuity. No additional Purchase Payments are permitted if you have elected the Beneficiary Annuity. We may suspend or cancel electronic fund transfer privileges if sufficient funds are not available from the applicable financial institution on any date that a transaction is scheduled to occur. We may also suspend or cancel electronic fund transfer privileges if we have limited, restricted, suspended or terminated the ability of Owners to submit additional Purchase Payments.

Scheduled Transactions: Scheduled transactions include Systematic Withdrawals, Required Minimum Distributions, substantially equal periodic payments under Section 72(t)/72(q) of the Code, annuity payments and fees that are assessed daily as a percentage of the net assets of the Variable Investment Subaccounts. Scheduled transactions are processed and valued as of the date they are scheduled, unless the scheduled day is not a Valuation Day. In that case, the transaction will be processed and valued on the next Valuation Day, unless (with respect to Required Minimum Distributions, substantially equal periodic payments under Section 72(t)/72(q) of the Code, annuity payments and fees that are assessed daily as a percentage of the net assets of the Variable Investment Subaccounts only), the next Valuation Day falls in the subsequent calendar year, in which case the transaction will be processed and valued on the prior Valuation Day.

Unscheduled Transactions: “Unscheduled” transactions include any other non-scheduled transfers and requests for partial withdrawals or Free Withdrawals or Surrenders. With respect to certain written requests to withdraw Account Value, we may seek to verify the requesting Owner’s signature. Specifically, we reserve the right to perform a signature verification for (a) any withdrawal exceeding a certain dollar amount and (b) a withdrawal exceeding a certain dollar amount if the payee is someone other than the Owner. In addition, we will not honor a withdrawal request in which the requested payee is the Financial Professional or agent of record. We reserve the right to request a signature guarantee with respect to a written withdrawal request. If we do perform a signature verification, we will pay the withdrawal proceeds within 7 days after the withdrawal request was received by us in Good Order, and will process the transaction in accordance with the discussion in “Processing and Valuing Transactions”

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“Beneficiary” Annuity

You may purchase an Annuity if you are a Beneficiary of an account that was owned by a decedent, subject to the following requirements. You may transfer the proceeds of the decedent’s account into the Annuity described in this prospectus and receive distributions that are required by the tax laws.

Upon purchase, the Annuity will be issued in the name of the decedent for your benefit. You must take required distributions at least annually, which we will calculate based on the applicable life expectancy in the year of the decedent’s death, using Table 1 in IRS Publication 590-B. We do not assess a CDSC (if applicable) on distributions from your Annuity if you are required by law to take such distributions from your Annuity at the time it is taken, provided the amount withdrawn is the amount we calculate and is paid out through a program of systematic withdrawals that we make available.

For IRAs and Roth IRAs, distributions must begin by December 31^st of the year following the year of the decedent’s death. If you are the surviving spouse Beneficiary, distributions may be deferred until the decedent would have attained age 701/2(or age 72, for distributions required to be made after December 31, 2019, with respect to individuals who attain 701/2 after such date). However, if you choose to defer distributions, you are responsible for complying with the distribution requirements under the Code, and you must notify us when you would like distributions to begin. For additional information regarding the tax considerations applicable to Beneficiaries of an IRA or Roth IRA, see “Required Distributions Upon Your Death for Qualified Annuity Contracts” in “Tax Considerations”.

For nonqualified Annuities, distributions must begin within one year of the decedent’s death. For additional information regarding the tax considerations applicable to Beneficiaries of a nonqualified Annuity see “Required Distributions Upon Your Death for Nonqualified Annuity Contracts” in “Tax Considerations”.

You may take withdrawals in excess of your required distributions; however such withdrawals may be subject to the Contingent Deferred Sales Charge. Any withdrawals you take count toward the required distribution for the year. All applicable charges will be assessed against your Annuity, such as the Total Insurance Charge.

The Annuity provides a Death Benefit upon death, and you may name “successors” who may receive the Death Benefit as a lump sum. Please note the following additional limitations for a Beneficiary Annuity:

▪ No additional Purchase Payments are permitted. You may only make a one-time initial Purchase Payment transferred to us directly from another annuity or eligible account. You may not make your Purchase Payment as an indirect rollover or combine multiple assets or death benefits into a single contract as part of this Beneficiary Annuity.

▪ You may not annuitize the Annuity; no annuity options are available.

▪ You may participate only in the following programs: Systematic Withdrawals.

▪ You may not assign or change ownership of the Annuity, and you may not change or designate another life upon which distributions are based. A Beneficiary Annuity may not be co-owned.

▪ If the Annuity is funded by means of transfer from another Beneficiary Annuity with another company, we require that the sending company or the beneficial Owner provide certain information in order to ensure that applicable required distributions have been made prior to the transfer of the contract proceeds to us. We further require appropriate information to enable us to accurately determine future distributions from the Annuity. Please note we are unable to accept a transfer of another Beneficiary Annuity where taxes are calculated based on an exclusion amount or an exclusion ratio of earnings to original investment. We are also unable to accept a transfer of an annuity that has annuitized.

▪ The beneficial Owner of the Annuity can be an individual, grantor trust, or, for an IRA or Roth IRA, an estate or a qualified trust. In general, a qualified trust (1) must be valid under state law; (2) must be irrevocable or became irrevocable by its terms upon the death of the IRA or Roth IRA Owner; and (3) the Beneficiaries of the trust who are Beneficiaries with respect to the trust’s interest in the Annuity must be identifiable from the trust instrument and must be individuals. A qualified trust may be required to provide us with a list of all Beneficiaries to the trust (including contingent and remainder Beneficiaries with a description of the conditions on their entitlement), all of whom must be individuals, as of September 30^th of the year following the year of death of the IRA or Roth IRA Owner, or date of Annuity application if later. The trustee may also be required to provide a copy of the trust document upon request. If the beneficial Owner of the Annuity is a grantor trust, distributions must be based on the life expectancy of the grantor who is named as the Annuitant.If the beneficial Owner of the Annuity is a qualified trust, distributions must be based on the life expectancy of the oldest Beneficiary under the trust.

▪ If this Beneficiary Annuity is transferred to another company as a tax-free exchange with the intention of qualifying as a Beneficiary annuity with the receiving company, we may require certifications from the receiving company that required distributions will be made as required by law.

▪ If you are transferring proceeds as Beneficiary of an annuity that is owned by a decedent, we must receive your transfer request at least 45 days prior to your first or next required distribution. If, for any reason, your transfer request impedes our ability to complete your required distribution by the required date, we will be unable to accept your transfer request.

Speculative Investing: Do not purchase the Annuity if you, anyone acting on your behalf, and/or anyone providing advice to you plan to use it for speculation, arbitrage, viatication or any other type of collective investment scheme now or at any time prior to termination of the Annuity. Your Annuity may not be traded on any stock exchange or secondary market. By purchasing the Annuity, you represent and warrant that you are not using the Annuity, or any of its riders, for speculation, arbitrage, viatication or any other type of collective investment scheme.

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Currently, we will not issue an Annuity, permit changes in ownership or allow assignments to certain ownership types, including but not limited to: corporations, partnerships and endowments. Further, we will only issue an Annuity, allow changes of ownership and/or permit assignments to certain ownership types if the Annuity is held exclusively for the benefit of the designated Annuitant. You may name as Owner of the Annuity a grantor trust with one grantor only if the grantor is designated as the Annuitant. You may name as Owner of the Annuity, subject to state availability, a grantor trust with two grantors only if the oldest grantor is designated as the Annuitant. We will not issue Annuity to grantor trusts with more than two grantors.

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MANAGING YOUR ANNUITY

CHANGE OF OWNER, ANNUITANT AND BENEFICIARY DESIGNATIONS

In general, you may change the Owner, Annuitant and Beneficiary designations by sending us a request in Good Order which will be effective upon receipt at our Service Office. However, if the Annuity is held as a Beneficiary Annuity, the Owner may not be changed and you may not designate another Key Life upon which distributions are based.

As of the Valuation Day we receive an ownership change, including an assignment, any systematic investment or withdrawal programs will be canceled. The new Owner must submit the applicable program enrollment if they wish to participate in such a program. Where allowed by law, such changes will be subject to our acceptance. Any change we accept is subject to any transactions processed by us before we receive the notice of change at our Service Office. Some of the changes we will not accept include, but are not limited to:

▪ a new Owner subsequent to the death of the Owner or the first of any co-Owners to die, except where a spouse-Beneficiary has become the Owner as a result of an Owner’s death;

▪ a new Annuitant subsequent to the Annuity Date if the annuity option includes a life contingency;

▪ a new Annuitant prior to the Annuity Date if the Owner is an entity;

▪ a new Owner such that the new Owner is older than the age for which we would then issue the Annuity as of the effective date of such change, unless the change of Owner is the result of Spousal Continuation;

▪ any permissible designation change if the change request is received at our Service Office after the Annuity Date;

▪ a new Owner or Annuitant that is a certain ownership type, including but not limited to corporations, partnerships, endowments, or grantor trusts with more than two grantors; and

▪ a new Annuitant for an Annuity issued to a grantor trust where the new Annuitant is not the oldest grantor of the trust.

If there is a change of Owner or Annuitant, the Latest Annuity Date will be based on the age of the oldest Owner or Annuitant once the change is made. The Annuity Date must: (a) be on or after the Earliest Annuity Date and on or before the new Latest Annuity Date; and (b) must be consistent with applicable laws and regulations at the time.

Unless designated as "irrevocable", you may instruct us to change the Beneficiary. An irrevocable Beneficiary is one whose written consent is needed before you can change the Beneficiary or exercise certain other rights.

In general, you may change the Owner, Annuitant and Beneficiary designations as indicated above, and also may assign the Annuity. We will allow changes of ownership and/or assignments only if the Annuity is held exclusively for the benefit of the Annuitant, Joint Annuitant or Contingent Annuitant. We accept assignments of nonqualified Annuities only.

An Owner may seek to transfer ownership of the Annuity, subject to the interest of any assignee or beneficiary of record. We assume no responsibility for the validity or tax consequences of any change of ownership.

We reserve the right to reject any proposed change of Owner, Annuitant, or Beneficiary, as well as any proposed assignment of the Annuity.

We will reject a proposed change where the proposed Owner, Annuitant, Beneficiary or assignee is any of the following:

▪ a company(ies) that issues or manages viatical or structured settlements;

▪ an institutional investment company;

▪ an Owner with no insurable relationship to the Annuitant, Joint Annuitant, or Contingent Annuitant (a “Stranger-Owned Annuity” or “STOA”); or

▪ a change in designation(s) that does not comply with or that we cannot administer in compliance with Federal and/or state law.

We will implement this right on a non-discriminatory basis and to the extent allowed by state law but are not obligated to process your request within any particular timeframe.

Death Benefit Upon Change of Owner or Annuitant. If there is a change of Owner or Annuitant, the Return of Purchase Payments Death Benefit will no longer apply to the new Owner or Annuitant and the amount of the Death Benefit will be equal to the Account Value on the date we receive Due Proof of Death unless otherwise specified in the “Death Benefits” section of the prospectus.

Spousal Designations

If an Annuity is co-owned by spouses, we do not offer Joint Tenants with Rights of Survivorship (JTWROS). Both owners would need to be listed as the primary beneficiaries for the surviving spouse to maintain the contract, unless you elect an alternative Beneficiary designation. Note that any division of your Annuity due to divorce will be treated as a withdrawal and CDSC may apply. If CDSC is applicable, it cannot be divided between the Owner and the non-Owner ex-spouse. The non-Owner ex-spouse may decide whether he or she would like to use the withdrawn funds to purchase

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a new Annuity that is then available to new Owners. Please consult with your tax adviser regarding your personal situation if you will be transferring or dividing your Annuity pursuant to a divorce.

Prior to a 2013 Supreme Court decision, and consistent with Section 3 of the federal Defense of Marriage Act (“DOMA”), same sex marriages under state law were not recognized as same sex marriages for purposes of federal law. However, in United States v. Windsor, the U.S. Supreme Court struck down Section 3 of DOMA as unconstitutional, thereby recognizing a valid same sex marriage for federal law purposes. On June 26, 2015, the Supreme Court ruled in Obergefell v. Hodges that same-sex couples have a constitutional right to marry, thus requiring all states to allow same-sex marriage. The Windsor and Obergefell decisions mean that the federal and state tax law provisions applicable to an opposite sex spouse will also apply to a same sex spouse. Please note that a civil union or registered domestic partnership is generally not recognized as a marriage.

Contingent Annuitant

Where the Annuity is held by a Custodial Account, an account established to hold retirement assets for the benefit of the natural person Annuitant pursuant to the provisions of Section 408(a) of the Code (or any successor Code section thereto) (“Custodial Account”) the Contingent Annuitant will not automatically become the Annuitant upon the death of the Annuitant. Upon the death of the Annuitant, the Death Benefit will be payable. If the Contingent Annuitant is the spouse, then the spouse may elect to receive the Death Benefit or continue the Annuity. If the Contingent Annuitant spouse elects to continue the Annuity, the Death Benefit payable will equal the Death Benefit described in the Spousal Continuation section of the Death Benefits section of this prospectus. See “Spousal Continuation of Annuity” in “Death Benefits” for more information about how the Annuity can be continued by a Custodial Account, including the amount of the Death Benefit.

Joint Annuitant

Generally, if a Nonqualified Annuity is owned by an entity and the entity has named a Joint Annuitant, the Death Benefit will payable upon the death of the first Annuitant. Unless we agree otherwise, the Annuity is only eligible to have a Joint Annuitant designation if the entity which owns the Annuity is (1) a plan described in Code Section 72(s)(5)(A)(i) (or any successor Code section thereto); or (2) an entity described in Code Section 72(u)(1) (or any successor Code Section thereto).

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MANAGING YOUR ACCOUNT VALUE

REALLOCATIONS/TRANSFER GUIDELINES

You may transfer Account Value between Variable Investment Subaccounts at any time, subject to the restrictions outlined below. On each Index Anniversary Date, you may reallocate Account Value allocated to Variable Investment Subaccounts and any Index Strategy(ies) that has reached an Index Strategy End Date into any available Index Strategy.

You will receive a Reallocation Notice 30 days prior to your Index Anniversary Date. You must provide instructions for reallocation (by any method allowable) at least 2 days prior to the Index Anniversary Date. The reallocation will be processed on the Index Anniversary Date. You will be able to make reallocation selections via mail, phone, or through online access.

You may not reallocate to an Index Strategy where the Index Strategy End Date is after your Maximum Annuity Date. If there is less than one year until the Maximum Annuity Date, reallocations can only be made to the Variable Investment Subaccounts. If you have not provided instructions for any Account Value in an Index Strategy that would extend beyond the Maximum Annuity Date, we will transfer that Account Value to the Holding Account using the Interim Value, if applicable.

The minimum required amount allocated to any Index Strategy is $2,000. The minimum required amount allocated to any Variable Investment Subaccount is $20.

You may transfer out of an Index Strategy before the Index Strategy End Date, but you will do so at the Interim Value of the Index Strategy. See “Interim Value” for more information. The funds transferred from an Index Strategy before the Index Strategy End Date may only be transferred to Variable Investment Subaccounts or the Holding Account. If you wish to transfer to another Index Strategy, after transferring to the Variable Investment Subaccounts or the Holding Account, you must wait until the next Index Anniversary Date.

The Interim Value rules do not apply in the following situations.

From Account	To Account	Any Time	Index Strategy End Date Only
Variable Investment Subaccount (including Holding Account)	Variable Investment Subaccount (including Holding Account)	X
Variable Investment Subaccount (including Holding Account)	Index Strategy		X
Index Strategy	Variable Investment Subaccount (including Holding Account)		X
Index Strategy	Index Strategy		X

Default Reallocations/Transfers

If you do not respond to the Reallocation Notice, any Index Strategy that has reached an Index Strategy End Date will automatically renew into the same Index Strategy. If the same Index Strategy is no longer available, the funds associated with the closed Index Strategy will be transferred to the Holding Account, where they may be allocated among the Variable Investment Subaccounts or into another Index Strategy on the next Index Anniversary Date.

We reserve the right to stop offering any Index Strategy at any time.

Restrictions on Transfers between Variable Investment Subaccounts

You may transfer Account Value between Variable Investment Subaccounts subject to the restrictions outlined below. Transfers are not subject to taxation on any gain.

Frequent transfers among Variable Subaccounts in response to short-term fluctuations in markets, sometimes called “market timing,” can make it very difficult for a portfolio manager to manage a portfolio’s investments. Frequent transfers may cause the portfolio to hold more cash than otherwise necessary, disrupt management strategies, increase transaction costs, or affect performance. In light of the risks posed to Owners and other investors by frequent transfers, we reserve the right to limit the number of transfers in any Annuity Year for all existing or new Owners and to take the other actions discussed below. We also reserve the right to limit the number of transfers in any Annuity Year or to refuse any transfer request for an Owner or certain Owners if: (a) we believe that excessive transfer activity (as we define it) or a specific transfer request or group of transfer requests may have a detrimental effect on Unit Values or the share prices of the Portfolios; or (b) we are informed by a Portfolio (e.g., by the Portfolio’s Portfolio manager) that the purchase or redemption of shares in the Portfolio must be restricted because the Portfolio believes the transfer activity to which such purchase and redemption relates would have a detrimental effect on the share prices of the affected Portfolio. Without limiting the above, the most likely scenario where either of the above could occur would be if the aggregate amount of a trade or trades represented a relatively large proportion of the total assets of a particular Portfolio. In furtherance of our general authority to restrict transfers as described above, and without limiting other actions we may take in the future, we have adopted the following specific restrictions:

▪ With respect to each Subaccount (other than the Holding Account), we track amounts exceeding a certain dollar threshold that were transferred into the Sub-account. If you transfer such amount into a particular Subaccount, and within 30 calendar days thereafter transfer (the “Transfer

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Out”) all or a portion of that amount into another Subaccount, then upon the Transfer Out, the former Subaccount becomes restricted (the “Restricted Subaccount”). Specifically, we will not permit subsequent transfers into the Restricted Subaccount for 90 calendar days after the Transfer Out if the Restricted Subaccount invests in a non-international Portfolio, or 180 calendar days after the Transfer Out if the Restricted Subaccount invests in an international Portfolio. For purposes of this rule, we (i) do not count transfers made in connection with one of our systematic programs; (ii) do not count any transfer that solely involves the Holding Account; and (iii) do not categorize as a transfer the first transfer that you make after the Issue Date, if you make that transfer within 30 calendar days after the Issue Date. Even if an amount becomes restricted under the foregoing rules, you are still free to redeem the amount from your Annuity at any time.

▪ We reserve the right to effect transfers on a delayed basis for all Annuities in accordance with our rules regarding frequent transfers. That is, we may price a transfer involving the Subaccounts on the Valuation Day subsequent to the Valuation Day on which the transfer request was received. Before implementing such a practice, we would issue a separate written notice to Owners that explains the practice in detail.

If we deny one or more transfer requests under the foregoing rules, we will inform you or your Financial Professional promptly of the circumstances concerning the denial.

There are owners of different variable annuity contracts that are funded through the same Separate Account that may not be subject to the above-referenced transfer restrictions and, therefore, might make more numerous and frequent transfers than Annuity Owners who are subject to such limitations. Finally, there are owners of other variable annuity contracts or variable life contracts that are issued by PALAC as well as other insurance companies that have the same underlying mutual fund Portfolios available to them. Since some Owners are not subject to the same transfer restrictions, unfavorable consequences associated with such frequent trading within the underlying Portfolio (e.g., greater portfolio turnover, higher transaction costs, or performance or tax issues) may affect all Owners. Similarly, while contracts managed by a Financial Professional are subject to the restrictions on transfers between Variable Investment Subaccounts that are discussed above, if the Financial Professional manages a number of contracts in the same fashion unfavorable consequences may be associated with management activity since it may involve the movement of a substantial portion of an underlying mutual fund's assets which may affect all Owners invested in the affected options. Apart from jurisdiction-specific and contract differences in transfer restrictions, we will apply these rules uniformly (including contracts managed by a Financial Professional) and will not waive a transfer restriction for any Owner.

Although our transfer restrictions are designed to prevent excessive transfers, they are not capable of preventing every potential occurrence of excessive transfer activity. The Portfolios have adopted their own policies and procedures with respect to excessive trading of their respective shares, and we reserve the right to enforce any such current or future policies and procedures. The prospectuses for the Portfolios describe any such policies and procedures, which may be more or less restrictive than the policies and procedures we have adopted. Under SEC rules, we are required to: (1) enter into a written agreement with each Portfolio or its principal underwriter or its transfer agent that obligates us to provide to the Portfolio promptly upon request certain information about the trading activity of individual Owners (including an Owner’s TIN number), and (2) execute instructions from the Portfolio to restrict or prohibit further purchases or transfers by specific Owners who violate the excessive trading policies established by the Portfolio. In addition, you should be aware that some Portfolios may receive “omnibus” purchase and redemption orders from other insurance companies or intermediaries such as retirement plans. The omnibus orders reflect the aggregation and netting of multiple orders from individual owners of variable insurance contracts and/or individual retirement plan participants. The omnibus nature of these orders may limit the Portfolios in their ability to apply their excessive trading policies and procedures. In addition, the other insurance companies and/or retirement plans may have different policies and procedures or may not have any such policies and procedures because of contractual limitations. For these reasons, we cannot guarantee that the Portfolios (and thus Annuity Owners) will not be harmed by transfer activity relating to other insurance companies and/or retirement plans that may invest in the Portfolios.

A Portfolio also may assess a short-term trading fee (also referred to as “redemption fee”) in connection with a transfer out of the Subaccount investing in that Portfolio that occurs within a certain number of days following the date of allocation to the Subaccount. Each Portfolio determines the amount of the short-term trading fee and when the fee is imposed. The fee is retained by or paid to the Portfolio and is not retained by us. The fee will be deducted from your Account Value, to the extent allowed by law. At present, no Portfolio has adopted a short-term trading fee.

FINANCIAL PROFESSIONAL PERMISSION TO FORWARD TRANSACTION INSTRUCTIONS

If you have provided the necessary authorization on the application for your Annuity, the individual who signed the application for your Annuity may forward instructions regarding the allocation of your Account Value, and request financial transactions involving Variable Investment Subaccounts and Index Strategies. We refer to this person as your Financial Professional. We will follow all instructions received from authorized persons in the order in which we receive them. If your Financial Professional has this authority, we deem that all such transactions that are directed by your Financial Professional, as applicable, with respect to your Annuity have been authorized by you. You will receive a confirmation of any financial transaction involving your Annuity. You must contact us immediately if and when you revoke such authority. We will not be responsible for acting on instructions from your Financial Professional until we receive notification of the revocation of such person's authority. We may also suspend, cancel or limit these authorizations at any time. In addition, we may restrict the Variable Investment Subaccounts and Index Strategies available for transfers or allocation of Purchase Payments by such Financial Professional. We will notify you and your Financial Professional if we implement any such restrictions or prohibitions.

Please Note: Contracts managed by your Financial Professional also are subject to the restrictions on transfers between Variable Investment Subaccounts that are discussed in the section below titled “Restrictions on Transfers Between Variable Investment Subaccounts.” We may also require that your Financial Professional transmit all financial transactions using the electronic trading functionality available through our Internet website (www.prudential.com). Limitations that we may impose on your Financial Professional under the terms of an administrative agreement (e.g.,

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a custodial agreement) do not apply to financial transactions requested by an Owner on his or her own behalf, except as otherwise described in this prospectus.

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ACCESS TO ACCOUNT VALUE

TYPES OF DISTRIBUTIONS AVAILABLE TO YOU

During the Accumulation Period you can access your Account Value through partial withdrawals, systematic withdrawals, and where required for tax purposes, Required Minimum Distributions. You can also surrender your Annuity at any time. Depending on your instructions, we may deduct a portion of the Account Value being withdrawn or surrendered as a CDSC. If you surrender your Annuity, in addition to any CDSC, we may deduct any Tax Charge that applies. If a withdrawal is taken from an Index Strategy before the Index Strategy End Date, the withdrawal will be based on the Interim Value. See “Interim Value” for more information. Certain amounts may be available to you each Annuity Year that are not subject to a CDSC. These are called “Free Withdrawals.” Unless you notify us differently as permitted, partial withdrawals will be deducted first from any Variable Investment Subaccounts on a pro-rata basis. Only when the Variable Investment Subaccounts have been depleted will any remaining withdrawal amount be deducted from the Index Strategies, also on a pro-rata basis. The Owner can also request self-directed withdrawals from Variable Investment Subaccounts and Index Strategies of their choosing. Each of these types of distributions is described more fully below.

PARTIAL WITHDRAWALS AND INTERIM VALUE OF INDEX STRATEGIES

Any time a partial withdrawal occurs between Index Strategy Start and End Dates, the Index Strategy Base will be reduced in the same proportion that the total withdrawal reduced the Interim Value. A proportional reduction in your Index Strategy Base could be larger than the dollar amount of the withdrawal when the Index Strategy Base is greater than the Interim Value. Here are examples where the Index Strategy Base is less than the Interim Value and then exceeds the Interim Value:

Example 1:

Index Strategy Start Date: 9/1/2019

Index Strategy Base: $50,000

Withdrawal Date: 3/1/2020

Interim Value: $70,000

Withdrawal: $50,000 gross

Withdrawal divided by Interim Value: $50,000 / $70,000 = 71.429%

Index Strategy Base Adjustment Amount: $50,000 x 71.429% = $35,714.29

Index Strategy Base after Withdrawal: $50,000 - $35,714.29 = $14,285.71

Example 2:

Index Strategy Base: $14,285.71

Withdrawal Date: 5/1/2020

Interim Value: $14,000

Withdrawal: $14,000 gross

Withdrawal divided by Interim Value: $14,000 / $14,000 = 100%

Index Strategy Base Adjustment Amount: $14,285.71 x 100% = $14,285.71

Index Strategy Base after Withdrawal: $0

TAX IMPLICATIONS FOR DISTRIBUTIONS FROM NONQUALIFIED ANNUITY

Prior to Annuitization

For federal income tax purposes, a distribution prior to Annuitization is deemed to come first from any “gain” in your Annuity and second as a return of your “cost basis”, if any. Distributions from your Annuity are generally subject to ordinary income taxation on the amount of any investment gain unless the distribution qualifies as a non-taxable exchange or transfer. If you take a distribution prior to the taxpayer’s age 59¹/₂, you may be subject to a 10% penalty in addition to ordinary income taxes on any gain. You may wish to consult a professional tax adviser for advice before requesting a distribution.

During the Annuitization Period

During the Annuitization period, a portion of each annuity payment is taxed as ordinary income at the tax rate you are subject to at the time of the payment. The Code and regulations have “exclusionary rules” that we use to determine what portion of each annuity payment should be treated as a return of any cost basis you have in your Annuity. Once the cost basis in your Annuity has been distributed, the remaining annuity payments are taxable as ordinary income. The cost basis in your Annuity may be based on the cost basis from a prior contract in the case of a Section 1035 exchange or other qualifying transfer.

There may also be tax implications on distributions from qualified Annuities. See “Tax Considerations” for information about qualified Annuities and for additional information about nonqualified Annuities.

FREE WITHDRAWAL AMOUNTS

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The Free Withdrawal amount is the amount that can be withdrawn from your Annuity each Annuity Year without the application of any CDSC. The Free Withdrawal amount during each Annuity Year is equal to 10% of all Purchase Payments that are currently subject to a CDSC. Withdrawals made within an Annuity Year reduce the Free Withdrawal amount available for the remainder of the Annuity Year. If you do not make a Free Withdrawal during an Annuity Year, you are not allowed to carry over the Free Withdrawal amount to the next Annuity Year.

▪ The Free Withdrawal amount is not available if you choose to surrender your Annuity. Amounts withdrawn as a Free Withdrawal do not reduce the amount of CDSC that may apply upon a subsequent withdrawal or surrender of your Annuity.

▪ You can also make partial withdrawals in excess of the Free Withdrawal amount. The minimum partial withdrawal you may request is $100.

Example. This example assumes that no withdrawals have previously been taken.

On January 3^rd, to purchase your Annuity, you make an initial Purchase Payment of $25,000.

On January 3^rd of the following calendar year, you make a subsequent Purchase Payment to your Annuity of $10,000.

• Because in Annuity Year 1 your initial Purchase Payment of $25,000 is still within the CDSC schedule (see “Annuity Owner Transaction Expenses”), your Free Withdrawal amount in Annuity Year 1 equals $25,000 × 0.10, or $2,500.

• Because in Annuity Year 2 both your initial Purchase Payment of $25,000 and your subsequent Purchase Payment of $10,000 are still within the CDSC schedule (see “Annuity Owner Transaction Expenses”), your Free Withdrawal amount in Annuity Year 2 equals $25,000 × 0.10, plus $10,000 × 0.10, or $2,500 + $1,000 for a total of $3,500.

To determine if a CDSC applies to partial withdrawals, we first determine if you have previously withdrawn all Purchase Payments. If so, no CDSC applies. If you have not previously withdrawn all Purchase Payments, we:

1. First determine what, if any, amounts qualify as a Free Withdrawal. These amounts are not subject to the CDSC.

2. Next determine what, if any, remaining amounts are in excess of the Free Withdrawal amount. These amounts will be treated as withdrawals of Purchase Payments, as described in “Fees, Charges and Deductions – Contingent Deferred Sales Charge (“CDSC”)” earlier in this prospectus. These amounts may be subject to the CDSC. Purchase Payments are withdrawn on a first-in, first-out basis.

3. Withdraw any remaining amounts from other Surender Value.

Your withdrawal will include the amount of any applicable CDSC. You can request a partial withdrawal as either a “gross” or “net” withdrawal. In a “gross” withdrawal, you request a specific withdrawal amount, with the understanding that the amount you actually receive is reduced by any applicable CDSC or tax withholding. Therefore, you may receive less than the dollar amount you specify. In a “net” withdrawal, you request a withdrawal for an exact dollar amount, with the understanding that any applicable deduction for CDSC or tax withholding is taken from your remaining Account Value. Therefore, a larger amount may be deducted from your Account Value than the amount you specify. If you do not provide instruction on how you want the withdrawal processed, we will process the withdrawal as a gross withdrawal. We will deduct the partial withdrawal from your Account Value in accordance with your instructions.

SYSTEMATIC WITHDRAWALS DURING THE ACCUMULATION PERIOD

Our systematic withdrawal program is an administrative program designed for you to withdraw a specified amount from your Annuity on an automated basis at the frequency you select. This program is available to you at no additional charge. We may cease offering this program or change the administrative rules related to the program at any time on a non-discriminatory basis.

You may not have a systematic withdrawal program, as described in this section, if you are receiving substantially equal periodic payments under Sections 72(t) and 72(q) of the Code or Required Minimum Distributions.

You may terminate your systematic withdrawal program at any time. Ownership changes to, and assignment of, your Annuity will terminate any systematic withdrawal program on the Annuity as of the effective date of the change or assignment. Requesting partial withdrawals while you have a systematic withdrawal program may also terminate your systematic withdrawal program as described below.

Systematic withdrawals can be made from your Account Value allocated to the Variable Investment Subaccounts or Index Strategies. Please note that systematic withdrawals may be subject to any applicable CDSC. We will determine whether a CDSC applies and the amount in the same way as we would for a partial withdrawal. In addition, systematic withdrawals taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. Please see “Interim Value” for more information. Any time a systematic withdrawal occurs before the Index Strategy End Date, the Index Strategy Base will also be reduced in the same proportion that the total withdrawal reduced the Interim Value.

The minimum amount for each systematic withdrawal is $100. If any scheduled systematic withdrawal is for less than $100 (which may occur under a program that provides payment of an amount equal to the earnings in your Annuity for the period requested), we may postpone the withdrawal and add the expected amount to the amount that is to be withdrawn on the next scheduled systematic withdrawal.

In the absence of instructions, systematic withdrawals will be taken on a pro-rata basis from all Variable Investment Subaccounts until the Variable Investment Subaccounts have been depleted, and then they will be taken pro-rata from all the Index Strategies.

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SYSTEMATIC WITHDRAWALS UNDER SECTIONS 72(t)/72(q) OF THE INTERNAL REVENUE CODE

If your Annuity is used as a funding vehicle for certain retirement plans that receive special tax treatment under Sections 401, 403(b), 408 or 408A of the Code, Section 72(t) of the Code may provide an exception to the 10% penalty tax on distributions made prior to age 59¹/₂ if you elect to receive distributions as a series of “substantially equal periodic payments.” For Annuities issued as nonqualified Annuities, the Code may provide a similar exemption from penalty under Section 72(q) of the Code. Systematic withdrawals under Sections 72(t)/72(q) may be subject to a CDSC. In addition, systematic withdrawals under Sections 72(t)/72(q) taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. Please see “Interim Value” for more information. Any time a systematic withdrawal occurs before the Index Strategy End Date, the Index Strategy Base will also be reduced in the same proportion that the total withdrawal reduced the Interim Value. To request a program that complies with Sections 72(t)/72(q), you must provide us with certain required information in writing on a form acceptable to us. We may require advance notice to allow us to calculate the amount of 72(t)/72(q) withdrawals. There is no minimum Surrender Value we require to allow you to begin a program for withdrawals under Sections 72(t)/72(q). The minimum amount for any such withdrawal is $100 and payments may be made monthly, quarterly, semi-annually or annually.

You may also annuitize your Annuity and begin receiving payments for the remainder of your life (or life expectancy) as a means of receiving income payments before age 59¹/₂ that are not subject to the 10% penalty.

Please note that if a withdrawal under Sections 72(t) or 72(q) is scheduled to be effected between the last Valuation Day prior to December 25^th and December 31^st of a given year, then we will implement the withdrawal on the last Valuation Day prior to December 25^th of that year.

REQUIRED MINIMUM DISTRIBUTIONS

Required Minimum Distributions are a type of systematic withdrawal we allow to meet distribution requirements under Sections 401, 403(b) or 408 of the Code. Required Minimum Distribution rules do not apply to Roth IRAs during the Owner’s lifetime. Under the Code, you may be required to begin receiving periodic amounts from your Annuity. In such case, we will allow you to make systematic withdrawals in amounts that satisfy the minimum distribution rules under the Code. We do not assess a CDSC (if applicable) on Required Minimum Distributions from your Annuity if you are required by law to take such Required Minimum Distributions from your Annuity at the time it is taken, provided the amount withdrawn is the amount we calculate as the Required Minimum Distribution and is paid out through a program of systematic withdrawals that we make available. However, a CDSC (if applicable) may be assessed on that portion of a systematic withdrawal that is taken to satisfy the Required Minimum Distribution rules in relation to other savings or investment plans under other qualified retirement plans. In addition, Required Minimum Distribution withdrawals taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. Please see “Interim Value” for more information. Any time a Required Minimum Distribution withdrawal occurs before the Index Strategy End Date, the Index Strategy Base will also be reduced in the same proportion that the total withdrawal reduced the Interim Value.

The amount of the Required Minimum Distribution for your particular situation may depend on other Annuity, savings or investments. We will only calculate the amount of your Required Minimum Distribution based on the value of your Annuity. We require three (3) days advance written notice to calculate and process the amount of your payments. You may elect to have Required Minimum Distributions paid out monthly, quarterly, semi-annually or annually. The $100 minimum amount that applies to systematic withdrawals applies to monthly Required Minimum Distributions but does not apply to Required Minimum Distributions taken out on a quarterly, semi-annual or annual basis.

If you choose to take your Required Minimum Distribution from this Annuity, unless we receive other instructions from you, we will take each Required Minimum Distribution first pro-rata from the Variable Investment Sub-Accounts in which your Account Value is allocated. Once the Account Value in all Variable Investment Sub-Accounts has been depleted, we will deduct any remaining Required Minimum Distribution pro-rata from the Index Strategy in which you have Account Value allocated. If the amount of the Required Minimum Distribution reduces your Account Value below $2,000, we may treat the distribution as a full Surrender of the Annuity. After the Annuity Date, we will view the annuity payments as your Required Minimum Distributions with respect to the Annuity.

You may also annuitize your Annuity and begin receiving payments for the remainder of your life (or life expectancy) as a means of receiving income payments and satisfying the Required Minimum Distribution rules under the Code.

In any year in which the requirement to take Required Minimum Distributions is suspended by law, we reserve the right, in our sole discretion and regardless of any position taken on this issue in a prior year, to treat any amount that would have been considered as a Required Minimum Distribution if not for the suspension as eligible for treatment as described herein.

Please note that if a Required Minimum Distribution is scheduled to be effected between the last Valuation Day prior to December 25^th and December 31^st of a given year, then we will process the Required Minimum Distribution on the last Valuation Day prior to December 25^th of that year.

See “Tax Considerations” for a further discussion of Required Minimum Distributions.

Medically-Related Surrenders & Death Benefits: Medically-Related Surrender requests and Death Benefit claims require our review and evaluation before processing. We price such transactions as of the date we receive at our Service Office in Good Order all supporting documentation we require for such transactions.

We generally pay any surrender request or death benefit claims from the Separate Account within 7 days of our receipt of your request in Good Order at our Service Office.

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SURRENDERS

SURRENDER VALUE

During the Accumulation Period you can surrender your Annuity at any time and will receive the Surrender Value. Upon surrender of your Annuity, you will no longer have any rights under the surrendered Annuity. Your Surrender Value is equal to the Account Value less any applicable CDSC, and any applicable Tax Charges.

We apply as a threshold, in certain circumstances, a minimum Surrender Value of $2,000. We will not allow you to take any withdrawals that would cause your Annuity’s Account Value, after taking the withdrawal, to fall below the minimum Surrender Value. See “Annuity Options” later in this prospectus for information on the impact of the minimum Surrender Value at annuitization.

Your Surrender Value taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. Please see “Interim Value” for more information.

MEDICALLY-RELATED SURRENDERS

Where permitted by law, you may request to surrender all or part of your Annuity prior to the Annuity Date without application of any otherwise applicable CDSC upon occurrence of a medically-related “Contingency Event” as described below (a “Medically-Related Surrender”). The availability and requirements of such a surrender and waiver may vary by state.

If you request a full surrender under the Medically Related Surrender provision, the amount payable will be your Account Value as of the date we receive, in Good Order, your request to surrender your Annuity. For a Medically-Related Surrender taken from an Index Strategy before the Index Strategy End Date, the surrender will be based on the Interim Value. Although a CDSC will not apply to qualifying Medically-Related Surrenders, please be aware that a withdrawal from the Annuity before you have reached age 59½ may be subject to a 10% IRS tax penalty and other tax consequences – see “Tax Considerations” later in this prospectus.

This waiver of any applicable CDSC is subject to our rules in place at the time of your request, which currently include but are not limited to the following:

▪ If the Owner is an entity, the Annuitant must have been named or any change of Annuitant must have been accepted by us, prior to the “Contingency Event” described below in order to qualify for a Medically-Related Surrender;

▪ If the Owner is an entity, the Annuitant must be alive as of the date we pay the proceeds of such surrender request;

▪ If the Owner is one or more natural persons, all such Owners must also be alive at such time;

▪ We must receive satisfactory proof of the Owner’s (or the Annuitant’s if entity-owned) confinement in a Medical Care Facility or Fatal Illness in writing on a form satisfactory to us;

▪ no additional Purchase Payments can be made to the Annuity; and

▪ Proceeds will only be sent by check or electronic fund transfer directly to the Owner.

We reserve the right to impose a maximum amount of a Medically-Related Surrender (equal to $500,000), but we do not currently impose that maximum. That is, if the amount of a partial medically-related withdrawal request, when added to the aggregate amount of Medically-Related Surrenders you have taken previously under the Annuity and any other Annuity we and/or our affiliates have issued to you exceeds that maximum amount, we reserve the right to treat the amount exceeding that maximum as not an eligible Medically-Related Surrender. A “Contingency Event” occurs if the Owner (or Annuitant if entity-owned) is:

▪ first confined in a “Medical Care Facility” after the Issue Date and while the Annuity is in force, remains confined for at least 90 consecutive days, and remains confined on the date we receive the Medically-Related Surrender request at our Service Office; or

▪ first diagnosed as having a “Fatal Illness” after the Issue Date and while the Annuity is in force. We may require a second or third opinion by a licensed physician chosen by us regarding a diagnosis of Fatal Illness. We will pay for any such second or third opinion.

“Fatal Illness” means a condition (a) diagnosed by a licensed physician; and (b) that is expected to result in death within 24 months after the diagnosis in 80% of the cases diagnosed with the condition. “Medical Care Facility” means a facility operated and licensed pursuant to the laws of any United States jurisdiction providing medically necessary in-patient care, which is (a) prescribed by a licensed physician in writing; (b) recognized as a general hospital or long-term care facility by the proper authority of the United States jurisdiction in which it is located; (c) recognized as a general hospital by the Joint Commission on the Accreditation of Hospitals; and (d) certified as a hospital or long-term care facility; OR (e) a nursing home licensed by the United States jurisdiction in which it is located and offers the services of a Registered Nurse (RN) or Licensed Practical Nurse (LPN) 24 hours a day that maintains control of all prescribed medications dispensed and daily medical records. This waiver is not currently available in California and Massachusetts.

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ANNUITY OPTIONS

Annuitization involves converting your Account Value to an annuity payment stream, the length of which depends on the terms of the applicable annuity option. Thus, once annuity payments begin, your death benefit, if any, is determined solely under the terms of the applicable annuity payment option. We currently make annuity options available that provide fixed annuity payments only . Fixed annuity payments provide the same amount with each payment. You must annuitize your entire Account Value; partial Annuitizations are not allowed. If you annuitize between Index Anniversary Dates, your annuity payments taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. See “Interim Value” for more information.

You have a right to choose your annuity start date, provided that it is no later than the first day of the calendar month next following the 95^th birthday of the oldest of any Owner and Annuitant whichever occurs first, the Maximum Annuity Date, and no earlier than the earliest permissible Annuity Date. Your choice of Annuity Date and Annuity Option may be limited, depending on your use of the Annuity. If you do not request an earlier Annuity Date in writing, then your Annuity Date will be the Latest Annuity Date. You may choose one of the annuity options described below, and the frequency of annuity payments. Certain annuity options and/or periods certain may not be available, depending on the age of the Annuitant. If a CDSC is still remaining on your Annuity, any period certain must be at least 10 years (or the maximum period certain available, if life expectancy is less than 10 years). You may change your choices up to 30 days before the Annuity Date. We must receive your request in Good Order.

If needed, we will require proof in Good Order of the Annuitant’s age before commencing annuity payments. Likewise, we may require proof in Good Order that an Annuitant is still alive, as a condition of our making additional annuity payments while the Annuitant lives. We will seek to recover any life income annuity payments that we made after the death of the Annuitant.

On the Annuity Date we apply the Account Value, less any applicable Tax Charges, to the Annuity Option you select. If you have not selected an Annuity Option, the default Annuity Option will be Option 1 with a certain period of 120 months (but not to exceed the life expectancy of the Annuitant at the time the Annuity Option becomes effective, as computed under applicable IRS tables).

If the initial annuity payment would be less than $100, we will not allow you to annuitize (except as otherwise specified by applicable law). Instead, we will pay you your current Account Value in a lump sum and terminate your Annuity. Similarly, we reserve the right to pay your Account Value in a lump sum, rather than allow you to annuitize, if the Surrender Value of your Annuity is less than $2,000 on the Annuity Date.

Once annuity payments begin, your death benefit, if any, is determined solely under the terms of the applicable annuity payment option and you may no longer receive the Death Benefits as described below. See the “Death Benefits” section of this prospectus.

Please note that you may not annuitize under one of the Fixed Annuity Options within the first three Annuity Years (except as otherwise specified by applicable law).

For Beneficiary Annuity, no annuity payments are available and all references to Annuity Date are not applicable.

Fixed Annuity Options

We currently make annuity options available that provide fixed annuity payments only.

Option 1

Life Income Annuity Option with a Period Certain - Under this option, income is payable equally monthly, quarterly, semiannually, or annually for the Annuitant’s life or a period certain, subject to our then current rules, whichever is longer. Should the Owner or Annuitant die before the end of the period certain, the remaining period certain payments are paid to any surviving Owner, or if there is no surviving Owner, the named Beneficiary, or your estate if no Beneficiary is named, until the end of the period certain. If an annuity option is not selected by the Annuity Date, this is the option we will automatically select for you. We will use a period certain of 10 years, or a shorter duration if the Annuitant’s life expectancy at the time the annuity option becomes effective, as computed under applicable IRS tables, is less than 10 years. If in this instance the duration of the period certain is prohibited by applicable law, then we will pay you a lump sum in lieu of this option.

Option 2

Joint Life Annuity Option - Under the joint lives option, income is payable monthly, quarterly, semiannually, or annually, as you choose, during the joint lifetime of two Annuitants, ceasing with the last payment prior to the death of the second to die of the two Annuitants. No minimum number of payments is guaranteed under this option. It is possible that only one payment will be payable if the death of all the Annuitants occurs before the date the second payment was due, and no other payments or death benefits would be payable.

Other Annuity Options We May Make Available

At the Annuity Date, we may make available other annuity options not described above. However, Options 1 and 2 above will always remain available. The additional options we currently offer are:

▪ Life Annuity Option. We currently make available an annuity option that makes payments for the life of the Annuitant. Under that option, income is payable monthly, quarterly, semiannually, or annually, as you choose, until the death of the Annuitant. No additional annuity payments are made after the death of the Annuitant. No minimum number of payments is guaranteed. It is possible that only one payment will be payable if the death of the Annuitant occurs before the date the second payment was due, and no other payments nor death benefits would be payable.

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▪ Joint Life Annuity Option with a Period Certain. Under this option, income is payable monthly, quarterly, semiannually, or annually for the number of years selected (the “period certain”), subject to our current rules, and thereafter during the joint lifetime of two Annuitants, ceasing with the last payment prior to the death of the second to die of the two Annuitants. If the Annuitants’ joint life expectancy is less than the period certain, we will institute a shorter period certain, determined according to applicable IRS tables. Should the two Annuitants die before the end of the period certain, the remaining period certain payments are paid to any surviving Owner, or if there is no surviving Owner, the named Beneficiary, or to your estate if no Beneficiary is named, until the end of the period certain.

▪ Annuity Payments for a Period Certain:Under this option, we will make equal payments for the period chosen (the “period certain”), up to 25 years (but not to exceed the life expectancy of the Annuitant at the time the annuity option becomes effective, as computed under applicable IRS tables). The annuity payments may be made equally monthly, quarterly, semiannually, or annually, as you choose, for the fixed period. If the Owner dies before the end of the period certain, payments will continue to any surviving Owner, or if there is no surviving Owner, the named Beneficiary or your estate if no Beneficiary is named for the remainder of the period certain.

We reserve the right to cease offering any of these other annuity options. If we do so, we will amend this prospectus to reflect the change. We reserve the right to make available other annuity options. If there is a misstatement of age or sex on which life annuity rates are calculated and we have to make a correction/adjustment to prior payments, we will use an interest rate of [6]% to remedy any underpayments and, for overpayments, [6]% will be deducted from future amounts payable by us under your Annuity.

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DEATH BENEFITS

TRIGGERS FOR PAYMENT OF THE DEATH BENEFIT

The Annuity provides a Death Benefit prior to Annuitization. If the Annuity is owned by one or more natural persons, the Death Benefit is payable upon the death of the Owner (or the first to die, if there are multiple Owners). If a Contingent Annuitant was designated before an Annuitant’s death and the Annuitant dies, and the Contingent Annuitant is the spouse, then the spouse Contingent Annuitant may choose to become the Annuitant and continue the contract, in which case a Death Benefit will not be paid,or elect to receive the Death Benefit. If a Nonqualified Annuity is owned by an entity (for example, a non-natural person), the Death Benefit is payable upon the first Annuitant’s death. The person upon whose death the Death Benefit is paid is referred to below as the “decedent”. A Death Benefit is payable only if your Account Value at the time of the decedent’s death is greater than zero. Death claims taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. See “Interim Value” for more information.

Where an Annuity is issued to a trust, and such trust is characterized as a grantor trust under the Code, such Annuity shall not be considered to be held by a non-natural person and will be subject to the tax reporting and withholding requirements generally applicable to a Nonqualified Annuity held by a natural person. At this time, we will not issue an Annuity to grantor trusts with more than two grantors.

You may name as the Owner of the Annuity a grantor trust with one grantor only if the grantor is designated as the Annuitant. You may name as the Owner of the Annuity, subject to state availability, a grantor trust with two grantors only if the oldest grantor is designated as the Annuitant. We will not issue the Annuity to grantor trusts with more than two grantors. If co-grantors are named, the second grantor may be designated as Joint Annuitant . If a non-Annuitant co-grantor passes away, then the Death Benefit will not be payable.

We determine the amount of the Death Benefit as of the date we receive Due Proof of Death. Any given Beneficiary must submit the written information we require in order to be paid his/her share of the Death Benefit.

Once we have received Due Proof of Death, each eligible Beneficiary may take his/her portion of the Death Benefit in one of the forms described in this prospectus under “Payment of Death Benefits” below.

After our receipt of Due Proof of Death, we automatically transfer any remaining Death Benefit to the Holding Account. However, between the date of death and the date that we transfer any remaining Death Benefit to the Holding Account, the amount of the Death Benefit is subject to market fluctuations (net of the Insurance Charge).

COMMON DISASTER -- If an Owner and a Beneficiary die in a common disaster, it must be proved to our satisfaction that the Owner died first and the Beneficiary survived the Owner(s) (or Annuitant if entity owned) by at least 30 days. In this situation, the Death Benefit proceeds will be payable to the Beneficiary’s estate upon our receipt of Due Proof of Death of the Decedent. When there is insufficient evidence to determine the order of death, then, unless prohibited by law, we will deem the Owner to have survived the Beneficiary.

If: (a) the Owner is an entity; (b) no Contingent Annuitant or Joint Annuitant has been designated, we will deem the Annuitant to be the last survivor and pay the proceeds to any remaining Beneficiary, or if none, to any remaining contingent Beneficiary, or if none, to the Owner.

THE RETURN OF PURCHASE PAYMENTS DEATH BENEFIT

The Annuity provides a Death Benefit called the Return of Purchase Payments Death Benefit and will be attached to your Annuity contract once issued.

The amount of the death benefit under the Return of Purchase Payments Death Benefit is equal to the greater of:

▪ The Return of Purchase Payments Amount, defined below; AND

▪ The Account Value on the date we receive Due Proof of Death.

Calculation of the Return of Purchase Payments Amount

Initially, the Return of Purchase Payment amount is equal to the sum of all Purchase Payments allocated to the Annuity on its Issue Date. Thereafter, the Return of Purchase Payments Amount is:

▪ Increased by additional Purchase Payments allocated to the Annuity, and

▪ Reduced for any partial withdrawals. A withdrawal will cause a proportional reduction to the Return of Purchase Payments Amount equal to the ratio of the amount of the withdrawal to the Account Value immediately prior to the withdrawal.

The proportional reduction in the Return of Purchase Payments Amount could be less or greater than the actual withdrawal based upon the level of the Account Value. If the Account Value exceeds the Return of Purchase Payments Amount prior to the withdrawal, then the impact on the Return of Purchase Payments Amount would be less than the reduction in the Account Value. If the Return of Purchase Payments Amount exceeds the Account Value prior to the withdrawal, then the impact on the Return of Purchase Payments Amount would exceed the reduction in the Account Value. This is outlined in the below examples.

Example 1:

Return of Purchase Payments Amount: $100,000

Gross Withdrawal: $18,000

Account Value at time of Withdrawal: $118,000

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Return of Purchase Payments Amount Reduction Percent for Withdrawal: 15.25% ($18,000/$118,000)

Return of Purchase Payments Amount after Withdrawal: $84,750 ($100,000 - 15.25%)

Example 2:

Return of Purchase Payments Amount: $100,000

Gross Withdrawal: $18,000

Account Value at time of Withdrawal: $90,000

Return of Purchase Payments Amount Reduction Percent for Withdrawal: 20% ($18,000/$90,000)

Return of Purchase Payments Amount after Withdrawal: $80,000 ($100,000 - 20%)

EXCEPTIONS TO THE RETURN OF PURCHASE PAYMENT AMOUNT: There are certain exceptions to the amount of the Death Benefit under the Return of Purchase Payments Death Benefit.

Submission of Due Proof of Death after One Year. If we receive Due Proof of Death more than one year after the date of death, we reserve the right to limit the Death Benefit to the Account Value on the date we receive Due Proof of Death. Although we do not currently limit the Death Benefit to the Account Value, if we decide to do so, the beneficiaries designated under your Annuity would receive an amount equal to the Account Value and not an amount equal to the greater of the Return of Purchase Payment amount and the Account Value.

▪ Beneficiary Annuity. With respect to a Beneficiary Annuity, the Death Benefit is triggered by the death of the beneficial Owner (or the Key Life, if entity-owned). However, if the Annuity is held as a Beneficiary Annuity, the Owner is an entity, and the Key Life is already deceased, then no Death Benefit is payable upon the death of the beneficial Owner.

SPOUSAL CONTINUATION OF ANNUITY

Unless you designate a Beneficiary other than your spouse, upon the death of either spousal Owner, the surviving spouse may elect to continue ownership of the Annuity instead of taking the Death Benefit payment ("Spousal Continuation") subject to our rules and subject to our receipt of Due Proof of Death. The Account Value (which may be based on the Interim Value for amounts held in the Index Strategies) as of the date of Due Proof of Death will be equal to the Death Benefit that would have been payable. Any amount added to the Account Value will be allocated to the Variable Investment Subaccounts pro-rata or to the Holding Account if no Variable Investment Subaccounts have value. The spouse may transfer to any of the Variable Investment Sub-accounts at any time or to a new Index Strategy on the next Index Anniversary Date. No CDSC will apply to Purchase Payments made prior to the effective date of a spousal continuance. However, any additional Purchase Payments applied after the date the continuance is effective will be subject to all provisions of the Annuity, including the CDSC when applicable.

Upon Spousal Continuation, the Account Value is increased to the Return of Purchase Payment Amount, if greater.

Subsequent to Spousal Continuation, the amount of the Death Benefit will be equal to the Account Value on the date we receive Due Proof of Death.

We allow a spouse to continue the Annuity even though he/she has reached or surpassed the Latest Annuity Date. However, upon such a spousal continuance, annuity payments would begin immediately. Spousal continuation is only permitted once under the Annuity.

PAYMENT OF DEATH BENEFITS

Alternative Death Benefit Payment Options – Annuity owned by Individuals (not associated with Tax-Favored Plans)

Except in the case of a Spousal Continuation as described above, upon your death, certain distributions must be made under the Non-Qualified Annuity. The required distributions depend on whether you die before you start taking annuity payments under the Annuity or after you start taking annuity payments under the Annuity. If you die on or after the Annuity Date, the remaining portion of the interest in the Annuity must be distributed at least as rapidly as under the method of distribution being used as of the date of death. In the event of the decedent’s death before the Annuity Date, the Death Benefit must be distributed:

▪ within five (5) years of the date of death (the “five-year deadline”); or

▪ as a series of payments not extending beyond the life expectancy of the Beneficiary or over the life of the Beneficiary. Payments under this option must begin within one year of the date of death. If the Beneficiary does not begin installments by such time, then no partial withdrawals will be permitted thereafter and we require that the Beneficiary take the Death Benefit as a lump sum within the five-year deadline. If we do not receive instructions on where to send the payment within five-years of the date of death, the funds will be escheated.

▪ If the Beneficiary is the surviving spouse of the Owner, the spouse may elect to continue the Annuity.

If the Annuity is held as a Beneficiary Annuity, the payment of the Death Benefit must be distributed as a lump sum payment.

The Owner may elect the method of payment to each Beneficiary, subject to our then current rules, prior to the date of death of the decedent. When no such election is made as to a specific Beneficiary, such Beneficiary must elect the method of payment within 60 days of the date we receive all required documentation in Good Order in order to pay the Death Benefit to that Beneficiary. If no election is made within 60 days, the default will be distribution within five years of the date of death of the decedent as noted in (a) above. If the Beneficiary is the surviving spouse of the owner, the spouse may elect to continue the Annuity under (c) above.

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The Owner may elect to have any amount of the proceeds due to a Beneficiary applied under any of the Annuity Options described in the “Annuity Payment Options” section, or any other option we then make available. If you make such an election, a Beneficiary may not alter such an election. However, if you have not previously made such an election, a Beneficiary may make such an election as to the proceeds due that Beneficiary. The Beneficiary will be the “measuring life” for determining the amount of any annuity payments dependent on the continuation of life. We may require evidence satisfactory to us of the age of the measuring life prior to commencement of any annuity payments.

In the event of death on or after the Annuity Date, we distribute any payments due subsequent to an Owner’s or Annuitant’s death at least as rapidly as under the method of distribution in effect as of the date of such Owner’s or Annuitant’s death.

Alternative Death Benefit Payment Options – Annuity Held by Tax-Favored Plans

Upon your death under an IRA or Roth IRA, any remaining interest must be distributed in accordance with federal income tax requirements. The post-death distribution requirements were amended, applicable generally with respect to deaths occurring after 2019, by the Further Consolidated Appropriations Act of 2020 (which includes the "Setting Every Community Up for Retirement Enhancement" Act (SECURE Act)). The post-death distribution requirements under prior law continue to apply in certain circumstances.

• Prior law. Under prior law, if an IRA owner dies prior to the required beginning date, the remaining interest must be distributed (1) within 5 years after the death (the “5-year rule”), or (2) over the life of the designated beneficiary, or over a period not extending beyond the life expectancy of the designated beneficiary, provided that such distributions commence within one year after death (the “lifetime payout rule”). If the IRA owner dies on or after the required beginning date (including after the date distributions have commenced in the form of an annuity), the remaining interest must be distributed at least as rapidly as under the method of distribution being used as of the date of death (the “at-least-as-rapidly rule”).

• The new law. Under the new law, if you die after 2019, and you have a designated beneficiary, any remaining interest must be distributed within 10 years after your death, unless the designated beneficiary is an “eligible designated beneficiary” (“EDB”) or some other exception applies. A designated beneficiary is any individual designated as a beneficiary by the employee or IRA owner. An EDB is any designated beneficiary who is (1) your surviving spouse, (2) your minor child, (3) disabled, (4) chronically ill, or (5) an individual not more than 10 years younger than you. An individual’s status as an EDB is determined on the date of your death.

This 10-year post-death distribution period applies regardless of whether you die before your required beginning date, or you die on or after that date (including after distributions have commenced in the form of an annuity). However, if the beneficiary is an EDB and the EDB dies before the entire interest is distributed under this 10-year rule, the remaining interest must be distributed within 10 years after the EDB’s death (i.e., a new 10-year distribution period begins).

Instead of taking distributions under the new 10-year rule, an EDB can stretch distributions over life, or over a period not extending beyond life expectancy, provided that such distributions commence within one year of your death, subject to certain special rules. In particular, if the EDB dies before the remaining interest is distributed under this stretch rule, the remaining interest must be distributed within 10 years after the EDB’s death (regardless of whether the remaining distribution period under the stretch rule was more or less than 10 years). In addition, if your minor child is an EDB, the child will cease to be an EDB on the date the child reaches the age of majority, and any remaining interest must be distributed with 10 years after that date (regardless of whether the remaining distribution period under the stretch rule was more or less than 10 years).

It is important to note that under prior law, annuity payments that commenced under a method that satisfied the distribution requirements while the IRA owner was alive could continue to be made under that method after the death of the IRA owner. However, under the new law, if you commence taking distributions in the form of an annuity that can continue after your death, such as in the form of a joint and survivor annuity or an annuity with a guaranteed period of more than 10 years, any distributions after your death that are scheduled to be made beyond the applicable distribution period imposed under the new law might need to be commuted at the end of that period (or otherwise modified after your death if permitted under federal tax law and by Prudential) in order to comply with the new post-death distribution requirements.

The new post-death distribution requirements do not apply if annuity payments that comply with prior law commenced prior to December 20, 2019. Also, even if annuity payments have not commenced prior to December 20, 2019, the new requirements generally do not apply to an immediate annuity contract or a deferred income annuity contract (including a qualifying lifetime annuity contract, or “QLAC”) purchased prior to that date, if you have made an irrevocable election before that date as to the method and amount of the annuity.

If your beneficiary is not an individual, such as a charity, your estate, or a trust, any remaining interest after your death generally must be distributed under prior law in accordance with the 5-year rule or the at-least-as-rapidly rule, as applicable (but not the lifetime payout rule). However, if your beneficiary is a trust and all the beneficiaries of the trust are individuals, the new law can apply pursuant to special rules that treat the beneficiaries of the trust as designated beneficiaries, including special rules allowing a beneficiary of a trust who is disabled or chronically ill to stretch the distribution of their interest over their life or life expectancy in some cases. You may wish to consult a professional tax advisor about the federal income tax consequences of your beneficiary designations.

In addition, the new post-death distribution requirements generally do not apply if the IRA owner died prior to January 1, 2020. However, if the designated beneficiary of the deceased IRA owner dies after January 1, 2020, any remaining interest must be distributed within 10 year of the designated beneficiary’s death. Hence, this 10-year rule will apply to (1) a contract issued prior to 2020 which continues to be held by a designated beneficiary of an IRA owner who died prior to 2020, and (2) an inherited IRA issued after 2019 to the designated beneficiary of an IRA owner who died prior to 2020.

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• Spousal continuation. Under the new law, as under prior law, if your beneficiary is your spouse, your surviving spouse can delay the application of the post-death distribution requirements until after your surviving spouse’s death by transferring the remaining interest tax-free to your surviving spouse’s own IRA, or by treating your IRA as your surviving spouse’s own IRA. The post-death distribution requirements are complex and unclear in numerous respects. In addition, the manner in which these requirements will apply will depend on your particular facts and circumstances. You may wish to consult a professional tax adviser for tax advice as to your particular situation.

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TAX CONSIDERATIONS

The tax considerations associated with an Annuity vary depending on whether the Annuity is (i) owned by an individual or non-natural person, and not associated with a tax-favored retirement plan, or (ii) held under a tax-favored retirement plan. We discuss the tax considerations for these categories of Annuity below. The discussion is general in nature and describes only federal income tax law (not state, local, foreign or other federal tax laws). It is based on current law and interpretations which may change. The information provided is not intended as tax advice. You should consult with a qualified tax adviser for complete information and advice.

Generally, the cost basis in an Annuity not associated with a tax-favored retirement plan is the amount you pay into your Annuity, or into Annuity exchanged for your Annuity, on an after-tax basis less any withdrawals of such payments. Cost basis for a tax-favored retirement plan is provided only in limited circumstances, such as for contributions to a Roth IRA or nondeductible contributions to a traditional IRA. We do not track cost basis for tax-favored retirement plans, which is the responsibility of the Owner.

The discussion below generally assumes that the Annuity is issued to the Annuity Owner. For Annuities issued under the Beneficiary Continuation Option or as a Beneficiary Annuity, refer to the Taxes Payable by Beneficiaries for a Nonqualified Annuity and Required Distributions Upon Your Death for Qualified Annuity sections below.

NONQUALIFIED ANNUITIES

In general, as used in this prospectus, a Nonqualified Annuity is owned by an individual or non-natural person and is not associated with a tax-favored retirement plan.

Taxes Payable by You

We believe the Annuity is an annuity for tax purposes. Accordingly, as a general rule, you should not pay any tax until you receive money under the Annuity. Generally, an annuity issued by the same company (and affiliates) to you during the same calendar year must be treated as one annuity for purposes of determining the amount subject to tax under the rules described below.

It is possible that the IRS could assert that some or all of the charges for the optional living or death benefits under the Annuity should be treated for federal income tax purposes as a partial withdrawal from the Annuity. If this were the case, the charge for this benefit would be treated to the extent there are earnings in the Annuity. Additionally, for Owners under age 59½, the taxable income attributable to the charge for the benefit could be subject to a tax penalty. If the IRS determines that the charges for one or more benefits under the Annuity are taxable withdrawals, then the Owner will be provided with a notice from us describing available alternatives regarding these benefits.

Taxes on Withdrawals and Surrender Before Annuity Payments Begin

If you make a withdrawal from your Annuity or surrender it before annuity payments begin, the amount you receive will be taxed as ordinary income, rather than as a return of cost basis, until all gain has been withdrawn. At any time there is no gain in your Annuity, payments will be treated as a nontaxable return of cost basis until all cost basis has been returned. After all cost basis is returned, all subsequent amounts will be taxed as ordinary income. An exception to this treatment exists for contracts purchased prior to August 14, 1982. Withdrawals are treated as a return of cost basis in an annuity first until Purchase Payments made before August 14, 1982 are withdrawn. Moreover, income allocable to Purchase Payments made before August 14, 1982, is not subject to the 10% tax penalty.

You will generally be taxed on any withdrawals from the Annuity while you are alive even if the withdrawal is paid to someone else. Withdrawals under any of the optional living benefits or as a systematic payment are taxed under these rules. If you assign or pledge all or part of your Annuity as collateral for a loan, the part assigned generally will be treated as a withdrawal and subject to income tax to the extent of gain. If you transfer your Annuity for less than full consideration, such as by gift, you will also trigger tax on any gain in the Annuity. This rule does not apply if you transfer the Annuity to your spouse or under most circumstances if you transfer the Annuity incident to divorce.

If you choose to receive payments under an interest payment option, or a Beneficiary chooses to receive a death benefit under an interest payment option, that election will be treated, for tax purposes, as surrendering your Annuity and will immediately subject any gain in the Annuity to income tax.

Taxes on Annuity Payments

If you select an annuity payment option as described in the Access to Account Value section earlier in this prospectus, a portion of each annuity payment you receive will be treated as a partial return of your cost basis and will not be taxed. The remaining portion will be taxed as ordinary income. Generally, the nontaxable portion is determined by multiplying the annuity payment you receive by a fraction, the numerator of which is your cost basis (less any amounts previously received tax-free) and the denominator of which is the total expected payments under the Annuity. After the full amount of your cost basis has been recovered tax-free, the full amount of the annuity payments will be taxable. If annuity payments stop due to the death of the Annuitant before the full amount of your cost basis has been recovered, a tax deduction may be allowed for the unrecovered amount. Under the Tax Cuts and Jobs Act of 2017, this deduction is suspended until after 2025.

If your Account Value is reduced to zero but the Annuity remains in force due to a benefit provision, further distributions from the Annuity will be reported as annuity payments, using an exclusion ratio based upon the undistributed cost basis in the Annuity and the total value of the anticipated future payments until such time as all cost basis has been recovered.

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Maximum Annuity Date

You must commence annuity payments no later than the first day of the calendar month following the Maximum Annuity Date for your Annuity. Upon reaching the Maximum Annuity Date you can no longer surrender, exchange, or transfer your contract. The Maximum Annuity Date may be the same as the Latest Annuity Date as described elsewhere in this prospectus. For some of our annuities, you can choose to defer the Annuity Date beyond the default or Latest Annuity Date, as applicable, described in your Annuity. However, the IRS may not then consider your Annuity to be an Annuity under the tax law.

Please refer to your Annuity contract for the Maximum Annuity Date.

Partial Annuitization

We do not currently permit partial annuitizations.

Medicare Tax on Net Investment Income

The Patient Protection and Affordable Care Act, enacted in 2010, included a Medicare tax on investment income. This tax assesses a 3.8% surtax on the lesser of (1) net investment income or (2) the excess of “modified adjusted gross income” over a threshold amount. The “threshold amount” is $250,000 for married taxpayers filing jointly, $125,000 for married taxpayers filing separately, $200,000 for single taxpayers, and approximately $12,500 for trusts. The taxable portion of payments received as a withdrawal, surrender, annuity payment, death benefit payment or any other actual or deemed distribution under a Non-Qualified Annuity will be considered investment income for purposes of this surtax.

Tax Penalty for Early Withdrawal from a Nonqualified Annuity

You may owe a 10% tax penalty on the taxable part of distributions received from your Nonqualified Annuity before you attain age 59½. Amounts are not subject to this tax penalty if:

▪ the amount is paid on or after you reach age 59½ or die;

▪ the amount received is attributable to your becoming disabled;

▪ generally, the amount paid or received is in the form of substantially equal payments (as defined in the Code) not less frequently than annually (please note that substantially equal payments must continue until the later of reaching age 59½ or 5 years and modification of payments during that time period will result in retroactive application of the 10% tax penalty); or

▪ the amount received is paid under an immediate Annuity and the annuity start date is no more than one year from the date of purchase (the first annuity payment must commence within 13 months of the date of purchase).

Other exceptions to this tax may apply. You should consult your tax adviser for further details.

Special Rules in Relation to Tax-free Exchanges Under Section 1035

Section 1035 of the Code permits certain tax-free exchanges of a life insurance contract, annuity or endowment contract for an annuity, including tax-free exchanges of annuity death benefits for a Beneficiary Annuity. Partial exchanges may be treated in the same way as tax-free 1035 exchanges of entire contracts, therefore avoiding current taxation of the partially exchanged amount as well as the 10% tax penalty on pre-age 59½ withdrawals. In Revenue Procedure 2011-38, the IRS indicated that, for exchanges on or after October 24, 2011, where there is a surrender or distribution from either the initial Annuity or receiving Annuity within 180 days of the date on which the partial exchange was completed will not be treated as a tax-free Section 1035 exchange. The IRS will apply general tax rules to determine the substance and treatment of the original transfer for exchanges that otherwise would qualify under the Revenue Procedure. We strongly urge you to discuss any partial exchange transaction of this type with your tax adviser before proceeding with the transaction.

If an Annuity is purchased through a tax-free exchange of a life insurance contract, annuity or endowment contract that was purchased prior to August 14, 1982, then any Purchase Payments made to the original contract prior to August 14, 1982 will be treated as made to the new annuity prior to that date. Generally, such pre-August 14, 1982 withdrawals are treated as a return of cost basis first until Purchase Payments made before August 14, 1982 are withdrawn. Moreover, income allocable to Purchase Payments made before August 14, 1982, is not subject to the 10% tax penalty.

After you elect an Annuity Payout Option, you are not eligible for a tax-free exchange under Section 1035.

Taxes Payable by Beneficiaries for a Nonqualified Annuity

The Death Benefit distributions are subject to ordinary income tax to the extent the distribution exceeds the cost basis in the Annuity. The value of the Death Benefit, as determined under federal law, is also included in the Owner’s estate for federal estate tax purposes. Generally, the same income tax rules described above would also apply to amounts received by your Beneficiary. Choosing an option other than a lump sum Death Benefit may defer taxes. Certain minimum distribution requirements apply upon your death, as discussed further below in the Annuity Qualification section. Tax consequences to the Beneficiary vary depending upon the Death Benefit payment option selected. Generally, for payment of the Death Benefit:

▪ As a lump sum payment, the Beneficiary is taxed in the year of payment on gain in the Annuity.

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▪ Within 5 years of death of Owner, the Beneficiary is taxed on the lump sum payment. The Death Benefit must be taken as one lump sum payment within 5 years of the death of the Owner. Partial withdrawals are not permitted.

▪ Under an Annuity or Annuity settlement option where distributions begin within one year of the date of death of the Owner, the Beneficiary is taxed on each payment with part as gain and part as return of cost basis. After the full amount of cost basis has been recovered tax-free, the full amount of the annuity payments will be taxable.

Reporting and Withholding on Distributions

Amounts distributed from an Annuity are subject to federal and state income tax reporting and withholding. In general, we will withhold federal income tax from the taxable portion of such distribution based on the type of distribution. In the case of an annuity payment, we will withhold as if you are a married individual with three (3) exemptions unless you designate a different withholding status. If no U.S. taxpayer identification number is provided, we will automatically withhold using the back-up withholding rules. In the case of all other distributions, we will withhold at a 10% rate. You may generally elect not to have tax withheld from your payments. An election out of withholding must be made on forms that we provide. If you are a U.S. person (which includes a resident alien), and you request a payment be made outside the United States, we may be required to withhold income tax.

State income tax withholding rules vary and we will withhold based on the rules of your state of residence. Special tax rules apply to withholding for nonresident aliens, and we generally withhold income tax for nonresident aliens at a 30% rate. A different withholding rate may be applicable to a nonresident alien based on the terms of an existing income tax treaty between the United States and the nonresident alien’s country. Please refer to the discussion below regarding withholding rules for a Qualified Annuity.

Regardless of the amount withheld by us, you are liable for payment of federal and state income tax on the taxable portion of annuity distributions. You should consult with your tax adviser regarding the payment of the correct amount of these income taxes and potential liability if you fail to pay such taxes.

Entity Owners

Where an Annuity is held by a non-natural person (e.g., a corporation), other than as an agent or nominee for a natural person (or in other limited circumstances), increases in the value of the Annuity over its cost basis will be subject to tax annually.

Where an Annuity is issued to a Charitable Remainder Trust (CRT), increases in the value of the Annuity over its cost basis will be subject to tax reporting annually. As there are charges for the optional living and death benefits described elsewhere in this prospectus, and such charges reduce the contract value of the Annuity, trustees of the CRT should discuss with their legal advisers whether election of such optional living or death benefits violates their fiduciary duty to the remainder beneficiary.

Where an Annuity is issued to a trust, and such trust is characterized as a grantor trust under the Code, such Annuity shall not be considered to be held by a non-natural person and will be subject to the tax reporting and withholding requirements generally applicable to a Nonqualified Annuity held by a natural person. At this time, we will not issue an Annuity to grantor trusts with more than two grantors.

Where the Annuity is owned by a grantor trust, the Annuity must be distributed within five years after the date of the first grantor’s death under Section 72(s) of the Code. See the “Death Benefits” section for scenarios where a Death Benefit or Surrender Value is payable depending upon the underlying facts.

Trusts are required to complete and submit a Certificate of Entity form, and we will tax report based on the information provided on this form.

Annuity Qualification

Diversification And Investor Control. In order to qualify for the tax rules applicable to annuities described above, the investment assets in the Subaccounts of an annuity must be diversified according to certain rules under the Code. Each Portfolio is required to diversify its investments each quarter so that no more than 55% of the value of its assets is represented by any one investment, no more than 70% is represented by any two investments, no more than 80% is represented by any three investments, and no more than 90% is represented by any four investments. Generally, securities of a single issuer are treated as one investment, and obligations of each U.S. Government agency and instrumentality (such as the Government National Mortgage Association) are treated as issued by separate issuers. In addition, any security issued, guaranteed or insured (to the extent so guaranteed or insured) by the U.S. or an instrumentality of the U.S. will be treated as a security issued by the U.S. Government or its instrumentality, where applicable. We believe the Portfolios underlying the Variable Investment Subaccounts of the Annuity meet these diversification requirements. We assume no responsibility that the Portfolios will remain adequately diversified.

An additional requirement for qualification for the tax treatment described above is that we, and not you as the Annuity Owner, must have sufficient control over the underlying assets to be treated as the Owner of the underlying assets for tax purposes. While we also believe these current investor control rules will be met, the Treasury Department may promulgate additional guidelines under which a variable annuity will not be treated as an Annuity for tax purposes if persons with ownership rights have excessive control over the investments underlying such variable Annuity. It is unclear whether such guidelines, if in fact promulgated, would have retroactive effect. It is also unclear what effect, if any, such guidelines might have on transfers between the Investment Options offered pursuant to this prospectus. We reserve the right to take any action, including modifications to your Annuity or the Investment Options, required to comply with such guidelines if promulgated. Any such changes will apply uniformly to affected Owners and will be made with such notice to affected Owners as is feasible under the circumstances. We assume no responsibility that the investor control rules remain satisfied.

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Required Distributions Upon Your Death for a Nonqualified Annuity. Upon your death, certain distributions must be made under the Annuity. The required distributions depend on whether you die before or after you start taking annuity payments under the Annuity. If you die on or after the Annuity Date, the remaining portion of the interest in the Annuity must be distributed at least as rapidly as under the method of distribution being used as of the date of death. If you die before the Annuity Date, the entire interest in the Annuity must be distributed within five years after the date of death, or as periodic payments over a period not extending beyond the life or life expectancy of the designated Beneficiary (provided such payments begin within one year of your death). If the Beneficiary does not begin installments within one year of the date of death, no partial withdrawals will be permitted thereafter, and we require that the Beneficiary take the Death Benefit as a lump sum within the five-year deadline.Your designated Beneficiary is the person to whom benefit rights under the Annuity pass by reason of death and must be a natural person in order to elect a periodic payment option based on life expectancy or a period exceeding five years. Additionally, if the Annuity is payable to (or for the benefit of) your surviving spouse, that portion of the Annuity may be continued with your spouse as the Owner. For Nonqualified Annuities owned by a non-natural person, the required distribution rules apply upon the death of the Annuitant. This means that for an Annuity held by a non-natural person (such as a trust) for which there is named a co-annuitant, then such required distributions will be triggered by the death of the first co-annuitant to die.

Changes To Your Annuity. We reserve the right to make any changes we deem necessary to assure that your Annuity qualifies as an Annuity for tax purposes. Any such changes will apply to all Annuity Owners and you will be given notice to the extent feasible under the circumstances.

QUALIFIED ANNUITIES

In general, as used in this prospectus, a Qualified Annuity is an Annuity with applicable endorsements for a tax-favored plan or a Nonqualified Annuity held by a tax-favored retirement plan.

The following is a general discussion of the tax considerations for Qualified Annuities. The Annuity may or may not be available for all types of tax-favored retirement plans discussed below. This discussion assumes that you have satisfied the eligibility requirements for any tax-favored retirement plan. Please consult your Financial Professional prior to purchase to confirm if the Annuity is available for a particular type of tax-favored retirement plan or whether we will accept the type of contribution you intend for the Annuity.

A Qualified Annuity may typically be purchased for use in connection with:

▪ Individual retirement accounts and annuities (IRAs), including inherited IRAs (which we refer to as a Beneficiary IRA), which are subject to Sections 408(a) and 408(b) of the Code;

▪ Roth IRAs, including inherited Roth IRAs (which we refer to as a Beneficiary Roth IRA) under Section 408A of the Code;

▪ A corporate Pension or Profit-sharing plan (subject to Section 401(a) of the Code);

▪ H.R. 10 plans (also known as Keogh Plans, subject to Section 401(a) of the Code);

▪ Tax Sheltered Annuities (subject to Section 403(b) of the Code, also known as Tax Deferred Annuities or TDAs);

▪ Section 457 plans (subject to Section 457 of the Code).

A Nonqualified Annuity may be purchased by a 401(a) trust, a custodial IRA or a custodial Roth IRA account, or a Section 457 plan, which can hold other permissible assets. The terms and administration of the trust or custodial account or plan in accordance with the laws and regulations for 401(a) plans, IRAs or Roth IRAs, or a Section 457 plan, as applicable, are the responsibility of the applicable trustee or custodian.

You should be aware that tax favored plans such as IRAs generally provide income tax deferral regardless of whether they invest in an annuity. This means that when a tax favored plan invests in an annuity, it generally does not result in any additional tax benefits (such as income tax deferral and income tax free transfers).

Types of Tax-favored Plans

IRAs. The “IRA Disclosure Statement” and “Roth IRA Disclosure Statement” which accompany the prospectus contain information about eligibility, contribution limits, tax particulars, and other IRA information. In addition to this information (the material terms are summarized in this prospectus and in those Disclosure Statements), the IRS requires that you have a “Free Look” after making an initial contribution to the Annuity. During this time, you can cancel the Annuity by notifying us in writing, and we will refund the greater of all Purchase Payments under the Annuity or the Account Value, less any applicable federal and state income tax withholding.

Contribution Limits/Rollovers. Subject to the minimum Purchase Payment requirements of an Annuity, you may purchase an Annuity for an IRA in connection with a “rollover” of amounts from a qualified retirement plan, as a transfer from another IRA, by making a contribution consisting of your IRA contributions and catch-up contributions, if applicable, attributable to the prior year during the period from January 1 to April 15 (or the later applicable due date of your federal income tax return, without extension), or as a current year contribution. In 2020 the contribution limit is $6,000. The contribution amount is indexed for inflation. The tax law also provides for a catch-up provision for individuals who are age 50 and above, allowing these individuals an additional $1,000 contribution each year. The catch-up amount is not indexed for inflation. The “rollover” rules under the Code are fairly technical; however, an individual (or his or her surviving spouse) may generally “roll over” certain distributions from tax favored retirement plans (either directly or within 60 days from the date of these distributions) if he or she meets the requirements for distribution. Once you buy an Annuity, you can make regular IRA contributions under the Annuity (to the extent permitted by law). For IRA rollovers, an individual can only make an IRA to IRA rollover if the individual has not made a rollover involving any IRAs owned by the individual in the prior 12 months. An IRA transfer is a tax-free trustee-to-trustee “transfer” from one IRA account to another. IRA transfers are not subject to this 12-month rule.

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In some circumstances, non-spouse Beneficiaries may roll over to an IRA amounts due from qualified plans, 403(b) plans, and governmental 457(b) plans. However, the rollover rules applicable to non-spouse Beneficiaries under the Code are more restrictive than the rollover rules applicable to Owner/participants and spouse Beneficiaries. Generally, non-spouse Beneficiaries may roll over distributions from tax favored retirement plans only as a direct rollover, and if permitted by the plan. For plan years beginning after December 31, 2009, employer retirement plans are required to permit non-spouse Beneficiaries to roll over funds to an inherited IRA. An inherited IRA must be directly rolled over from the employer plan or transferred from an IRA and must be titled in the name of the deceased (i.e., John Doe deceased for the benefit of Jane Doe). No additional contributions can be made to an inherited IRA. In this prospectus, an inherited IRA is also referred to as a Beneficiary Annuity.

Required Provisions. Annuity that are IRAs (or endorsements that are part of the contract) must contain certain provisions:

▪ You, as Owner of the Annuity, must be the “Annuitant” under the contract (except in certain cases involving the division of property under a decree of divorce);

▪ Your rights as Owner are non-forfeitable;

▪ You cannot sell, assign or pledge the Annuity;

▪ The annual contribution you pay cannot be greater than the maximum amount allowed by law, including catch-up contributions if applicable (which does not include any rollover amounts);

▪ The date on which required minimum distributions must begin cannot be later than April 1^st of the calendar year after the calendar year you turn age 70½ (or age 72, for distributions required to be made after December 31, 2019, with respect to individuals who attain age 701/2 after such date); and

▪ Death and annuity payments must meet Required Minimum Distribution rules described below.

Usually, the full amount of any distribution from an IRA (including a distribution from the Annuity) which is not a transfer or rollover is taxable. As taxable income, these distributions are subject to the general tax withholding rules described earlier regarding an Annuity in the Nonqualified Annuity section. In addition to this normal tax liability, you may also be liable for the following, depending on your actions:

▪ A 10% early withdrawal penalty described below;

▪ Liability for “prohibited transactions” if you, for example, borrow against the value of an IRA; or

▪ Failure to take a Required Minimum Distribution, also described below.

SEPs. SEPs are a variation on a standard IRA, an Annuity issued to a SEP must satisfy the same general requirements described under IRAs (above). There are, however, some differences:

▪ If you participate in a SEP, you generally do not include in income any employer contributions made to the SEP on your behalf up to the lesser of (a) $57,000 in 2020, or (b) 25% of your taxable compensation paid by the contributing employer (not including the employer’s SEP contribution as compensation for these purposes). However, for these purposes, compensation in excess of certain limits established by the IRS will not be considered. In 2020, this limit is $285,000;

▪ SEPs must satisfy certain participation and nondiscrimination requirements not generally applicable to IRAs; and

▪ SEPs that contain a salary reduction or “SARSEP” provision prior to 1997 may permit salary deferrals up to $19,500 in 2020 with the employer making these contributions to the SEP. However, no new “salary reduction” or “SARSEPs” can be established after 1996. Individuals participating in a SARSEP who are age 50 or above by the end of the year will be permitted to contribute an additional $6,500 in 2020. These amounts are indexed for inflation. Not all Annuity issued by us are available for SARSEPs. You will also be provided the same information, and have the same “Free Look” period, as you would have if you purchased the Annuity for a standard IRA.

ROTH IRAs. The “Roth IRA Disclosure Statement” contains information about eligibility, contribution limits, tax particulars and other Roth IRA information. Like standard IRAs, income within a Roth IRA accumulates tax-free, and contributions are subject to specific limits. Roth IRAs have, however, the following differences:

▪ Contributions to a Roth IRA cannot be deducted from your gross income;

▪ “Qualified distributions” from a Roth IRA are excludable from gross income. A “qualified distribution” is a distribution that satisfies two requirements: (1) the distribution must be made (a) after the Owner of the IRA attains age 59½; (b) after the Owner’s death; (c) due to the Owner’s disability; or (d) for a qualified first time homebuyer distribution within the meaning of Section 72(t)(2)(F) of the Code; and (2) the distribution must be made in the year that is at least five tax years after the first year for which a contribution was made to any Roth IRA established for the Owner or five years after a rollover, transfer, or conversion was made from a traditional IRA to a Roth IRA. Distributions from a Roth IRA that are not qualified distributions will be treated as made first from contributions and then from earnings and earnings will be taxed generally in the same manner as distributions from a traditional IRA.

Subject to the minimum Purchase Payment requirements of an Annuity, you may purchase an Annuity for a Roth IRA in connection with a “rollover” of amounts of another traditional IRA, SEP, SIMPLE-IRA, employer sponsored retirement plan (under Sections 401(a) or 403(b) of the Code) or

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Roth IRA; or, if you meet certain income limitations, by making a contribution consisting of your Roth IRA contributions and catch-up contributions, if applicable, attributable to the prior year during the period from January 1 to April 15 (or the applicable due date of your federal income tax return, without extension), or as a current year contribution. The Code permits persons who receive certain qualifying distributions from such non-Roth IRAs, to directly rollover or make, within 60 days, a “rollover” of all or any part of the amount of such distribution to a Roth IRA which they establish (a "conversion"). The conversion of non-Roth accounts triggers current taxation (but is not subject to a 10% early distribution penalty).

The Code also permits the recharacterization of amounts from a traditional IRA, SEP, or SIMPLE IRA into a Roth IRA, or from a Roth IRA to a traditional IRA. Recharacterization is accomplished through a trustee-to-trustee transfer of a contribution (or a portion of a contribution) plus earnings, between different types of IRAs. A properly recharacterized contribution is treated as a contribution made to the second IRA instead of the first IRA. Under the Tax Cuts and Jobs Act of 2017, you may no longer recharacterize a conversion to a Roth IRA. It is still permissible to recharacterize a contribution made to a Roth IRA as a traditional IRA contribution, or a contribution to a traditional IRA as a Roth IRA contribution. Such recharacterization must be completed by the applicable tax return due date (with extensions).

Once an Annuity has been purchased, regular Roth IRA contributions will be accepted to the extent permitted by law. In addition, an individual receiving an eligible rollover distribution from a designated Roth account under an employer plan may roll over the distribution to a Roth IRA even if the individual is not eligible to make regular contributions to a Roth IRA. Non-spouse Beneficiaries receiving a distribution from an employer sponsored retirement plan under Sections 401(a) or 403(b) of the Code can also directly roll over contributions to a Roth IRA. However, it is our understanding of the Code that non-spouse Beneficiaries cannot “rollover” benefits from a traditional IRA to a Roth IRA.

TDAs. In general, you may own a Tax Deferred Annuity (also known as a TDA, Tax Sheltered Annuity (TSA), 403(b) plan or 403(b) Annuity) if you are an employee of a tax-exempt organization (as defined under Code Section 501(c)(3)) or a public educational organization, and you may make contributions to a TDA so long as your employer maintains such a plan and your rights to the Annuity are non-forfeitable. Contributions to a TDA, and any earnings, are not taxable until distribution. You may also make contributions to a TDA under a salary reduction agreement, generally up to a maximum of $19,500 in 2020. Individuals participating in a TDA who are age 50 or above by the end of the year will be permitted to contribute an additional $6,500 in 2020. This amount is indexed for inflation. Further, you may roll over TDA amounts to another TDA or an IRA. You may also roll over TDA amounts to a qualified retirement plan, a SEP and a governmental 457(b) plan. An Annuity may generally only qualify as a TDA if distributions of salary deferrals (other than “grandfathered” amounts held as of December 31, 1988) may be made only on account of:

▪ Your attainment of age 59½;

▪ Your severance of employment;

▪ Your death;

▪ Your total and permanent disability; or

▪ Hardship (under limited circumstances, and only related to salary deferrals, not including earnings attributable to these amounts).

In any event, you must begin receiving distributions from your TDA by April 1st of the calendar year after the calendar year you turn age 70½ (or age 72, for distributions required to be made after December 31, 2019, with respect to individuals who attain age 701/2 after such date) or retire, whichever is later. These distribution limits do not apply either to transfers or exchanges of investments under the Annuity, or to any “direct transfer” of your interest in the Annuity to another employer’s TDA plan or mutual fund “custodial account” described under Code Section 403(b)(7). Employer contributions to TDAs are subject to the same general contribution, nondiscrimination, and minimum participation rules applicable to “qualified” retirement plans.

Caution: Under IRS regulations we can accept contributions, transfers and rollovers only if we have entered into an information-sharing agreement, or its functional equivalent, with the applicable employer or its agent. In addition, in order to comply with the regulations, we will only process certain transactions (e.g., transfers, withdrawals, hardship distributions and, if applicable, loans) with employer approval. This means that if you request one of these transactions we will not consider your request to be in Good Order, and will not therefore process the transaction, until we receive the employer’s approval in written or electronic form.

Late Rollover Self-Certification

You may be able to apply a rollover contribution to your IRA or qualified retirement plan after the 60-day deadline through a self-certification procedure established by the IRS. Please consult your tax or legal adviser regarding your eligibility to use this self-certification procedure. As indicated in this IRS guidance, we, as a financial institution, are not required to accept your self-certification for waiver of the 60-day deadline.

Required Minimum Distributions and Payment Options

If you hold the Annuity under an IRA (or other tax-favored plan), Required Minimum Distribution rules must be satisfied. This means that generally payments must start by April 1 of the year after the year you reach age 70½ (or age 72, for distributions required to be made after December 31, 2019, with respect to individuals who attain age 701/2 after such date) and must be made for each year thereafter. For a TDA or a 401(a) plan for which the participant is not a greater than 5% Owner of the employer, this required beginning date can generally be deferred to retirement, if later. Roth IRAs are not subject to these rules during the Owner’s lifetime. The amount of the payment must at least equal the minimum required under the IRS rules. Several choices are available for calculating the minimum amount. More information on the mechanics of this calculation is available on request. Please contact us at a reasonable time before the IRS deadline so that a timely distribution is made. Please note that there is a 50%

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tax penalty on the amount of any required minimum distribution not made in a timely manner. Required Minimum Distributions are calculated based on the sum of the Account Value and the actuarial value of any additional living and death benefits from optional riders that you have purchased under the Annuity. As a result, the Required Minimum Distributions may be larger than if the calculation were based on the Account Value only, which may in turn result in an earlier (but not before the required beginning date) distribution of amounts under the Annuity and an increased amount of taxable income distributed to the Annuity Owner, and a reduction of payments under the living and death benefit optional riders.

You can use the Minimum Distribution option to satisfy the Required Minimum Distribution rules for an Annuity without either beginning annuity payments or surrendering the Annuity. We will distribute to you the Required Minimum Distribution amount, less any other partial withdrawals that you made during the year. Such amount will be based on the value of the Annuity as of December 31 of the prior year, but is determined without regard to other annuities you may own. If a trustee to trustee transfer or direct rollover of the full contract value is requested when there is an active Required Minimum Distribution program running, the Required Minimum Distribution will be removed and sent to the Owner prior to the remaining funds being sent to the transfer institution.

Although the IRS rules determine the required amount to be distributed from your IRA each year, certain payment alternatives are still available to you. If you own more than one IRA, you can choose to satisfy your minimum distribution requirement for each of your IRAs by withdrawing that amount from any of your IRAs. If you inherit more than one IRA or more than one Roth IRA from the same Owner, similar rules apply.

Charitable IRA Distributions.

Certain qualified IRA distributions used for charitable purposes are eligible for an exclusion from gross income, up to $100,000, for otherwise taxable IRA distributions from a traditional or Roth IRA. A qualified charitable distribution is a distribution that is made (1) directly by the IRA trustee to certain qualified charitable organizations and (2) on or after the date the IRA owner attains age 70½ (or age 72, for distributions required to be made after December 31, 2019, with respect to individuals who attain age 701/2 after such date). Distributions that are excluded from income under this provision are not taken into account in determining the individual’s deductions, if any, for charitable contributions. For tax years after December 31, 2019, the exclusion for qualified charitable distributions may be reduced (but not below zero) by an amount equal to the excess of: (1) your IRA deductions for all tax years on or after the date you attain age 701/2; over (2) all reductions to the exclusion based on post-701/2 IRA deductions for all tax years before the current tax year.

The IRS has indicated that an IRA trustee is not responsible for determining whether a distribution to a charity is one that satisfies the requirements of the charitable giving incentive. Consistent with the applicable IRS instructions, we report these distributions as normal IRA distributions on Form 1099-R. Individuals are responsible for reflecting the distributions as charitable IRA distributions on their personal tax returns.

Required Distributions Upon Your Death for a Qualified Annuity

Upon your death under an IRA, Roth IRA, 403(b) or other employer sponsored plan, any remaining interest must be distributed in accordance with federal income tax requirements. The post-death distribution requirements were amended, applicable generally with respect to deaths occurring after 2019, by the Further Consolidated Appropriations Act of 2020 (which includes the "Setting Every Community Up for Retirement Enhancement" Act (SECURE Act)). The post-death distribution requirements under prior law continue to apply in certain circumstances.

• Prior law. Under prior law, if an employee under an employer sponsored plan or IRA owner dies prior to the required beginning date, the remaining interest must be distributed (1) within 5 years after the death (the “5-year rule”), or (2) over the life of the designated beneficiary, or over a period not extending beyond the life expectancy of the designated beneficiary, provided that such distributions commence within one year after death (the “lifetime payout rule”). If the employee or IRA owner dies on or after the required beginning date (including after the date distributions have commenced in the form of an annuity), the remaining interest must be distributed at least as rapidly as under the method of distribution being used as of the date of death (the “at-least-as-rapidly rule”).

• The new law. Under the new law, if you die after 2019, and you have a designated beneficiary, any remaining interest must be distributed within 10 years after your death, unless the designated beneficiary is an “eligible designated beneficiary” (“EDB”) or some other exception applies. A designated beneficiary is any individual designated as a beneficiary by the employee or IRA owner. An EDB is any designated beneficiary who is (1) your surviving spouse, (2) your minor child, (3) disabled, (4) chronically ill, or (5) an individual not more than 10 years younger than you. An individual’s status as an EDB is determined on the date of your death.

This 10-year post-death distribution period applies regardless of whether you die before your required beginning date, or you die on or after that date (including after distributions have commenced in the form of an annuity). However, if the beneficiary is an EDB and the EDB dies before the entire interest is distributed under this 10-year rule, the remaining interest must be distributed within 10 years after the EDB’s death (i.e., a new 10-year distribution period begins).

Instead of taking distributions under the new 10-year rule, an EDB can stretch distributions over life, or over a period not extending beyond life expectancy, provided that such distributions commence within one year of your death, subject to certain special rules. In particular, if the EDB dies before the remaining interest is distributed under this stretch rule, the remaining interest must be distributed within 10 years after the EDB’s death (regardless of whether the remaining distribution period under the stretch rule was more or less than 10 years). In addition, if your minor child is an EDB, the child will cease to be an EDB on the date the child reaches the age of majority, and any remaining interest must be distributed with 10 years after that date (regardless of whether the remaining distribution period under the stretch rule was more or less than 10 years).

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The new law applies if you die after 2019, subject to several exceptions. In particular, if you are an employee under a governmental plan, such as a section 403(b) plan of a public school or a governmental 457(b) plan, the new law applies if you die after 2021. In addition, if your plan is maintained pursuant to one or more collective bargaining agreements, the new law generally applies if you die after 2021 (unless the collective bargaining agreements terminate earlier).

It is important to note that under prior law, annuity payments that commenced under a method that satisfied the distribution requirements while the employee or IRA owner was alive could continue to be made under that method after the death of the employee or IRA owner. However, under the new law, if you commence taking distributions in the form of an annuity that can continue after your death, such as in the form of a joint and survivor annuity or an annuity with a guaranteed period of more than 10 years, any distributions after your death that are scheduled to be made beyond the applicable distribution period imposed under the new law might need to be commuted at the end of that period (or otherwise modified after your death if permitted under federal tax law and by Prudential) in order to comply with the new post-death distribution requirements.

The new post-death distribution requirements do not apply if annuity payments that comply with prior law commenced prior to December 20, 2019. Also, even if annuity payments have not commenced prior to December 20, 2019, the new requirements generally do not apply to an immediate annuity contract or a deferred income annuity contract (including a qualifying lifetime annuity contract, or “QLAC”)) purchased prior to that date, if you have made an irrevocable election before that date as to the method and amount of the annuity.

If your beneficiary is not an individual, such as a charity, your estate, or a trust, any remaining interest after your death generally must be distributed under prior law in accordance with the 5-year rule or the at-least-as-rapidly rule, as applicable (but not the lifetime payout rule). However, if your beneficiary is a trust and all the beneficiaries of the trust are individuals, the new law can apply pursuant to special rules that treat the beneficiaries of the trust as designated beneficiaries, including special rules allowing a beneficiary of a trust who is disabled or chronically ill to stretch the distribution of their interest over their life or life expectancy in some cases. You may wish to consult a professional tax advisor about the federal income tax consequences of your beneficiary designations.

In addition, the new post-death distribution requirements generally do not apply if the employee or IRA owner died prior to January 1, 2020. However, if the designated beneficiary of the deceased employee or IRA owner dies after January 1, 2020, any remaining interest must be distributed within 10 year of the designated beneficiary’s death. Hence, this 10-year rule will apply to (1) a contract issued prior to 2020 which continues to be held by a designated beneficiary of an employee or IRA owner who died prior to 2020, and (2) an inherited IRA issued after 2019 to the designated beneficiary of an employee or IRA owner who died prior to 2020.

• Spousal continuation. Under the new law, as under prior law, if your beneficiary is your spouse, your surviving spouse can delay the application of the post-death distribution requirements until after your surviving spouse’s death by transferring the remaining interest tax-free to your surviving spouse’s own IRA, or by treating your IRA as your surviving spouse’s own IRA.

The post-death distribution requirements are complex and unclear in numerous respects. In addition, the manner in which these requirements will apply will depend on your particular facts and circumstances. You may wish to consult a professional tax adviser for tax advice as to your particular situation.

Tax Penalty for Early Withdrawals from a Qualified Annuity You may owe a 10% tax penalty on the taxable part of distributions received from an IRA, SEP, Roth IRA, TDA or qualified retirement plan before you attain age 59½. Amounts are not subject to this tax penalty if:

• the amount is paid on or after you reach age 59½ or die;

• the amount received is attributable to your becoming disabled; or

• generally, the amount paid or received is in the form of substantially equal payments (as defined in the Code) not less frequently than annually. (Please note that substantially equal payments must continue until the later of reaching age 59½ or 5 years. Modification of payments or additional contributions to the Annuity during that time period will result in retroactive application of the 10% tax penalty.)

Other exceptions to this tax may apply. You should consult your tax adviser for further details.

Withholding

We will withhold federal income tax at the rate of 20% for any eligible rollover distribution paid by us to or for a plan participant, unless such distribution is “directly” rolled over (trustee to trustee transfer) into another qualified plan, IRA (including the IRA variations described above), SEP, governmental 457(b) plan or TDA. An eligible rollover distribution is defined under the tax law as a distribution from an employer plan under 401(a), a TDA, an IRA or a governmental 457(b) plan, excluding any distribution that is part of a series of substantially equal payments (at least annually) made over the life expectancy of the employee or the joint life expectancies of the employee and his designated Beneficiary, any distribution made for a specified period of 10 years or more, any distribution that is a required minimum distribution and any hardship distribution. Regulations also specify certain other items which are not considered eligible rollover distributions. We will not withhold for payments made from trustee owned Annuities or for payments under a 457 plan. For all other distributions, unless you elect otherwise, we will withhold federal income tax from the taxable portion of such distribution at an appropriate percentage. The rate of withholding on annuity payments where no mandatory withholding is required is determined on the basis of the withholding certificate that you file with us. If you do not file a certificate, we will automatically withhold federal taxes on the following basis:

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▪ For any annuity payments not subject to mandatory withholding, you will have taxes withheld by us as if you are a married individual, with 3 exemptions

▪ If no U.S. taxpayer identification number is provided, we will automatically withhold using the back-up withholding rules; and

▪ For all other distributions, we will withhold at a 10% rate.

We will provide you with forms and instructions concerning the right to elect that no amount be withheld from payments in the ordinary course. However, you should know that, in any event, you are liable for payment of federal income taxes on the taxable portion of the distributions, and you should consult with your tax adviser to find out more information on your potential liability if you fail to pay such taxes. If you are a U.S. person (which includes a resident alien), and you request a payment be made to a non-U.S. address, we are required to withhold income tax. There may be additional state income tax withholding requirements.

ERISA Requirements

If you are married at the time your payments commence, you may be required by federal law to choose an income option that provides survivor annuity income to your spouse, unless your spouse waives that right. Similarly, if you are married at the time of your death, federal law may require all or a portion of the Death Benefit to be paid to your spouse, even if you designated someone else as your Beneficiary. A brief explanation of the applicable rules follows. For more information, consult the terms of your retirement arrangement.

Defined Benefit Plans and Money Purchase Pension Plans. If you are married at the time your payments commence, federal law requires that benefits be paid to you in the form of a “qualified joint and survivor annuity” (QJSA), unless you and your spouse waive that right, in writing. Generally, this means that you will receive a reduced payment during your life and, upon your death, your spouse will receive at least one-half of what you were receiving for life. You may elect to receive another income option if your spouse consents to the election and waives his or her right to receive the QJSA. If your spouse consents to the alternative form of payment, your spouse may not receive any benefits from the plan upon your death. Federal law also requires that the plan pay a Death Benefit to your spouse if you are married and die before you begin receiving your benefit. This benefit must be available in the form of an Annuity for your spouse’s lifetime and is called a “qualified pre-retirement survivor annuity” (QPSA). If the plan pays Death Benefits to other Beneficiaries, you may elect to have a Beneficiary other than your spouse receive the Death Benefit, but only if your spouse consents to the election and waives his or her right to receive the QPSA. If your spouse consents to the alternate Beneficiary, your spouse will receive no benefits from the plan upon your death. Any QPSA waiver prior to your attaining age 35 will become null and void on the first day of the calendar year in which you attain age 35, if still employed.

Defined Contribution Plans (including 401(k) Plans and ERISA 403(b) Annuity). Spousal consent to a distribution is generally not required. Upon your death, your spouse will receive the entire Death Benefit, even if you designated someone else as your Beneficiary, unless your spouse consents in writing to waive this right. Also, if you are married and elect an Annuity as a periodic income option, federal law requires that you receive a QJSA (as described above), unless you and your spouse consent to waive this right.

IRAs, non-ERISA 403(b) Annuity, and 457 Plans. Spousal consent to a distribution usually is not required. Upon your death, any Death Benefit will be paid to your designated Beneficiary.

ADDITIONAL CONSIDERATIONS

Reporting and Withholding for Escheated Amounts

In 2018, the Internal Revenue Service issued Revenue Ruling 2018-17, which provides that an amount transferred from an IRA to a state’s unclaimed property fund is subject to federal withholding at the time of transfer. The amount transferred is also subject to federal reporting. Consistent with this Ruling and Notice 2018-90, beginning in 2020, we will withhold federal and state income taxes and report to the applicable Owner or Beneficiary as required by law when amounts are transferred to a state’s unclaimed property fund.

Gifts and Generation-skipping Transfers

If you transfer your Annuity to another person for less than adequate consideration, there may be gift tax consequences in addition to income tax consequences. Also, if you transfer your Annuity to a person two or more generations younger than you (such as a grandchild or grandniece) or to a person that is more than 37½ years younger than you, there may be generation-skipping transfer tax consequences.

Same Sex Marriages, Civil Unions and Domestic Partnerships

Prior to a 2013 Supreme Court decision, and consistent with Section 3 of the federal Defense of Marriage Act (“DOMA”), same sex marriages under state law were not recognized as same sex marriages for purposes of federal law. However, in United States v. Windsor, the U.S. Supreme Court struck down Section 3 of DOMA as unconstitutional, thereby recognizing a valid same sex marriage for federal law purposes. On June 26, 2015, the Supreme Court ruled in Obergefell v. Hodges that same-sex couples have a constitutional right to marry, thus requiring all states to allow same-sex marriage. The Windsor and Obergefell decisions mean that the federal and state tax law provisions applicable to an opposite sex spouse will also apply to a same sex spouse if legally married. Please note that a civil union or registered domestic partnership is generally not recognized as a marriage.

Please consult with your tax or legal adviser before electing the Spousal Benefit for a civil union partner or domestic partner.

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ADDITIONAL INFORMATION

Reserved Rights

In addition to rights specifically reserved elsewhere in this Annuity, we reserve the right to perform any or all of the following: (a) combine Variable Subaccount with other Variable Subaccounts; (b) combine the Variable Separate Account(s) shown in the Annuity Schedule with other "unitized" separate accounts; (c) combine the Index Strategies Separate Account with other “non-unitized,” “non-insulated” separate accounts; (d) deregister the Variable Separate Account(s) shown in the Annuity Schedule under the Investment Company Act; (e) operate the Variable Separate Account(s) shown in the Annuity Schedule as a management investment company under the Investment Company Act or in any other form permitted by law; (f) make changes required by any change in the federal securities laws, including, but not limited to, the Securities Act, the Exchange Act, the Investment Company Act, or any changes to the Securities and Exchange Commission’s interpretation thereof; (g) make changes that are necessary to maintain the tax status of your Annuity, any rider, amendment or endorsement attached hereto or any charge or distribution from your Annuity under the Code; (h) to establish a provision for federal income taxes if we determine, in our sole discretion, that we will incur a tax as a result of the operation of the Separate Account; (i) make any changes required by Federal or state laws with respect to annuity contracts; and (j) to the extent dictated by any underlying mutual fund, impose a redemption fee or restrict transactions within any Variable Subaccount. We reserve the right to modify this Annuity without receiving your prior consent, except as may be required by any applicable law, if we are required to make changes necessary to comply with state regulatory requirements, Internal Revenue Service ("IRS") requirements or other federal requirements.

We may eliminate Variable Subaccounts, restrict or prohibit additional allocations to certain Variable Subaccounts, or substitute one or more new underlying mutual funds or Portfolios for the one in which a Variable Subaccount is invested in which case any reference to pro-rata allocations would include only those Variable Subaccounts that do not restrict or prohibit additional allocations. Substitutions may be necessary if we believe an underlying mutual fund or portfolio no longer suits the purpose of the Annuity. This may happen due to a change in laws or regulations, or a change in the investment objectives or restrictions of an underlying mutual fund or portfolio, or because the underlying mutual fund or portfolio is no longer available for investment, or for any other reason. We would obtain any regulatory prior approval. If an Index is no longer available to us, or if the manner by which the Index is determined substantially changes, we will substitute a comparable Index. We would obtain any required regulatory prior approval. We will notify you and any assignee of the substitution.

Claims of Creditors

To the extent permitted by law, no payment or value under this Annuity is subject to the claims of your creditors or those of any other Owner, any Annuitant, or any Beneficiary.

Deferral of Transactions

We may defer any annuity payment for a period not to exceed the lesser of 6 months or the period permitted by law. If we defer a distribution or transfer from any annuity payout for more than thirty days, we will pay interest as required by state law. We may defer any distribution from any Allocation Option or any transfer from Allocation Options for a period not to exceed seven calendar days from the date the transaction is effected.

Facility of Payment

Subject to applicable law, we reserve the right, in settlement of full liability, to make payments to a guardian, conservator or other legal representative if a payee is legally incompetent.

Tax Reporting and Withholding

Events giving rise to such tax reporting and withholding include, but are not limited to: (a) annuity payments; (b) payment of Death Benefits; (c) other distributions from the Annuity; and (d) transfers and assignments.

Service Providers

Prudential Annuities conducts the bulk of its operations through staff employed by it or by affiliated companies within the Prudential Financial family. Certain discrete functions have been delegated to non-affiliates that could be deemed “service providers” under the Investment Company Act of 1940. The entities engaged by Prudential Annuities may change over time. As of December 31, 2019, non-affiliated entities that could be deemed service providers to Prudential Annuities and/or an affiliated insurer within the Prudential Annuities business unit consisted of those set forth in the table below.

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Name of Service Provider	Services Provided	Address
Broadridge Investor Communication	Proxy services and regulatory mailings	51 Mercedes Way, Edgewood, NY 11717
EDM Americas	Records management and administration of annuity contracts	301 Fayetteville Street, Suite 1500, Raleigh, NC 27601
EXL Service Holdings, Inc	Administration of annuity contracts	350 Park Avenue, 10th Floor, New York, NY 10022
National Financial Services	Clearing firm for Broker Dealers	82 Devonshire Street Boston, MA 02109
Open Text, Inc	Fax Services	100 Tri-State International Parkway, Lincolnshire, IL 60069
PERSHING LLC	Clearing firm for Broker Dealers	One Pershing Plaza, Jersey City, NJ 07399
The Depository Trust Clearinghouse Corporation	Clearing and settlement services for Distributors and Carriers.	55 Water Street, 26th Floor, New York, NY 10041
Thomson Reuters	Tax reporting services	3 Times Square New York, NY 10036
Universal Wilde	Composition, printing, and mailing of contracts and benefit documents	26 Dartmouth Street, Westwood, MA 02090
Venio Systems LLC	Claim related services	4031 University Drive, Suite 100, Fairfax, VA 22030

Cyber Security Risks. We provide information about cyber security risks associated with the Annuity in the Statement of Additional Information.

WHAT IS THE LEGAL STRUCTURE OF THE PORTFOLIOS?

Each underlying Portfolio is registered as an open-end management investment company, or series thereof, under the Investment Company Act. Shares of the underlying Portfolios are sold to separate accounts of life insurance companies offering variable annuity and variable life insurance products. The shares may also be sold directly to qualified pension and retirement plans.

Voting Rights

We are the legal owner of the shares of the underlying Portfolios in which the Subaccounts invest. However, under current SEC rules, you have voting rights in relation to Account Value allocated to the Subaccounts. If an underlying Portfolio requests a vote of shareholders, we will vote our shares based on instructions received from Owners with Account Value allocated to that Subaccount. Owners have the right to vote an amount equal to the number of shares attributable to their contracts. If we do not receive voting instructions in relation to certain shares, we will vote those shares in the same manner and proportion as the shares for which we have received instructions. This voting procedure is sometimes referred to as “mirror voting” because, as indicated in the immediately preceding sentence, we mirror the votes that are actually cast, rather than decide on our own how to vote. We will also “mirror vote” shares that are owned directly by us or an affiliate (excluding shares held in the separate account of an affiliated insurer). In addition, because all the shares of a given Portfolio held within our Separate Account are legally owned by us, we intend to vote all of such shares when that underlying Portfolio seeks a vote of its shareholders. As such, all such shares will be counted towards whether there is a quorum at the underlying Portfolio’s shareholder meeting and toward the ultimate outcome of the vote. Thus, under “mirror voting”, it is possible that the votes of a small percentage of Owners who actually vote will determine the ultimate outcome.

We may, if required by state insurance regulations, disregard voting instructions if they would require shares to be voted so as to cause a change in the sub-classification or investment objectives of one or more of the available Variable Investment Subaccounts or to approve or disapprove an investment advisory contract for a Portfolio. In addition, we may disregard voting instructions that would require changes in the investment policy or investment adviser of one or more of the Portfolios associated with the available Variable Investment Subaccounts, provided that we reasonably disapprove such changes in accordance with applicable federal or state regulations. If we disregard Owner voting instructions, we will advise Owners of our action and the reasons for such action in the next available annual or semi-annual report.

We will furnish those Owners who have Account Value allocated to a Subaccount whose underlying Portfolio has requested a “proxy” vote with proxy materials and the necessary forms to provide us with their voting instructions. Generally, you will be asked to provide instructions for us to vote on matters such as changes in a fundamental investment strategy, adoption of a new investment advisory agreement, or matters relating to the structure of the underlying Portfolio that require a vote of shareholders. We reserve the right to change the voting procedures described above if applicable SEC rules change.

Material Conflicts

In the future, it may become disadvantageous for separate accounts of variable life insurance and variable annuity contracts to invest in the same underlying Portfolios. Neither the companies that invest in the Portfolios nor the Portfolios currently foresee any such disadvantage. The Board of Directors for each Portfolio intends to monitor events in order to identify any material conflict between variable life insurance policy owners and variable annuity contract owners and to determine what action, if any, should be taken. Material conflicts could result from such things as:

(1) changes in state insurance law;

(2) changes in federal income tax law;

(3) changes in the investment management of any Variable Investment Subaccount; or

(4) differences between voting instructions given by variable life insurance policy owners and variable annuity contract owners.

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Fees and Payments Received by Prudential Annuities

As detailed below, Prudential Annuities and our affiliates receive substantial payments from the underlying Portfolios and/or related entities, such as the Portfolios’ advisers and subadvisers. Because these fees and payments are made to Prudential Annuities and our affiliates, allocations you make to the underlying Portfolios benefit us financially. In selecting Portfolios available under the Annuity, we consider the payments that will be made to us. For more information on factors we consider when selecting the Portfolios under the Annuity, see “Variable Investment Subaccounts” under “Investment Options” earlier in this prospectus.

We receive Rule 12b-1 fees which compensate our affiliate, Prudential Annuities Distributors, Inc., for distribution and administrative services (including recordkeeping services and the mailing of prospectuses and reports to Owners invested in the Portfolios). These fees are paid by the underlying Portfolio out of each Portfolio’s assets and are therefore borne by Owners.

We also receive administrative services payments from the Portfolios or the advisers of the underlying Portfolios or their affiliates. The maximum combined 12b-1 fees and administrative services payments we receive with respect to a Portfolio are generally equal to an annual rate of 0.55% of the average assets allocated to the Portfolio under the Annuity (in certain cases, however, this amount may be equal to an annual rate of 0.60% of the average assets allocated to the Portfolio). We expect to make a profit on these fees and payments and consider them when selecting the Portfolios available under the Annuity.

In addition, an adviser or subadviser of a Portfolio or a distributor of the Annuity (not the Portfolios) may also compensate us by providing reimbursement, defraying the costs of, or paying directly for, among other things, marketing and/or administrative services and/or other services they provide in connection with the Annuity. These services may include, but are not limited to: sponsoring or co-sponsoring various promotional, educational or marketing meetings and seminars attended by distributors, wholesalers, and/or broker dealer firms’ registered representatives, and creating marketing material discussing the Annuity, available options, and underlying Portfolios. The amounts paid depend on the nature of the meetings, the number of meetings attended by the adviser, subadviser, or distributor, the number of participants and attendees at the meetings, the costs expected to be incurred, and the level of the adviser’s, subadviser’s or distributor’s participation. These payments or reimbursements may not be offered by all advisers, subadvisers, or distributors and the amounts of such payments may vary between and among each adviser, subadviser, and distributor depending on their respective participation. We may also consider these payments and reimbursements when selecting the Portfolios available under the Annuity. For the annual period ended December 31, 2019, with regard to the total annual amounts that were paid (or as to which a payment amount was accrued) under the kinds of arrangements described in this paragraph, the amounts for any particular adviser, subadviser or distributor ranged from $25,000 to $836,969.00. These amounts relate to all individual variable annuity contracts issued by Prudential Annuities or its affiliates, not only the Annuity covered by this prospectus.

In addition to the payments that we receive from underlying Portfolios and/or their affiliates, those same Portfolios and/or their affiliates may make payments to us and/or other insurers within the Prudential Financial group related to the offering of investment options within variable annuity contracts or life insurance policies offered by different Prudential business units.

WHO DISTRIBUTES ANNUITY OFFERED BY PRUDENTIAL ANNUITIES?

Prudential Annuities Distributors, Inc. (PAD), a wholly-owned subsidiary of Prudential Annuities, Inc., is the distributor and principal underwriter of the Annuity offered through this prospectus. PAD acts as the distributor of a number of annuity and life insurance products and the AST Portfolios. PAD’s principal business address is One Corporate Drive, Shelton, Connecticut 06484. PAD is registered as a broker-dealer under the Exchange Act and is a member of the Financial Industry Regulatory Authority (FINRA).

The Annuity is offered on a continuous basis. PAD enters into distribution agreements with both affiliated and unaffiliated broker-dealers who are registered under the Exchange Act (“Firms”). Applications for the Annuity are solicited by registered representatives of those firms. PAD utilizes a network of its own registered representatives to wholesale the Annuity to Firms. Because the Annuity offered through this prospectus is an insurance product as well as a security, all registered representatives who sell the Annuity are also appointed as insurance agents of PALAC.

Prudential Annuities sells its annuity products through multiple distribution channels, including (1) independent broker-dealer firms and financial planners; (2) broker-dealers that are members of the New York Stock Exchange, including “wirehouse” and regional broker-dealer firms; and (3) broker-dealers affiliated with banks or that specialize in marketing to customers of banks. Although we are active in each of those distribution channels, the majority of our sales have come from the independent broker-dealer firms and financial planners.

Under the selling agreements, cash compensation in the form of commissions is paid to firms on sales of the Annuity according to one or more schedules. The registered representative will receive a portion of the compensation, depending on the practice of his or her firm. Commissions are generally based on a percentage of Purchase Payments made. Alternative compensation schedules are available that generally provide a lower initial commission plus ongoing quarterly compensation based on all or a portion of the Account Value. We may also provide cash compensation to the distributing firm for providing ongoing service to you in relation to your Annuity. These payments may be made in the form of percentage payments based upon “Assets under Management” or “AUM,” (total assets), subject to certain criteria in certain Prudential Annuities products. These payments may also be made in the form of percentage payments based upon the total amount of money received as Purchase Payments under Prudential Annuities annuity products sold through the firm. Commissions and other cash compensation paid in relation to your Annuity do not result in any additional charge to you or to the Separate Account.

In connection with the sale and servicing of the Annuity, Firms may receive cash compensation and/or non-cash compensation. Cash compensation includes discounts, concessions, fees, service fees, commissions, asset based sales charges, loans, overrides, or any cash employee benefit received in connection with the sale and distribution of variable contracts. Non-cash compensation includes any form of compensation received in connection

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with the sale and distribution of variable contracts that is not cash compensation, including but not limited to merchandise, gifts, travel expenses, meals and lodging.

We may also provide cash compensation to the distributing Firm for providing ongoing service to you in relation to the Annuity. These payments may be made in the form of percentage payments based upon “Assets under Management” or “AUM,” (total assets), subject to certain criteria in certain PALAC products. These payments may also be made in the form of percentage payments based upon the total amount of money received as Purchase Payments under PALAC annuity products sold through the Firm.

In addition, in an effort to promote the sale of our products (which may include the placement of PALAC and/or the Annuity on a preferred or recommended company or product list and/or access to the Firm's registered representatives), we, or PAD, may enter into non-cash compensation arrangements with certain Firms with respect to certain or all registered representatives of such Firms under which such Firms may receive fixed payments or reimbursement. These types of fixed payments are made directly to or in sponsorship of the Firm and may include, but are not limited to payment for: training of sales personnel; marketing and/or administrative services and/or other services they provide to us or our affiliates; educating customers of the firm on the Annuity's features; conducting due diligence and analysis; providing office access, operations, systems and other support; holding seminars intended to educate registered representatives and make them more knowledgeable about the Annuities; conferences (national, regional and top producer); sponsorships; speaker fees; promotional items; a dedicated marketing coordinator; priority sales desk support; expedited marketing compliance approval and preferred programs to PAD; and reimbursements to Firms for marketing activities or other services provided by third-party vendors to the Firms and/or their registered representatives. To the extent permitted by FINRA rules and other applicable laws and regulations, we or PAD may also pay or allow other promotional incentives or payments in other forms of non-cash compensation (e.g., gifts, occasional meals and entertainment, sponsorship of due diligence events). Under certain circumstances, Portfolio advisers/subadvisers or other organizations with which we do business (“Entities”) may also receive incidental non-cash compensation, such as occasional meals and nominal gifts. The amount of this non-cash compensation varies widely because some may encompass only a single event, such as a conference, and others have a much broader scope.

Cash and/or non-cash compensation may not be offered to all Firms and Entities and the terms of such compensation may differ between Firms and Entities. In addition, we or our affiliates may provide such compensation, payments and/or incentives to Firms or Entities arising out of the marketing, sale and/or servicing of variable annuities or life insurance offered by different Prudential business units.

A list of the firms to whom Prudential Annuities pays an amount under these arrangements is provided below. You should note that firms and individual registered representatives and branch managers within some firms participating in one of these compensation arrangements might receive greater compensation for selling the Annuity 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 an annuity 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 the sale of the Annuity. Further information about the firms that are part of these compensation arrangements appears in the Statement of Additional Information, which is available without charge upon request.

The list below includes the names of the firms that we are aware as of December 31, 2019 received cash compensation with respect to our annuity business during 2019 (or as to which a payment amount was accrued during 2019. The firms listed below include those receiving payments in connection with marketing of products issued by Prudential Annuities Life Assurance Corporation. During 2019, the least amount paid, and greatest amount paid, were $1.10 and $18,272,777.70, respectively.

Name of Firm:

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Allstate Financial Srvcs, LLC	Kestra Investment Services	The Investment Center
AMERICAN PORTFOLIO FIN SVCS INC	KMS Financial Services, Inc.	TransAmerica Financial Advisors, Inc.
ASSOCIATED SECURITIES CORP	Lincoln Financial Advisors	Triad Advisors, Inc.
AXA Advisors, LLC	Lincoln Financial Securities Corporation	UBS Financial Services, Inc.
BBVA Securities, Inc.	Lincoln Investment Planning	United Planners Fin. Serv.
BFT Financial Group, LLC	LPL Financial Corporation	Waddell & Reed
Cadaret, Grant & Co., Inc.	M Holdings Securities, Inc	WATERSTONE FINANCIAL GROUP INC
Cambridge Investment Research, Inc.	MML Investors Services, Inc.	Wells Fargo Advisors LLC
Centaurus Financial, Inc.	Morgan Stanley Smith Barney	WELLS FARGO ADVISORS LLC - WEALTH
Cetera Advisor Network LLC	Mutual Service Corporation	Wells Fargo Investments LLC
CFD Investments, Inc.	Next Financial Group, Inc.	Woodbury Financial Services
Citizens Securities, Inc.	PNC Investments, LLC
Commonwealth Financial Network	ProEquities
Crown Capital Securities, L.P.	RBC CAPITAL MARKETS CORPORATION
CUNA Brokerage Svcs, Inc.	Robert W. Baird & Co. Inc.
CUSO Financial Services, L.P.	Royal Alliance Associates
Equity Services, Inc.	SA Stone Wealth Management
FSC Securities Corp.	SAGEPOINT FINANCIAL, INC.
Geneos Wealth Management, Inc.	Securian Financial Svcs, Inc.
H. Beck, Inc.	Securities America, Inc.
Hantz Financial Services,Inc.	Securities Service Network
Investacorp	Stifel Nicolaus & Co.
Janney Montgomery Scott, LLC.	TFS Securities, Inc.

HOW WILL I RECEIVE STATEMENTS AND REPORTS?

We send any statements and reports required by applicable law or regulation to you at your last known address of record. You should therefore give us prompt notice of any address change. We reserve the right, to the extent permitted by law and subject to your prior consent, to provide any prospectus, prospectus supplements, confirmations, statements and reports required by applicable law or regulation to you through our Internet Website at www.prudential.com or any other electronic means. We generally send a confirmation statement to you each time a financial transaction is made affecting Account Value, such as making additional Purchase Payments, transfers, exchanges or withdrawals. We may also send quarterly statements detailing the activity affecting your Annuity during the calendar quarter. We may confirm regularly scheduled transactions, including, but not limited to Systematic Withdrawals (including 72(t) and 72(q) payments and required minimum distributions) and electronic funds transfer in quarterly statements instead of confirming them immediately. You should review the information in these statements carefully. You may request additional reports or copies of reports previously sent. We reserve the right to charge up to $50 for each such additional or previously sent report. We will also send an annual report and a semi-annual report containing applicable financial statements for the Portfolios to Owners or, with your prior consent, make such documents available electronically through our Internet Website or other electronic means. Beginning on January 1, 2021, paper copies of the annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from us. Instead, the reports will be made available on our website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

HOW TO CONTACT US

Please communicate with us using the telephone number and addresses below for the purposes described. Failure to send mail to the proper address may result in a delay in our receiving and processing your request.

Prudential’s Customer Service Team

Call our Customer Service Team at 1-888-PRU-2888 during normal business hours.

Internet

Access information about your Annuity through our website: www.prudential.com

Correspondence Sent by Regular Mail

Prudential Annuities Service Center

P.O. Box 7960

Philadelphia, PA 19176

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Correspondence Sent by Overnight*, Certified or Registered Mail

Prudential Annuities Service Center

2101 Welsh Road

Dresher, PA 19025

*Please note that overnight correspondence sent through the United States Postal Service may be delivered to the P.O. Box listed above, which could delay receipt of your correspondence at our Service Center. Overnight mail sent through other methods (e.g. Federal Express, United Parcel Service) will be delivered to the address listed below.

Correspondence sent by regular mail to our Service Center should be sent to the address shown above. Your correspondence will be picked up at this address and then delivered to our Service Center. Your correspondence is not considered received by us until it is received at our Service Center. Where this Prospectus refers to the day when we receive a Purchase Payment, request, election, notice, transfer or any other transaction request from you, we mean the day on which that item (or the last requirement needed for us to process that item) arrives in complete and proper form at our Service Center or via the appropriate telephone or fax number if the item is a type we accept by those means. There are two main exceptions: if the item arrives at our Service Center (1) on a day that is not a business day, or (2) after the close of a business day, then, in each case, we are deemed to have received that item on the next business day.

You can obtain account information by calling our automated response system, and at www.prudential.com, our Internet Website. Our Customer Service representatives are also available during business hours to provide you with information about your account. You can request certain transactions through our telephone voice response system, our Internet Website or through a customer service representative. You can provide authorization for a third party, including your attorney-in-fact acting pursuant to a power of attorney or your Financial Professional, to access your account information and perform certain transactions on your account. You will need to complete a form provided by us which identifies those transactions that you wish to authorize via telephonic and electronic means and whether you wish to authorize a third party to perform any such transactions. Please note that unless you tell us otherwise, we deem that all transactions that are directed by your Financial Professional with respect to your Annuity have been authorized by you. We require that you or your representative provide proper identification before performing transactions over the telephone or through our Internet Website. This may include a Personal Identification Number (PIN) that will be provided to you upon issue of your Annuity or you may establish or change your PIN by calling our automated response system, www.prudential.com, our Internet Website. Any third party that you authorize to perform financial transactions on your account will be assigned a PIN for your account.

Transactions requested via telephone are recorded. To the extent permitted by law, we will not be responsible for any claims, loss, liability or expense in connection with a transaction requested by telephone or other electronic means if we acted on such transaction instructions after following reasonable procedures to identify those persons authorized to perform transactions on your Annuity using verification methods which may include a request for your Social Security number, PIN or other form of electronic identification. We may be liable for losses due to unauthorized or fraudulent instructions if we did not follow such procedures.

Prudential Annuities does not guarantee access to telephonic, facsimile, Internet or any other electronic information or that we will be able to accept transaction instructions via such means at all times. Regular and/or express mail will be the only means by which we will accept transaction instructions when telephonic, facsimile, Internet or any other electronic means are unavailable or delayed. Prudential Annuities reserves the right to limit, restrict or terminate telephonic, facsimile, Internet or any other electronic transaction privileges at any time.

INDEMNIFICATION

Insofar as indemnification for liabilities arising under 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

Litigation and Regulatory Matters

Prudential Annuities is subject to legal and regulatory actions in the ordinary course of our business. Pending legal and regulatory actions include proceedings specific to Prudential Annuities and proceedings generally applicable to business practices in the industry in which we operate. Prudential Annuities is subject to class action lawsuits and other litigation involving a variety of issues and allegations involving sales practices, claims payments and procedures, premium charges, policy servicing and breach of fiduciary duty to customers. Prudential Annuities is also subject to litigation arising out of its general business activities, such as its 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. In addition, Prudential Annuities, along with other participants in the businesses in which it engages, 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.

Prudential Annuities’ litigation and regulatory matters are subject to many uncertainties, and given their complexity and scope, their outcome cannot be predicted. In some of Prudential Annuities’ pending legal and regulatory actions, parties are seeking large and/or indeterminate amounts, including punitive or exemplary damages. It is possible that Prudential Annuities' results of operations or cash flow in a particular quarterly or annual period could be materially affected by an ultimate unfavorable resolution of pending litigation and regulatory matters depending, in part, upon the results of operations or cash flow for such period. In light of the unpredictability of Prudential Annuities’ litigation and regulatory matters, it is also possible that

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in certain cases an ultimate unfavorable resolution of one or more pending litigation or regulatory matters could have a material adverse effect on Prudential Annuities’ financial position. Management believes, however, that, based on information currently known to it, the ultimate outcome of all pending litigation and regulatory matters, after consideration of applicable reserves and rights to indemnification, is not likely to have a material adverse effect on: the Separate Account; the ability of PAD to perform its contract with the Separate Account; or Prudential Annuities' ability to meet its obligations under the Contracts.

CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION

The following are the contents of the Statement of Additional Information:

• Prudential Annuities Life Assurance Corporation

• General Information

• Annuitization

• Experts

• Principal Underwriter

• Payments Made to Promote Sale of Our Products

• Cyber Security Risks

• Determination of Accumulation Unit Values

• Financial Statements

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APPENDIX A – INTERIM VALUE OF INDEX STRATEGIES

Below is additional information regarding the Interim Value calculation.

The Interim Value for an Index Strategy is equal to the sum of (1) and (2), not to exceed (3), where:

(1) Is the fair value of the Index Strategy Base on the Valuation Day the Interim Value is calculated. It is determined as (A - B) multiplied by [(1 + C) divided by (1 + D)]^E, where:

A. The Index Strategy Base on the Valuation Day the Interim Value is calculated;

B. The fair value of the replicating portfolio of options under initial market conditions, with updated time to expiry;

C. The Market Value Index Rate on the Index Strategy Start Date;

D. The Market Value Index Rate on the Valuation Day the Interim Value is calculated; and

E. The total days remaining in the Index Strategy Term divided by 365.

(2) Is the fair value of the replicating portfolio of options

(3) Is the pro-rata portion of the potential Index Credit as determined by F plus (F multiplied by G multiplied by H), where:

F. The Index Strategy Base on the Valuation Day the Interim Value is calculated;

G. The Index Strategy rate for the Index Strategy;

a. If the Index Return is less than zero:

b. The Index Strategy rate for an Index Strategy with a 100% Buffer is 0.

c. The Index Strategy rate for all other strategies is equal to the minimum of [(Buffer multiplied by H) plus the Index Return] divided by H and zero.

d. If the Index Return is greater than or equal to zero:

e. The Index Strategy rate for a Point-to-Point with Cap Index Strategy is equal to the minimum of the Cap Rate and the Index Return.

f. The Index Strategy rate for a Tiered Participation Rate Index Strategy is equal to the (Tier 1 Participation Rate multiplied by the minimum of the Index Return and the Tier Level) plus (Tier 2 Participation Rate multiplied by the maximum of the Index Return minus the Tier Level) and zero.

g. The Index Strategy rate for a Step Rate Plus Index Strategy is equal to the maximum of the Step Rate and the Index Return multiplied by the Participation Rate.

H. Total days elapsed in the Index Strategy Term divided by total days in the Index Strategy Term.

When we calculate the Interim Value, we obtain market data for derivative pricing each business day from outside vendors. If these values are available and we are delayed in receiving these values, and cannot calculate a new Interim Value, we will use the prior business day’s Interim Value.

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APPENDIX B – IMPORTANT INFORMATION ABOUT THE INDICES

S&P 500®:

“The S&P 500 Index is a product of S&P Dow Jones Indices LLC (“SPDJI”), and has been licensed for use by Prudential Annuities Life Assurance Corporation.  Standard & Poor’s®, S&P® and S&P 500® are registered trademarks of Standard & Poor’s Financial Services LLC (“S&P”); Dow Jones® is a registered trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”); and these trademarks have been licensed for use by SPDJI and sublicensed for certain purposes by Prudential Annuities Life Assurance Corporation. Prudential FlexGuard are not sponsored, endorsed, sold or promoted by SPDJI, Dow Jones, S&P, any of their respective affiliates (collectively, “S&P Dow Jones Indices”).  S&P Dow Jones Indices makes no representation or warranty, express or implied, to the owners of the Prudential FlexGuard or any member of the public regarding the advisability of investing in securities generally or in Prudential FlexGuard particularly or the ability of the S&P 500 Index to track general market performance.  S&P Dow Jones Indices’ only relationship to Prudential Annuities Life Assurance Corporation with respect to the S&P 500 Index is the licensing of the Index and certain trademarks, service marks and/or trade names of S&P Dow Jones Indices or its licensors.  The S&P 500 Index is determined, composed and calculated by S&P Dow Jones Indices without regard to Prudential Annuities Life Assurance Corporation or the Prudential FlexGuard  S&P Dow Jones Indices have no obligation to take the needs of Prudential Annuities Life Assurance Corporation or the owners of Prudential FlexGuard into consideration in determining, composing or calculating the S&P 500 Index.  S&P Dow Jones Indices is not responsible for and has not participated in the determination of the prices, and amount of Prudential FlexGuard or the timing of the issuance or sale of Prudential FlexGuard or in the determination or calculation of the equation by which Prudential FlexGuard is to be converted into cash, surrendered or redeemed, as the case may be.  S&P Dow Jones Indices has no obligation or liability in connection with the administration, marketing or trading of Prudential FlexGuard. There is no assurance that investment products based on the S&P 500 Index will accurately track index performance or provide positive investment returns.  S&P Dow Jones Indices LLC is not an investment advisor.  Inclusion of a security within an index is not a recommendation by S&P Dow Jones Indices to buy, sell, or hold such security, nor is it considered to be investment advice.  Notwithstanding the foregoing, CME Group Inc. and its affiliates may independently issue and/or sponsor financial products unrelated to Prudential FlexGuard currently being issued by Prudential Annuities Life Assurance Corporation but which may be similar to and competitive with Prudential FlexGuard.  In addition, CME Group Inc. and its affiliates may trade financial products which are linked to the performance of the S&P 500 Index. 

S&P DOW JONES INDICES DOES NOT GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE COMPLETENESS OF THE S&P 500 INDEX OR ANY DATA RELATED THERETO OR ANY COMMUNICATION, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATION (INCLUDING ELECTRONIC COMMUNICATIONS) WITH RESPECT THERETO.  S&P DOW JONES INDICES SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN.  S&P DOW JONES INDICES MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED BY PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION, OWNERS OF THE PRUDENTIAL FLEXGUARD, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE S&P 500 INDEX OR WITH RESPECT TO ANY DATA RELATED THERETO.  WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P DOW JONES INDICES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE.  THERE ARE NO THIRD PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P DOW JONES INDICES AND PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION, OTHER THAN THE LICENSORS OF S&P DOW JONES INDICES.”

MSCI EAFE:

THE PRUDENTIAL FLEXGUARD IS NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY MSCI INC. ("MSCI"). ANY OF ITS AFFILIATES, ANY OF ITS INFORMATION PROVIDERS OR ANY OTHER THIRD PARTY INVOLVED IN, OR RELATED TO, COMPILING, COMPUTING OR CREA TING ANY MSCI INDEX (COLLECTIVELY, THE "MSCI PARTIES"). THE MSCI INDEXES ARE THE EXCLUSIVE PROPERTY OF MSCI. MSCI AND THE MSCI INDEX NAMES ARE SERVICE MARK(S) OF MSCI OR ITS AFFILIATES AND HAVE BEEN LICENSED FOR USE FOR CERTAIN PURPOSES BY PRUDENTIAL. NONE OF THE MSCI PARTIES MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, TO THE ISSUER OR OWNERS OF PRUDENTIAL FLEXGUARD OR ANY OTHER PERSON OR ENTITY REGARDING THE ADVISABILITY OF INVESTING GENERALLY OR PURCHASING PRUDENTIAL FLEXGUARD OR THE ABILITY OF ANY MSCI INDEX TO TRACK CORRESPONDING STOCK MARKET PERFORMANCE. MSCI OR ITS AFFILIATES ARE THE LICENSORS OF CERTAIN TRADEMARKS, SERVICE MARKS AND TRADE NAMES AND OF THE MSCI INDEXES WHICH ARE DETERMINED, COMPOSED AND CALCULATED BY MSCI WITHOUT REGARD TO PRUDENTIAL FLEXGUARD OR THE ISSUER OR OWNERS OF PRUDENTIAL FLEXGUARD OR ANY OTHER PERSON OR ENTITY. NONE OF THE MSCI PARTIES HAS ANY OBLIGATION TO TAKE THE NEEDS OF THE ISSUER OR OWNERS OF PRUDENTIAL FLEXGUARD OR ANY OTHER PERSON OR ENTITY INTO CONSIDERATION IN DETERMINING, COMPOSING OR CALCULATING THE MSCI INDEXES. NONE OF THE MSCI PARTIES IS RESPONSIBLE FOR OR HAS PARTICIPATED IN THE DETERMINATION OF THE TIMING OF, PRICES AT, OR QUANTITIES OF PRUDENTIAL FLEXGUARD TO BE ISSUED OR IN THE DETERMINATION OR CALCULATION OF THE EQUATION BY OR THE CONSIDERATION INTO WHlCH PRUDENTIAL FLEXGUARD IS REDEEMABLE. FURTHER, NONE OF THE MSCI PARTIES HAS ANY OBLIGATION OR LIABILITY TO THE ISSUER OR OWNERS OF PRUDENTIAL FLEXGUARD OR ANY OTHER PERSON OR ENTITY IN CONNECTION WITH THE ADMINISTRATION, MARKETING OR OFFERING OF THIS FUND.

ALTHOUGH MSCI SHALL OBTAIN INFORMATION FOR INCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCI INDEXES FROM SOURCES THAT MSCI CONSIDERS RELIABLE, NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THE ORIGINALlTY, ACCURACY AND/OR THE COMPLETENESS OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES

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ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER OF PRUDENTIAL FLEXGUARD , OWNERS OF THE FUND, OR ANY OTHER PERSON OR ENTITY, FROM THE USE OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES SHALL HAVE ANY LIABILlTY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, AND THE MSCI PARITES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILlTY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO EACH MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL ANY OF THE MSCI PARTIES HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR ANY OTHER DAMAGES (INCLUDING LOST PROFITS) EVEN IF NOTIFIED OF THE POSSIBILlTY OF SUCH DAMAGES. No purchaser, seller or holder of this product or any other person or entity, should use or refer to any MSCI trade name, trademark or service mark to sponsor, endorse, market or promote this product without first contacting MSCI to determine whether MSCl's permission is required. Under no circumstances may any person or entity claim any affiliation with MSCI without the prior written permission of MSCI.

Bloomberg Barclays U.S. Intermediate Credit Index:

BLOOMBERG® is a trademark and service mark of Bloomberg Finance L.P. BARCLAYS® is a trademark and service mark of Barclays Bank Plc, used under license. Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (“BISL”) (collectively, “Bloomberg”), or Bloomberg’s licensors own all proprietary rights in the Bloomberg Barclays U.S. Intermediate Credit Index. Neither Barclays Bank PLC, Barclays Capital Inc., nor any affiliate (collectively “Barclays”) nor Bloomberg

is the issuer or producer of Prudential FlexGuard and neither Bloomberg nor Barclays has any responsibilities, obligations or duties to owners of Prudential FlexGuard. The Bloomberg Barclays U.S. Intermediate Credit Index is licensed for use by Prudential as the Issuer of Prudential FlexGuard. The only relationship of Bloomberg and Barclays with the Issuer in respect of Bloomberg Barclays U.S. Intermediate Credit Index is the licensing of the Bloomberg Barclays U.S. Intermediate Credit Index, which is determined, composed and calculated by BISL, or any successor thereto, without regard to the Issuer or Prudential FlexGuard or the owners of Prudential FlexGuard.

Additionally, Prudential as the Issuer of Prudential FlexGuard may for itself execute transaction(s) with Barclays in or relating to the Bloomberg Barclays U.S. Intermediate Credit Index in connection with Prudential FlexGuard. Owners purchase Prudential FlexGuard from Prudential and owners neither acquire any interest in Bloomberg Barclays U.S. Intermediate Credit Index nor enter into any relationship of any kind whatsoever with Bloomberg or Barclays upon purchasing Prudential FlexGuard. Prudential FlexGuard is not sponsored, endorsed, sold or promoted by Bloomberg or Barclays. Neither Bloomberg nor Barclays makes any representation or warranty, express or implied, regarding the advisability of purchasing in Prudential FlexGuard or the advisability of investing generally or the ability of the Bloomberg Barclays U.S. Intermediate Credit Index to track corresponding or relative market performance. Neither Bloomberg nor Barclays has passed on the legality or suitability of Prudential FlexGuard with respect to any person or entity. Neither Bloomberg nor Barclays is responsible for or has participated in the determination of the timing of, prices at, or quantities of Prudential FlexGuard to be issued. Neither Bloomberg nor Barclays has any obligation to take the needs of the Issuer or the owners of Prudential FlexGuard or any other third party into consideration in determining, composing or calculating the Bloomberg Barclays U.S. Intermediate Credit Index. Neither Bloomberg nor Barclays has any obligation or liability in connection with administration, marketing or trading of Prudential FlexGuard.

The licensing agreement between Bloomberg and Barclays is solely for the benefit of Bloomberg and Barclays and not for the benefit of the owners of Prudential FlexGuard, investors or other third parties. In addition, the licensing agreement between Prudential and Bloomberg is solely for the benefit of Prudential and Bloomberg and not for the benefit of the owners of Prudential FlexGuard, investors or other third parties.

NEITHER BLOOMBERG NOR BARCLAYS SHALL HAVE ANY LIABILITY TO THE ISSUER, OWNERS OR OTHER THIRD PARTIES FOR THE QUALITY, ACCURACY AND/OR COMPLETENESS OF THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX OR ANY DATA INCLUDED THEREIN OR FOR INTERRUPTIONS IN THE DELIVERY OF THEBLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER, THE OWNERS OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX OR ANY DATA INCLUDED THEREIN. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY EXPRESS OR IMPLIED WARRANTIES, AND EACH HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX OR ANY DATA INCLUDED THEREIN. BLOOMBERG RESERVES THE RIGHT TO CHANGE THE METHODS OF CALCULATION OR PUBLICATION, OR TO CEASE THE CALCULATION OR PUBLICATION OF THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX, AND NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY MISCALCULATION OF OR ANY INCORRECT, DELAYED OR INTERRUPTED PUBLICATION WITH RESPECT TO THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX. NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY LOST PROFITS, EVEN IF ADVISED OF THE POSSIBLITY OF SUCH, RESULTING FROM THE USE OF THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX OR ANY DATA INCLUDED THEREIN OR WITH RESPECT TO PRUDENTIAL FLEXGUARD. None of the information supplied by Bloomberg or Barclays and used in this publication may be reproduced in any manner without the prior written permission of both Bloomberg and Barclays Capital, the investment banking division of Barclays Bank PLC. Barclays Bank PLC is registered in England No. 1026167, registered office 1 Churchill Place London E14 5HP.]

B-2

APPENDIX C – NET INVESTMENT FACTOR

The net investment factor for a Valuation Period is (a) divided by (b), less (c), where:

(a) is the net result of:

(1) the net asset value per share of the underlying mutual fund shares held by that Variable Subaccount at the end of the current Valuation Period plus the per share amount of any dividend or capital gain distribution declared and unpaid (accrued) by the underlying mutual fund, plus or minus

(2) any per share charge or credit during the current Valuation Period as a provision for taxes attributable to the operation or maintenance of that Variable Subaccount.

(b) is the net result of:

(1) the net asset value per share of the underlying mutual fund shares held by that Variable Subaccount at the end of the preceding Valuation Period plus the per share amount of any dividend or capital gain distribution declared and unpaid (accrued) by the underlying mutual fund, plus or minus

(2) any per share charge or credit during the preceding Valuation Period as a provision for taxes attributable to the operation or maintenance of the Variable Subaccount.

(c) is the Insurance Charge and any applicable charge assessed against a Variable Subaccount for any Rider attached to this Annuity corresponding to the portion of the 365 day year (366 for a leap year) that is in the current Valuation Period.

We value the assets in the Variable Subaccount(s) at their fair market value in accordance with accepted accounting practices and applicable laws and regulations. The net investment factor may be greater than, equal to, or less than one.

C-1

APPENDIX D – SPECIAL CONTRACT PROVISIONS FOR ANNUITIES ISSUED IN CERTAIN STATES

Certain features of your Annuity may be different than the features described earlier in this prospectus, if your Annuity is issued in certain states described below. Further variations may arise in connection with additional state reviews.

Jurisdiction	Special Provisions
California	Medically-Related Surrenders are not available.
Florida	Annuitization available after one year.
Massachusetts	The annuity rates we use to calculate annuity payments are available only on a gender-neutral basis under any Annuity Option. Medically-Related Surrenders are not available.
Montana	The annuity rates we use to calculate annuity payments are available only on a gender-neutral basis under any Annuity Option.

D-1

PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION

A Prudential Financial Company

One Corporate Drive, Shelton, CT 06484

PRUDENTIAL FLEXGUARD ^SM

Flexible Premium Deferred Index-Linked and Variable Annuity (“I SERIES”)

PROSPECTUS: MAY 18, 2020

This prospectus describes the I Series of a flexible premium deferred index-linked and variable annuity (“Annuity”) offered by Prudential Annuities Life Assurance Corporation (“Prudential Annuities”, “PALAC”, “we”, “our”, or “us”). The Annuity provides for the potential accumulation of retirement savings and retirement income through annuitization. The Annuity is intended for retirement or other long-term investment purposes. This prospectus describes all material rights and obligations of Annuity purchasers under the Annuity contracts. This prospectus is being provided for informational or educational purposes only and does not take into account the investment objectives or financial situation of any client(s) or prospective client(s). The information is not intended as investment advice and is not a recommendation about managing or investing your retirement savings. Clients seeking information regarding their particular investment needs should contact a Financial Professional. The Annuity described in this prospectus may be appropriate for investors who have hired an investment adviser to provide advice about using an annuity within a larger financial plan. The Annuity has different features and benefits that may be appropriate for you based on your financial situation, your age and how you intend to use the Annuity. Your investment adviser will assist in determining whether the Annuity and its features are appropriate for you. The Annuity or certain of its Index Strategies, Variable Investment Subaccounts and/or features may not be available in all states.

The I Series may be used as part of a fee-based financial plan with a registered investment adviser, however, we do not pay compensation for the sale of the I Series. Selling broker-dealer firms through which the Annuity is sold may decline to recommend to their customers certain features, Index Strategies and Variable Investment Subaccounts offered generally under the Annuity or may impose restrictions (e.g., a lower maximum issue age for certain Annuity). Selling broker-dealer firms may not make available or may not recommend the I Series of the Annuity and/or benefits described in this prospectus. Please speak to your Financial Professional for further details.

We hold the assets for each Variable Investment Subaccount in a corresponding Subaccount of PALAC Separate Account B. Each Subaccount, in turn, invests in one of the following Portfolios:

MFS® International Growth Portfolio – Initial Class

MFS® Total Return Bond Series – Initial Class

MFS® Total Return Series – Initial Class

MFS® Value Series – Initial Class

PSF Government Money Market Portfolio – Class I

We hold the assets for each Index Strategy in a non-insulated, non-unitized separate account we have established to support our obligations with respect to the Index Strategies.

The Index Strategies currently available are:

Point-to-Point with Cap Index Strategy	Step Rate Plus Index Strategy	Tiered Participation Rate Index Strategy
1-year S&P 500®, 10% Buffer 1-year MSCI EAFE, 10% Buffer 1-year S&P 500®, 100% Buffer 3-year S&P 500®, 10% Buffer 3-year MSCI EAFE, 10% Buffer 3-year S&P 500®, 20% Buffer 3-year MSCI EAFE, 20% Buffer 6-year S&P 500®, 20% Buffer 6-year MSCI EAFE, 20% Buffer	1-year S&P 500®, 5% Buffer 1-year MSCI EAFE, 5% Buffer	6-year S&P 500®, 10% Buffer 6-year MSCI EAFE, 10% Buffer

The guarantees provided by the Annuity contracts and payments PALAC makes under the Annuity contracts are the obligations of, and subject to the creditworthiness and claims paying ability of, PALAC. Certain terms are capitalized in this prospectus. Those terms are defined either in the Special Terms section or in the context of the particular section.

Flexible premium deferred index-linked and variable annuity contracts are complex insurance and investment vehicles. There is a risk of substantial loss of your principal. The risk of loss may be greater in the case of an early withdrawal due to any charges and adjustments applied to such withdrawals. These charges and adjustments may result in loss even when the value of an Index has increased. Refer to

RILAIPROS

the Risk Factors section beginning on page 11 of this prospectus for more information. Investors should speak with a Financial Professional about the Annuity’s features, benefits, risks and fees, and whether the Annuity is appropriate for the investor based upon his or her financial situation and objectives.

IMPORTANT INFORMATION

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual shareholder reports for Portfolios available under your Annuity will no longer be sent by mail, unless you specifically request paper copies of the reports from us. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from us electronically anytime at our website www.prudential.com. You may elect to receive all future shareholder reports in paper free of charge by calling 1-888-778-2888. Your election to receive reports in paper will apply to all Portfolios available under your contract.

PLEASE READ THIS PROSPECTUS

This prospectus sets forth information about the Annuity that you should know before investing. Please read this prospectus and keep it for future reference. If you are purchasing the Annuity as a replacement for an existing variable annuity, variable life insurance policy, fixed annuity or fixed life insurance policy, you should consider any surrender or penalty charges you may incur and any benefits you may also be forfeiting when replacing your existing coverage. You should consider your need to access the Annuity’s Account Value and whether the Annuity’s liquidity features will satisfy that need. Please note that if you purchase the Annuity within a tax advantaged retirement plan, such as an IRA, SEP-IRA or Roth IRA, you will get no additional tax advantage through the Annuity itself. Because there is no additional tax advantage when an Annuity is purchased through one of these plans, the reasons for purchasing the Annuity inside a qualified plan are limited to the ability to allocate to the various Index Strategies and Variable Investment Subaccounts, and the opportunity to annuitize the contract, which might make the Annuity an appropriate investment for you. You should consult your tax and Financial Professional regarding such features and benefits prior to purchasing the Annuity for use with a tax-qualified plan.

For currently available Index Strategies, please refer to our website at www.prudential.com.

OTHER CONTRACTS

We offer a variety of annuity contracts. They may offer features, including investment options, and have fees and charges, that are different from the Annuity offered by this prospectus. Not every annuity contract we issue is offered through every selling broker-dealer firm. Upon request, your Financial Professional can show you information regarding other PALAC annuity contracts that he or she sells. You can also contact us to find out more about the availability of any of the PALAC annuity contracts. You should work with your Financial Professional to decide whether the Annuity contract is appropriate for you based on a thorough analysis of your particular needs, financial objectives, investment goals, time horizons and risk tolerance.

AVAILABLE INFORMATION

We have also filed a Statement of Additional Information dated the same date as this prospectus that is available from us, without charge, upon your request. The contents of the Statement of Additional Information are described at the end of this prospectus – see Table of Contents. The Statement of Additional Information is incorporated by reference into this prospectus. This prospectus is part of the registration statement we filed with the SEC regarding this offering. Additional information on us and this offering is available in the registration statement and the exhibits thereto. You may review and obtain copies of these materials at no cost to you by contacting us. These documents, as well as documents incorporated by reference, which means it is legally part of this prospectus may also be obtained through the SEC’s Internet Website (www.sec.gov) for this registration statement as well as for other registrants that file electronically with the SEC. Please see “How to Contact Us” later in this prospectus for our Service Office address.

In compliance with U.S. law, PALAC delivers this prospectus to current Owners that reside outside of the United States. However, we may not market or offer benefits, features or enhancements to prospective or current Owners while outside of the United States.

The Annuity is NOT a deposit or obligation of, or issued, guaranteed or endorsed by, any bank, and is NOT insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation (FDIC), the Federal Reserve Board or any other agency. An investment in an annuity involves investment risks, including possible loss of value, even with respect to amounts allocated to the PSF Government Money Market Subaccount.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

PRUDENTIAL, PRUDENTIAL FINANCIAL, PRUDENTIAL ANNUITIES AND THE ROCK LOGO ARE SERVICEMARKS OF THE PRUDENTIAL INSURANCE COMPANY OF AMERICA AND ITS AFFILIATES. OTHER PROPRIETARY PRUDENTIAL MARKS MAY BE DESIGNATED AS SUCH THROUGH USE OF THE ^SM OR ^® SYMBOLS.

FOR FURTHER INFORMATION CALL: 1-888-PRU-2888 OR GO TO OUR WEBSITE AT
WWW.PRUDENTIAL.COM

Prospectus dated: May 18, 2020 Statement of Additional Information dated: May 18, 2020

TABLE OF CONTENTS

SPECIAL TERMS	1
SUMMARY	4
Summary of Fees and Expenses	7
Expense Examples	9
Condensed Financial Information	10
RISK FACTORS	11
INDEX STRATEGIES	13
Indices	13
Buffers	13
Point-to-Point with Cap Index Strategy	14
Step Rate Plus Index Strategy	15
Tiered Participation Rate Index Strategy	15
VARIABLE INVESTMENT SUBACCOUNTS	17
INFORMATION ABOUT THE INSURANCE COMPANY AND SEPARATE ACCOUNTS	18
Prudential Annuities Life Assurance Corporation	18
Incorporation of Certain Documents by Reference	18
Financial Statements	18
The Separate Accounts	18
FEES, CHARGES AND DEDUCTIONS	20
Tax Charge	20
Insurance Charge	20
Fees and Expenses Incurred by the Portfolios	20
Annuity Payment Option Charges	20
Exceptions/Reductions to Fees and Charges	21
Fees Associated with Fee-Based Financial Plans or Investment Advisory Services	21
VALUING YOUR INVESTMENT AND INTERIM VALUE OF INDEX STRATEGIES	22
Processing and Valuing Transactions	22
Valuing the Subaccounts	22
Interim Value of Index Strategies	22
PURCHASING YOUR ANNUITY	27
Designation of Owner, Annuitant, and Beneficiary	27
Age Restrictions	27
Requirements for Purchasing the Annuity	27
Allocation of Purchase Payments	28
Holding Account	28
Rate Hold	29
Additional Purchase Payments	29
Right to Cancel	29
Speculative Investing	30
MANAGING YOUR ANNUITY	32
Change of Owner, Annuitant and Beneficiary Designations	32
Spousal Designations	32
Contingent Annuitant	33
Joint Annuitant	33
MANAGING YOUR ACCOUNT VALUE	34
Reallocations/Transfer Guidelines	34
Restrictions on Transfers Between Variable Investment Subaccounts	34
Financial Professional Permission to Forward Transaction Instructions	36

i

Authorization of a Third-Party Investment Advisor to Manage My Account	36
ACCESS TO ACCOUNT VALUE	37
Types of Distributions Available to You	37
Partial Withdrawals and Interim Value of Index Strategies	37
Tax Implications for Distributions from Non-Qualified Annuity	37
Systematic Withdrawals from My Annuity During the Accumulation Period	37
Systematic Withdrawals under Sections 72(t)/72(q) of the Internal Revenue Code	38
Required Minimum Distributions	38
SURRENDERS	40
Surrender Value	40
ANNUITY OPTIONS	41
DEATH BENEFITS	43
Triggers for Payment of the Death Benefit	43
Return of Purchase Payments Death Benefit	43
Exceptions to the Return of Purchase Payment Amount	44
Spousal Continuation of Annuity	44
Payment of Death Benefits	44
TAX CONSIDERATIONS	47
Non-Qualified Annuity	47
Qualified Annuity	50
Additional Considerations	55
ADDITIONAL INFORMATION	57
Reserved Rights	57
Service Providers	57
Cyber Security Risks	58
What is the Legal Structure of the Portfolio?	58
Fees and Payments Received by Prudential Annuities	59
Who Distributes Annuity Offered by Prudential Annuities	59
How Will I Receive Statements and Reports?	61
How to Contact Us	61
Indemnification	62
Legal Proceedings	62
Contents of the Statement of Additional Information	62
APPENDIX A - INTERIM VALUE OF INDEX STRATEGIES	A-1
APPENDIX B - IMPORTANT INFORMATION ABOUT INDICES	B-1
APPENDIX C - NET INVESTMENT FACTOR	C-1
APPENDIX D - SPECIAL CONTRACT PROVISIONS FOR ANNUITIES ISSUED IN CERTAIN STATES	D-1

ii

SPECIAL TERMS

We set forth here definitions of some of the key terms used throughout this prospectus. In addition to the definitions here, we also define certain terms in the section of the prospectus that uses such terms.

Account Value: The Interim Value for each Index Strategy plus the total value of any allocations in the Variable Investment Subaccounts on any Valuation Day other than the Index Strategy Start Date and Index Strategy End Date. The Interim Value does not apply to an Index Strategy on the Index Strategy Start Date and the Index Strategy End Date. On an Index Strategy Start Date, the Index Strategy Base applicable to that Index Strategy would be used instead of the Interim Value. On an Index Strategy End Date, the Index Strategy Base plus the Index Credit applicable to that Index Strategy would be used instead of the Interim Value.

Accumulation Period: The period of time from the Issue Date through the last Valuation Day immediately preceding the Annuity Date.

Allocation Option: A Variable Investment Subaccount, Index Strategy or other option we make available as of any given time to which Account Value may be allocated.

Annuitant/Joint Annuitant: The natural person upon whose life annuity payments made to the Owner are based.

Annuitization: The process by which you direct us to apply the Account Value to one of the available annuity options to begin making periodic payments to the Owner.

Annuity Date: The date on which we apply your Account Value to the applicable annuity option and begin the Payout Period. As discussed in the “Annuity Options” section, there is a date by which you must begin receiving annuity payments, which we call the “Maximum Annuity Date.”

Annuity Year: The twelve-month period beginning on the Issue Date and continuing through and including the day immediately preceding the first anniversary of the Issue Date. Subsequent Annuity Years begin on the anniversary of the Issue Date and continue through and include the day immediately preceding the next anniversary of the Issue Date.

Beneficiary(ies): The natural person(s) or entity(ies) designated as the recipient(s) of the Death Benefit or to whom any remaining period certain payments may be paid in accordance with the “Annuity Payout Options” section of the Annuity.

Beneficiary Annuity: An Annuity purchased by a Beneficiary with the Beneficiary’s share of an account owned by a decedent to continue receiving the distributions that are required by the tax laws.

Buffer: The amount of protected negative Index Return applied to the Account Value allocated to an Index Strategy at the end of an Index Strategy Term. Any negative Index Return in excess of the Buffer reduces the Account Value.

Cap Rate: The maximum rate that may be credited to the Point-to-Point with Cap Index Strategy for any given Index Strategy Term. A different Cap Rate may be declared for different Indices, Buffers , and different Index Strategy Terms.

Code: The Internal Revenue Code of 1986, as amended from time to time and the regulations promulgated thereunder.

Contingent Annuitant: The natural person named to become the Annuitant upon the death of Annuitant prior to the Annuity Date.

Due Proof of Death: Due Proof of Death is satisfied when we receive all of the following in Good Order: (a) a death certificate or similar documentation acceptable to us; (b) all representations we require or which are mandated by applicable law or regulation in relation to the death claim and the payment of death proceeds (representations may include, but are not limited to, trust or estate paperwork (if needed); consent forms (if applicable); and claims forms from at least one beneficiary); and (c) any applicable election of the method of payment of the death benefit, if not previously elected by the Owner, by at least one Beneficiary.

Free Look: The right to examine your Annuity, during a limited period of time, to decide if you want to keep it or cancel it. The length of this time period, and the amount of refund, depends on applicable law and thus may vary by state. In addition, there is a different Free Look period that applies if your Annuity was sold to you as a replacement of a life insurance policy or another annuity contract. In your Annuity contract, your Free Look right is referred to as your “Right to Cancel.”

Good Order: Good Order is the standard that we apply when we determine whether an instruction is satisfactory. An instruction will be considered in Good Order if it is received at our Service Office: (a) in a manner that is satisfactory to us such that it is sufficiently complete and clear that we do not need to exercise any discretion to follow such instruction and complies with all relevant laws and regulations; (b) on specific forms, or by other means we then permit (such as via telephone or electronic submission); and/or (c) with any signatures and dates as we may require. We will notify you if an instruction is not in Good Order.

Holding Account: A Variable Investment Subaccount we make available and designate as such. The Holding Account is used for the first 30 days of the contract to hold any Purchase Payments that are to be allocated to an Index Strategy should you elect to delay the initial Index Strategy Start Date. The Holding Account will also be used for additional Purchase Payments received between Index Anniversaries so long as you provided no other instructions for the Purchase Payment in any other available Variable Investment Subaccount.

Index (Indices): The underlying Index associated with an Index Strategy and used to determine the Index Return in determining the Index Credit. You do not directly participate in an Index.

1

Index Anniversary Date: The same day, each calendar year, as the day of the initial allocation to an Index Strategy (Index Effective Date). You may allocate available Account Value to a new Index Strategy(ies) or to the Variable Subaccounts or other options we make available on this date. You may allocate available Account Value to the same Index Strategy(ies) on this date once the Index Strategy(ies) has reached the Index Strategy End Date.

Index Credit: The amount you receive on an Index Strategy End Date based on the Index Return and the Index Strategy. The Index Credit can be negative, meaning you can lose principal and prior earnings.

Index Effective Date: The first day of the first Index Strategy allocation.

Index Return: The percentage change in the Index Value from the Index Strategy Start Date to the Index Strategy End Date, which is used to determine the Index Credit for an Index Strategy. An Index Return is calculated by taking the Index Value on the Index Strategy End Date, minus the Index Value on the Index Strategy Start Date, and then dividing the result by the Index Value on the Index Strategy Start Date.

Index Strategy(ies): Any index linked Allocation Option we make available in the Annuity for crediting interest based on the underlying Index associated with the Index Strategy, Buffer, and Index Strategy Term. We may offer other Index Strategies from time to time, subject to our rules.

Index Strategy Base: The amount of Account Value allocated to an Index Strategy on an Index Strategy Start Date. The Index Strategy Base is used in the calculation of any Index Credit and in the calculation of the Interim Value. The Index Strategy Base is reduced for any transfers or withdrawals that occur between an Index Strategy Start Date and Index Strategy End Date in the same proportion that the total withdrawal or transfer amount reduced the Interim Value.

Index Strategy End Date: The last day of an Index Strategy Term. This is the day any applicable Index Credit would be credited to the Index Strategy.

Index Strategy Start Date: The first day of an Index Strategy Term.

Index Strategy Term: The time period allocated to each Index Strategy. The term begins on the Index Strategy Start Date and ends on the Index Strategy End Date.

Index Value: The value of the Index that is published by the Index provider at the close of each day that the Index is calculated. If an Index Value is not published for a particular Valuation Day, the closing Index Value of the next published Valuation Day will be used.

Interim Value: The value of an Index Strategy on any Valuation Day during an Index Strategy Term other than the Index Strategy Start Date and Index Strategy End Date. It is a calculated value (as described in the Interim Value section) and is used when a withdrawal, death benefit payment, transfer, annuitization, or surrender occurs between an Index Strategy Start Date and Index Strategy End Date. During an Index Strategy Term, the Interim Value is included in the Account Value and Surrender Value.

Issue Date: The effective date of your Annity.

Key Life: Under the Beneficiary Annuity, the person whose life expectancy is used to determine the required distributions.

Maximum Annuity Date: The Maximum Annuity Date is equal to the first day of the calendar month following the oldest of the Owner(s)’ and Annuitant(s)’ 95^th birthday. You may not reallocate to an Index Strategy where the Index Strategy End Date is after your Maximum Annuity Date.

Owner: The Owner is either an eligible entity or person named as having ownership rights in relation to the Annuity.

Payout Period: The period starting on the Annuity Date and during which annuity payments are made.

Participation Rate: The percentage of any Index increase that will be used in calculating the Index Credit at the end of an Index Strategy Term for applicable Index Strategies. A different Participation Rate may be declared for different Index Strategies, Indices and Buffers.

Portfolio: An underlying mutual fund, or series thereof, in which a Subaccount of the Separate Account invests. A Portfolio also may be referred to in the prospectus as an Underlying Portfolio.

Purchase Payment: A cash consideration in currency of the United States of America given to us in exchange for the rights, privileges, and benefits of the Annuity. We will deduct any fees, charges or Tax Charges prior to allocation to the Allocation Options you select or the Holding Account for Purchase Payments received between Index Anniversary Dates.

Separate Accounts: Refers to PALAC Separate Account B and the Index Strategies Separate Account, which hold assets associated with the Annuity issued by PALAC. Separate Account B assets held in support of the Variable Investment Subaccounts and are kept separate from all of our other assets and may not be charged with liabilities arising out of any other business we may conduct, while the assets in the Index Strategies Separate Account are not insulated from the creditors of PALAC.

Service Office: The place to which all requests and payments regarding the Annuity are to be sent. We may change the address of the Service Office at any time and will notify you in advance of any such change of address. Please see “How to Contact Us” later in this prospectus for the Service Office address.

2

Step Rate: The Step Rate is the declared rate that may be credited to amounts allocated to the applicable Index Strategies for any given Index Strategy Term if the Index Return is between zero and the declared Step Rate. A different Step Rate may be declared for different Indices and Buffers.

Surrender Value: The Account Value less any applicable Tax Charges, and any other applicable charges assessable as a deduction from the Account Value.

Tier Level: The declared Index Return that is used to determine which Participation Rate tier applies in the calculation of Index Credit in the Tiered Participation Rate Index Strategy.

Unit: A share of participation in a Variable Investment Subaccount used to calculate your Account Value prior to the Annuity Date.

Unit Price: The value of each Unit of a Variable Investment Subaccount on a Valuation Day.

Valuation Day: Every day the New York Stock Exchange is open for trading or any other day the Securities and Exchange Commission requires mutual funds or unit investment trusts to be valued, and an Index Strategy Index Value is published, not including any day: (1) trading on the NYSE is restricted; (2) an emergency, as determined by the SEC, exists making redemption or valuation of securities held in the Separate Account impractical; or (3) the SEC, by order, permits the suspension or postponement for the protection of security holders.

Variable Investment Subaccount: A division of the Variable Separate Account. A Variable Investment Subaccount also may be referred to in this prospectus and the Annuity as a Variable Subaccount or Subaccount.

3

SUMMARY

This Summary describes key features of the Annuity offered in this prospectus. It is intended to give you an overview, and to point you to sections of the prospectus that provide greater detail. You should not rely on the Summary alone for all the information you need to know before purchasing an Annuity. You should read the entire prospectus for a complete description of the Annuity. Your Financial Professional can also help you if you have questions.

The Annuity: The Prudential FlexGuard index-linked and variable annuity contract issued by PALAC is a contract between you, the Owner, and Prudential Annuities Life Assurance Corporation, an insurance company. It is designed for retirement purposes, or other long-term investing, to help you save money for retirement, on a tax deferred basis, and provide income during your retirement. Although this prospectus describes key features of the Annuity contract, the prospectus is a distinct document, and is not part of the contract.

The Annuity offers various Variable Investment Subaccounts and Index Strategy Allocation Options.

Variable Investment Subaccounts. Each Variable Subaccount invests in a Portfolio whose share price generally fluctuates each day. The Variable Investment Subaccounts do not provide any level of protection against negative returns. You are at risk of losing principal and any earnings if you allocate funds to the Variable Investment Subaccounts, which could result in a significant amount of loss. The assets that are held in support of the Variable Subaccounts are kept separate from all our other assets and may not be chargeable with liabilities arising out of any other business we may conduct.

Index Strategies. The Index Strategies provide an Index Credit based on the Index Return of the underlying Index associated with the Index Strategy. The Index Strategies provide a level of protection against negative Index Returns; however, negative Index Returns in excess of the Buffer will result in a loss of principal and any prior earnings, which could also result in a significant amount of loss. Assets supporting the Index Strategies are held in a non-insulated, non-registered separate account and are subject to the claims of the creditors of PALAC and the benefits provided are subject to the claims paying ability of PALAC.

With the help of your Financial Professional, you choose how to allocate your money within your Annuity (subject to certain restrictions; see “Index Strategies” and “Variable Investment Subaccounts”). Investing in Index Strategies and Variable Investment Subaccounts involves risk and you can lose your money. On the other hand, investing in the Annuity can provide you with the opportunity to grow your money through participation in Index Strategies and Variable Investment Subaccounts.

GENERALLY SPEAKING, INDEX-LINKED AND VARIABLE ANNUITIES ARE INVESTMENTS DESIGNED TO BE HELD FOR THE LONG TERM. WORKING WITH YOUR FINANCIAL PROFESSIONAL, YOU SHOULD CAREFULLY CONSIDER WHETHER AN INDEXED-LINKED AND VARIABLE ANNUITY IS APPROPRIATE FOR YOU GIVEN YOUR LIFE EXPECTANCY, NEED FOR INCOME, AND OTHER PERTINENT FACTORS.

You and your Financial Professional may want to discuss and consider the following factors when deciding whether the Annuity is appropriate for your individual needs: your age; the amount of your initial Purchase Payment and any planned future Purchase Payments into the Annuity; how long you intend to hold the Annuity (also referred to as “investment time horizon”); your desire to make withdrawals from the Annuity and the timing of those withdrawals; your investment objectives; and your desire to minimize costs and/or maximize returns associated with the Annuity.

Risks: Index-linked and variable annuity contracts are complex insurance and investment vehicles. There is a risk of substantial loss of your principal. The risk of loss can be greater in the case of an early withdrawal due to any surrender charges and the Interim Value associated with such withdrawals. Please see “Risk Factors” for additional information.

Purchase: In order to purchase an Annuity, you must be no older than age 85. Also, we require a minimum initial Purchase Payment of $25,000. See your Financial Professional to complete an application.

The Maximum Age for Initial Purchase applies to the oldest Owner as of the day we would issue the Annuity. If the Annuity is to be owned by an entity, the maximum age applies to the oldest Annuitant as of the day we would issue the Annuity. For an Annuity purchased as a Beneficiary Annuity, the maximum issue age is 85 and applies to the Key Life.

After you purchase your Annuity, you will have a limited period of time during which you may cancel (or “Free Look”) the purchase of your Annuity. Your request for a Free Look must be received in Good Order within the applicable time period.

You may allocate your initial Purchase Payment to the Index Strategies and/or the Variable Investment Subaccounts. Please see “Purchasing Your Annuity” for additional information.

Index Strategies: The Annuity offers multiple Index Strategies which provide an Index Credit based on the Index Return of the Index associated with the Index Strategy. The Index Credit is the amount credited on an Index Strategy End Date based on the Index Return and the type of Index Strategy. The Index Credit may be positive or negative, which means you can lose principal and prior earnings. You may allocate all or a portion of your Purchase Payments into one or more Index Strategies. We currently offer the following Index Strategies: Point-to-Point with Cap, Tiered Participation Rate and Step Rate Plus.

The Point-to-Point with Cap Index Strategy provides an Index Credit equal to the Index Return up to a Cap.

• If the Index Return is positive and equal to or greater than the Cap Rate, then the Index Credit is equal to the Cap Rate. If the Index Return is positive, but less than the Cap Rate, the Index Credit is equal to the Index Return.

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• If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

• Offers the greatest level of protection with the most options for term lengths, but limited upside potential.

The Tiered Participation Rate Index Strategy provides an Index Credit equal to the Index Return multiplied by one or two Participation Rates.

• If the Index Return is between zero and the declared Tier Level, then the Index Credit is equal to the Index Return multiplied by the Participation Rate for the 1 ^st tier. If the Index Return is greater than or equal to the declared Tier Level, the Index Credit is the sum of the Tier Level Index Return multiplied by the Participation Rate for the 1 ^st tier and the remaining Index Return multiplied by the Participation Rate for the 2 ^nd tier.

• If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

• Offers an upside potential with no maximum or limitations, but only available in longer term lengths.

The Step Rate Plus Index Strategy provides an Index Credit equal to the greater of the Index Return multiplied by a Participation Rate or the Step Rate.

• If the Index Return is between zero (including zero) and the declared Step Rate, then the Index Credit is equal to the Step Rate. If the Index Return is greater than the Step Rate, the Index Credit is equal to the greater of the Index Return multiplied by the Participation Rate or the Step Rate.

• If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

• Offers the smallest level of protection, but no maximum on the upside potential. Available only in shorter term lengths.

Not all Index Strategies will be available with all Indices, in all available Index Strategy Terms, and in all available Buffers. As a result of economic market conditions, or utilization of the Index Strategies, we reserve the right to add and remove Index Strategies at any time. For currently available Index Strategies, please refer to our website at www.prudential.com . New Cap Rates will be set for Index Strategy Terms upon Index Anniversary Dates. These Cap Rates will be set based upon the current interest rate and market environment. New Buffers may be offered as new Index Strategy Options. We currently offer one-year, three-year and six-year Index Strategy Terms. We currently offer Index Strategies based on the S&P 500 Index and the MSCI EAFE Index. The Annuity offers Index Strategies with 5%, 10%, 20%, and 100% Buffers. The Buffer is the amount of protected negative return. Any loss beyond the Buffer level reduces the Account Value allocated to the Index Strategy. Please see “Index Strategies” for more information.

Indices: We reserve the right to add and remove an Index at any time. If an Index is discontinued or changed in a manner that results in a material change in the formula or method of calculating the Index, we reserve the right to substitute it with an alternative Index and will notify you of any such substitution. Upon substitution of an Index, we will calculate your Index Return on the replaced Index up until the date of substitution and the substitute Index from the date of substitution to the Index Strategy End Date. An Index substitution will not change your Index Strategy. A substitution of an Index between the Index Strategy Start Date and Index Strategy End Date may impact the calculation of your Index Credit on the Index Strategy End Date. When we notify you of any substitution of an Index, we will also inform you of the potential impacts to your Index Credit. You may transfer your allocation in the impacted Index Strategy, at Interim Value, to the Variable Investment Subaccounts, where you may then use the funds to start a new Index Strategy on the next Index Anniversary Date.

Variable Investment Subaccounts: You may allocate to a variety of Variable Investment Subaccounts. The Portfolio in which each Variable Investment Subaccount invests is described in its own summary prospectus, which you should read before selecting your Variable Investment Subaccounts. You can obtain the summary prospectuses and prospectuses for the Portfolios by calling 1-888-PRU-2888 or at www.prudential.com. There is no assurance that any Variable Investment Subaccount will meet its investment objective. Please see “Variable Investment Subaccounts” for more information.

Interim Value: If you take a withdrawal (including partial withdrawals, systematic withdrawals and full surrenders), transfer out of, annuitize, or we pay a death claim between an Index Strategy Start Date and Index Strategy End Date, we will use an Interim Value to determine the fair market value of each Index Strategy at the time of the transaction. The Interim Value is also used to determine how much the Index Strategy Base will be reduced after a transfer or withdrawal. If you withdraw Account Value allocated to an Index Strategy, the withdrawal will cause an immediate reduction to your Index Strategy Base in a proportion equal to the reduction in your Interim Value. A proportional reduction could be larger than the dollar amount of your withdrawal. Reductions to your Index Strategy Base will negatively impact your Interim Value for the remainder of the Index Strategy Term and will result in a lower Index Credit on the Index Strategy End Date. Once your Index Strategy Base is reduced due to a withdrawal during any Index Strategy Term, it will not increase for the remainder of the Index Strategy Term.

The Interim Value is designed to represent the fair value of the Index Strategy on each Valuation Day, taking into account the potential gain or loss of the applicable Index at the end of the Index Strategy Term. The Interim Value reflects the change in fair value due to economic factors of the investment instruments (including derivatives) supporting the Index Strategies. This will also be compared to the potential Index Credit based upon the portion of time the customer has been invested in the Index Strategy (pro-rata). The Interim Value utilizes the lesser of this fair market value calculation and the pro-rata calculation. The Interim Value may result in a loss even if the Index Value at the time the Interim Value is calculated is higher than the Index Value on the Index Strategy Start Date. See “Interim Value” and “Access to Account Value” for more information.

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Access To Your Money: You can receive access to your money by taking withdrawals or electing annuity payments. Please note that withdrawals may be subject to tax. Withdrawals taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. Please see “Interim Value” for more information. In addition, any time a partial withdrawal occurs before the Index Strategy End Date, the Index Strategy Base will be reduced in the same proportion that the total withdrawal reduced the Interim Value. Please see “Access to Account Value” for more information.

You may elect to receive income through fixed annuity payments over your lifetime, also called “Annuitization”. If you elect to receive annuity payments, you convert your Account Value into a stream of future payments. This means in most cases you no longer have an Account Value and therefore cannot make withdrawals. We offer different types of annuity options to meet your needs. Please see “Annuity Options” for more information.

You may transfer Account Value between Variable Investment Subaccounts or from Index Strategies to Variable Investment Subaccounts at any time. On each Index Anniversary Date, you may reallocate Account Value allocated to Variable Investment Subaccounts and any Index Strategy(ies) that has reached an Index Strategy End Date into any available Index Strategy. There is no charge for such transfers. Please see “Managing Your Account Value” for more information. You must provide instructions for reallocation at least 2 days prior to the Index Anniversary Date. Failure to provide timely instructions may result in amounts being transferred into the Holding Account, which is allocated to the PSF Government Money Market Portfolio and could remain in that Account for up to a year until your next Index Anniversary Date.

Death Benefits: You may name a Beneficiary to receive the proceeds of your Annuity upon your death. Your death benefit must be distributed within the time period required by the tax laws. The Death Benefit is the Return of Purchase Payments Death Benefit. Please see “Death Benefits” for more information.

Fees and Charges: The Annuity is subject to certain fees and charges, as discussed in the “Summary of Contract Fees and Charges” table in this prospectus. In addition, there are fees and expenses of the Portfolios of the Variable Investment Subaccounts. While no fees or charges are deducted from the amounts held in the Index Strategies, the available Cap Rates, Participation Rates, Tier Levels, and Step Rates reflect the expenses related to the Index Strategies.

What does it mean that my Annuity is “tax deferred”? The Annuity is “tax deferred”, meaning you pay no taxes on any earnings from your Annuity until you withdraw the money. You may also transfer among the Index Strategies and the Variable Investment Subaccounts without paying a tax at the time of the transfer. When you take your money out of the Annuity, however, you will be taxed on the earnings at ordinary income tax rates. If you withdraw money before you reach age 59 ¹ / ₂ , you also may be subject to a 10% federal tax penalty.

Please note that if you purchase the Annuity within a tax advantaged retirement plan, such as an IRA, SEP-IRA, Roth IRA, you will get no additional tax advantage through the Annuity itself. Because there is no additional tax advantage when an index-linked and variable annuity is purchased through one of these plans, the reasons for purchasing the Annuity inside a tax-qualified plan are limited to the ability to allocate to the various Index Strategies and Variable Investment Subaccounts, and the opportunity to annuitize the contract, which might make the Annuity an appropriate investment for you. You should consult your tax and Financial Professional regarding such features and benefits prior to purchasing the Annuity for use with a tax-qualified plan.

Other Information: Please see “Information About the Insurance Company and Separate Accounts” and “Additional Information” for more information about the Annuity, including legal information about PALAC, Separate Account B and the Index Strategies Separate Account.

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Summary of Fees and Expenses

The following tables describe the fees and expenses that you will pay when buying, owning and surrendering the Annuity. Important additional information about these fees and expenses is contained in “Fees, Charges and Deductions” later in this prospectus.

Tax Charge: 0% - 3.5%

The Tax Charge is designed to approximate the taxes that we are required to pay and is assessed as a percentage of Purchase Payments, Surrender Value, or Account Value as applicable. The Tax Charge currently ranges up to 3.5%. These taxes apply only in certain states.

The following table describes the periodic fees and charges you will pay when you allocate to the Variable Investment Subaccounts, not including the underlying Portfolio fees and expenses.

ANNUALIZED INSURANCE FEES/CHARGES  (as a percentage of the net assets of the Variable Subaccounts)
	I SERIES
Mortality & Expense Risk Charges1
Level 1: Purchase Payments Less than $1,000,000	0.35%
Level 2: Purchase Payments $1,000,000 and more	0.25%
Administration Charge	0.15%
Total Annualized Insurance Fees and Charges2	0.50%

¹ Any transactions that impact Purchase Payments and cause a change in the applicable Insurance Charge level will cause that change in level on the Valuation Day(s) on which the transactions occur.

² The Insurance Charge is a combination of the Mortality & Expense Risk Charge and the Administration Charge. The Total Annualized Fees and Charges shown above is based on the Mortality & Expense Risk Charge for Level 1. If Purchase Payments were in a different level at any time during an Annuity Year, the total would be lower.

The following table provides the range (minimum and maximum) of the total operating expenses charged by the Portfolios before any contractual waivers and expense reimbursements. Each figure is stated as a percentage of the Portfolio's average daily net assets.

TOTAL ANNUAL UNDERLYING PORTFOLIO OPERATING EXPENSES
	MINIMUM	MAXIMUM
Total Annual Underlying Portfolio Operating Expenses (expenses that are deducted from Portfolio assets, including management fees, and other expenses)	0.35%	1.05%*

*These expenses do not include the impact of any applicable contractual waivers and expense reimbursements.

UNDERLYING PORTFOLIO ANNUAL EXPENSES
(as a percentage of the average daily net assets of the underlying Portfolios)
For the year ended December 31, 2019
FUNDS	Management Fees	Other Expenses	Distribution (12b-1) Fees	Dividend Expense on Short Sales	Broker Fees and Expenses on Short Sales	Acquired Portfolio Fees & Expenses	Total Annual Portfolio Operating Expenses	Contractual Fee Waiver or Expense Reimbursement	Net Annual Fund Operating Expenses
MFS® International Growth Portfolio – Initial Class*	0.90%	0.15%	0.00%	0.00%	0.00%	0.00%	1.05%	0.17%	0.88%
MFS® Total Return Bond Series – Initial Class	0.50%	0.04%	0.00%	0.00%	0.00%	0.00%	0.54%	0.00%	0.54%
MFS® Total Return Series – Initial Class*	0.67%	0.03%	0.00%	0.00%	0.00%	0.00%	0.70%	0.09%	0.61%
MFS® Value Series – Initial Class*	0.70%	0.03%	0.00%	0.00%	0.00%	0.00%	0.73%	0.02%	0.71%
PSF Government Money Market Portfolio – Class I	0.30%	0.05%	0.00%	0.00%	0.00%	0.00%	0.35%	0.00%	0.35%

*See notes immediately below for important information about this fund.

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MFS® International Growth Portfolio – Initial Class

Massachusetts Financial Services Company has agreed in writing to bear the fund's expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses (such as interest and borrowing expenses incurred in connection with the fund's investment activity), such that "Total Annual Fund Operating Expenses" do not exceed 0.88% of the class' average daily net assets annually for Initial Class shares and 1.13% of the class' average daily net assets annually for Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue until at least April 30, 2021.

MFS® Total Return Series - Initial Class

Massachusetts Financial Services Company has agreed in writing to bear the fund’s expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses (such as interest and borrowing expenses incurred in connection with the fund's investment activity), such that “Total Annual Fund Operating Expenses” do not exceed 0.61% of the class' average daily net assets annually for Initial Class shares and 0.86% of the class' average daily net assets annually for Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue until at least April 30, 2021.

MFS® Value Series - Initial Class

Massachusetts Financial Services Company has agreed in writing to bear the fund’s expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses (such as interest and borrowing expenses incurred in connection with the fund's investment activity), such that “Total Annual Fund Operating Expenses” do not exceed 0.71% of the class' average daily net assets annually for Initial Class shares and 0.96% of the class' average daily net assets annually for Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue until at least April 30, 2021.

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Expense Examples

These examples are intended to help you compare the cost of investing in the Annuity with the cost of investing in other PALAC annuities and/or other variable annuities. These costs include Annuity Owner transaction expenses, Insurance Charge annual expenses, and underlying Portfolio fees and expenses.

These examples assume that you invest $10,000 in the Annuity for the time periods indicated. One set of examples also assume that your investment has a 5% return each year, assumes the maximum fees and expenses of any of the Underlying Portfolios, and assumes that no Account Value was allocated to the Index Strategies. The other set of examples assumes that your investment has a 5% return each year, assumes the minimum fees and expenses of any of the Underlying Portfolios, and assumes that no Account Value was allocated to the Index Strategies. Although your actual costs may be higher or lower, based on these assumptions, your cost for I Series would be:

	Assuming Maximum Fees and Expenses of any of the Portfolios Available
	1 Year	3 Years	5 Years	10 Years
If you surrender your annuity at the end of the applicable time period:	$159	$492	$848	$1,850
If you annuitize your annuity at the end of the applicable time period:	$159	$492	$848	$1,850
If you do not surrender your annuity at the end of the applicable time period:	$159	$492	$848	$1,850

	Assuming Minimum Fees and Expenses of any of the Portfolios Available
	1 Year	3 Years	5 Years	10 Years
If you surrender your annuity at the end of the applicable time period:	$87	$272	$473	$1,051
If you annuitize your annuity at the end of the applicable time period:	$87	$272	$473	$1,051
If you do not surrender your annuity at the end of the applicable time period:	$87	$272	$473	$1,051

THE EXAMPLES ARE FOR ILLUSTRATIVE PURPOSES ONLY. THEY SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. ACTUAL EXPENSES WILL BE DIFFERENT THAN THOSE SHOWN DEPENDING ON A NUMBER OF FACTORS, INCLUDING (1) WHETHER YOU DECIDE TO ALLOCATE ACCOUNT VALUE TO VARIABLE SUB-ACCOUNTS OTHER THAN THOSE WITH THE MAXIMUM TOTAL ANNUAL PORTFOLIO OPERATING EXPENSES; AND (2) THE IMPACT OF ANY CONTRACTUAL FEE WAIVERS OR EXPENSE REIMBURSEMENTS APPLICABLE TO UNDERLYING PORTFOLIOS.

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Condensed Financial Information

Because the Annuity is new, we have no condensed Variable Subaccount financial information to report. In the future, we will provide a table that shows selected information concerning Units for each Subaccount. A Unit is the share of participation that we use to calculate the value of your interest in a Subaccount.

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RISK FACTORS

Risks of Investing in the Variable Investment Subaccounts

You take all the investment risk for amounts allocated to one or more of the Variable Investment Subaccounts, which invest in Portfolios. If the Variable Investment Subaccounts you select increase in value, then your Account Value goes up; if they decrease in value, your Account Value goes down. How much your Account Value goes up or down depends on the performance of the Portfolios in which your Variable Investment Subaccounts invest.

Risk of Loss – Index Strategies

You take the investment risk for amounts allocated to one or more Index Strategies since the Index Credit is based upon the performance of the associated Index. You bear the risk of the negative Index Return in excess of the Buffer you choose except for any 100% Buffer Index Strategy where there is no risk of loss to you, should you stay allocated to the end of the Index Strategy Term. In the case of a multi-year Index Strategy Term, losses are measured over the entire Index Strategy Term from the Index Strategy Start Date to the Index Strategy End Date and may exceed the Buffer levels associated with the Index Strategy.

Risks Associated with the Indices

Because the S&P 500 ® Index, and the MSCI EAFE Index are each comprised of a collection of equity securities, in each case the value of the component securities is subject to market risk, or the risk that market fluctuations may cause the value of the component securities to go up or down, sometimes rapidly and unpredictably. Market fluctuations can result from disasters and other events, such as storms, earthquakes, fires, outbreaks of infectious diseases (such as COVID -19), utility failures, terrorist acts, political and social developments, and military and governmental actions. In addition, the value of equity securities may increase or decline for reasons directly related to the issuers of the securities. In addition, the value of equity securities may increase or decline for reasons directly related to the issuers of the securities. Equity markets are subject to the risk that the value of the securities may fall due to general market and economic conditions. Market volatility may exist with these indices, which means that the value of the indices can change dramatically over a short period of time in either direction. These Indices are not funds and are not available for direct investment.

With respect to the MSCI EAFE Index, international investing involves special risks not found in domestic investing, including political and social differences and currency fluctuations due to economic decisions. Emerging markets can be riskier than investing in well established foreign markets. The risks associated with investing on a worldwide basis include differences in the regulation of financial data and reporting, currency exchange differences, as well as economic and political systems differences.

Effect of Interim Value

To determine the Interim Value, we apply a formula which does not reflect the actual performance of the applicable Index, but rather a determination of the value of hypothetical underlying investments at the time of the Interim Value calculation. This amount could be more or less than if you had held the Index Strategy for the full Index Strategy Term. It also means that you could have a negative performance, even if the value of the Index has increased at the time of the calculation. All withdrawals from an Index Strategy, including death benefit payments, transfers, annuitization and surrenders paid before the Index Strategy End Date will be based on the Interim Value. Withdrawals before an Index Strategy End Date could have adverse impacts even if the value of the Index has increased at the time of the calculation because an early withdrawal will not allow you to participate in the Index Return for the Index Strategy Term with your entire Index Strategy Base. If you withdraw Account Value allocated to an Index Strategy, the withdrawal will cause an immediate reduction to your Index Strategy Base in a proportion equal to the reduction in your Interim Value. A proportional reduction may be larger than the dollar amount of your withdrawal even if the value of the Index has increased. See “Impact of Withdrawals” below for additional information.

Impact of Withdrawals

If you withdraw Account Value allocated to an Index Strategy, the withdrawal will cause an immediate reduction to your Index Strategy Base in a proportion equal to the reduction in your Interim Value. A proportional reduction could be larger than the dollar amount of your withdrawal. Reductions to your Index Strategy Base will negatively impact your Interim Value for the remainder of the Index Strategy Term and will result in a lower Index Credit on the Index Strategy End Date. Once your Index Strategy Base is reduced due to a withdrawal during any Index Strategy Term, it will not increase for the remainder of the Index Strategy Term.

Availability of Index Strategies will vary over time

Before allocating to an Index Strategy, you should determine the Index Strategies, Buffers, Cap Rates, Participation Rates and Step Rates available to you. We reserve the right to change Cap Rates and Buffers at any time. There is no guarantee that an Index Strategy will be available in the future. You should make sure the Index Strategies you select are appropriate for your investment goals. A change in Cap Rates may limit the Index Credit you receive. A change in Buffers may impact the amount of negative Index Credit applied to your Account Value.

Reallocation of Index Strategies

At the end of an Index Strategy Term for an Index Strategy, the amount allocated to that Index Strategy will be reallocated based upon your instructions we received in Good Order, or if none has been received in Good Order, automatically renew into the same Index Strategy unless the Index Strategy End Date would be after the Maximum Annuity Date. If the same Index Strategy is no longer available, the amount will be transferred into the Holding Account, and the amount may be transferred among the Variable Investment Subaccounts at any time or into another Index Strategy

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on the next Index Anniversary Date. You must provide instructions for reallocation at least 2 days prior to the Index Anniversary Date. Failure to provide timely instructions may result in amounts being transferred into the Holding Account (if the existing Index Strategy no longer is available) which is allocated to the PSF Government Money Market Portfolio, and could remain in that Account for up to a year until your next Index Anniversary Date.

Limitation on Index Strategy Returns - Cap Rate

If you elect an Index Strategy with a Cap Rate, the Index Credit is limited by any applicable Cap Rate, which means that your Index Credit could be lower than if you had invested directly in a fund based on the applicable Index. The Cap Rate exists for the full term of the Index Strategy.

Substitution of an Index

We have the right to substitute a comparable index prior to the Index Strategy End Date if any Index is discontinued or if the calculation of an Index is substantially changed (such as a material change in the formula or method of calculating the Index). We would attempt to choose a substitute index that has a similar investment objective and risk profile to the replaced index and would notify you of any such substitutions. Upon substitution of an Index, we will calculate your Index Return on the replaced Index up until the date of substitution and the substitute Index from the date of substitution to the Index Strategy End Date. An Index substitution will not change your Index Strategy. The performance of the new Index may not be as good as the one that it substituted and as a result your Index Return may have been better if there had been no substitution. When we notify you of any substitution of an Index, we will also inform you of the potential impacts to your Index Credit. You may transfer your allocation in the impacted Index Strategy, at Interim Value, to the Variable Investment Subaccounts, where you may then use the funds to start a new Index Strategy on the next Index Anniversary Date.

Issuing Company

No company other than PALAC has any legal responsibility to pay amounts that PALAC owes under the Annuity. You should look to the financial strength of PALAC for its claims-paying ability. Amounts allocated to the Index Strategies are held in a non-registered, non-insulated separate account. These assets are subject to the claims of the creditors of PALAC and the benefits provided under the Index Strategies are subject to the claims paying ability of PALAC.

The Company is also subject to risks related to disasters and other events, such as storms, earthquakes, fires, outbreaks of infectious diseases (such as COVID-19), utility failures, terrorist acts, political and social developments, and military and governmental actions. These risks are often collectively referred to as “business continuity” risks. These events could adversely affect the Company and our ability to conduct business and process transactions. Although the Company has business continuity plans, it is possible that the plans may not operate as intended or required and that the Company may not be able to provide required services, process transactions, deliver documents or calculate values. It is also possible that service levels may decline as a result of such events.

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INDEX STRATEGIES

The Annuity offers multiple Index Strategies which provide an Index Credit based on the Index Return of the underlying Index associated with the Index Strategy. The Index Credit is the amount you receive on an Index Strategy End Date based on the Index Return and the type of Index Strategy. The Index Credit may be positive or negative, which means you can lose Purchase Payments and prior earnings. You may allocate all or a portion of your Purchase Payments into one or more Index Strategies. The Index Strategies are not invested in any underlying Index. We do not guarantee the Index Credits for the Index Strategies. There is a risk of loss of your investment because the Index Strategy will be credited the negative Index Return in excess of the level of protection you selected through the Buffers.

We currently offer the following Index Strategies: Point-to-Point with Cap, Tiered Participation Rate and Step Rate Plus. These Index Strategies are explained below. Not all Index Strategies will be available with all Indices, Buffers, and in all available Index Strategy Terms. As a result of economic market conditions, or utilization of the Index Strategies, we reserve the right to add and remove Index Strategies at any time. Additions or removals would be effective with any newly issued contracts or upon reallocation for any existing contract holders Removals would not impact existing contract holders currently allocated to an Index Strategy prior to the Index Strategy End Date. You will receive a Reallocation Notice 30 days prior to your Index Anniversary Date. You must provide instructions for reallocation (by any method allowable) at least 2 days prior to the Index Anniversary Date. The reallocation will be processed on the Index Anniversary Date. You will be able to make reallocation selections via mail, phone, or through online access. For currently available Options please see our website at www.prudential.com.

The minimum amount required to allocate to any Index Strategy is $2,000. There is no maximum amount that can be allocated to an Index Strategy. If you are allocating to an Index Strategy with an additional Purchase Payment, please note that we reserve the right to limit, suspend or reject any additional Purchase Payment at any time, but would do so only on a non-discriminatory basis.

Index Strategy Term

The Index Strategy Term is the time period allocated to each Index Strategy. The term begins on the Index Strategy Start Date and ends on the Index Strategy End Date. Index Strategy Terms of 1, 3, and 6 years are available and may vary based on the Index Strategy. The Index Strategy Start Date begins on the day you allocate funds to any Index Strategy, known as the Index Effective Date. The annual anniversary of this date is the Index Anniversary Date and will not change for the life of your contract. You may only allocate to an Index Strategy on an Index Anniversary Date.

Indices

Each Index Strategy references an Index that determines the Index Return used to compute the Index Credit. These Indices are not funds and are not available for direct investment . We currently offer Index Strategies based on the following securities indices:

S&P 500 ® Index (SPX). The S&P 500 ® Index is comprised of 500 stocks considered representative of the overall market. An index is unmanaged and not available for direct investment.

MSCI EAFE Index (MXEA). The MSCI EAFE Index measures the equity market performance of 22 developed market country indices located in Europe, Australasia and the Far East. An index is unmanaged and not available for direct investment.

If an Index is discontinued or substantially changes, we reserve the right to select an alternative Index and we will notify you of any such changes. For these purposes, an Index would be substantially changed if an index sponsor announces that it will make a material change in the formula for the Index or the method of calculating the Index or in any other way materially modifies the Index. We would attempt to choose a substitute Index that has a similar investment objective and risk profile to the replaced Index. Upon substitution of an Index, we will calculate your Index Return on the replaced Index up until the date of substitution and the substitute Index from the date of substitution to the Index Strategy End Date. An Index substitution will not change your Index Strategy. The performance of the new Index may not be as good as the one that it substituted and as a result your Index Return may have been better if there had been no substitution. When we notify you of any substitution of an Index, we will also inform you of the potential impacts to your Index Credit. You may transfer your allocation in the impacted Index Strategy, at Interim Value, to the Variable Investment Subaccounts, where you may then use the funds to start a new Index Strategy on the next Index Anniversary Date.

See Appendix B for important information about the Indices .

Withdrawals may be subject to tax charges. Withdrawals taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. In the case of a partial withdrawal before the Index Strategy End Date, the Index Strategy Base will be reduced in the same proportion that the total withdrawal reduced the Interim Value.

NOTE REGARDING EXAMPLES

The Examples set forth below, as well as other Examples found throughout this prospectus, are intended to illustrate how various features of the Annuity work. These Examples should not be considered a representation of past or future performance of any Index Strategies. Actual performance may be greater or less than those shown in the Examples. Similarly, the Index Returns in the Examples are not an estimate or guarantee of future Index performance. The Caps, Participation Rates, Step Rates, and Buffers for the Index Strategies shown in the following Examples are for illustrative purposes only and may not reflect actual declared rates . In addition, values may be rounded for display purposes only.

BUFFERS

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The Buffer limits the amount of negative Index Credit that may be applied to the Account Value allocated to an Index Strategy. We will declare Buffers that will be available on the Index Strategy Start Date for each Index Strategy.

The Annuity offers Index Strategies with 5%, 10%, 20%, and 100% Buffers. The Buffer is the amount of the protected negative return. Any negative Index Credits in excess of the Buffer reduces the Account Value allocated to the Index Strategy.

EXAMPLE

Index Strategy Start Date = 1/8/2020

Index Strategy = 1-Year Point-to-Point with Cap and a 10% Buffer

Index Value at Index Strategy Start Date = 1569

Index Strategy Base = $100,000

Index Strategy End Date = 1/8/2021

Index Value at Index Strategy End Date = 1333

Index Return = -15% ((1333-1569)/1569)

Index Strategy Base upon Index Strategy End Date = $95,000 ($100,000-$5,000)

Because the Buffer protects the first 10% of the loss, the Index Strategy only experiences a 5% loss (-15% Index Return + 10% Buffer = -5% Loss) or $100,000*-5.00% = -$5,000.

The following year, assuming the same Index Strategy:

Index Strategy End Date = 1/8/2022

Index Value at Index Strategy End Date = 1298

Index Return = -3%

Index Strategy Base upon Index Strategy End Date = $95,000

Because the Buffer protects against the first 10% of the loss, the Index Strategy experiences no loss of Account Value because the loss in the Index Return was less than the 10% Buffer.

POINT-TO-POINT WITH CAP INDEX STRATEGY

The Cap Rate is the maximum rate that may be credited to an Index Strategy for any given Index Strategy Term. A different Cap Rate may be declared for different Indices, Buffers and Index Strategy Terms. The Point-to-Point with Cap Index Strategy is available in 1, 3, and 6-year Terms.

If the Index Return is positive and equal to or greater than the Cap Rate, then the Index Credit is equal to the Cap Rate. If the Index Return is positive, but less than the Cap Rate, the Index Credit is equal to the Index Return.

If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

EXAMPLES 1 AND 2

Cap: 12%; Buffer: 10%

• Upside potential equals 100% of the Index Return up to a Cap of 12%

◦ Example 1: if the Index increased by 4%, an amount that is less than the Cap, the Index Credit would be 4%.

◦ Example 2: if the Index increased by 20%, which is greater than the Cap, the Index Credit would be 12%, which is equal to the Cap Rate.

• Partial downside protection is provided through the Buffer where Index losses within the Buffer are protected. Index losses that exceed the Buffer will result in a loss of Account Value.

◦ Example 1: if the Index decreased by 4%, an amount within the Buffer, the Index Credit would be 0%, with no loss of Account Value.

◦ Example 2: if the Index decreased by 12%, which is greater than the 10% Buffer, there would be a loss of Account Value because the Index Credit would be -2%.

The initial Cap Rate applies to the initial Index Strategy Term. We will declare a Cap Rate for each subsequent Index Strategy Term. In some cases we may declare a Cap Rate for an Index Strategy as “uncapped” in which case the maximum Index Credit you may receive is equal to the Index Return, subject to the Buffer.

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Subsequent Cap Rates may be higher or lower than the initial Cap Rate but will never be less than the Guaranteed Minimum Cap Rate. Subsequent Cap Rates may differ from the Cap Rates used for new contracts or for other contracts issued at different times. We will determine new Cap Rates on a basis that does not discriminate unfairly within any class of contracts. The Guaranteed Minimum Cap Rate may vary by Index Strategy Term. The Guaranteed Minimum Cap Rate equals 1.00% for a one-year Index Strategy Term, 5.00% for a three-year Index Strategy Term and 10.00% for a six-year Index Strategy Term.

STEP RATE PLUS INDEX STRATEGY

The Step Rate is the declared rate that will be credited to an Index Strategy for any given Index Strategy Term if the Index Return is between zero (including zero) and the declared Step Rate. When the Index Return is zero or positive, the Step Rate is the minimum amount of Index Credit that would be applied. The Participation Rate used in the Step Rate Plus Index Strategy is the percentage of an Index Return that may be credited if the Index Return exceeds the Step Rate. A Participation Rate only applies when the Index Return is positive and greater than the Step Rate.

If the Index Return is between zero (including zero) and the declared Step Rate, then the Index Credit is equal to the Step Rate. If the Index Return is greater than the Step Rate, the Index Credit is equal to the greater of the Index Return multiplied by the Participation Rate or the Step Rate. If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

A different Step Rate and Participation Rate may be declared for different Indices, Buffers, and Index Strategy Terms.

EXAMPLES 1, 2 AND 3

Step Rate: 6%; Participation Rate: 90%; Buffer: 5%

• Upside potential equals the Step Rate if the Index Return is between 0% and the Step Rate. If greater than the Step Rate, the Index Credit is equal to the greater of the Index Return multiplied by the Participation Rate or the Step Rate.

o Example 1: if the Index increased by 4%, an amount that is less than the Step Rate, the Index Credit would be 6% (the Step Rate).

o Example 2: if the Index increased by 20%, which is greater than the Step Rate, the Index Credit would be the greater of 90% (the Participation Rate) of 20%, which is 18% or the Step Rate. In this Example, the Index Credit would be 18% as it is the greater value.

o Example 3: if the Index increased by 6.50%, which is greater than the Step Rate, the Index Credit would be the greater of 90% (the Participation Rate) of 6.50%, which is 5.85% or the Step Rate. In this Example, the Index Credit would be the Step Rate of 6% as it is the greater value.

• Partial downside is provided through the Buffer where Index losses within the Buffer are protected. Index losses that exceed the Buffer will result in a loss of Account Value.

o Example 1: if the Index decreased by 4%, an amount within the Buffer, the Index Credit would be 0%, with no loss of Account Value.

o Example 2: if the Index decreased by 12%, which is greater than the 5% Buffer, there would be a loss of Account Value because the Index Credit would be -7%.

There is no maximum amount of Index Credit with the Step Rate Plus Index Strategy.

The initial Step Rate and Participation Rate applies to the initial Index Strategy Term. We will declare new Step Rate and Participation Rate for each subsequent Index Strategy Term.

Subsequent Step Rates and Participation Rates may be higher or lower than the initial Step Rate and Participation Rate but will never be less than the Guaranteed Minimum Step Rate and Guaranteed Minimum Participation Rate. The Guaranteed Minimum Step Rate equals 1.00%. The Guaranteed Minimum Participation Rate equals 70.00%. Subsequent Step Rates and Participation Rates may differ from the Step Rates and Participation Rates used for new contracts or for other contracts issued at different times. We will determine new Step Rates and Participation Rates on a basis that does not discriminate unfairly within any class of contracts.

TIERED PARTICIPATION RATE INDEX STRATEGY

The Participation Rate is the percentage of an Index Return that may be credited to an Index Strategy for any given Index Strategy Term. We will declare a 1st Tier Participation Rate, 2nd Tier Participation Rate, and a Tier Level at the start of each Index Strategy Term. The 1st Tier Participation Rate is used to calculate the Index Credit associated with any Index Return less than or equal to the declared Tier Level. The 2nd Tier Participation Rate is used to calculate the Index Credit associated with any Index Return greater than the declared Tier Level. A different Participation Rate and Tier Level may be declared for different Indices, Buffers, and Index Strategy Terms. Participation Rates only apply when the Index Return is positive.

If the Index Return is between zero and the declared Tier Level, then the Index Credit is equal to the Index Return multiplied by the Participation Rate for the 1st tier. If the Index Return is greater than or equal to the declared Tier Level, the Index Credit is the sum of the Tier Level Index Return

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multiplied by the Participation Rate for the 1st tier and the remaining Index Return multiplied by the Participation Rate for the 2nd tier. If the Index Return is negative, but less than or equal to the Buffer, the Index Credit is zero. Otherwise, the Index Credit is equal to the negative Index Return in excess of the Buffer.

EXAMPLES 1 AND 2

1st Tier Participation Rate: 100%; 2nd Tier Participation Rate: 140%; Tier Level: 30%; Buffer: 10%

• Upside potential equals the Index Return multiplied by the Participation Rate associated with the Tier Level of 30%.

◦ Example 1: if the Index increased by 28%, which is less than the Tier Level, the Index Credit would be 100% of the 28% increase, which would be 28%.

◦ Example 2: if the Index increased by 68%, which is above the Tier Level, the Index Credit would be 100% of the first 30% increase plus 140% of the remaining 38% increase, which equals 83.2%.

• Partial downside protection is provided through the Buffer where index losses within the Buffer are protected. Index losses that exceed the Buffer will result in a loss of Account Value.

◦ Example 1: if the Index decreased by 4%, an amount within the Buffer, the Index Credit would be 0%, with no loss in Account Value.

◦ Example 2: if the Index decreased by 12%, which is greater than the 10% Buffer, there would be a loss of Account Value because the Index Credit would be -2%.

There is no maximum amount of Index Credit with a Tiered Participation Rate Index Strategy.

The initial Participation Rates and Tier Levels apply to the initial Index Strategy Term. We will declare new Participation Rates and Tier Levels for each subsequent Index Strategy Term.

Subsequent Participation Rates may be higher or lower than the initial Participation Rates but will never be less than the Guaranteed Minimum Participation Rate. The Guaranteed Minimum Participation Rate equals 100%. Subsequent Tier Levels may be higher or lower than the initial Tier Level but will never exceed the Guaranteed Maximum Tier Level. The Guaranteed Maximum Tier Level equals 35%.

Subsequent Participation Rates and Tier Levels may differ from the Participation Rates and Tier Levels used for new contracts or for other contracts issued at different times. We will determine new Participation Rates and Tier Levels on a basis that does not discriminate unfairly within any class of contracts.

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VARIABLE INVESTMENT SUBACCOUNTS

In this section, we describe the Portfolios in which the Variable Subaccounts invest. Each Variable Subaccount invests in a Portfolio whose share price generally fluctuates each Valuation Day. The Portfolios that you select are your choice – we do not provide investment advice, nor do we recommend any particular Portfolio. Please consult with your Financial Professional if you wish to obtain investment advice. You bear the investment risk for amounts allocated to the Portfolios.

VARIABLE INVESTMENT SUBACCOUNTS

Each Variable Subaccount is a subaccount of PALAC Separate Account B (see “Information About the Insurance Company and Separate Accounts” for more detailed information). Each Subaccount invests exclusively in one Portfolio. You should carefully read the prospectus for any Portfolio in which you are interested. The chart below provides a description of each Portfolio’s investment objective to assist you in determining which Portfolios may be of interest to you.

The Portfolios are not publicly traded mutual funds. They are only available as investment options in variable annuity contracts and variable life insurance policies issued by insurance companies, or in some cases, to participants in certain qualified retirement plans. However, some of the Portfolios available as Subaccounts under the Annuity are managed by the same Portfolio adviser or subadviser as a retail mutual fund of the same or similar name that the Portfolio may have been modeled after at its inception. While the investment objective and policies of the retail mutual funds and the Portfolios may be substantially similar, the actual investments will differ to varying degrees. Differences in the performance of the funds and Portfolios can be expected, and in some cases could be substantial. You should not compare the performance of a publicly traded mutual fund with the performance of any similarly named Portfolio offered as a Subaccount. Details about the investment objectives, policies, risks, costs and management of the Portfolios are found in the prospectuses for the Portfolios. There is no guarantee that any Portfolio will meet its investment objective. The current prospectus and statement of additional information for the underlying Portfolio can be obtained by calling 1-888-PRU-2888 or at www.prudential.com.

This Annuity offers a Portfolio managed by PGIM Investments LLC, an affiliated company of PALAC (“Affiliated Portfolio”) and Portfolios managed by companies not affiliated with PALAC ("Unaffiliated Portfolio"). PALAC and its affiliates (“Prudential Companies”) receive fees and payments from both the Affiliated Portfolio and the Unaffiliated Portfolios. Prudential Companies may receive revenue sharing payments from the Unaffiliated Portfolios. We consider the amount of these fees and payments when determining which Portfolios to offer through the Annuity. As indicated next to each Portfolio's description in the table that follows, each Portfolio has one or more investment advisers or subadvisers that conduct day to day management. We have an incentive to offer Portfolios with certain investment advisers or subadvisers, either because the subadviser is a Prudential Company or because the investment adviser or subadviser provides payments or support, including distribution and marketing support, to the Prudential Companies. We may consider those financial incentive factors in determining which Portfolios to offer under the Annuity. PALAC has selected the Portfolios for inclusion as investment options under this Annuity in PALAC’s role as the issuer of this Annuity, and PALAC does not provide investment advice or recommend any particular Portfolio. Please see "Additional Information" under the heading concerning "Fees and Payments Received by PALAC" for more information about fees and payments we may receive from underlying Portfolios and/or their affiliates. In addition, we may consider the potential risk to us of offering a Portfolio in light of the benefits provided by the Annuity.

We may substitute one or more of the Subaccounts or terminate the availability of a Subaccount at any time. We would not do this without any necessary SEC and/or state regulatory approval. We will provide you specific notice in advance of any substitution we intend to make and the Subaccount(s) to which your affected Account Value would be transferred on the substitution date unless you made a different election before the substitution. We will also notify you if a Subaccount will no longer be available. Additionally, the Portfolios could undertake transactions that could limit or terminate their availability as investment options, including transactions to merge with another investment, or to liquidate. Any such transactions would be subject to applicable regulatory and/or shareholder approval. You will receive specific notice in advance of the merger or liquidation of a Portfolio, and we will explain how we will allocate future Purchase Payments directed to such a Portfolio in the absence of different allocation instructions from you. Any allocation we make in the absence of different allocation instructions from you would be subject to applicable regulatory guidance or approval.

The following table contains limited information about the Portfolios. Before selecting a Variable Subaccount, you should carefully review the summary prospectuses and/or prospectuses for the Portfolios, which contain details about the investment objectives, policies, risks, costs and management of the Portfolios. You can obtain the summary prospectuses and prospectuses for the Portfolios by calling 1-888-PRU-2888 or at www.prudential.com.

PORTFOLIO NAME	INVESTMENT OBJECTIVE(S)	PORTFOLIO ADVISER(S)/SUBADVISER(S)
MFS® International Growth Portfolio – Initial Class	Seeks capital appreciation.	Massachusetts Financial Services Company
MFS® Total Return Bond Series – Initial Class	Seeks total return with an emphasis on current income, but also considering capital appreciation.	Massachusetts Financial Services Company
MFS® Total Return Series – Initial Class	Seeks total return.	Massachusetts Financial Services Company
MFS® Value Series – Initial Class	Seeks capital appreciation.	Massachusetts Financial Services Company
PSF Government Money Market Portfolio – Class I	Seeks maximum current income that is consistent with the stability of capital and the maintenance of liquidity.	PGIM Fixed Income

PGIM Fixed Income is a business unit of PGIM, Inc.

PGIM Investments LLC manages the PSF Government Money Market Portfolio of the Prudential Series Fund (PSF).

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INFORMATION ABOUT THE INSURANCE COMPANY AND SEPARATE ACCOUNTS

PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION

Prudential Annuities Life Assurance Corporation, a Prudential Financial Company, (“Prudential Annuities” or “PALAC”) is a stock life insurance company incorporated under the laws of Arizona as of August 31, 2013, formerly incorporated in Connecticut, and is domiciled in Arizona. It is licensed to sell life insurance and annuities in the District of Columbia, Puerto Rico and in all states except New York. Prudential Annuities Life Assurance Corporation is a wholly-owned subsidiary of Prudential Annuities, Inc., whose ultimate parent is Prudential Financial, Inc. Prudential Annuities markets through and in conjunction with registered broker-dealers.

PALAC has developed long-term savings and retirement products, which were distributed through its affiliated broker-dealer company, Prudential Annuities Distributors, Inc. (“PAD”). PALAC issued variable and fixed deferred and immediate annuities for individuals and groups in the United States of America and Puerto Rico. In addition, PALAC has relatively small in force block of variable life insurance policies. PALAC stopped actively selling annuity products in March 2010. In March 2010, PALAC ceased offering its variable annuity products (and where offered, the companion market value adjustment option) to new investors upon the launch of a new product line by each of Pruco Life Insurance Company and its wholly-owned subsidiary Pruco Life Insurance Company of New Jersey (which are affiliates of PALAC). These initiatives were implemented to create operational and administrative efficiencies by offering a single product line of annuity products from a more limited group of legal entities. During 2012, PALAC suspended additional customer deposits for variable annuities with certain living benefit guarantees. However, PALAC continues to accept additional customer deposits on certain in-force contracts, subject to applicable contract provisions and administrative rules.

PALAC resumed offering annuity products to new investors (except in New York) when it launched new fixed indexed annuities and a new deferred income annuity in 2018.

No company other than Prudential Annuities has any legal responsibility to pay amounts that it owes under its annuity contracts. Among other things, this means that where you participate in an optional living benefit or death benefit and the value of that benefit exceeds your current Account Value, you would rely solely on the ability of the issuing insurance company to make payments under the benefit out of its own assets. Prudential Financial, however, exercises significant influence over the operations and capital structure of Prudential Annuities.

Pursuant to the delivery obligations under Section 5 of the Securities Act of 1933 (“Securities Act”) and Rule 159 thereunder, Prudential Annuities delivers this prospectus to current Owners that reside outside of the United States. In addition, we may not market or offer benefits, features or enhancements to prospective or current Owners while outside of the United States.

INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

Prudential Annuities Life Assurance Corporation incorporates by reference into the prospectus its latest annual report on Form 10-K as of December 31, 2019 filed pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (“Exchange Act”) since the end of the fiscal year covered by its latest annual report. In addition, all documents subsequently filed by us pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act also are incorporated into the prospectus by reference. We will provide to each person, including any beneficial owner, to whom a prospectus is delivered, a copy of any or all of the information that has been incorporated by reference into the prospectus but not delivered with the prospectus. Such information will be provided upon written or oral request at no cost to the requester by writing to Prudential Annuities Life Assurance Corporation, One Corporate Drive, Shelton, CT 06484 or by calling 888-PRU-2888. We file periodic reports as required under the Exchange Act. The SEC maintains an Internet site that contains reports, proxy, and information statements, and other information regarding issuers that file electronically with the SEC (see www.sec.gov). Our internet address is www.prudential.com.

FINANCIAL STATEMENTS

The financial statements of the separate accounts and Prudential Annuities Life Assurance Corporation are included in the Statement of Additional Information.

THE SEPARATE ACCOUNTS

The separate accounts are where PALAC sets aside and invests the assets supporting the Annuity. The assets of each separate account are held in the name of Prudential Annuities, and legally belong to us. We will maintain assets in each separate account with a total market value at least equal to the cash surrender value and other liabilities we must maintain related to the Annuity obligations supported by such assets. The obligations under the Annuity are those of Prudential Annuities, which is the issuer of the Annuity and the depositor of the separate accounts. More detailed information about Prudential Annuities, including its audited consolidated financial statements, is provided in the Statement of Additional Information.

Separate Account B

During the Accumulation Period, the assets supporting obligations based on allocations to the Subaccounts are held in Subaccounts of Prudential Annuities Life Assurance Corporation Variable Account B, also referred to as “Separate Account B”. Separate Account B assets that are held in support of the Subaccounts are kept separate from all our other assets and may not be chargeable with liabilities arising out of any other business we may conduct. Thus, income, gains and losses from assets allocated to Separate Account B are credited to or charged against Separate Account B, without regard to other income, gains or losses of PALAC or any other of our separate accounts.

Separate Account B was established by us pursuant to Connecticut law on November 25, 1987. Separate Account B also holds assets of other annuities issued by us with values and benefits that vary according to the investment performance of Separate Account B.

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Effective August 31, 2013, Prudential Annuities Life Assurance Corporation changed its domicile from Connecticut to Arizona. As a result of this change, the Arizona Department of Insurance is our principal regulatory authority and all of our separate accounts including Separate Account B, will now be operated in accordance with the laws of Arizona.

Separate Account B consists of multiple Subaccounts. Each Subaccount invests only in a single mutual fund or mutual fund portfolio. The name of each Subaccount generally corresponds to the name of the Portfolio. Each Subaccount in Separate Account B may have several different Unit Prices to reflect the Insurance Charge, Distribution Charge (when applicable) and the charges for any optional benefits that are offered under the Annuity issued by us through Separate Account B. Separate Account B is registered with the SEC under the Investment Company Act of 1940 (“Investment Company Act”) as a unit investment trust, which is a type of investment company. The SEC does not supervise investment policies, management or practices of Separate Account B. We may offer new Subaccounts, eliminate Subaccounts, or combine Subaccounts at our sole discretion. We may also close Subaccounts to additional Purchase Payments on existing annuities or close Subaccounts for annuities purchased on or after specified dates. We will first notify you and receive any necessary SEC and/or state approval before making such a change. If an underlying mutual fund is liquidated, we will ask you to reallocate any amount in the liquidated fund. If you do not reallocate these amounts, we will reallocate such amounts only in accordance with SEC pronouncements and only after obtaining an order from the SEC, if required. If investment in the Portfolios or a particular Portfolio is no longer possible, or in our discretion becomes inappropriate for purposes of the Annuity, or for any other rationale in our sole judgment, we may substitute another portfolio or investment Portfolios without your consent. The substituted portfolio may have different fees and expenses. Substitution may be made with respect to existing investments or the investment of future Purchase Payments, or both. However, we will not make such substitution without any required approval of the SEC and any applicable state insurance departments. In addition, we may close Portfolios to allocation of Purchase Payments or Account Value, or both, at any time in our sole discretion. We do not control the underlying mutual funds, so we cannot guarantee that any of those funds will always be available.

Values and benefits based on allocations to the Subaccounts will vary with the investment performance of the underlying mutual funds or fund Portfolios, as applicable. We do not guarantee the investment results of any Subaccount. Your Account Value allocated to the Subaccounts may increase or decrease. You bear the entire investment risk. There is no assurance that the Account Value of your Annuity will equal or be greater than the total of the Purchase Payments you make to us.

Index Strategies Separate Account

Assets supporting the Index Strategies are held in a non-insulated, non-unitized separate account established under Arizona law. These assets are subject to the claims of the creditors of PALAC and the benefits provided under the Index Strategies are subject to the claims paying ability of PALAC.

An Owner does not have any interest in or claim on the assets in the Separate Account. In addition, neither an Owner nor amounts allocated to the Index Strategies participate in the performance of the assets held in the Separate Account.

We are not obligated to invest according to specific guidelines or strategies except as may be required by Arizona and other state insurance laws.

The General Account. Our general obligations and any guaranteed benefits under the Annuity are supported by our General Account and are subject to our claims paying ability. In the Payout Period, assets supporting annuity payments are held in the General Account. Assets in the General Account are not segregated for the exclusive benefit of any particular contract or obligation. General Account assets are also available to our general creditors and for conducting routine business activities, such as the payment of salaries, rent and other ordinary business expenses. The General Account is subject to regulation and supervision by the Arizona Department of Insurance and to the insurance laws and regulations of all jurisdictions where we are authorized to do business.

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FEES, CHARGES AND DEDUCTIONS

In this section, we provide detail about the charges you incur if you own the Annuity.

The charges under the Annuity are designed to cover, in aggregate, our direct and indirect costs of selling, administering and providing benefits under the Annuity. They are also designed, in aggregate, to compensate us for the risks of loss we assume. If, as we expect, the charges that we collect from the Annuity exceed our total costs in connection with the Annuity, we will earn a profit. Otherwise we will incur a loss. For example, PALAC may make a profit on the Insurance Charge (as described in the "Insurance Charge" subsection of this section) if, over time, the actual costs of providing the guaranteed insurance obligations and other expenses under the Annuity are less than the amount we deduct for the Insurance Charge. To the extent we make a profit on the Insurance Charge, such profit may be used for any other corporate purpose.

The rates of certain of our charges have been set with reference to estimates of the amount of specific types of expenses or risks that we will incur. In general, a given charge under the Annuity compensates us for our costs and risks related to that charge and may provide for a profit. However, it is possible that with respect to a particular obligation we have under the Annuity, we may be compensated not only by the charge specifically tied to that obligation, but also from one or more other charges we impose.

With regard to charges that are assessed as a percentage of the value of the Subaccounts, please note that such charges are assessed through a reduction to the Unit Value of your investment in each Subaccount, and in that way reduce your Account Value. A “Unit” refers to a share of participation in a Subaccount used to calculate your Account Value prior to the Annuity Date. There are no explicit charges for the Index Strategies.

Tax Charge: Some states and some municipalities charge premium taxes or similar taxes on annuities that we are required to pay. The amount of tax will vary from jurisdiction to jurisdiction and is subject to change. We reserve the right to deduct the tax from Purchase Payments when received, from Surrender Value upon surrender, or from Account Value upon Annuitization. The Tax Charge is designed to approximate the taxes that we are required to pay and is assessed as a percentage of Purchase Payments, Surrender Value, or Account Value as applicable. The Tax Charge currently ranges up to 3.5%. We may assess a charge against the Subaccounts and the Index Strategies equal to any taxes which may be imposed upon the Separate Accounts. “Surrender Value” refers to the Account Value less any applicable Tax Charges.

We will pay company income taxes on the taxable corporate earnings created by the Annuity. While we may consider company income taxes when pricing our products, we do not currently include such income taxes in the Tax Charges you may pay under the Annuity. We will periodically review the issue of charging for these taxes, and we may charge for these taxes in the future. We reserve the right to impose a charge for federal income taxes if we determine, in our sole discretion, that we will incur a tax as a result of the operation of the Separate Accounts.

In calculating our corporate income tax liability, we may derive certain corporate income tax benefits associated with the investment of company assets, including Separate Account assets, which are treated as company assets under applicable income tax law. These benefits reduce our overall corporate income tax liability. Under current law, such benefits may include foreign tax credits and corporate dividend received deductions. We do not pass these tax benefits through to holders of the Separate Account annuity contracts because (i) the Owners are not the Owners of the assets generating these benefits under applicable income tax law and (ii) we do not currently include company income taxes in the Tax Charges you pay under the Annuity. We reserve the right to change these tax practices.

Insurance Charge: The Insurance Charge is charged daily based on the annualized rate shown in the “Summary of Contract Fees and Charges” for the amount of Purchase Payments in your Annuity on each Valuation Day allocated to the Variable Investment Subaccounts. On any Valuation Day, your Purchase Payments will equal the sum of all Purchase Payments prior to the application of any fees, charges, or Tax Charges applied to your Annuity less all withdrawals taken from your Annuity, which includes withdrawals you take from the Annuity as Required Minimum Distributions. Currently, we offer two levels of the Insurance Charge depending on whether your Purchase Payments are less than $1,000,000, or equal to or greater than $1,000,000 on any Valuation Day. If your Purchase Payments are less than $1,000,000, you will pay a higher Insurance Charge at that time than you would pay if your Purchase Payments were $1,000,000 or more.

The Insurance Charge is intended to compensate PALAC for providing the insurance benefits under each Annuity and the risk that persons we guarantee annuity payments to will live longer than our assumptions. The charge covers the mortality and expense risk and administration charges. Furthermore, the charge also compensates us for our administrative costs associated with providing the Annuity benefits, including preparation of the contract and prospectus, confirmation statements, quarterly account statements and annual reports, legal and accounting fees as well as various related expenses. Finally, the charge compensates us for the risk that our assumptions about the mortality risks and expenses under each Annuity are incorrect and that we have agreed not to increase these charges over time despite our actual costs. The charge is not applicable to any allocations to the Index Strategy Options.

Fees and Expenses Incurred by the Portfolios: Each Portfolio incurs total annualized operating expenses comprised of an investment management fee, other expenses and any short sale expenses that may apply. These fees and expenses are assessed against each Portfolio’s net assets and reflected daily by each Portfolio before it provides PALAC with the net asset value as of the close of business each Valuation Day. More detailed information about fees and expenses can be found in the summary prospectuses and prospectuses for the Portfolios, which can be obtained by calling 1-888-PRU-2888.

ANNUITY PAYMENT OPTION CHARGES

If you select a fixed payment option upon Annuitization, the amount of each fixed payment will depend on the Account Value of your Annuity when you elect to annuitize. There is no specific charge deducted from these payments; however, the amount of each annuity payment reflects assumptions about our insurance expenses. Also, a Tax Charge may apply.

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EXCEPTIONS/REDUCTIONS TO FEES AND CHARGES

We may reduce or eliminate certain fees and charges or alter the manner in which the particular fee or charge is deducted. For example, we may reduce the portion of the Insurance Charge that is deducted as an administration charge. We will not discriminate unfairly between Annuity purchasers if and when we reduce any fees and charges.

FEES ASSOCIATED WITH FEE-BASED FINANCIAL PLANS OR INVESTMENT ADVISORY SERVICES

The Annuity is available through registered investment advisers who may use it as part of a more comprehensive fee-based financial plan or may use the Annuity in connection with investment advisory services provided to you. In connection with that plan or the advisory services, your investment firm or investment adviser may offer investment advice for a fee. The fee for this advice is set by your investment adviser and is covered in a separate agreement between you and your adviser. We are not a party to that agreement and we have not made any independent review of your investment adviser, the agreement under which you receive investment advisory services, or the fee for those services.

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VALUING YOUR INVESTMENT AND INTERIM VALUE OF INDEX STRATEGIES

PROCESSING AND VALUING TRANSACTIONS

PALAC is generally open to process financial transactions on those days that the New York Stock Exchange (NYSE) is open for trading. There may be circumstances where the NYSE does not open on a regularly scheduled date or time or closes at an earlier time than scheduled (normally 4:00 p.m. Eastern Time). Generally, financial transactions received in Good Order before the close of regular trading on the NYSE will be processed according to the value next determined following the close of business. Financial transactions received on a non-business day or after the close of regular trading on the NYSE will be processed based on the value next computed on the next Valuation Day.

We will not process any financial transactions involving purchase or redemption orders on days that the NYSE is closed. PALAC will also not process financial transactions involving purchase or redemption orders or transfers on any day that:

▪ trading on the NYSE is restricted;

▪ an emergency, as determined by the SEC, exists making redemption or valuation of securities held in the Separate Account impractical; or

▪ the SEC, by order, permits the suspension or postponement for the protection of security holders.

In certain circumstances, we may need to correct the processing of an order. In such circumstances, we may incur a loss or receive a gain depending upon the price of the security when the order was executed and the price of the security when the order is corrected. With respect to any gain that may result from such order correction, we will retain any such gain as additional compensation for these correction services.

VALUING THE VARIABLE INVESTMENT SUBACCOUNTS

When you allocate Account Value to a Variable Investment Subaccount, you are purchasing Units of the Variable Investment Subaccount. Each Variable Investment Subaccount invests exclusively in shares of a Portfolio. The value of the Units fluctuates with the market fluctuations of the Portfolios. The value of the Units also reflects the daily accrual for the Insurance Charge.

Each Valuation Day, we determine the price for a Unit of each Variable Investment Subaccount, called the “Unit Price”. The Unit Price is used for determining the value of transactions involving Units of the Variable Investment Subaccounts. The Unit Price for each Variable Subaccount is the net investment factor for that Valuation Period, multiplied by the Unit Price for the immediately preceding Valuation Day. The Unit Price for a Valuation Period applies to each Valuation Day in the Period. The net investment factor is an index that measures the investment performance of and charges assessed against, a Variable Subaccount from one Valuation Period to the next. See Appendix C for calculation of net investment factor. We determine the number of Units involved in any transaction by dividing the dollar value of the transaction by the Unit Price of the Variable Investment Subaccount as of the Valuation Day. There may be several different Unit Prices for each Variable Investment Subaccount to reflect the Insurance Charge. The Unit Price for the Units you purchase will be based on the total charges that apply to your Annuity.

Example

Assume you allocate $5,000 to a Variable Investment Subaccount. On the Valuation Day you make the allocation, the Unit Price is $14.83. Your $5,000 buys 337.154 Units of the Variable Investment Subaccount. Assume that later, you wish to transfer $3,000 of your Account Value out of that Variable Investment Subaccount and into another Variable Investment Subaccount. On the Valuation Day you request the transfer, the Unit Price of the original Variable Investment Subaccount has increased to $16.79 and the Unit Price of the new Variable Investment Subaccount is $17.83. To transfer $3,000, we redeem 178.677 Units at the current Unit Price, leaving you 158.477 Units. We then buy $3,000 of Units of the new Variable Investment Subaccount at the Unit Price of $17.83. You would then have 168.255 Units of the new Variable Investment Subaccount.

INTERIM VALUE OF INDEX STRATEGIES

On each Valuation Day during the year, other than the Index Strategy Start Date and Index Strategy End Date, each Index Strategy is valued using an Interim Value. The Interim Value is used to calculate amounts available for withdrawal (including systematic withdrawals), surrender, transfer, annuitization or payment of a death claim. The Interim Value also is used to determine how much the Index Strategy Base will be reduced after a transfer or withdrawal.

The Interim Value is also included in the Account Value and Surrender Value to reflect the amount in the applicable Index Strategy prior to the Index Strategy End Date. The Interim Value reflects the value of each Index Strategy taking into account the current price of the underlying Index, the time remaining until the Index Strategy End Date, and the current value of the investments we have made to fund our obligations under the Index Strategy. The Interim Value is an estimate of the current value of fixed income and derivative instruments we could purchase to assure our ability to meet our obligations to the Owner at an Index Strategy End Date. We use a portfolio of fixed income instruments and derivatives to replicate our obligations to calculate Index Credit for the Index Strategies. These derivatives are valued using the Black-Scholes Model. There are many external factors that may impact the Interim Value including changes in the Indices, changes in the interest rate environment, and volatility.

The Interim Value assesses the fair value of the assets allocated to the Index Strategy (Index Strategy Base) plus the current value of the portfolio of options utilized to replicate the performance of these Index Strategies and a calculation of your potential Index Credits based upon the amount of time that you have been in these Index Strategies as compared to the Index Term for these Index Strategies (Pro-rata portion). It takes the lesser of these two values as outlined below.

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The Interim Value for the applicable Index Strategy is equal to the minimum of [(1) + (2) or (3)], where:

(1) is the fair value of the Index Strategy Base on the Valuation Day the Interim Value is calculated.

(2) is the current value of replicating the portfolio of options

(3) is the pro-rata portion of the potential Index Credit. A calculation based on the Index Return to date, adjusted for the portion of time that you have been invested in the Index Strategy as compared to your Index Strategy Term, as outlined below.

1. The fair value of the Index Strategy Base is meant to represent the market value of the investments supporting each Index Strategy.

The Market Value Index Rate will apply on a uniform basis for a class of Owners in the same Index Strategy and will be administered in a uniform and non-discriminatory manner.

The Market Value Index Rate is the Bloomberg Barclays U.S. Intermediate Credit Index rate. The Bloomberg Barclays U.S. Intermediate Credit Index is the rate for the maturity using a set duration. The duration is set to represent the duration of the investments supporting the Index Strategy and may not match the actual length of the Index Strategy.

If the Bloomberg Barclays U.S. Intermediate Credit Index yield is not published for a particular day, then we will use the yield on the next day it is published. If the Bloomberg Barclays U.S. Intermediate Credit Index yield is no longer published, or is discontinued, then we may substitute another suitable method for determining this component of the Market Value Index Rate.

2. Current value of replicating the portfolio of options – We utilize a fair market value methodology to value replicating the portfolio of options that support this product.

For each Index Strategy, we solely designate and value options, each of which is tied to the performance of the Index associated with the Index Strategy. We use derivatives to provide an estimate of the gain or loss on the Index Strategy Base that could occur at the end of the Index Strategy Term. This estimate also reflects the impact of the Cap Rate, Participation Rate, Tier Level, Step Rate and Buffer at the end of the Index Strategy Term as well as the estimated cost of exiting the replicating options prior to the Index Strategy End Date. The valuation of the options is based on standard methods for valuing derivatives and based on inputs from third party vendors. The methodology used to value these options is determined solely by us and may vary, higher or lower, from other estimated valuations or the actual selling price of identical derivatives. Any variance between our estimated fair value price and other estimated or actual prices may be different from Index Strategy type to Index Strategy type and may also change from day to day.

3. The pro rata portion of the potential Index Credit. A calculation based on the Index Return to date, adjusted for the portion of time that you have been invested in the Index Strategy as compared to your Index Strategy Term, as outlined below.

See Appendix A for additional information regarding the Interim Value calculation.

EXAMPLE

Index Effective Date: 12/2/2019

Purchase Payment: $150,000

Allocated to:

• 33% 1-Year Step Rate Plus; S&P 500; Step Rate 5%; Participation Rate 90%; Buffer 5%

• 33% 3-Year Point-to-Point Cap Rate; S&P 500; Cap Rate 75%; Buffer 10%

• 34% 6-Year Tiered Participation Rate; S&P 500; Tier 1 100%; Tier 2 140%; Tier Level 30%; Buffer 10%

Note on examples: months are assumed to have 30 days and years are assumed to have 365 days.

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On the Index Effective Date
	Step Rate Plus	Point-to- Point Cap Rate	Tiered Part Rate
Index Strategy Term (in months)	12	36	72
Months elapsed since Index Strategy Start Date	0	0	0
Index Strategy Base	$49,500	$49,500	$51,000
Buffer	5%	10%	10%
Index Strategy rate	5%	75%	100%/140%
Months until Index Strategy End Date	12	36	72
Market Index Rate on Index Strategy Start Date	2.00%	5.00%	8.00%
Starting Index Value	1,000
Total Account Value	$150,000
Index Return is Negative
Months elapsed since Index Strategy Start Date	9	9	9
Time Remaining in Index Strategy Term (in months)	3	27	63
Index Value on Calculation Date	800
Index Return on Calculation Date	-20%
Market Index Rate on Calculation Date	3.00%	6.00%	9.00%
1.    Fair Value of Index Strategy Base	$48,496.25	$46,847.82	$45,813.71
2.    Options value	$(7,401.54)	$(6,166.88)	$(5,753.38)
Sum of 1 + 2	$41,094.71	$40,680.95	$40,060.33
3.    Pro-rated portion of the Index Credit	$41,430.82	$40,820.55	$41,428.77
Index Strategy rate	-16.30%	-17.53%	-18.77%
Interim Value for each Strategy (Minimum of 1+2 and 3)	$41,094.71	$40,680.95	$40,060.33
Total Account Value		$121,835.99

The Pro-rated portion of the index credit is calculated by multiplying the Index Strategy Base by an Index Strategy Rate and taking that result multiplied by the potion of time the customer has been in an Index Strategy. The Index Strategy Rate may differ depending on the Index Strategy, which is further outlined in Appendix A.

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Index Return is Negative
Pro-Rata Calculation		Step Rate Plus	Point-to- Point Cap Rate	Tiered Part Rate
F	Index Strategy Base	$49,500	$49,500	$51,000
(d)	Days elapsed since Index Strategy Start Date (in days)	270	270	270
(t)	Index Strategy Term (in days)	365	1,095	2,190
(IR)	Index Return on Calculation Date	-20%
H	Proportion of Index Term (d) / (t)	73.97%	24.66%	12.33%
g	Index Strategy Rate (Prior to gross-up) IR + (CR * H)	-16.30%	-17.53%	-18.77%
G	Index Strategy Rate (g) / (H)	-22.04%	-71.11%	-152.22%
(i)	Pro-rated Index Credit F * G * H	$(8,069)	$(8,679)	$(9,571)
(3)	Pro-rated portion of the Index Credit F + (i)	$41,430.82	$40,820.55	$41,428.77

Index Return is Positive
Months elapsed since Index Strategy Start Date	9	9	9
Time Remaining in Index Strategy Term (in months)	3	27	63
Index Value on Calculation Date	1200
Index Return on Calculation Date	20%
Market Index Rate	3.00%	6.00%	9.00%
1.    Fair Value of Index Strategy Base	$48,496.25	$46,847.82	$45,813.71
2.    Options value	$8,887.29	$10,009.66	$13,519.43
Sum of 1 + 2	$57,383.54	$56,857.49	$59,333.14
3.    Pro-rated portion of the Index Credit	$56,090.96	$51,941.10	$52,257.53
Index Strategy rate	13.32%	4.93%	2.47%
Interim Value for each Strategy (Minimum of 1+2 and 3)	$56,090.96	$51,941.10	$52,257.53
Total Account Value	$160,289.59

The Pro-rated portion of the index credit is calculated by multiplying the Index Strategy Base by an Index Strategy Rate and taking that result multiplied by the potion of time the customer has been in an Index Strategy. The Index Strategy Rate may differ depending on the Index Strategy, which is further outlined in Appendix A.

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Index Return is Positive
Pro-Rata Calculation		Step Rate Plus	Point-to- Point Cap Rate	Tiered Part Rate
F	Index Strategy Base	$49,500	$49,500	$51,000
(CR)	Step Rate / Cap Rate / Tier Level	5%	75%	30%
(CR2) (CR3)	Participation Rate	90%	N/A	Tier 1: 100% Tier 2: 140%
(d)	Days elapsed since Index Strategy Start Date (in days)	270	270	270
(t)	Index Strategy Term (in days)	365	1,095	2,190
(IR)	Index Return on Calculation Date	20%
H	Proportion of Index Term  (d) / (t)	73.97%	24.66%	12.33%
G	Index Strategy Rate	18.00% Max( CR, IR * CR2)	20.00% Min(CR, IR)	20.00% [CR2 * Min(IR,CR)] + [CR3 * Max(IR-CR,0)]
(i)	Pro-rated Index Credit F * G * H	$6,591.96	$2,441.10	$1,257.53
(3)	Pro-rated portion of the Index Credit F + (i)	$56,090.96	$51,941.10	$52,257.53

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PURCHASING YOUR ANNUITY

DESIGNATION OF OWNER, ANNUITANT, AND BENEFICIARY

Owner, Annuitant and Beneficiary Designations: We will ask you to name the Owner(s), Annuitant and one or more Beneficiaries for your Annuity.

▪ Owner: Each Owner holds all rights under the Annuity. You may name up to two Owners in which case all ownership rights are held jointly. Generally, joint Owners are required to act jointly; however, if both Owners instruct us in a written form that we find acceptable to allow one Owner to act independently on behalf of both Owners we will permit one Owner to do so. All information and documents that we are required to send you will be sent to the first named Owner. Co-ownership by entity Owners or an entity Owner and an individual is not permitted. Refer to the “Glossary of Terms” for a complete description of the term “Owner.” Prior to Annuitization, there is no right of survivorship (other than any spousal continuance right that may be available to a surviving spouse).

▪ Annuitant: The Annuitant is the person upon whose life we make annuity payments. You must name an Annuitant who is a natural person. In limited circumstances and where allowed by law, we may allow you to name one or more “Contingent Annuitants” with our prior approval. Generally, a Contingent or Joint Annuitant will become the Annuitant if the Annuitant dies before the Annuity Date. For a Beneficiary Annuity, instead of an Annuitant there is a “Key Life” which is used to determine the annual required distributions. If an Annuitant who is not an Owner predeceases any Owner who is a natural person, not an entity: (a) if a Joint Annuitant is designated and alive, the Joint Annuitant becomes the Annuitant; (b) if no Joint Annuitant is designated and alive, the designated Contingent Annuitant becomes the Annuitant; (c) If no Contingent Annuitant is designated or alive, the Owner becomes the Annuitant; or (d) If no Joint Annuitant or Contingent Annuitant is designated or alive and there are multiple Owners who are natural persons, the oldest of such Owners becomes the Annuitant.

▪ Beneficiary: The Beneficiary is the person(s) or entity you name to receive the Death Benefit. Your Beneficiary designation should be the exact name of your Beneficiary, not only a reference to the Beneficiary’s relationship to you. If you use a class designation in lieu of designating individuals (e.g. “surviving children”), we will pay the class of Beneficiaries as determined at the time of your death and not the class of Beneficiaries that existed at the time the designation was made. If the Beneficiary dies after the death of the decedent, but before the Death Benefit proceeds are paid, the Death Benefit proceeds will be payable to the Beneficiary’s estate upon our receipt of Due Proof of Death of the decedent. If no Beneficiary is alive when the Death Benefit proceeds are determined or there is no Beneficiary designation, the Death Benefit proceeds will be paid to you or your estate. For an Annuity that designates a custodian or a plan as Owner, the custodian or plan must also be designated as the Beneficiary. For Beneficiary Annuity, instead of a Beneficiary, the term “Successor” is used. If an Annuity is co-owned by spouses, we do not offer Joint Tenants with Rights of Survivorship (JTWROS). Both owners would need to be listed as the primary beneficiaries for the surviving spouse to maintain the contract, unless you elect an alternative Beneficiary designation.

Your right to make certain designations may be limited if your Annuity is to be used as an IRA, Beneficiary Annuity or other “qualified” investment that is given beneficial tax treatment under the Code. You should seek competent tax advice on the income, estate and gift tax implications of your designations.

Age Restrictions: Unless we agree otherwise and subject to our rules, in order to issue the annuity, we must receive the application, in Good Order, before the oldest of the Owner(s) and Annuitant(s) turns 86 years old. If you purchase a Beneficiary Annuity, the maximum issue age is 85 based on the Key Life. The broker-dealer firm through which you are purchasing an Annuity may impose a younger maximum issue age than what is described above – check with the broker-dealer firm for details. The “Annuitant” refers to the natural person upon whose life annuity payments payable to the Owner are based.

REQUIREMENTS FOR PURCHASING THE ANNUITY

We may apply certain limitations, restrictions, and/or underwriting standards as a condition of our issuance of an Annuity and/or acceptance of Purchase Payments. The current limitations, restrictions and standards are described below. We may change these limitations, restrictions and standards in the future.

Initial Purchase Payment: An initial Purchase Payment is considered the first Purchase Payment received by us in Good Order and in an amount sufficient to issue your Annuity. This is the payment that issues your Annuity. All subsequent Purchase Payments allocated to the Annuity will be considered Additional Purchase Payments. Unless we agree otherwise and subject to our rules, the Annuity has a required minimum initial Purchase Payment of $25,000.

We must approve any initial and additional Purchase Payments where the total amount of Purchase Payments equals $1,000,000 or more with respect to the Annuity including any other Annuity you are purchasing from us (or that you already own) and/or our affiliates. To the extent allowed by state law, that required approval also will apply to a proposed change of owner of the Annuity, if as a result of the ownership change, total Purchase Payments with respect to the Annuity and all other Annuity owned by the new Owner would equal or exceed that $1,000,000 threshold. We may limit additional Purchase Payments under other circumstances, as explained in “Additional Purchase Payments,” below.

Applicable laws designed to counter terrorists and prevent money laundering might, in certain circumstances, require us to block an Owner’s ability to make certain transactions, and thereby refuse to accept Purchase Payments or requests for transfers, partial withdrawals, surrenders, total withdrawals, death benefits, or Annuity payments until instructions are received from the appropriate regulator. We also may be required to provide additional information about you and your Annuity to government regulators.

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Except as noted below, Purchase Payments must be submitted by check drawn on a U.S. bank, in U.S. dollars, and made payable to PALAC. Purchase Payments may also be submitted via 1035 exchange or direct transfer of funds. Under certain circumstances, Purchase Payments may be transmitted to PALAC by wiring funds through your Financial Professional’s broker-dealer firm. Additional Purchase Payments may also be applied to your Annuity under an electronic funds transfer, an arrangement where you authorize us to deduct money directly from your bank account. We may reject any payment if it is received in an unacceptable form. Our acceptance of a check is subject to our ability to collect funds.

Once we accept your application, we allocate your Purchase Payment, upon receipt, in your Annuity according to your instructions. You can allocate Purchase Payments to one or more available Index Strategies and Variable Investment Subaccounts.

We are required to allocate your initial Purchase Payment within two (2) Valuation Days after we receive the Purchase Payment in Good Order at our Service Office. If we do not have all the required information to allow us to issue your Annuity, we may retain the Purchase Payment while we try to reach you or your representative to obtain all of our requirements. If we are unable to obtain all of our required information within five (5) Valuation Days, we are required to return the Purchase Payment to you at that time, unless you specifically consent to our retaining the Purchase Payment while we gather the required information. Once we obtain the required information, we will invest the Purchase Payment and issue an Annuity within two (2) Valuation Days.

With respect to your initial Purchase Payment that is pending investment in our Separate Accounts, we may hold the amount temporarily in a suspense account and we may earn interest on such amount. You will not be credited with interest during that period. The monies held in the suspense account may be subject to claims of our general creditors. Also, the Purchase Payment will not be reduced nor increased due to market fluctuations during that period.

As permitted by applicable law, the broker-dealer firm through which you purchase your Annuity may forward your initial Purchase Payment to us prior to approval of your purchase by a registered principal of the firm. Once your purchase is approved by the firm, we will process your initial Purchase Payment as described above. These arrangements are subject to a number of regulatory requirements, including that customer funds will be deposited in a segregated bank account and held by the insurer until such time that the insurer is notified of the firm’s principal approval and is provided with the application, or is notified of the firm principal’s rejection. In addition, the insurer must promptly return the customer’s funds at the customer’s request prior to the firm’s principal approval or upon the firm’s rejection of the application. The monies held in the bank account will be held in a suspense account within our general account and we may earn interest on amounts held in that suspense account. Owners will not be credited with any interest earned on amounts held in that suspense account. The monies in such suspense account may be subject to claims of our general creditors.

Allocation of Purchase Payments

Initial Purchase Payment(s)

Issuance of an Annuity represents our acceptance of an initial Purchase Payment. You may allocate your initial Purchase Payment(s) to any combination of Variable Investment Subaccounts and Index Strategies. Allocations must be made in whole percentages and must equal 100%.

You will choose on your application if you wish to start any Index Strategies immediately on the contract effective date or wait for a Holding Account Period, currently 30 days to allow for multiple transfers and 1035 exchange transactions. If you elect to wait the 30 days, the funds designated to Index Strategies will be allocated to the Holding Account and automatically transferred from the Holding Account to your chosen Index Strategies 30 days later. The index rates applicable upon that transfer equal the rates as of the Issue Date. The date money is first applied to an Index Strategy, whether that be at contract issue or 30 days later, will be known as the Index Effective Date. If there is no Account Value allocated to the Holding Account, no transfer to the Index Strategies and/or the Variable Subaccounts will occur.

If the Index Effective Date is not a Valuation Day, the initial index value for the Index Effective Date will be the following Valuation Day that the Index is calculated and published.

An Index Effective Date can be any calendar date except February 29^th.

If you choose to only allocate your initial Purchase Payment to Variable Investment Subaccounts and not elect allocation to the Index Strategies (either at contract issue or 30 days after), you can transfer to the Index Strategies at a future date of your choosing, which would then establish the Index Effective Date and subsequent Index Anniversary Date.

Subsequent Purchase Payment(s)

Subsequent Purchase Payments received on an Index Anniversary Date may be used to start a new Index Strategy. Subsequent Purchase Payment(s) received between an Index Strategy Start Date and Index Strategy End Date will be allocated to the Variable Investment Subaccounts as instructed by the Owner. If you do not provide any instructions, the subsequent Purchase Payment(s) will be placed in the Holding Account. The Purchase Payment(s) may be transferred to an Index Strategy on the next Index Anniversary Date or may be transferred among the available Variable Investment Subaccounts at any time. See Reallocation/Transfer Guidelines in the “Managing Your Account Value” section below.

Holding Account. The Holding Account is the PSF Government Money Market Subaccount. The Holding Account will be used for additional Purchase Payments received between Index Anniversaries if you provided no other instructions for the Purchase Payment in any other available Variable Investment Subaccount. Since you may only allocate to the Index Strategies on Index Anniversaries, additional Purchase Payments will remain in the Holding Account (or Variable Investment Subaccount(s) of your choosing) until an Index Anniversary Date where they may be reallocated to the Index Strategies.

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Rate Hold. Cap Rates, Participation Rates, and Step Rates will be held for 30 days from contract issue (or submission date for electronic applications). This rate hold only applies if you chose to wait the 30 days to allocate to the Index Strategies.

Additional Purchase Payments: The minimum amount allocable to any Index Strategy is $2,000, and the minimum amount allocable to any Variable Investment Subaccount is $20. Currently you may make additional Purchase Payments, provided that the payment is at least $100 ($50 minimum for electronic funds transfer (“EFT”) purchases).

You may make additional Purchase Payments, at any time before the earlier of (i) the Annuity Date and (ii) the oldest Owner’s 86^th birthday (the Annuitant’s 86^th birthday, if the Annuity is owned by an entity). We will allow Purchase Payments at least prior to the first anniversary of the Issue Date regardless of the oldest Owner’s age, unless otherwise required by applicable law or regulation to maintain the tax status of the Annuity. No additional Purchase Payments are allowed if the Annuity is held as a Beneficiary Annuity. We will apply any additional Purchase Payment as of the Valuation Day that we receive it at our Service Office in Good Order. If you have not provided allocation instructions with an additional Purchase Payment, we will allocate the Purchase Payment to the Holding Account. We may limit, restrict, suspend or reject any additional Purchase Payments.

We reserve the right to limit, suspend or reject any additional Purchase Payment at any time, but would do so only on a non-discriminatory basis.

When you purchase the Annuity and determine the amount of your initial Purchase Payment, you should consider the fact that we may suspend, reject or limit additional Purchase Payments at some point in the future. Depending on the tax status of your Annuity (e.g., if you own the Annuity through an IRA), there may be annual contribution limits dictated by applicable law. Please see “Tax Considerations” for additional information on these contribution limits.

Additional Purchase Payments may also be limited if the total Purchase Payments under the Annuity and other Annuity equals or exceeds $1,000,000.00, as described in more detail in the “Initial Purchase Payment” section above. Should you request a transaction that would leave less than the minimum Variable Subaccount amount or the minimum Index Strategy amount, we may, to the extent permitted by law, add the balance of your Account Value in the applicable Allocation Option to the transaction and close out your balance in the Allocation Option.

RIGHT TO CANCEL

You may cancel (or “Free Look”) your Annuity for a refund by notifying us in Good Order or by returning the Annuity to our Service Office or to the representative who sold it to you within 10 days after you receive it (or such other period as may be required by applicable law). The Annuity can be mailed or delivered either to us, at our Service Office, or to the representative who sold it to you. Return of the Annuity by mail is effective on being postmarked, properly addressed and postage prepaid. If the Annuity is a replacement contract, you may cancel your Annuity using the same method within thirty days beginning on the date the contract is received by the owner, or any longer period as may be required by applicable law in the state where the contract is delivered or issued for delivery.

Subject to applicable law, the amount of the refund will equal the Account Value as of the Valuation Day we receive the returned Annuity at our Service Office or the cancellation request in Good Order, plus any fees or Tax Charges deducted from the Purchase Payment upon allocation to the Annuity or imposed under the Annuity, less any applicable federal and state income tax withholding. However, where we are required by applicable law to return Purchase Payments, we will return the greater of Account Value and Purchase Payments.

SCHEDULED PAYMENTS DIRECTLY FROM A BANK ACCOUNT

You can make additional Purchase Payments to your Annuity by authorizing us to deduct money directly from your bank account and applying it to your Annuity, unless the Annuity is held as a Beneficiary Annuity. No additional Purchase Payments are permitted if you have elected the Beneficiary Annuity. We may suspend or cancel electronic fund transfer privileges if sufficient funds are not available from the applicable financial institution on any date that a transaction is scheduled to occur. We may also suspend or cancel electronic fund transfer privileges if we have limited, restricted, suspended or terminated the ability of Owners to submit additional Purchase Payments.

Scheduled Transactions: Scheduled transactions include Systematic Withdrawals, Required Minimum Distributions, substantially equal periodic payments under Section 72(t)/72(q) of the Code, annuity payments and fees that are assessed daily as a percentage of the net assets of the Variable Investment Subaccounts. Scheduled transactions are processed and valued as of the date they are scheduled, unless the scheduled day is not a Valuation Day. In that case, the transaction will be processed and valued on the next Valuation Day, unless (with respect to Required Minimum Distributions, substantially equal periodic payments under Section 72(t)/72(q) of the Code, annuity payments and fees that are assessed daily as a percentage of the net assets of the Variable Investment Subaccounts only), the next Valuation Day falls in the subsequent calendar year, in which case the transaction will be processed and valued on the prior Valuation Day.

Unscheduled Transactions: “Unscheduled” transactions include any other non-scheduled transfers and requests for partial withdrawals or Surrenders. With respect to certain written requests to withdraw Account Value, we may seek to verify the requesting Owner’s signature. Specifically, we reserve the right to perform a signature verification for (a) any withdrawal exceeding a certain dollar amount and (b) a withdrawal exceeding a certain dollar amount if the payee is someone other than the Owner. In addition, we will not honor a withdrawal request in which the requested payee is the Financial Professional or agent of record. We reserve the right to request a signature guarantee with respect to a written withdrawal request. If we do perform a signature verification, we will pay the withdrawal proceeds within 7 days after the withdrawal request was received by us in Good Order, and will process the transaction in accordance with the discussion in “Processing and Valuing Transactions”

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“Beneficiary” Annuity

You may purchase an Annuity if you are a Beneficiary of an account that was owned by a decedent, subject to the following requirements. You may transfer the proceeds of the decedent’s account into the Annuity described in this prospectus and receive distributions that are required by the tax laws.

Upon purchase, the Annuity will be issued in the name of the decedent for your benefit. You must take required distributions at least annually, which we will calculate based on the applicable life expectancy in the year of the decedent’s death, using Table 1 in IRS Publication 590-B.

For IRAs and Roth IRAs, distributions must begin by December 31^st of the year following the year of the decedent’s death. If you are the surviving spouse Beneficiary, distributions may be deferred until the decedent would have attained age 701/2(or age 72, for distributions required to be made after December 31, 2019, with respect to individuals who attain 701/2 after such date). However, if you choose to defer distributions, you are responsible for complying with the distribution requirements under the Code, and you must notify us when you would like distributions to begin. For additional information regarding the tax considerations applicable to Beneficiaries of an IRA or Roth IRA, see “Required Distributions Upon Your Death for Qualified Annuity Contracts” in “Tax Considerations”.

For nonqualified Annuities, distributions must begin within one year of the decedent’s death. For additional information regarding the tax considerations applicable to Beneficiaries of a nonqualified Annuity see “Required Distributions Upon Your Death for Nonqualified Annuity Contracts” in “Tax Considerations”.

You may take withdrawals in excess of your required distributions. Any withdrawals you take count toward the required distribution for the year. All applicable charges will be assessed against your Annuity, such as the Total Insurance Charge.

The Annuity provides a Death Benefit upon death, and you may name “successors” who may receive the Death Benefit as a lump sum. Please note the following additional limitations for a Beneficiary Annuity:

▪ No additional Purchase Payments are permitted. You may only make a one-time initial Purchase Payment transferred to us directly from another annuity or eligible account. You may not make your Purchase Payment as an indirect rollover or combine multiple assets or death benefits into a single contract as part of this Beneficiary Annuity.

▪ You may not annuitize the Annuity; no annuity options are available.

▪ You may participate only in the following programs: Systematic Withdrawals.

▪ You may not assign or change ownership of the Annuity, and you may not change or designate another life upon which distributions are based. A Beneficiary Annuity may not be co-owned.

▪ If the Annuity is funded by means of transfer from another Beneficiary Annuity with another company, we require that the sending company or the beneficial Owner provide certain information in order to ensure that applicable required distributions have been made prior to the transfer of the contract proceeds to us. We further require appropriate information to enable us to accurately determine future distributions from the Annuity. Please note we are unable to accept a transfer of another Beneficiary Annuity where taxes are calculated based on an exclusion amount or an exclusion ratio of earnings to original investment. We are also unable to accept a transfer of an annuity that has annuitized.

▪ The beneficial Owner of the Annuity can be an individual, grantor trust, or, for an IRA or Roth IRA, an estate or a qualified trust. In general, a qualified trust (1) must be valid under state law; (2) must be irrevocable or became irrevocable by its terms upon the death of the IRA or Roth IRA Owner; and (3) the Beneficiaries of the trust who are Beneficiaries with respect to the trust’s interest in the Annuity must be identifiable from the trust instrument and must be individuals. A qualified trust may be required to provide us with a list of all Beneficiaries to the trust (including contingent and remainder Beneficiaries with a description of the conditions on their entitlement), all of whom must be individuals, as of September 30^th of the year following the year of death of the IRA or Roth IRA Owner, or date of Annuity application if later. The trustee may also be required to provide a copy of the trust document upon request. If the beneficial Owner of the Annuity is a grantor trust, distributions must be based on the life expectancy of the grantor who is named as the Annuitant.If the beneficial Owner of the Annuity is a qualified trust, distributions must be based on the life expectancy of the oldest Beneficiary under the trust.

▪ If this Beneficiary Annuity is transferred to another company as a tax-free exchange with the intention of qualifying as a Beneficiary annuity with the receiving company, we may require certifications from the receiving company that required distributions will be made as required by law.

▪ If you are transferring proceeds as Beneficiary of an annuity that is owned by a decedent, we must receive your transfer request at least 45 days prior to your first or next required distribution. If, for any reason, your transfer request impedes our ability to complete your required distribution by the required date, we will be unable to accept your transfer request.

Speculative Investing: Do not purchase the Annuity if you, anyone acting on your behalf, and/or anyone providing advice to you plan to use it for speculation, arbitrage, viatication or any other type of collective investment scheme now or at any time prior to termination of the Annuity. Your Annuity may not be traded on any stock exchange or secondary market. By purchasing the Annuity, you represent and warrant that you are not using the Annuity, or any of its riders, for speculation, arbitrage, viatication or any other type of collective investment scheme.

Currently, we will not issue an Annuity, permit changes in ownership or allow assignments to certain ownership types, including but not limited to: corporations, partnerships and endowments. Further, we will only issue an Annuity, allow changes of ownership and/or permit assignments to certain ownership types if the Annuity is held exclusively for the benefit of the designated Annuitant. You may name as Owner of the Annuity a grantor trust

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with one grantor only if the grantor is designated as the Annuitant. You may name as Owner of the Annuity, subject to state availability, a grantor trust with two grantors only if the oldest grantor is designated as the Annuitant. We will not issue Annuity to grantor trusts with more than two grantors.

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MANAGING YOUR ANNUITY

CHANGE OF OWNER, ANNUITANT AND BENEFICIARY DESIGNATIONS

In general, you may change the Owner, Annuitant and Beneficiary designations by sending us a request in Good Order which will be effective upon receipt at our Service Office. However, if the Annuity is held as a Beneficiary Annuity, the Owner may not be changed and you may not designate another Key Life upon which distributions are based.

As of the Valuation Day we receive an ownership change, including an assignment, any systematic investment or withdrawal programs will be canceled. The new Owner must submit the applicable program enrollment if they wish to participate in such a program. Where allowed by law, such changes will be subject to our acceptance. Any change we accept is subject to any transactions processed by us before we receive the notice of change at our Service Office. Some of the changes we will not accept include, but are not limited to:

▪ a new Owner subsequent to the death of the Owner or the first of any co-Owners to die, except where a spouse-Beneficiary has become the Owner as a result of an Owner’s death;

▪ a new Annuitant subsequent to the Annuity Date if the annuity option includes a life contingency;

▪ a new Annuitant prior to the Annuity Date if the Owner is an entity;

▪ a new Owner such that the new Owner is older than the age for which we would then issue the Annuity as of the effective date of such change, unless the change of Owner is the result of Spousal Continuation;

▪ any permissible designation change if the change request is received at our Service Office after the Annuity Date;

▪ a new Owner or Annuitant that is a certain ownership type, including but not limited to corporations, partnerships, endowments, or grantor trusts with more than two grantors; and

▪ a new Annuitant for an Annuity issued to a grantor trust where the new Annuitant is not the oldest grantor of the trust.

If there is a change of Owner or Annuitant, the Latest Annuity Date will be based on the age of the oldest Owner or Annuitant once the change is made. The Annuity Date must: (a) be on or after the Earliest Annuity Date and on or before the new Latest Annuity Date; and (b) must be consistent with applicable laws and regulations at the time.

Unless designated as "irrevocable", you may instruct us to change the Beneficiary. An irrevocable Beneficiary is one whose written consent is needed before you can change the Beneficiary or exercise certain other rights.

In general, you may change the Owner, Annuitant and Beneficiary designations as indicated above, and also may assign the Annuity. We will allow changes of ownership and/or assignments only if the Annuity is held exclusively for the benefit of the Annuitant, Joint Annuitant or Contingent Annuitant. We accept assignments of nonqualified Annuities only.

An Owner may seek to transfer ownership of the Annuity, subject to the interest of any assignee or beneficiary of record. We assume no responsibility for the validity or tax consequences of any change of ownership.

We reserve the right to reject any proposed change of Owner, Annuitant, or Beneficiary, as well as any proposed assignment of the Annuity.

We will reject a proposed change where the proposed Owner, Annuitant, Beneficiary or assignee is any of the following:

▪ a company(ies) that issues or manages viatical or structured settlements;

▪ an institutional investment company;

▪ an Owner with no insurable relationship to the Annuitant, Joint Annuitant, or Contingent Annuitant (a “Stranger-Owned Annuity” or “STOA”); or

▪ a change in designation(s) that does not comply with or that we cannot administer in compliance with Federal and/or state law.

We will implement this right on a non-discriminatory basis and to the extent allowed by state law but are not obligated to process your request within any particular timeframe.

Death Benefit Upon Change of Owner or Annuitant. If there is a change of Owner or Annuitant, the Return of Purchase Payments Death Benefit will no longer apply to the new Owner or Annuitant and the amount of the Death Benefit will be equal to the Account Value on the date we receive Due Proof of Death unless otherwise specified in the “Death Benefits” section of the prospectus.

Spousal Designations

If an Annuity is co-owned by spouses, we do not offer Joint Tenants with Rights of Survivorship (JTWROS). Both owners would need to be listed as the primary beneficiaries for the surviving spouse to maintain the contract, unless you elect an alternative Beneficiary designation. Note that any division of your Annuity due to divorce will be treated as a withdrawal. The non-Owner ex-spouse may decide whether he or she would like to use the

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withdrawn funds to purchase a new Annuity that is then available to new Owners. Please consult with your tax adviser regarding your personal situation if you will be transferring or dividing your Annuity pursuant to a divorce.

Prior to a 2013 Supreme Court decision, and consistent with Section 3 of the federal Defense of Marriage Act (“DOMA”), same sex marriages under state law were not recognized as same sex marriages for purposes of federal law. However, in United States v. Windsor, the U.S. Supreme Court struck down Section 3 of DOMA as unconstitutional, thereby recognizing a valid same sex marriage for federal law purposes. On June 26, 2015, the Supreme Court ruled in Obergefell v. Hodges that same-sex couples have a constitutional right to marry, thus requiring all states to allow same-sex marriage. The Windsor and Obergefell decisions mean that the federal and state tax law provisions applicable to an opposite sex spouse will also apply to a same sex spouse. Please note that a civil union or registered domestic partnership is generally not recognized as a marriage.

Contingent Annuitant

Where the Annuity is held by a Custodial Account, an account established to hold retirement assets for the benefit of the natural person Annuitant pursuant to the provisions of Section 408(a) of the Code (or any successor Code section thereto) (“Custodial Account”) the Contingent Annuitant will not automatically become the Annuitant upon the death of the Annuitant. Upon the death of the Annuitant, the Death Benefit will be payable. If the Contingent Annuitant is the spouse, then the spouse may elect to receive the Death Benefit or continue the Annuity. If the Contingent Annuitant spouse elects to continue the Annuity, the Death Benefit payable will equal the Death Benefit described in the Spousal Continuation section of the Death Benefits section of this prospectus. See “Spousal Continuation of Annuity” in “Death Benefits” for more information about how the Annuity can be continued by a Custodial Account, including the amount of the Death Benefit.

Joint Annuitant

Generally, if a Nonqualified Annuity is owned by an entity and the entity has named a Joint Annuitant, the Death Benefit will payable upon the death of the first Annuitant. Unless we agree otherwise, the Annuity is only eligible to have a Joint Annuitant designation if the entity which owns the Annuity is (1) a plan described in Code Section 72(s)(5)(A)(i) (or any successor Code section thereto); or (2) an entity described in Code Section 72(u)(1) (or any successor Code Section thereto).

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MANAGING YOUR ACCOUNT VALUE

REALLOCATIONS/TRANSFER GUIDELINES

You may transfer Account Value between Variable Investment Subaccounts at any time, subject to the restrictions outlined below. On each Index Anniversary Date, you may reallocate Account Value allocated to Variable Investment Subaccounts and any Index Strategy(ies) that has reached an Index Strategy End Date into any available Index Strategy.

You will receive a Reallocation Notice 30 days prior to your Index Anniversary Date. You must provide instructions for reallocation (by any method allowable) at least 2 days prior to the Index Anniversary Date. The reallocation will be processed on the Index Anniversary Date. You will be able to make reallocation selections via mail, phone, or through online access.

You may not reallocate to an Index Strategy where the Index Strategy End Date is after your Maximum Annuity Date. If there is less than one year until the Maximum Annuity Date, reallocations can only be made to the Variable Investment Subaccounts. If you have not provided instructions for any Account Value in an Index Strategy that would extend beyond the Maximum Annuity Date, we will transfer that Account Value to the Holding Account using the Interim Value, if applicable.

The minimum required amount allocated to any Index Strategy is $2,000. The minimum required amount allocated to any Variable Investment Subaccount is $20.

You may transfer out of an Index Strategy before the Index Strategy End Date, but you will do so at the Interim Value of the Index Strategy. See “Interim Value” for more information. The funds transferred from an Index Strategy before the Index Strategy End Date may only be transferred to Variable Investment Subaccounts or the Holding Account. If you wish to transfer to another Index Strategy, after transferring to the Variable Investment Subaccounts or the Holding Account, you must wait until the next Index Anniversary Date.

The Interim Value rules do not apply in the following situations.

From Account	To Account	Any Time	Index Strategy End Date Only
Variable Investment Subaccount (including Holding Account)	Variable Investment Subaccount (including Holding Account)	X
Variable Investment Subaccount (including Holding Account)	Index Strategy		X
Index Strategy	Variable Investment Subaccount (including Holding Account)		X
Index Strategy	Index Strategy		X

Default Reallocations/Transfers

If you do not respond to the Reallocation Notice, any Index Strategy that has reached an Index Strategy End Date will automatically renew into the same Index Strategy. If the same Index Strategy is no longer available, the funds associated with the closed Index Strategy will be transferred to the Holding Account, where they may be allocated among the Variable Investment Subaccounts or into another Index Strategy on the next Index Anniversary Date.

We reserve the right to stop offering any Index Strategy at any time.

Restrictions on Transfers between Variable Investment Subaccounts

You may transfer Account Value between Variable Investment Subaccounts subject to the restrictions outlined below. Transfers are not subject to taxation on any gain.

Frequent transfers among Variable Subaccounts in response to short-term fluctuations in markets, sometimes called “market timing,” can make it very difficult for a portfolio manager to manage a portfolio’s investments. Frequent transfers may cause the portfolio to hold more cash than otherwise necessary, disrupt management strategies, increase transaction costs, or affect performance. In light of the risks posed to Owners and other investors by frequent transfers, we reserve the right to limit the number of transfers in any Annuity Year for all existing or new Owners and to take the other actions discussed below. We also reserve the right to limit the number of transfers in any Annuity Year or to refuse any transfer request for an Owner or certain Owners if: (a) we believe that excessive transfer activity (as we define it) or a specific transfer request or group of transfer requests may have a detrimental effect on Unit Values or the share prices of the Portfolios; or (b) we are informed by a Portfolio (e.g., by the portfolio’s Portfolio manager) that the purchase or redemption of shares in the Portfolio must be restricted because the Portfolio believes the transfer activity to which such purchase and redemption relates would have a detrimental effect on the share prices of the affected Portfolio. Without limiting the above, the most likely scenario where either of the above could occur would be if the aggregate amount of a trade or trades represented a relatively large proportion of the total assets of a particular Portfolio. In furtherance of our general authority to restrict transfers as described above, and without limiting other actions we may take in the future, we have adopted the following specific restrictions:

▪ With respect to each Subaccount (other than the Holding Account), we track amounts exceeding a certain dollar threshold that were transferred into the Sub-account. If you transfer such amount into a particular Subaccount, and within 30 calendar days thereafter transfer (the “Transfer

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Out”) all or a portion of that amount into another Subaccount, then upon the Transfer Out, the former Subaccount becomes restricted (the “Restricted Subaccount”). Specifically, we will not permit subsequent transfers into the Restricted Subaccount for 90 calendar days after the Transfer Out if the Restricted Subaccount invests in a non-international Portfolio, or 180 calendar days after the Transfer Out if the Restricted Subaccount invests in an international Portfolio. For purposes of this rule, we (i) do not count transfers made in connection with one of our systematic programs; (ii) do not count any transfer that solely involves the Holding Account; and (iii) do not categorize as a transfer the first transfer that you make after the Issue Date, if you make that transfer within 30 calendar days after the Issue Date. Even if an amount becomes restricted under the foregoing rules, you are still free to redeem the amount from your Annuity at any time.

▪ We reserve the right to effect transfers on a delayed basis for all Annuities in accordance with our rules regarding frequent transfers. That is, we may price a transfer involving the Subaccounts on the Valuation Day subsequent to the Valuation Day on which the transfer request was received. Before implementing such a practice, we would issue a separate written notice to Owners that explains the practice in detail.

If we deny one or more transfer requests under the foregoing rules, we will inform you or your Financial Professional promptly of the circumstances concerning the denial.

There are owners of different variable annuity contracts that are funded through the same Separate Account that may not be subject to the above-referenced transfer restrictions and, therefore, might make more numerous and frequent transfers than Annuity Owners who are subject to such limitations. Finally, there are owners of other variable annuity contracts or variable life contracts that are issued by PALAC as well as other insurance companies that have the same underlying mutual fund Portfolios available to them. Since some Owners are not subject to the same transfer restrictions, unfavorable consequences associated with such frequent trading within the underlying Portfolio (e.g., greater portfolio turnover, higher transaction costs, or performance or tax issues) may affect all Owners. Similarly, while contracts managed by a Financial Professional are subject to the restrictions on transfers between Variable Investment Subaccounts that are discussed above, if the Financial Professional manages a number of contracts in the same fashion unfavorable consequences may be associated with management activity since it may involve the movement of a substantial portion of an underlying mutual fund's assets which may affect all Owners invested in the affected options. Apart from jurisdiction-specific and contract differences in transfer restrictions, we will apply these rules uniformly (including contracts managed by a Financial Professional) and will not waive a transfer restriction for any Owner.

Although our transfer restrictions are designed to prevent excessive transfers, they are not capable of preventing every potential occurrence of excessive transfer activity. The Portfolios have adopted their own policies and procedures with respect to excessive trading of their respective shares, and we reserve the right to enforce any such current or future policies and procedures. The prospectuses for the Portfolios describe any such policies and procedures, which may be more or less restrictive than the policies and procedures we have adopted. Under SEC rules, we are required to: (1) enter into a written agreement with each Portfolio or its principal underwriter or its transfer agent that obligates us to provide to the Portfolio promptly upon request certain information about the trading activity of individual Owners (including an Owner’s TIN number), and (2) execute instructions from the Portfolio to restrict or prohibit further purchases or transfers by specific Owners who violate the excessive trading policies established by the Portfolio. In addition, you should be aware that some Portfolios may receive “omnibus” purchase and redemption orders from other insurance companies or intermediaries such as retirement plans. The omnibus orders reflect the aggregation and netting of multiple orders from individual owners of variable insurance contracts and/or individual retirement plan participants. The omnibus nature of these orders may limit the Portfolios in their ability to apply their excessive trading policies and procedures. In addition, the other insurance companies and/or retirement plans may have different policies and procedures or may not have any such policies and procedures because of contractual limitations. For these reasons, we cannot guarantee that the Portfolios (and thus Annuity Owners) will not be harmed by transfer activity relating to other insurance companies and/or retirement plans that may invest in the Portfolios.

A Portfolio also may assess a short-term trading fee (also referred to as “redemption fee”) in connection with a transfer out of the Subaccount investing in that portfolio that occurs within a certain number of days following the date of allocation to the Subaccount. Each portfolio determines the amount of the short-term trading fee and when the fee is imposed. The fee is retained by or paid to the portfolio and is not retained by us. The fee will be deducted from your Account Value, to the extent allowed by law. At present, no portfolio has adopted a short-term trading fee.

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FINANCIAL PROFESSIONAL PERMISSION TO FORWARD TRANSACTION INSTRUCTIONS

If you have provided the necessary authorization on the application for your Annuity, the individual who signed the application for your Annuity may forward instructions regarding the allocation of your Account Value, and request financial transactions involving Variable Investment Subaccounts and Index Strategies. We refer to this person as your Financial Professional. You may have another person providing investment advisory services to you with respect to the Annuity and who you have separately authorized on the form we require to forward instructions to us regarding the allocation of your Account Value or certain financial transactions. Please be aware that if you authorize more than one person to provide investment instructions to us, we will follow all instructions received from authorized persons in the order in which we receive them. If your Financial Professional or investment adviser has this authority, we deem that all such transactions that are directed by your Financial Professional or investment adviser, as applicable, with respect to your Annuity have been authorized by you. You will receive a confirmation of any financial transaction involving your Annuity. You must contact us immediately if and when you revoke such authority. We will not be responsible for acting on instructions from your Financial Professional or authorized investment adviser until we receive notification of the revocation of such person's authority. We may also suspend, cancel or limit these authorizations at any time. In addition, we may restrict the Variable Investment Subaccounts and Index Strategies available for transfers or allocation of Purchase Payments by such Financial Professional or investment adviser. We will notify you and your Financial Professional if we implement any such restrictions or prohibitions.

Please Note: Contracts managed by your Financial Professional or investment adviser also are subject to the restrictions on transfers between Variable Investment Subaccounts that are discussed in the section below titled “Restrictions on Transfers Between Variable Investment Subaccounts.” We may also require that your Financial Professional or investment adviser transmit all financial transactions using the electronic trading functionality available through our Internet website (www.prudential.com). Limitations that we may impose on your Financial Professional or investment adviser under the terms of an administrative agreement (e.g., a custodial agreement) do not apply to financial transactions requested by an Owner on his or her own behalf, except as otherwise described in this prospectus.

AUTHORIZATION OF A THIRD-PARTY INVESTMENT ADVISER TO MANAGE MY ACCOUNT

The I Series may be used where you have engaged an investment adviser to provide advice to you regarding the Annuity. That investment adviser may be a firm or person that is appropriately licensed to sell the Annuity or that is affiliated with an entity that is appropriately licensed to sell the Annuity. The investment adviser you engage to provide advice to you in connection with the Annuity for you is not acting on our behalf, but is acting on your behalf. To be eligible to take any action with respect to your Annuity, your investment adviser must follow our rules for interacting with us to take action on your Annuity. In particular, we limit the amount of the adviser's fee that the adviser can withdraw from your Annuity (provided you have completed the required paperwork authorizing your investment adviser to do so) to a specified percentage of your Account Value. We may change the percentage limit periodically at our discretion. We reserve the right to change these rules at any time. Although we impose these rules, you are solely responsible for choosing a suitable investment adviser.

We do not offer advice about how to allocate your Account Value or make elections for your Annuity. We follow appropriately given instructions and direction from your investment adviser or you. As such, we are not responsible for any recommendations your investment adviser makes, any specific transfers, transactions or elections they make on your behalf.

We are not a party to the agreement you have with your investment adviser, and do not verify that amounts withdrawn from your Annuity, including amounts withdrawn to pay for the investment adviser’s fee, align with the terms of your agreement with your investment adviser. You will, however, receive confirmations of transactions that affect your Annuity that reflect advisory fees deducted from your Account Value. It is your responsibility to understand the advisory services provided by your investment adviser and the advisory fees charged for those services, and if applicable, to review transaction confirmations to validate the accuracy of the advisory fee withdrawn from the Annuity (subject to the percentage limit described above).

Any fee that is charged by your investment adviser is in addition to the fees and expenses that apply under your Annuity. Please be aware that if you authorize your investment adviser to receive amounts from your Annuity to pay for the investment adviser’s fee, such fee payment will be treated as an expense of the contract and not a taxable distribution so long as certain requirements are met (see “Special Rules for Advisory Fee Payments.”) Withdrawals authorized by your investment adviser or you may have consequences. A withdrawal generally may reduce the level of various living and death benefit guarantees provided. Also, an Interim Value will be used to determine the amount of the withdrawal if it is taken from an Index Strategy before the Index Strategy End Date. In addition, any time a partial withdrawal occurs before the Index Strategy End Date, the Index Strategy Base will be reduced in the same proportion that the total withdrawal reduced the Interim Value.

Special Rules for Advisory Fee Payments

We treat advisory fee payments as an expense of the Annuity and not a taxable distribution if (1) your Annuity is being used in conjunction with a “qualified” retirement plan (plans meeting the requirements of Sections 401, 403 or 408 of the Code) or (2) your non-qualified Annuity satisfies the requirements of Private Letter Ruling 201945005 (“PLR”) issued by the IRS to PALAC.    In accordance with the PLR, advisory fee payments from your non-qualified Annuity are treated as an expense as long as your investment adviser attests to Prudential that the PLR requirements have been met, including that the advisory fees will not exceed 1.5% of the Annuity’s cash value and the Annuity only pays the investment adviser for fees related to investment advice and no other services. The PLR does not generally allow such favorable tax treatment of advisory fee payments where a commission is also paid on the Annuity.

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ACCESS TO ACCOUNT VALUE

TYPES OF DISTRIBUTIONS AVAILABLE TO YOU

During the Accumulation Period you can access your Account Value through partial withdrawals, systematic withdrawals, and where required for tax purposes, Required Minimum Distributions. You can also surrender your Annuity at any time. If you surrender your Annuity, we may deduct any Tax Charge that applies. If a withdrawal is taken from an Index Strategy before the Index Strategy End Date, the withdrawal will be based on the Interim Value. See “Interim Value” for more information. Unless you notify us differently as permitted, partial withdrawals will be deducted first from any Variable Investment Subaccounts on a pro-rata basis. Only when the Variable Investment Subaccounts have been depleted will any remaining withdrawal amount be deducted from the Index Strategies, also on a pro-rata basis. The Owner can also request self-directed withdrawals from Variable Investment Subaccounts and Index Strategies of their choosing. Each of these types of distributions is described more fully below.

PARTIAL WITHDRAWALS AND INTERIM VALUE OF INDEX STRATEGIES

Any time a partial withdrawal occurs between Index Strategy Start and End Dates, the Index Strategy Base will be reduced in the same proportion that the total withdrawal reduced the Interim Value. A proportional reduction in your Index Strategy Base could be larger than the dollar amount of the withdrawal when the Index Strategy Base is greater than the Interim Value. Here are examples where the Index Strategy Base is less than the Interim Value and then exceeds the Interim Value:

Example 1:

Index Strategy Start Date: 9/1/2019

Index Strategy Base: $50,000

Withdrawal Date: 3/1/2020

Interim Value: $70,000

Withdrawal: $50,000 gross

Withdrawal divided by Interim Value: $50,000 / $70,000 = 71.429%

Index Strategy Base Adjustment Amount: $50,000 x 71.429% = $35,714.29

Index Strategy Base after Withdrawal: $50,000 - $35,714.29 = $14,285.71

Example 2:

Index Strategy Base: $14,285.71

Withdrawal Date: 5/1/2020

Interim Value: $14,000

Withdrawal: $14,000 gross

Withdrawal divided by Interim Value: $14,000 / $14,000 = 100%

Index Strategy Base Adjustment Amount: $14,285.71 x 100% = $14,285.71

Index Strategy Base after Withdrawal: $0

TAX IMPLICATIONS FOR DISTRIBUTIONS FROM NONQUALIFIED ANNUITY

Prior to Annuitization

For federal income tax purposes, a distribution prior to Annuitization is deemed to come first from any “gain” in your Annuity and second as a return of your “cost basis”, if any. Distributions from your Annuity are generally subject to ordinary income taxation on the amount of any investment gain unless the distribution qualifies as a non-taxable exchange or transfer. If you take a distribution prior to the taxpayer’s age 59¹/₂, you may be subject to a 10% penalty in addition to ordinary income taxes on any gain. You may wish to consult a professional tax adviser for advice before requesting a distribution.

During the Annuitization Period

During the Annuitization period, a portion of each annuity payment is taxed as ordinary income at the tax rate you are subject to at the time of the payment. The Code and regulations have “exclusionary rules” that we use to determine what portion of each annuity payment should be treated as a return of any cost basis you have in your Annuity. Once the cost basis in your Annuity has been distributed, the remaining annuity payments are taxable as ordinary income. The cost basis in your Annuity may be based on the cost basis from a prior contract in the case of a Section 1035 exchange or other qualifying transfer.

There may also be tax implications on distributions from qualified Annuities. See “Tax Considerations” for information about qualified Annuities and for additional information about nonqualified Annuities.

SYSTEMATIC WITHDRAWALS DURING THE ACCUMULATION PERIOD

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Our systematic withdrawal program is an administrative program designed for you to withdraw a specified amount from your Annuity on an automated basis at the frequency you select. This program is available to you at no additional charge. We may cease offering this program or change the administrative rules related to the program at any time on a non-discriminatory basis.

You may not have a systematic withdrawal program, as described in this section, if you are receiving substantially equal periodic payments under Sections 72(t) and 72(q) of the Code or Required Minimum Distributions.

You may terminate your systematic withdrawal program at any time. Ownership changes to, and assignment of, your Annuity will terminate any systematic withdrawal program on the Annuity as of the effective date of the change or assignment. Requesting partial withdrawals while you have a systematic withdrawal program may also terminate your systematic withdrawal program as described below.

Systematic withdrawals can be made from your Account Value allocated to the Variable Investment Subaccounts or Index Strategies. Systematic withdrawals taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. Please see “Interim Value” for more information. Any time a systematic withdrawal occurs before the Index Strategy End Date, the Index Strategy Base will also be reduced in the same proportion that the total withdrawal reduced the Interim Value.

The minimum amount for each systematic withdrawal is $100. If any scheduled systematic withdrawal is for less than $100 (which may occur under a program that provides payment of an amount equal to the earnings in your Annuity for the period requested), we may postpone the withdrawal and add the expected amount to the amount that is to be withdrawn on the next scheduled systematic withdrawal.

In the absence of instructions, systematic withdrawals will be taken on a pro-rata basis from all Variable Investment Subaccounts until the Variable Investment Subaccounts have been depleted, and then they will be taken pro-rata from all the Index Strategies.

SYSTEMATIC WITHDRAWALS UNDER SECTIONS 72(t)/72(q) OF THE INTERNAL REVENUE CODE

If your Annuity is used as a funding vehicle for certain retirement plans that receive special tax treatment under Sections 401, 403(b), 408 or 408A of the Code, Section 72(t) of the Code may provide an exception to the 10% penalty tax on distributions made prior to age 59¹/₂ if you elect to receive distributions as a series of “substantially equal periodic payments.” For Annuities issued as nonqualified Annuities, the Code may provide a similar exemption from penalty under Section 72(q) of the Code. Systematic withdrawals under Sections 72(t)/72(q) taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. Please see “Interim Value” for more information. Any time a systematic withdrawal occurs before the Index Strategy End Date, the Index Strategy Base will also be reduced in the same proportion that the total withdrawal reduced the Interim Value. To request a program that complies with Sections 72(t)/72(q), you must provide us with certain required information in writing on a form acceptable to us. We may require advance notice to allow us to calculate the amount of 72(t)/72(q) withdrawals. There is no minimum Surrender Value we require to allow you to begin a program for withdrawals under Sections 72(t)/72(q). The minimum amount for any such withdrawal is $100 and payments may be made monthly, quarterly, semi-annually or annually.

You may also annuitize your Annuity and begin receiving payments for the remainder of your life (or life expectancy) as a means of receiving income payments before age 59¹/₂ that are not subject to the 10% penalty.

Please note that if a withdrawal under Sections 72(t) or 72(q) is scheduled to be effected between the last Valuation Day prior to December 25^th and December 31^st of a given year, then we will implement the withdrawal on the last Valuation Day prior to December 25^th of that year.

REQUIRED MINIMUM DISTRIBUTIONS

Required Minimum Distributions are a type of systematic withdrawal we allow to meet distribution requirements under Sections 401, 403(b) or 408 of the Code. Required Minimum Distribution rules do not apply to Roth IRAs during the Owner’s lifetime. Under the Code, you may be required to begin receiving periodic amounts from your Annuity. In such case, we will allow you to make systematic withdrawals in amounts that satisfy the minimum distribution rules under the Code. Required Minimum Distribution withdrawals taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. Please see “Interim Value” for more information. Any time a Required Minimum Distribution withdrawal occurs before the Index Strategy End Date, the Index Strategy Base will also be reduced in the same proportion that the total withdrawal reduced the Interim Value.

The amount of the Required Minimum Distribution for your particular situation may depend on other Annuity, savings or investments. We will only calculate the amount of your Required Minimum Distribution based on the value of your Annuity. We require three (3) days advance written notice to calculate and process the amount of your payments. You may elect to have Required Minimum Distributions paid out monthly, quarterly, semi-annually or annually. The $100 minimum amount that applies to systematic withdrawals applies to monthly Required Minimum Distributions but does not apply to Required Minimum Distributions taken out on a quarterly, semi-annual or annual basis.

If you choose to take your Required Minimum Distribution from this Annuity, unless we receive other instructions from you, we will take each Required Minimum Distribution first pro-rata from the Variable Investment Sub-Accounts in which your Account Value is allocated. Once the Account Value in all Variable Investment Sub-Accounts has been depleted, we will deduct any remaining Required Minimum Distribution pro-rata from the Index Strategy in which you have Account Value allocated. If the amount of the Required Minimum Distribution reduces your Account Value below $2,000, we may treat the distribution as a full Surrender of the Annuity. After the Annuity Date, we will view the annuity payments as your Required Minimum Distributions with respect to the Annuity.

You may also annuitize your Annuity and begin receiving payments for the remainder of your life (or life expectancy) as a means of receiving income payments and satisfying the Required Minimum Distribution rules under the Code.

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In any year in which the requirement to take Required Minimum Distributions is suspended by law, we reserve the right, in our sole discretion and regardless of any position taken on this issue in a prior year, to treat any amount that would have been considered as a Required Minimum Distribution if not for the suspension as eligible for treatment as described herein.

Please note that if a Required Minimum Distribution is scheduled to be effected between the last Valuation Day prior to December 25^th and December 31^st of a given year, then we will process the Required Minimum Distribution on the last Valuation Day prior to December 25^th of that year.

See “Tax Considerations” for a further discussion of Required Minimum Distributions.

Death Benefits: Death Benefit claims require our review and evaluation before processing. We price such transactions as of the date we receive at our Service Office in Good Order all supporting documentation we require for such transactions.

We generally pay any surrender request or death benefit claims from the Separate Account within 7 days of our receipt of your request in Good Order at our Service Office.

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SURRENDERS

SURRENDER VALUE

During the Accumulation Period you can surrender your Annuity at any time and will receive the Surrender Value. Upon surrender of your Annuity, you will no longer have any rights under the surrendered Annuity. Your Surrender Value is equal to the Account Value less any applicable Tax Charges.

We apply as a threshold, in certain circumstances, a minimum Surrender Value of $2,000. We will not allow you to take any withdrawals that would cause your Annuity’s Account Value, after taking the withdrawal, to fall below the minimum Surrender Value. See “Annuity Options” later in this prospectus for information on the impact of the minimum Surrender Value at annuitization.

Your Surrender Value taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. Please see “Interim Value” for more information.

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ANNUITY OPTIONS

Annuitization involves converting your Account Value to an annuity payment stream, the length of which depends on the terms of the applicable annuity option. Thus, once annuity payments begin, your death benefit, if any, is determined solely under the terms of the applicable annuity payment option. We currently make annuity options available that provide fixed annuity payments only. Fixed annuity payments provide the same amount with each payment. You must annuitize your entire Account Value; partial Annuitizations are not allowed. If you annuitize between Index Anniversary Dates, your annuity payments taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. See “Interim Value” for more information.

You have a right to choose your annuity start date, provided that it is no later than the first day of the calendar month next following the 95^th birthday of the oldest of any Owner and Annuitant whichever occurs first, the Maximum Annuity Date, and no earlier than the earliest permissible Annuity Date. Your choice of Annuity Date and Annuity Option may be limited, depending on your use of the Annuity. If you do not request an earlier Annuity Date in writing, then your Annuity Date will be the Latest Annuity Date. You may choose one of the annuity options described below, and the frequency of annuity payments. Certain annuity options and/or periods certain may not be available, depending on the age of the Annuitant. You may change your choices up to 30 days before the Annuity Date. We must receive your request in Good Order.

If needed, we will require proof in Good Order of the Annuitant’s age before commencing annuity payments. Likewise, we may require proof in Good Order that an Annuitant is still alive, as a condition of our making additional annuity payments while the Annuitant lives. We will seek to recover any life income annuity payments that we made after the death of the Annuitant.

On the Annuity Date we apply the Account Value, less any applicable Tax Charges, to the Annuity Option you select. If you have not selected an Annuity Option, the default Annuity Option will be Option 1 with a certain period of 120 months (but not to exceed the life expectancy of the Annuitant at the time the Annuity Option becomes effective, as computed under applicable IRS tables).

If the initial annuity payment would be less than $100, we will not allow you to annuitize (except as otherwise specified by applicable law). Instead, we will pay you your current Account Value in a lump sum and terminate your Annuity. Similarly, we reserve the right to pay your Account Value in a lump sum, rather than allow you to annuitize, if the Surrender Value of your Annuity is less than $2,000 on the Annuity Date.

Once annuity payments begin, your death benefit, if any, is determined solely under the terms of the applicable annuity payment option and you may no longer receive the Death Benefits as described below. See the “Death Benefits” section of this prospectus.

Please note that you may not annuitize under one of the Fixed Annuity Options within the first three Annuity Years (except as otherwise specified by applicable law).

For Beneficiary Annuity, no annuity payments are available and all references to Annuity Date are not applicable.

Fixed Annuity Options

We currently make annuity options available that provide fixed annuity payments only.

Option 1

Life Income Annuity Option with a Period Certain - Under this option, income is payable equally monthly, quarterly, semiannually, or annually for the Annuitant’s life or a period certain, subject to our then current rules, whichever is longer. Should the Owner or Annuitant die before the end of the period certain, the remaining period certain payments are paid to any surviving Owner, or if there is no surviving Owner, the named Beneficiary, or your estate if no Beneficiary is named, until the end of the period certain. If an annuity option is not selected by the Annuity Date, this is the option we will automatically select for you. We will use a period certain of 10 years, or a shorter duration if the Annuitant’s life expectancy at the time the annuity option becomes effective, as computed under applicable IRS tables, is less than 10 years. If in this instance the duration of the period certain is prohibited by applicable law, then we will pay you a lump sum in lieu of this option.

Option 2

Joint Life Annuity Option - Under the joint lives option, income is payable monthly, quarterly, semiannually, or annually, as you choose, during the joint lifetime of two Annuitants, ceasing with the last payment prior to the death of the second to die of the two Annuitants. No minimum number of payments is guaranteed under this option. It is possible that only one payment will be payable if the death of all the Annuitants occurs before the date the second payment was due, and no other payments or death benefits would be payable.

Other Annuity Options We May Make Available

At the Annuity Date, we may make available other annuity options not described above. However, Options 1 and 2 above will always remain available. The additional options we currently offer are:

▪ Life Annuity Option. We currently make available an annuity option that makes payments for the life of the Annuitant. Under that option, income is payable monthly, quarterly, semiannually, or annually, as you choose, until the death of the Annuitant. No additional annuity payments are made after the death of the Annuitant. No minimum number of payments is guaranteed. It is possible that only one payment will be payable if the death of the Annuitant occurs before the date the second payment was due, and no other payments nor death benefits would be payable.

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▪ Joint Life Annuity Option with a Period Certain. Under this option, income is payable monthly, quarterly, semiannually, or annually for the number of years selected (the “period certain”), subject to our current rules, and thereafter during the joint lifetime of two Annuitants, ceasing with the last payment prior to the death of the second to die of the two Annuitants. If the Annuitants’ joint life expectancy is less than the period certain, we will institute a shorter period certain, determined according to applicable IRS tables. Should the two Annuitants die before the end of the period certain, the remaining period certain payments are paid to any surviving Owner, or if there is no surviving Owner, the named Beneficiary, or to your estate if no Beneficiary is named, until the end of the period certain.

▪ Annuity Payments for a Period Certain:Under this option, we will make equal payments for the period chosen (the “period certain”), up to 25 years (but not to exceed the life expectancy of the Annuitant at the time the annuity option becomes effective, as computed under applicable IRS tables). The annuity payments may be made equally monthly, quarterly, semiannually, or annually, as you choose, for the fixed period. If the Owner dies before the end of the period certain, payments will continue to any surviving Owner, or if there is no surviving Owner, the named Beneficiary or your estate if no Beneficiary is named for the remainder of the period certain.

We reserve the right to cease offering any of these other annuity options. If we do so, we will amend this prospectus to reflect the change. We reserve the right to make available other annuity options. If there is a misstatement of age or sex on which life annuity rates are calculated and we have to make a correction/adjustment to prior payments, we will use an interest rate of [6]% to remedy any underpayments and, for overpayments, [6]% will be deducted from future amounts payable by us under your Annuity.

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DEATH BENEFITS

TRIGGERS FOR PAYMENT OF THE DEATH BENEFIT

The Annuity provides a Death Benefit prior to Annuitization. If the Annuity is owned by one or more natural persons, the Death Benefit is payable upon the death of the Owner (or the first to die, if there are multiple Owners). If a Contingent Annuitant was designated before an Annuitant’s death and the Annuitant dies, and the Contingent Annuitant is the spouse, then the spouse Contingent Annuitant may choose to become the Annuitant and continue the contract, in which case a Death Benefit will not be paid,or elect to receive the Death Benefit. If a Nonqualified Annuity is owned by an entity (for example, a non-natural person), the Death Benefit is payable upon the first Annuitant’s death. The person upon whose death the Death Benefit is paid is referred to below as the “decedent”. A Death Benefit is payable only if your Account Value at the time of the decedent’s death is greater than zero. Death claims taken from an Index Strategy before the Index Strategy End Date will be based on the Interim Value. See “Interim Value” for more information.

Where an Annuity is issued to a trust, and such trust is characterized as a grantor trust under the Code, such Annuity shall not be considered to be held by a non-natural person and will be subject to the tax reporting and withholding requirements generally applicable to a Nonqualified Annuity held by a natural person. At this time, we will not issue an Annuity to grantor trusts with more than two grantors.

You may name as the Owner of the Annuity a grantor trust with one grantor only if the grantor is designated as the Annuitant. You may name as the Owner of the Annuity, subject to state availability, a grantor trust with two grantors only if the oldest grantor is designated as the Annuitant. We will not issue the Annuity to grantor trusts with more than two grantors. If co-grantors are named, the second grantor may be designated as Joint Annuitant. If a non-Annuitant co-grantor passes away, then the Death Benefit will not be payable.

We determine the amount of the Death Benefit as of the date we receive Due Proof of Death. Any given Beneficiary must submit the written information we require in order to be paid his/her share of the Death Benefit.

Once we have received Due Proof of Death, each eligible Beneficiary may take his/her portion of the Death Benefit in one of the forms described in this prospectus under “Payment of Death Benefits” below.

After our receipt of Due Proof of Death, we automatically transfer any remaining Death Benefit to the Holding Account. However, between the date of death and the date that we transfer any remaining Death Benefit to the Holding Account, the amount of the Death Benefit is subject to market fluctuations (net of the Insurance Charge).

COMMON DISASTER -- If an Owner and a Beneficiary die in a common disaster, it must be proved to our satisfaction that the Owner died first and the Beneficiary survived the Owner(s) (or Annuitant if entity owned) by at least 30 days. In this situation, the Death Benefit proceeds will be payable to the Beneficiary’s estate upon our receipt of Due Proof of Death of the Decedent. When there is insufficient evidence to determine the order of death, then, unless prohibited by law, we will deem the Owner to have survived the Beneficiary.

If: (a) the Owner is an entity; (b) no Contingent Annuitant or Joint Annuitant has been designated, we will deem the Annuitant to be the last survivor and pay the proceeds to any remaining Beneficiary, or if none, to any remaining contingent Beneficiary, or if none, to the Owner.

THE RETURN OF PURCHASE PAYMENTS DEATH BENEFIT

The Annuity provides a Death Benefit called the Return of Purchase Payments Death Benefit and will be attached to your Annuity contract once issued.

The amount of the death benefit under the Return of Purchase Payments Death Benefit is equal to the greater of:

▪ The Return of Purchase Payments Amount, defined below; AND

▪ The Account Value on the date we receive Due Proof of Death.

Calculation of the Return of Purchase Payments Amount

Initially, the Return of Purchase Payment amount is equal to the sum of all Purchase Payments allocated to the Annuity on its Issue Date. Thereafter, the Return of Purchase Payments Amount is:

▪ Increased by additional Purchase Payments allocated to the Annuity, and

▪ Reduced for any partial withdrawals. A withdrawal will cause a proportional reduction to the Return of Purchase Payments Amount equal to the ratio of the amount of the withdrawal to the Account Value immediately prior to the withdrawal.

The proportional reduction in the Return of Purchase Payments Amount could be less or greater than the actual withdrawal based upon the level of the Account Value. If the Account Value exceeds the Return of Purchase Payments Amount prior to the withdrawal, then the impact on the Return of Purchase Payments Amount would be less than the reduction in the Account Value. If the Return of Purchase Payments Amount exceeds the Account Value prior to the withdrawal, then the impact on the Return of Purchase Payments Amount would exceed the reduction in the Account Value. This is outlined in the below examples.

Example 1:

Return of Purchase Payments Amount: $100,000

Gross Withdrawal: $18,000

Account Value at time of Withdrawal: $118,000

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Return of Purchase Payments Amount Reduction Percent for Withdrawal: 15.25% ($18,000/$118,000)

Return of Purchase Payments Amount after Withdrawal: $84,750 ($100,000 - 15.25%)

Example 2:

Return of Purchase Payments Amount: $100,000

Gross Withdrawal: $18,000

Account Value at time of Withdrawal: $90,000

Return of Purchase Payments Amount Reduction Percent for Withdrawal: 20% ($18,000/$90,000)

Return of Purchase Payments Amount after Withdrawal: $80,000 ($100,000 - 20%)

EXCEPTIONS TO THE RETURN OF PURCHASE PAYMENT AMOUNT: There are certain exceptions to the amount of the Death Benefit under the Return of Purchase Payments Death Benefit.

Submission of Due Proof of Death after One Year. If we receive Due Proof of Death more than one year after the date of death, we reserve the right to limit the Death Benefit to the Account Value on the date we receive Due Proof of Death. Although we do not currently limit the Death Benefit to the Account Value, if we decide to do so, the beneficiaries designated under your Annuity would receive an amount equal to the Account Value and not an amount equal to the greater of the Return of Purchase Payment amount and the Account Value.

▪ Beneficiary Annuity. With respect to a Beneficiary Annuity, the Death Benefit is triggered by the death of the beneficial Owner (or the Key Life, if entity-owned). However, if the Annuity is held as a Beneficiary Annuity, the Owner is an entity, and the Key Life is already deceased, then no Death Benefit is payable upon the death of the beneficial Owner.

SPOUSAL CONTINUATION OF ANNUITY

Unless you designate a Beneficiary other than your spouse, upon the death of either spousal Owner, the surviving spouse may elect to continue ownership of the Annuity instead of taking the Death Benefit payment ("Spousal Continuation") subject to our rules and subject to our receipt of Due Proof of Death. The Account Value (which may be based on the Interim Value for amounts held in the Index Strategies) as of the date of Due Proof of Death will be equal to the Death Benefit that would have been payable. Any amount added to the Account Value will be allocated to the Variable Investment Subaccounts pro-rata or to the Holding Account if no Variable Investment Subaccounts have value. The spouse may transfer to any of the Variable Investment Sub-accounts at any time or to a new Index Strategy on the next Index Anniversary Date.

Upon Spousal Continuation, the Account Value is increased to the Return of Purchase Payment Amount, if greater.

Subsequent to Spousal Continuation, the amount of the Death Benefit will be equal to the Account Value on the date we receive Due Proof of Death.

We allow a spouse to continue the Annuity even though he/she has reached or surpassed the Latest Annuity Date. However, upon such a spousal continuance, annuity payments would begin immediately. Spousal continuation is only permitted once under the Annuity.

PAYMENT OF DEATH BENEFITS

Alternative Death Benefit Payment Options – Annuity owned by Individuals (not associated with Tax-Favored Plans)

Except in the case of a Spousal Continuation as described above, upon your death, certain distributions must be made under the Non-Qualified Annuity. The required distributions depend on whether you die before you start taking annuity payments under the Annuity or after you start taking annuity payments under the Annuity. If you die on or after the Annuity Date, the remaining portion of the interest in the Annuity must be distributed at least as rapidly as under the method of distribution being used as of the date of death. In the event of the decedent’s death before the Annuity Date, the Death Benefit must be distributed:

▪ within five (5) years of the date of death (the “five-year deadline”); or

▪ as a series of payments not extending beyond the life expectancy of the Beneficiary or over the life of the Beneficiary. Payments under this option must begin within one year of the date of death. If the Beneficiary does not begin installments by such time, then no partial withdrawals will be permitted thereafter and we require that the Beneficiary take the Death Benefit as a lump sum within the five-year deadline. If we do not receive instructions on where to send the payment within five-years of the date of death, the funds will be escheated.

▪ If the Beneficiary is the surviving spouse of the Owner, the spouse may elect to continue the Annuity.

If the Annuity is held as a Beneficiary Annuity, the payment of the Death Benefit must be distributed as a lump sum payment.

The Owner may elect the method of payment to each Beneficiary, subject to our then current rules, prior to the date of death of the decedent. When no such election is made as to a specific Beneficiary, such Beneficiary must elect the method of payment within 60 days of the date we receive all required documentation in Good Order in order to pay the Death Benefit to that Beneficiary. If no election is made within 60 days, the default will be distribution within five years of the date of death of the decedent as noted in (a) above. If the Beneficiary is the surviving spouse of the owner, the spouse may elect to continue the Annuity under (c) above.

The Owner may elect to have any amount of the proceeds due to a Beneficiary applied under any of the Annuity Options described in the “Annuity Payment Options” section, or any other option we then make available. If you make such an election, a Beneficiary may not alter such an election.

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However, if you have not previously made such an election, a Beneficiary may make such an election as to the proceeds due that Beneficiary. The Beneficiary will be the “measuring life” for determining the amount of any annuity payments dependent on the continuation of life. We may require evidence satisfactory to us of the age of the measuring life prior to commencement of any annuity payments.

In the event of death on or after the Annuity Date, we distribute any payments due subsequent to an Owner’s or Annuitant’s death at least as rapidly as under the method of distribution in effect as of the date of such Owner’s or Annuitant’s death.

Alternative Death Benefit Payment Options – Annuity Held by Tax-Favored Plans

Upon your death under an IRA or Roth IRA, a ny remaining interest must be distributed in accordance with federal income tax requirements. The post-death distribution requirements were amended, applicable generally with respect to deaths occurring after 2019, by the Further Consolidated Appropriations Act of 2020 (which includes the "Setting Every Community Up for Retirement Enhancement" Act (SECURE Act)). The post-death distribution requirements under prior law continue to apply in certain circumstances.

• Prior law. Under prior law, if an IRA owner dies prior to the required beginning date, the remaining interest must be distributed (1) within 5 years after the death (the “5-year rule”), or (2) over the life of the designated beneficiary, or over a period not extending beyond the life expectancy of the designated beneficiary, provided that such distributions commence within one year after death (the “lifetime payout rule”). If the IRA owner dies on or after the required beginning date (including after the date distributions have commenced in the form of an annuity), the remaining interest must be distributed at least as rapidly as under the method of distribution being used as of the date of death (the “at-least-as-rapidly rule”).

• The new law. Under the new law, if you die after 2019, and you have a designated beneficiary, any remaining interest must be distributed within 10 years after your death, unless the designated beneficiary is an “eligible designated beneficiary” (“EDB”) or some other exception applies. A designated beneficiary is any individual designated as a beneficiary by the employee or IRA owner. An EDB is any designated beneficiary who is (1) your surviving spouse, (2) your minor child, (3) disabled, (4) chronically ill, or (5) an individual not more than 10 years younger than you. An individual’s status as an EDB is determined on the date of your death.

This 10-year post-death distribution period applies regardless of whether you die before your required beginning date, or you die on or after that date (including after distributions have commenced in the form of an annuity). However, if the beneficiary is an EDB and the EDB dies before the entire interest is distributed under this 10-year rule, the remaining interest must be distributed within 10 years after the EDB’s death (i.e., a new 10-year distribution period begins).

Instead of taking distributions under the new 10-year rule, an EDB can stretch distributions over life, or over a period not extending beyond life expectancy, provided that such distributions commence within one year of your death, subject to certain special rules. In particular, if the EDB dies before the remaining interest is distributed under this stretch rule, the remaining interest must be distributed within 10 years after the EDB’s death (regardless of whether the remaining distribution period under the stretch rule was more or less than 10 years). In addition, if your minor child is an EDB, the child will cease to be an EDB on the date the child reaches the age of majority, and any remaining interest must be distributed with 10 years after that date (regardless of whether the remaining distribution period under the stretch rule was more or less than 10 years).

It is important to note that under prior law, annuity payments that commenced under a method that satisfied the distribution requirements while the IRA owner was alive could continue to be made under that method after the death of the IRA owner. However, under the new law, if you commence taking distributions in the form of an annuity that can continue after your death, such as in the form of a joint and survivor annuity or an annuity with a guaranteed period of more than 10 years, any distributions after your death that are scheduled to be made beyond the applicable distribution period imposed under the new law might need to be commuted at the end of that period (or otherwise modified after your death if permitted under federal tax law and by Prudential) in order to comply with the new post-death distribution requirements.

The new post-death distribution requirements do not apply if annuity payments that comply with prior law commenced prior to December 20, 2019. Also, even if annuity payments have not commenced prior to December 20, 2019, the new requirements generally do not apply to an immediate annuity contract or a deferred income annuity contract (including a qualifying lifetime annuity contract, or “QLAC”) purchased prior to that date, if you have made an irrevocable election before that date as to the method and amount of the annuity.

If your beneficiary is not an individual, such as a charity, your estate, or a trust, any remaining interest after your death generally must be distributed under prior law in accordance with the 5-year rule or the at-least-as-rapidly rule, as applicable (but not the lifetime payout rule). However, if your beneficiary is a trust and all the beneficiaries of the trust are individuals, the new law can apply pursuant to special rules that treat the beneficiaries of the trust as designated beneficiaries, including special rules allowing a beneficiary of a trust who is disabled or chronically ill to stretch the distribution of their interest over their life or life expectancy in some cases. You may wish to consult a professional tax advisor about the federal income tax consequences of your beneficiary designations.

In addition, the new post-death distribution requirements generally do not apply if the IRA owner died prior to January 1, 2020. However, if the designated beneficiary of the deceased IRA owner dies after January 1, 2020, any remaining interest must be distributed within 10 year of the designated beneficiary’s death. Hence, this 10-year rule will apply to (1) a contract issued prior to 2020 which continues to be held by a designated beneficiary of an IRA owner who died prior to 2020, and (2) an inherited IRA issued after 2019 to the designated beneficiary of an IRA owner who died prior to 2020.

• Spousal continuation. Under the new law, as under prior law, if your beneficiary is your spouse, your surviving spouse can delay the application of the post-death distribution requirements until after your surviving spouse’s death by transferring the remaining interest tax-free to your surviving spouse’s own IRA, or by treating your IRA as your surviving spouse’s own IRA.

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The post-death distribution requirements are complex and unclear in numerous respects. In addition, the manner in which these requirements will apply will depend on your particular facts and circumstances. You may wish to consult a professional tax adviser for tax advice as to your particular situation.

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TAX CONSIDERATIONS

The tax considerations associated with an Annuity vary depending on whether the Annuity is (i) owned by an individual or non-natural person, and not associated with a tax-favored retirement plan, or (ii) held under a tax-favored retirement plan. We discuss the tax considerations for these categories of Annuity below. The discussion is general in nature and describes only federal income tax law (not state, local, foreign or other federal tax laws). It is based on current law and interpretations which may change. The information provided is not intended as tax advice. You should consult with a qualified tax adviser for complete information and advice.

Generally, the cost basis in an Annuity not associated with a tax-favored retirement plan is the amount you pay into your Annuity, or into Annuity exchanged for your Annuity, on an after-tax basis less any withdrawals of such payments. Cost basis for a tax-favored retirement plan is provided only in limited circumstances, such as for contributions to a Roth IRA or nondeductible contributions to a traditional IRA. We do not track cost basis for tax-favored retirement plans, which is the responsibility of the Owner.

The discussion below generally assumes that the Annuity is issued to the Annuity Owner. For Annuities issued under the Beneficiary Continuation Option or as a Beneficiary Annuity, refer to the Taxes Payable by Beneficiaries for a Nonqualified Annuity and Required Distributions Upon Your Death for Qualified Annuity sections below.

NONQUALIFIED ANNUITIES

In general, as used in this prospectus, a Nonqualified Annuity is owned by an individual or non-natural person and is not associated with a tax-favored retirement plan.

Taxes Payable by You

We believe the Annuity is an annuity for tax purposes. Accordingly, as a general rule, you should not pay any tax until you receive money under the Annuity. Generally, an annuity issued by the same company (and affiliates) to you during the same calendar year must be treated as one annuity for purposes of determining the amount subject to tax under the rules described below. Charges for advisory fee payments that are taken from the Annuity are treated as an expense of the Annuity and not a taxable distribution if your non-qualified Annuity satisfies the requirements of Private Letter Ruling 201945005 (“PLR”) issued by the IRS to PALAC.

It is possible that the IRS could assert that some or all of the charges for the optional living or death benefits under the Annuity should be treated for federal income tax purposes as a partial withdrawal from the Annuity. If this were the case, the charge for this benefit would be treated to the extent there are earnings in the Annuity. Additionally, for Owners under age 59½, the taxable income attributable to the charge for the benefit could be subject to a tax penalty. If the IRS determines that the charges for one or more benefits under the Annuity are taxable withdrawals, then the Owner will be provided with a notice from us describing available alternatives regarding these benefits.

Taxes on Withdrawals and Surrender Before Annuity Payments Begin

If you make a withdrawal from your Annuity or surrender it before annuity payments begin, the amount you receive will be taxed as ordinary income, rather than as a return of cost basis, until all gain has been withdrawn. At any time there is no gain in your Annuity, payments will be treated as a nontaxable return of cost basis until all cost basis has been returned. After all cost basis is returned, all subsequent amounts will be taxed as ordinary income. An exception to this treatment exists for contracts purchased prior to August 14, 1982. Withdrawals are treated as a return of cost basis in an annuity first until Purchase Payments made before August 14, 1982 are withdrawn. Moreover, income allocable to Purchase Payments made before August 14, 1982, is not subject to the 10% tax penalty.

You will generally be taxed on any withdrawals from the Annuity while you are alive even if the withdrawal is paid to someone else. Withdrawals under any of the optional living benefits or as a systematic payment are taxed under these rules. If you assign or pledge all or part of your Annuity as collateral for a loan, the part assigned generally will be treated as a withdrawal and subject to income tax to the extent of gain. If you transfer your Annuity for less than full consideration, such as by gift, you will also trigger tax on any gain in the Annuity. This rule does not apply if you transfer the Annuity to your spouse or under most circumstances if you transfer the Annuity incident to divorce.

If you choose to receive payments under an interest payment option, or a Beneficiary chooses to receive a death benefit under an interest payment option, that election will be treated, for tax purposes, as surrendering your Annuity and will immediately subject any gain in the Annuity to income tax.

Taxes on Annuity Payments

If you select an annuity payment option as described in the Access to Account Value section earlier in this prospectus, a portion of each annuity payment you receive will be treated as a partial return of your cost basis and will not be taxed. The remaining portion will be taxed as ordinary income. Generally, the nontaxable portion is determined by multiplying the annuity payment you receive by a fraction, the numerator of which is your cost basis (less any amounts previously received tax-free) and the denominator of which is the total expected payments under the Annuity. After the full amount of your cost basis has been recovered tax-free, the full amount of the annuity payments will be taxable. If annuity payments stop due to the death of the Annuitant before the full amount of your cost basis has been recovered, a tax deduction may be allowed for the unrecovered amount. Under the Tax Cuts and Jobs Act of 2017, this deduction is suspended until after 2025.

If your Account Value is reduced to zero but the Annuity remains in force due to a benefit provision, further distributions from the Annuity will be reported as annuity payments, using an exclusion ratio based upon the undistributed cost basis in the Annuity and the total value of the anticipated future payments until such time as all cost basis has been recovered.

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Maximum Annuity Date

You must commence annuity payments no later than the first day of the calendar month following the Maximum Annuity Date for your Annuity. Upon reaching the Maximum Annuity Date you can no longer surrender, exchange, or transfer your contract. The Maximum Annuity Date may be the same as the Latest Annuity Date as described elsewhere in this prospectus. For some of our annuities, you can choose to defer the Annuity Date beyond the default or Latest Annuity Date, as applicable, described in your Annuity. However, the IRS may not then consider your Annuity to be an Annuity under the tax law.

Please refer to your Annuity contract for the Maximum Annuity Date.

Partial Annuitization

We do not currently permit partial annuitizations.

Medicare Tax on Net Investment Income

The Patient Protection and Affordable Care Act, enacted in 2010, included a Medicare tax on investment income. This tax assesses a 3.8% surtax on the lesser of (1) net investment income or (2) the excess of “modified adjusted gross income” over a threshold amount. The “threshold amount” is $250,000 for married taxpayers filing jointly, $125,000 for married taxpayers filing separately, $200,000 for single taxpayers, and approximately $12,500 for trusts. The taxable portion of payments received as a withdrawal, surrender, annuity payment, death benefit payment or any other actual or deemed distribution under a Non-Qualified Annuity will be considered investment income for purposes of this surtax.

Tax Penalty for Early Withdrawal from a Nonqualified Annuity

You may owe a 10% tax penalty on the taxable part of distributions received from your Nonqualified Annuity before you attain age 59½. Amounts are not subject to this tax penalty if:

▪ the amount is paid on or after you reach age 59½ or die;

▪ the amount received is attributable to your becoming disabled;

▪ generally, the amount paid or received is in the form of substantially equal payments (as defined in the Code) not less frequently than annually (please note that substantially equal payments must continue until the later of reaching age 59½ or 5 years and modification of payments during that time period will result in retroactive application of the 10% tax penalty); or

▪ the amount received is paid under an immediate Annuity and the annuity start date is no more than one year from the date of purchase (the first annuity payment must commence within 13 months of the date of purchase).

Other exceptions to this tax may apply. You should consult your tax adviser for further details.

Special Rules in Relation to Tax-free Exchanges Under Section 1035

Section 1035 of the Code permits certain tax-free exchanges of a life insurance contract, annuity or endowment contract for an annuity, including tax-free exchanges of annuity death benefits for a Beneficiary Annuity. Partial exchanges may be treated in the same way as tax-free 1035 exchanges of entire contracts, therefore avoiding current taxation of the partially exchanged amount as well as the 10% tax penalty on pre-age 59½ withdrawals. In Revenue Procedure 2011-38, the IRS indicated that, for exchanges on or after October 24, 2011, where there is a surrender or distribution from either the initial Annuity or receiving Annuity within 180 days of the date on which the partial exchange was completed will not be treated as a tax-free Section 1035 exchange. The IRS will apply general tax rules to determine the substance and treatment of the original transfer for exchanges that otherwise would qualify under the Revenue Procedure. We strongly urge you to discuss any partial exchange transaction of this type with your tax adviser before proceeding with the transaction.

If an Annuity is purchased through a tax-free exchange of a life insurance contract, annuity or endowment contract that was purchased prior to August 14, 1982, then any Purchase Payments made to the original contract prior to August 14, 1982 will be treated as made to the new annuity prior to that date. Generally, such pre-August 14, 1982 withdrawals are treated as a return of cost basis first until Purchase Payments made before August 14, 1982 are withdrawn. Moreover, income allocable to Purchase Payments made before August 14, 1982, is not subject to the 10% tax penalty.

After you elect an Annuity Payout Option, you are not eligible for a tax-free exchange under Section 1035.

Taxes Payable by Beneficiaries for a Nonqualified Annuity

The Death Benefit distributions are subject to ordinary income tax to the extent the distribution exceeds the cost basis in the Annuity. The value of the Death Benefit, as determined under federal law, is also included in the Owner’s estate for federal estate tax purposes. Generally, the same income tax rules described above would also apply to amounts received by your Beneficiary. Choosing an option other than a lump sum Death Benefit may defer taxes. Certain minimum distribution requirements apply upon your death, as discussed further below in the Annuity Qualification section. Tax consequences to the Beneficiary vary depending upon the Death Benefit payment option selected. Generally, for payment of the Death Benefit:

▪ As a lump sum payment, the Beneficiary is taxed in the year of payment on gain in the Annuity.

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▪ Within 5 years of death of Owner, the Beneficiary is taxed on the lump sum payment. The Death Benefit must be taken as one lump sum payment within 5 years of the death of the Owner. Partial withdrawals are not permitted.

▪ Under an Annuity or Annuity settlement option where distributions begin within one year of the date of death of the Owner, the Beneficiary is taxed on each payment with part as gain and part as return of cost basis. After the full amount of cost basis has been recovered tax-free, the full amount of the annuity payments will be taxable.

Reporting and Withholding on Distributions

Amounts distributed from an Annuity are subject to federal and state income tax reporting and withholding. In general, we will withhold federal income tax from the taxable portion of such distribution based on the type of distribution. In the case of an annuity payment, we will withhold as if you are a married individual with three (3) exemptions unless you designate a different withholding status. If no U.S. taxpayer identification number is provided, we will automatically withhold using the back-up withholding rules. In the case of all other distributions, we will withhold at a 10% rate. You may generally elect not to have tax withheld from your payments. An election out of withholding must be made on forms that we provide. If you are a U.S. person (which includes a resident alien), and you request a payment be made outside the United States, we may be required to withhold income tax.

State income tax withholding rules vary and we will withhold based on the rules of your state of residence. Special tax rules apply to withholding for nonresident aliens, and we generally withhold income tax for nonresident aliens at a 30% rate. A different withholding rate may be applicable to a nonresident alien based on the terms of an existing income tax treaty between the United States and the nonresident alien’s country. Please refer to the discussion below regarding withholding rules for a Qualified Annuity.

Regardless of the amount withheld by us, you are liable for payment of federal and state income tax on the taxable portion of annuity distributions. You should consult with your tax adviser regarding the payment of the correct amount of these income taxes and potential liability if you fail to pay such taxes.

Entity Owners

Where an Annuity is held by a non-natural person (e.g., a corporation), other than as an agent or nominee for a natural person (or in other limited circumstances), increases in the value of the Annuity over its cost basis will be subject to tax annually.

Where an Annuity is issued to a Charitable Remainder Trust (CRT), increases in the value of the Annuity over its cost basis will be subject to tax reporting annually. As there are charges for the optional living and death benefits described elsewhere in this prospectus, and such charges reduce the contract value of the Annuity, trustees of the CRT should discuss with their legal advisers whether election of such optional living or death benefits violates their fiduciary duty to the remainder beneficiary.

Where an Annuity is issued to a trust, and such trust is characterized as a grantor trust under the Code, such Annuity shall not be considered to be held by a non-natural person and will be subject to the tax reporting and withholding requirements generally applicable to a Nonqualified Annuity held by a natural person. At this time, we will not issue an Annuity to grantor trusts with more than two grantors.

Where the Annuity is owned by a grantor trust, the Annuity must be distributed within five years after the date of the first grantor’s death under Section 72(s) of the Code. See the “Death Benefits” section for scenarios where a Death Benefit or Surrender Value is payable depending upon the underlying facts.

Trusts are required to complete and submit a Certificate of Entity form, and we will tax report based on the information provided on this form.

Annuity Qualification

Diversification and Investor Control. In order to qualify for the tax rules applicable to annuities described above, the investment assets in the Subaccounts of an annuity must be diversified according to certain rules under the Code. Each Portfolio is required to diversify its investments each quarter so that no more than 55% of the value of its assets is represented by any one investment, no more than 70% is represented by any two investments, no more than 80% is represented by any three investments, and no more than 90% is represented by any four investments. Generally, securities of a single issuer are treated as one investment, and obligations of each U.S. Government agency and instrumentality (such as the Government National Mortgage Association) are treated as issued by separate issuers. In addition, any security issued, guaranteed or insured (to the extent so guaranteed or insured) by the U.S. or an instrumentality of the U.S. will be treated as a security issued by the U.S. Government or its instrumentality, where applicable. We believe the Portfolios underlying the Variable Investment Subaccounts of the Annuity meet these diversification requirements. We assume no responsibility that the Portfolios will remain adequately diversified.

An additional requirement for qualification for the tax treatment described above is that we, and not you as the Annuity Owner, must have sufficient control over the underlying assets to be treated as the Owner of the underlying assets for tax purposes. While we also believe these current investor control rules will be met, the Treasury Department may promulgate additional guidelines under which a variable annuity will not be treated as an Annuity for tax purposes if persons with ownership rights have excessive control over the investments underlying such variable Annuity. It is unclear whether such guidelines, if in fact promulgated, would have retroactive effect. It is also unclear what effect, if any, such guidelines might have on transfers between the Investment Options offered pursuant to this prospectus. We reserve the right to take any action, including modifications to your Annuity or the Investment Options, required to comply with such guidelines if promulgated. Any such changes will apply uniformly to affected Owners and will be made with such notice to affected Owners as is feasible under the circumstances. We assume no responsibility that the investor control rules remain satisfied.

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Required Distributions Upon Your Death for a Nonqualified Annuity. Upon your death, certain distributions must be made under the Annuity. The required distributions depend on whether you die before or after you start taking annuity payments under the Annuity. If you die on or after the Annuity Date, the remaining portion of the interest in the Annuity must be distributed at least as rapidly as under the method of distribution being used as of the date of death. If you die before the Annuity Date, the entire interest in the Annuity must be distributed within five years after the date of death, or as periodic payments over a period not extending beyond the life or life expectancy of the designated Beneficiary (provided such payments begin within one year of your death). If the Beneficiary does not begin installments within one year of the date of death, no partial withdrawals will be permitted thereafter, and we require that the Beneficiary take the Death Benefit as a lump sum within the five-year deadline.Your designated Beneficiary is the person to whom benefit rights under the Annuity pass by reason of death and must be a natural person in order to elect a periodic payment option based on life expectancy or a period exceeding five years. Additionally, if the Annuity is payable to (or for the benefit of) your surviving spouse, that portion of the Annuity may be continued with your spouse as the Owner. For Nonqualified Annuities owned by a non-natural person, the required distribution rules apply upon the death of the Annuitant. This means that for an Annuity held by a non-natural person (such as a trust) for which there is named a co-annuitant, then such required distributions will be triggered by the death of the first co-annuitant to die.

Changes To Your Annuity. We reserve the right to make any changes we deem necessary to assure that your Annuity qualifies as an Annuity for tax purposes. Any such changes will apply to all Annuity Owners and you will be given notice to the extent feasible under the circumstances.

QUALIFIED ANNUITIES

In general, as used in this prospectus, a Qualified Annuity is an Annuity with applicable endorsements for a tax-favored plan or a Nonqualified Annuity held by a tax-favored retirement plan.

The following is a general discussion of the tax considerations for Qualified Annuities. The Annuity may or may not be available for all types of tax-favored retirement plans discussed below. This discussion assumes that you have satisfied the eligibility requirements for any tax-favored retirement plan. Please consult your Financial Professional prior to purchase to confirm if the Annuity is available for a particular type of tax-favored retirement plan or whether we will accept the type of contribution you intend for the Annuity.

A Qualified Annuity may typically be purchased for use in connection with:

▪ Individual retirement accounts and annuities (IRAs), including inherited IRAs (which we refer to as a Beneficiary IRA), which are subject to Sections 408(a) and 408(b) of the Code;

▪ Roth IRAs, including inherited Roth IRAs (which we refer to as a Beneficiary Roth IRA) under Section 408A of the Code;

▪ A corporate Pension or Profit-sharing plan (subject to Section 401(a) of the Code);

▪ H.R. 10 plans (also known as Keogh Plans, subject to Section 401(a) of the Code);

▪ Tax Sheltered Annuities (subject to Section 403(b) of the Code, also known as Tax Deferred Annuities or TDAs);

▪ Section 457 plans (subject to Section 457 of the Code).

A Nonqualified Annuity may be purchased by a 401(a) trust, a custodial IRA or a custodial Roth IRA account, or a Section 457 plan, which can hold other permissible assets. The terms and administration of the trust or custodial account or plan in accordance with the laws and regulations for 401(a) plans, IRAs or Roth IRAs, or a Section 457 plan, as applicable, are the responsibility of the applicable trustee or custodian.

You should be aware that tax favored plans such as IRAs generally provide income tax deferral regardless of whether they invest in an annuity. This means that when a tax favored plan invests in an annuity, it generally does not result in any additional tax benefits (such as income tax deferral and income tax free transfers).

You may establish an advisory fee deduction program for a Qualified Annuity such that charges for investment advisory fees are not taxable.

Types of Tax-favored Plans

IRAs. The “IRA Disclosure Statement” and “Roth IRA Disclosure Statement” which accompany the prospectus contain information about eligibility, contribution limits, tax particulars, and other IRA information. In addition to this information (the material terms are summarized in this prospectus and in those Disclosure Statements), the IRS requires that you have a “Free Look” after making an initial contribution to the Annuity. During this time, you can cancel the Annuity by notifying us in writing, and we will refund the greater of all Purchase Payments under the Annuity or the Account Value, less any applicable federal and state income tax withholding.

Contribution Limits/Rollovers. Subject to the minimum Purchase Payment requirements of an Annuity, you may purchase an Annuity for an IRA in connection with a “rollover” of amounts from a qualified retirement plan, as a transfer from another IRA, by making a contribution consisting of your IRA contributions and catch-up contributions, if applicable, attributable to the prior year during the period from January 1 to April 15 (or the later applicable due date of your federal income tax return, without extension), or as a current year contribution. In 2020 the contribution limit is $6,000. The contribution amount is indexed for inflation. The tax law also provides for a catch-up provision for individuals who are age 50 and above, allowing these individuals an additional $1,000 contribution each year. The catch-up amount is not indexed for inflation. The “rollover” rules under the Code are fairly technical; however, an individual (or his or her surviving spouse) may generally “roll over” certain distributions from tax favored retirement plans (either directly or within 60 days from the date of these distributions) if he or she meets the requirements for distribution. Once you buy an

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Annuity, you can make regular IRA contributions under the Annuity (to the extent permitted by law). For IRA rollovers, an individual can only make an IRA to IRA rollover if the individual has not made a rollover involving any IRAs owned by the individual in the prior 12 months. An IRA transfer is a tax-free trustee-to-trustee “transfer” from one IRA account to another. IRA transfers are not subject to this 12-month rule.

In some circumstances, non-spouse Beneficiaries may roll over to an IRA amounts due from qualified plans, 403(b) plans, and governmental 457(b) plans. However, the rollover rules applicable to non-spouse Beneficiaries under the Code are more restrictive than the rollover rules applicable to Owner/participants and spouse Beneficiaries. Generally, non-spouse Beneficiaries may roll over distributions from tax favored retirement plans only as a direct rollover, and if permitted by the plan. For plan years beginning after December 31, 2009, employer retirement plans are required to permit non-spouse Beneficiaries to roll over funds to an inherited IRA. An inherited IRA must be directly rolled over from the employer plan or transferred from an IRA and must be titled in the name of the deceased (i.e., John Doe deceased for the benefit of Jane Doe). No additional contributions can be made to an inherited IRA. In this prospectus, an inherited IRA is also referred to as a Beneficiary Annuity.

Required Provisions. Annuity that are IRAs (or endorsements that are part of the contract) must contain certain provisions:

▪ You, as Owner of the Annuity, must be the “Annuitant” under the contract (except in certain cases involving the division of property under a decree of divorce);

▪ Your rights as Owner are non-forfeitable;

▪ You cannot sell, assign or pledge the Annuity;

▪ The annual contribution you pay cannot be greater than the maximum amount allowed by law, including catch-up contributions if applicable (which does not include any rollover amounts);

▪ The date on which required minimum distributions must begin cannot be later than April 1^st of the calendar year after the calendar year you turn age 70½ (or age 72, for distributions required to be made after December 31, 2019, with respect to individuals who attain age 701/2 after such date); and

▪ Death and annuity payments must meet Required Minimum Distribution rules described below.

Usually, the full amount of any distribution from an IRA (including a distribution from the Annuity) which is not a transfer or rollover is taxable. As taxable income, these distributions are subject to the general tax withholding rules described earlier regarding an Annuity in the Nonqualified Annuity section. In addition to this normal tax liability, you may also be liable for the following, depending on your actions:

▪ A 10% early withdrawal penalty described below;

▪ Liability for “prohibited transactions” if you, for example, borrow against the value of an IRA; or

▪ Failure to take a Required Minimum Distribution, also described below.

SEPs. SEPs are a variation on a standard IRA, an Annuity issued to a SEP must satisfy the same general requirements described under IRAs (above). There are, however, some differences:

▪ If you participate in a SEP, you generally do not include in income any employer contributions made to the SEP on your behalf up to the lesser of (a) $57,000 in 2020, or (b) 25% of your taxable compensation paid by the contributing employer (not including the employer’s SEP contribution as compensation for these purposes). However, for these purposes, compensation in excess of certain limits established by the IRS will not be considered. In 2020, this limit is $285,000;

▪ SEPs must satisfy certain participation and nondiscrimination requirements not generally applicable to IRAs; and

▪ SEPs that contain a salary reduction or “SARSEP” provision prior to 1997 may permit salary deferrals up to $19,500 in 2020 with the employer making these contributions to the SEP. However, no new “salary reduction” or “SARSEPs” can be established after 1996. Individuals participating in a SARSEP who are age 50 or above by the end of the year will be permitted to contribute an additional $6,500 in 2020. These amounts are indexed for inflation. Not all Annuity issued by us are available for SARSEPs. You will also be provided the same information, and have the same “Free Look” period, as you would have if you purchased the Annuity for a standard IRA.

ROTH IRAs. The “Roth IRA Disclosure Statement” contains information about eligibility, contribution limits, tax particulars and other Roth IRA information. Like standard IRAs, income within a Roth IRA accumulates tax-free, and contributions are subject to specific limits. Roth IRAs have, however, the following differences:

▪ Contributions to a Roth IRA cannot be deducted from your gross income;

▪ “Qualified distributions” from a Roth IRA are excludable from gross income. A “qualified distribution” is a distribution that satisfies two requirements: (1) the distribution must be made (a) after the Owner of the IRA attains age 59½; (b) after the Owner’s death; (c) due to the Owner’s disability; or (d) for a qualified first time homebuyer distribution within the meaning of Section 72(t)(2)(F) of the Code; and (2) the

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distribution must be made in the year that is at least five tax years after the first year for which a contribution was made to any Roth IRA established for the Owner or five years after a rollover, transfer, or conversion was made from a traditional IRA to a Roth IRA. Distributions from a Roth IRA that are not qualified distributions will be treated as made first from contributions and then from earnings and earnings will be taxed generally in the same manner as distributions from a traditional IRA.

Subject to the minimum Purchase Payment requirements of an Annuity, you may purchase an Annuity for a Roth IRA in connection with a “rollover” of amounts of another traditional IRA, SEP, SIMPLE-IRA, employer sponsored retirement plan (under Sections 401(a) or 403(b) of the Code) or Roth IRA; or, if you meet certain income limitations, by making a contribution consisting of your Roth IRA contributions and catch-up contributions, if applicable, attributable to the prior year during the period from January 1 to April 15 (or the applicable due date of your federal income tax return, without extension), or as a current year contribution. The Code permits persons who receive certain qualifying distributions from such non-Roth IRAs, to directly rollover or make, within 60 days, a “rollover” of all or any part of the amount of such distribution to a Roth IRA which they establish (a "conversion"). The conversion of non-Roth accounts triggers current taxation (but is not subject to a 10% early distribution penalty).

The Code also permits the recharacterization of amounts from a traditional IRA, SEP, or SIMPLE IRA into a Roth IRA, or from a Roth IRA to a traditional IRA. Recharacterization is accomplished through a trustee-to-trustee transfer of a contribution (or a portion of a contribution) plus earnings, between different types of IRAs. A properly recharacterized contribution is treated as a contribution made to the second IRA instead of the first IRA. Under the Tax Cuts and Jobs Act of 2017, you may no longer recharacterize a conversion to a Roth IRA. It is still permissible to recharacterize a contribution made to a Roth IRA as a traditional IRA contribution, or a contribution to a traditional IRA as a Roth IRA contribution. Such recharacterization must be completed by the applicable tax return due date (with extensions).

Once an Annuity has been purchased, regular Roth IRA contributions will be accepted to the extent permitted by law. In addition, an individual receiving an eligible rollover distribution from a designated Roth account under an employer plan may roll over the distribution to a Roth IRA even if the individual is not eligible to make regular contributions to a Roth IRA. Non-spouse Beneficiaries receiving a distribution from an employer sponsored retirement plan under Sections 401(a) or 403(b) of the Code can also directly roll over contributions to a Roth IRA. However, it is our understanding of the Code that non-spouse Beneficiaries cannot “rollover” benefits from a traditional IRA to a Roth IRA.

TDAs. In general, you may own a Tax Deferred Annuity (also known as a TDA, Tax Sheltered Annuity (TSA), 403(b) plan or 403(b) Annuity) if you are an employee of a tax-exempt organization (as defined under Code Section 501(c)(3)) or a public educational organization, and you may make contributions to a TDA so long as your employer maintains such a plan and your rights to the Annuity are non-forfeitable. Contributions to a TDA, and any earnings, are not taxable until distribution. You may also make contributions to a TDA under a salary reduction agreement, generally up to a maximum of $19,500 in 2020. Individuals participating in a TDA who are age 50 or above by the end of the year will be permitted to contribute an additional $6,500 in 2020. This amount is indexed for inflation. Further, you may roll over TDA amounts to another TDA or an IRA. You may also roll over TDA amounts to a qualified retirement plan, a SEP and a governmental 457(b) plan. An Annuity may generally only qualify as a TDA if distributions of salary deferrals (other than “grandfathered” amounts held as of December 31, 1988) may be made only on account of:

▪ Your attainment of age 59½;

▪ Your severance of employment;

▪ Your death;

▪ Your total and permanent disability; or

▪ Hardship (under limited circumstances, and only related to salary deferrals, not including earnings attributable to these amounts).

In any event, you must begin receiving distributions from your TDA by April 1st of the calendar year after the calendar year you turn age 70½ (or age 72, for distributions required to be made after December 31, 2019, with respect to individuals who attain age 701/2 after such date) or retire, whichever is later. These distribution limits do not apply either to transfers or exchanges of investments under the Annuity, or to any “direct transfer” of your interest in the Annuity to another employer’s TDA plan or mutual fund “custodial account” described under Code Section 403(b)(7). Employer contributions to TDAs are subject to the same general contribution, nondiscrimination, and minimum participation rules applicable to “qualified” retirement plans.

Caution: Under IRS regulations we can accept contributions, transfers and rollovers only if we have entered into an information-sharing agreement, or its functional equivalent, with the applicable employer or its agent. In addition, in order to comply with the regulations, we will only process certain transactions (e.g., transfers, withdrawals, hardship distributions and, if applicable, loans) with employer approval. This means that if you request one of these transactions we will not consider your request to be in Good Order, and will not therefore process the transaction, until we receive the employer’s approval in written or electronic form.

Late Rollover Self-Certification

You may be able to apply a rollover contribution to your IRA or qualified retirement plan after the 60-day deadline through a self-certification procedure established by the IRS. Please consult your tax or legal adviser regarding your eligibility to use this self-certification procedure. As indicated in this IRS guidance, we, as a financial institution, are not required to accept your self-certification for waiver of the 60-day deadline.

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Required Minimum Distributions and Payment Options

If you hold the Annuity under an IRA (or other tax-favored plan), Required Minimum Distribution rules must be satisfied. This means that generally payments must start by April 1 of the year after the year you reach age 70½ (or age 72, for distributions required to be made after December 31, 2019, with respect to individuals who attain age 701/2 after such date) and must be made for each year thereafter. For a TDA or a 401(a) plan for which the participant is not a greater than 5% Owner of the employer, this required beginning date can generally be deferred to retirement, if later. Roth IRAs are not subject to these rules during the Owner’s lifetime. The amount of the payment must at least equal the minimum required under the IRS rules. Several choices are available for calculating the minimum amount. More information on the mechanics of this calculation is available on request. Please contact us at a reasonable time before the IRS deadline so that a timely distribution is made. Please note that there is a 50% tax penalty on the amount of any required minimum distribution not made in a timely manner. Required Minimum Distributions are calculated based on the sum of the Account Value and the actuarial value of any additional living and death benefits from optional riders that you have purchased under the Annuity. As a result, the Required Minimum Distributions may be larger than if the calculation were based on the Account Value only, which may in turn result in an earlier (but not before the required beginning date) distribution of amounts under the Annuity and an increased amount of taxable income distributed to the Annuity Owner, and a reduction of payments under the living and death benefit optional riders.

You can use the Minimum Distribution option to satisfy the Required Minimum Distribution rules for an Annuity without either beginning annuity payments or surrendering the Annuity. We will distribute to you the Required Minimum Distribution amount, less any other partial withdrawals that you made during the year. Such amount will be based on the value of the Annuity as of December 31 of the prior year, but is determined without regard to other annuities you may own. If a trustee to trustee transfer or direct rollover of the full contract value is requested when there is an active Required Minimum Distribution program running, the Required Minimum Distribution will be removed and sent to the Owner prior to the remaining funds being sent to the transfer institution.

Although the IRS rules determine the required amount to be distributed from your IRA each year, certain payment alternatives are still available to you. If you own more than one IRA, you can choose to satisfy your minimum distribution requirement for each of your IRAs by withdrawing that amount from any of your IRAs. If you inherit more than one IRA or more than one Roth IRA from the same Owner, similar rules apply.

Charitable IRA Distributions.

Certain qualified IRA distributions used for charitable purposes are eligible for an exclusion from gross income, up to $100,000, for otherwise taxable IRA distributions from a traditional or Roth IRA. A qualified charitable distribution is a distribution that is made (1) directly by the IRA trustee to certain qualified charitable organizations and (2) on or after the date the IRA owner attains age 70½ (or age 72, for distributions required to be made after December 31, 2019, with respect to individuals who attain age 701/2 after such date). Distributions that are excluded from income under this provision are not taken into account in determining the individual’s deductions, if any, for charitable contributions. For tax years after December 31, 2019, the exclusion for qualified charitable distributions may be reduced (but not below zero) by an amount equal to the excess of: (1) your IRA deductions for all tax years on or after the date you attain age 701/2; over (2) all reductions to the exclusion based on post-701/2 IRA deductions for all tax years before the current tax year.

The IRS has indicated that an IRA trustee is not responsible for determining whether a distribution to a charity is one that satisfies the requirements of the charitable giving incentive. Consistent with the applicable IRS instructions, we report these distributions as normal IRA distributions on Form 1099-R. Individuals are responsible for reflecting the distributions as charitable IRA distributions on their personal tax returns.

Required Distributions Upon Your Death for a Qualified Annuity

Upon your death under an IRA, Roth IRA, 403(b) or other employer sponsored plan, any remaining interest must be distributed in accordance with federal income tax requirements. The post-death distribution requirements were amended, applicable generally with respect to deaths occurring after 2019, by the Further Consolidated Appropriations Act of 2020 (which includes the "Setting Every Community Up for Retirement Enhancement" Act (SECURE Act)). The post-death distribution requirements under prior law continue to apply in certain circumstances.

• Prior law. Under prior law, if an employee under an employer sponsored plan or IRA owner dies prior to the required beginning date, the remaining interest must be distributed (1) within 5 years after the death (the “5-year rule”), or (2) over the life of the designated beneficiary, or over a period not extending beyond the life expectancy of the designated beneficiary, provided that such distributions commence within one year after death (the “lifetime payout rule”). If the employee or IRA owner dies on or after the required beginning date (including after the date distributions have commenced in the form of an annuity), the remaining interest must be distributed at least as rapidly as under the method of distribution being used as of the date of death (the “at-least-as-rapidly rule”).

• The new law. Under the new law, if you die after 2019, and you have a designated beneficiary, any remaining interest must be distributed within 10 years after your death, unless the designated beneficiary is an “eligible designated beneficiary” (“EDB”) or some other exception applies. A designated beneficiary is any individual designated as a beneficiary by the employee or IRA owner. An EDB is any designated beneficiary who is (1) your surviving spouse, (2) your minor child, (3) disabled, (4) chronically ill, or (5) an individual not more than 10 years younger than you. An individual’s status as an EDB is determined on the date of your death.

This 10-year post-death distribution period applies regardless of whether you die before your required beginning date, or you die on or after that date (including after distributions have commenced in the form of an annuity). However, if the beneficiary is an EDB and the EDB dies

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before the entire interest is distributed under this 10-year rule, the remaining interest must be distributed within 10 years after the EDB’s death (i.e., a new 10-year distribution period begins).

Instead of taking distributions under the new 10-year rule, an EDB can stretch distributions over life, or over a period not extending beyond life expectancy, provided that such distributions commence within one year of your death, subject to certain special rules. In particular, if the EDB dies before the remaining interest is distributed under this stretch rule, the remaining interest must be distributed within 10 years after the EDB’s death (regardless of whether the remaining distribution period under the stretch rule was more or less than 10 years). In addition, if your minor child is an EDB, the child will cease to be an EDB on the date the child reaches the age of majority, and any remaining interest must be distributed with 10 years after that date (regardless of whether the remaining distribution period under the stretch rule was more or less than 10 years).

The new law applies if you die after 2019, subject to several exceptions. In particular, if you are an employee under a governmental plan, such as a section 403(b) plan of a public school or a governmental 457(b) plan, the new law applies if you die after 2021. In addition, if your plan is maintained pursuant to one or more collective bargaining agreements, the new law generally applies if you die after 2021 (unless the collective bargaining agreements terminate earlier).

It is important to note that under prior law, annuity payments that commenced under a method that satisfied the distribution requirements while the employee or IRA owner was alive could continue to be made under that method after the death of the employee or IRA owner. However, under the new law, if you commence taking distributions in the form of an annuity that can continue after your death, such as in the form of a joint and survivor annuity or an annuity with a guaranteed period of more than 10 years, any distributions after your death that are scheduled to be made beyond the applicable distribution period imposed under the new law might need to be commuted at the end of that period (or otherwise modified after your death if permitted under federal tax law and by Prudential) in order to comply with the new post-death distribution requirements.

The new post-death distribution requirements do not apply if annuity payments that comply with prior law commenced prior to December 20, 2019. Also, even if annuity payments have not commenced prior to December 20, 2019, the new requirements generally do not apply to an immediate annuity contract or a deferred income annuity contract (including a qualifying lifetime annuity contract, or “QLAC”)) purchased prior to that date, if you have made an irrevocable election before that date as to the method and amount of the annuity.

If your beneficiary is not an individual, such as a charity, your estate, or a trust, any remaining interest after your death generally must be distributed under prior law in accordance with the 5-year rule or the at-least-as-rapidly rule, as applicable (but not the lifetime payout rule). However, if your beneficiary is a trust and all the beneficiaries of the trust are individuals, the new law can apply pursuant to special rules that treat the beneficiaries of the trust as designated beneficiaries, including special rules allowing a beneficiary of a trust who is disabled or chronically ill to stretch the distribution of their interest over their life or life expectancy in some cases. You may wish to consult a professional tax advisor about the federal income tax consequences of your beneficiary designations.

In addition, the new post-death distribution requirements generally do not apply if the employee or IRA owner died prior to January 1, 2020. However, if the designated beneficiary of the deceased employee or IRA owner dies after January 1, 2020, any remaining interest must be distributed within 10 year of the designated beneficiary’s death. Hence, this 10-year rule will apply to (1) a contract issued prior to 2020 which continues to be held by a designated beneficiary of an employee or IRA owner who died prior to 2020, and (2) an inherited IRA issued after 2019 to the designated beneficiary of an employee or IRA owner who died prior to 2020.

• Spousal continuation. Under the new law, as under prior law, if your beneficiary is your spouse, your surviving spouse can delay the application of the post-death distribution requirements until after your surviving spouse’s death by transferring the remaining interest tax-free to your surviving spouse’s own IRA, or by treating your IRA as your surviving spouse’s own IRA.

The post-death distribution requirements are complex and unclear in numerous respects. In addition, the manner in which these requirements will apply will depend on your particular facts and circumstances. You may wish to consult a professional tax adviser for tax advice as to your particular situation.

Tax Penalty for Early Withdrawals from a Qualified Annuity You may owe a 10% tax penalty on the taxable part of distributions received from an IRA, SEP, Roth IRA, TDA or qualified retirement plan before you attain age 59½. Amounts are not subject to this tax penalty if:

▪ the amount is paid on or after you reach age 59½ or die;

▪ the amount received is attributable to your becoming disabled; or

▪ generally, the amount paid or received is in the form of substantially equal payments (as defined in the Code) not less frequently than annually. (Please note that substantially equal payments must continue until the later of reaching age 59½ or 5 years. Modification of payments or additional contributions to the Annuity during that time period will result in retroactive application of the 10% tax penalty.)

Other exceptions to this tax may apply. You should consult your tax adviser for further details.

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Withholding

We will withhold federal income tax at the rate of 20% for any eligible rollover distribution paid by us to or for a plan participant, unless such distribution is “directly” rolled over (trustee to trustee transfer) into another qualified plan, IRA (including the IRA variations described above), SEP, governmental 457(b) plan or TDA. An eligible rollover distribution is defined under the tax law as a distribution from an employer plan under 401(a), a TDA, an IRA or a governmental 457(b) plan, excluding any distribution that is part of a series of substantially equal payments (at least annually) made over the life expectancy of the employee or the joint life expectancies of the employee and his designated Beneficiary, any distribution made for a specified period of 10 years or more, any distribution that is a required minimum distribution and any hardship distribution. Regulations also specify certain other items which are not considered eligible rollover distributions. We will not withhold for payments made from trustee owned Annuities or for payments under a 457 plan. For all other distributions, unless you elect otherwise, we will withhold federal income tax from the taxable portion of such distribution at an appropriate percentage. The rate of withholding on annuity payments where no mandatory withholding is required is determined on the basis of the withholding certificate that you file with us. If you do not file a certificate, we will automatically withhold federal taxes on the following basis:

▪ For any annuity payments not subject to mandatory withholding, you will have taxes withheld by us as if you are a married individual, with 3 exemptions

▪ If no U.S. taxpayer identification number is provided, we will automatically withhold using the back-up withholding rules; and

▪ For all other distributions, we will withhold at a 10% rate.

We will provide you with forms and instructions concerning the right to elect that no amount be withheld from payments in the ordinary course. However, you should know that, in any event, you are liable for payment of federal income taxes on the taxable portion of the distributions, and you should consult with your tax adviser to find out more information on your potential liability if you fail to pay such taxes. If you are a U.S. person (which includes a resident alien), and you request a payment be made to a non-U.S. address, we are required to withhold income tax. There may be additional state income tax withholding requirements.

ERISA Requirements

If you are married at the time your payments commence, you may be required by federal law to choose an income option that provides survivor annuity income to your spouse, unless your spouse waives that right. Similarly, if you are married at the time of your death, federal law may require all or a portion of the Death Benefit to be paid to your spouse, even if you designated someone else as your Beneficiary. A brief explanation of the applicable rules follows. For more information, consult the terms of your retirement arrangement.

Defined Benefit Plans and Money Purchase Pension Plans. If you are married at the time your payments commence, federal law requires that benefits be paid to you in the form of a “qualified joint and survivor annuity” (QJSA), unless you and your spouse waive that right, in writing. Generally, this means that you will receive a reduced payment during your life and, upon your death, your spouse will receive at least one-half of what you were receiving for life. You may elect to receive another income option if your spouse consents to the election and waives his or her right to receive the QJSA. If your spouse consents to the alternative form of payment, your spouse may not receive any benefits from the plan upon your death. Federal law also requires that the plan pay a Death Benefit to your spouse if you are married and die before you begin receiving your benefit. This benefit must be available in the form of an Annuity for your spouse’s lifetime and is called a “qualified pre-retirement survivor annuity” (QPSA). If the plan pays Death Benefits to other Beneficiaries, you may elect to have a Beneficiary other than your spouse receive the Death Benefit, but only if your spouse consents to the election and waives his or her right to receive the QPSA. If your spouse consents to the alternate Beneficiary, your spouse will receive no benefits from the plan upon your death. Any QPSA waiver prior to your attaining age 35 will become null and void on the first day of the calendar year in which you attain age 35, if still employed.

Defined Contribution Plans (including 401(k) Plans and ERISA 403(b) Annuity). Spousal consent to a distribution is generally not required. Upon your death, your spouse will receive the entire Death Benefit, even if you designated someone else as your Beneficiary, unless your spouse consents in writing to waive this right. Also, if you are married and elect an Annuity as a periodic income option, federal law requires that you receive a QJSA (as described above), unless you and your spouse consent to waive this right.

IRAs, non-ERISA 403(b) Annuity, and 457 Plans. Spousal consent to a distribution usually is not required. Upon your death, any Death Benefit will be paid to your designated Beneficiary.

ADDITIONAL CONSIDERATIONS

Reporting and Withholding for Escheated Amounts

In 2018, the Internal Revenue Service issued Revenue Ruling 2018-17, which provides that an amount transferred from an IRA to a state’s unclaimed property fund is subject to federal withholding at the time of transfer. The amount transferred is also subject to federal reporting. Consistent with this Ruling and Notice 2018-90, beginning in 2020, we will withhold federal and state income taxes and report to the applicable Owner or Beneficiary as required by law when amounts are transferred to a state’s unclaimed property fund.

Gifts and Generation-skipping Transfers

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If you transfer your Annuity to another person for less than adequate consideration, there may be gift tax consequences in addition to income tax consequences. Also, if you transfer your Annuity to a person two or more generations younger than you (such as a grandchild or grandniece) or to a person that is more than 37½ years younger than you, there may be generation-skipping transfer tax consequences.

Same Sex Marriages, Civil Unions and Domestic Partnerships

Prior to a 2013 Supreme Court decision, and consistent with Section 3 of the federal Defense of Marriage Act (“DOMA”), same sex marriages under state law were not recognized as same sex marriages for purposes of federal law. However, in United States v. Windsor, the U.S. Supreme Court struck down Section 3 of DOMA as unconstitutional, thereby recognizing a valid same sex marriage for federal law purposes. On June 26, 2015, the Supreme Court ruled in Obergefell v. Hodges that same-sex couples have a constitutional right to marry, thus requiring all states to allow same-sex marriage. The Windsor and Obergefell decisions mean that the federal and state tax law provisions applicable to an opposite sex spouse will also apply to a same sex spouse if legally married. Please note that a civil union or registered domestic partnership is generally not recognized as a marriage.

Please consult with your tax or legal adviser before electing the Spousal Benefit for a civil union partner or domestic partner.

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ADDITIONAL INFORMATION

Reserved Rights

In addition to rights specifically reserved elsewhere in this Annuity, we reserve the right to perform any or all of the following: (a) combine Variable Subaccount with other Variable Subaccounts; (b) combine the Variable Separate Account(s) shown in the Annuity Schedule with other "unitized" separate accounts; (c) combine the Index Strategies Separate Account with other “non-unitized,” “non-insulated” separate accounts; (d) deregister the Variable Separate Account(s) shown in the Annuity Schedule under the Investment Company Act; (e) operate the Variable Separate Account(s) shown in the Annuity Schedule as a management investment company under the Investment Company Act or in any other form permitted by law; (f) make changes required by any change in the federal securities laws, including, but not limited to, the Securities Act, the Exchange Act, the Investment Company Act, or any changes to the Securities and Exchange Commission’s interpretation thereof; (g) make changes that are necessary to maintain the tax status of your Annuity, any rider, amendment or endorsement attached hereto or any charge or distribution from your Annuity under the Code; (h) to establish a provision for federal income taxes if we determine, in our sole discretion, that we will incur a tax as a result of the operation of the Separate Account; (i) make any changes required by Federal or state laws with respect to annuity contracts; and (j) to the extent dictated by any underlying mutual fund, impose a redemption fee or restrict transactions within any Variable Subaccount. We reserve the right to modify this Annuity without receiving your prior consent, except as may be required by any applicable law, if we are required to make changes necessary to comply with state regulatory requirements, Internal Revenue Service ("IRS") requirements or other federal requirements.

We may eliminate Variable Subaccounts, restrict or prohibit additional allocations to certain Variable Subaccounts, or substitute one or more new underlying mutual funds or Portfolios for the one in which a Variable Subaccount is invested in which case any reference to pro-rata allocations would include only those Variable Subaccounts that do not restrict or prohibit additional allocations. Substitutions may be necessary if we believe an underlying mutual fund or portfolio no longer suits the purpose of the Annuity. This may happen due to a change in laws or regulations, or a change in the investment objectives or restrictions of an underlying mutual fund or portfolio, or because the underlying mutual fund or portfolio is no longer available for investment, or for any other reason. We would obtain any regulatory prior approval. If an Index is no longer available to us, or if the manner by which the Index is determined substantially changes, we will substitute a comparable Index. We would obtain any required regulatory prior approval. We will notify you and any assignee of the substitution.

Claims of Creditors

To the extent permitted by law, no payment or value under this Annuity is subject to the claims of your creditors or those of any other Owner, any Annuitant, or any Beneficiary.

Deferral of Transactions

We may defer any annuity payment for a period not to exceed the lesser of 6 months or the period permitted by law. If we defer a distribution or transfer from any annuity payout for more than thirty days, we will pay interest as required by state law. We may defer any distribution from any Allocation Option or any transfer from Allocation Options for a period not to exceed seven calendar days from the date the transaction is effected.

Facility of Payment

Subject to applicable law, we reserve the right, in settlement of full liability, to make payments to a guardian, conservator or other legal representative if a payee is legally incompetent.

Tax Reporting and Withholding

Events giving rise to such tax reporting and withholding include, but are not limited to: (a) annuity payments; (b) payment of Death Benefits; (c) other distributions from the Annuity; and (d) transfers and assignments.

Service Providers

Prudential Annuities conducts the bulk of its operations through staff employed by it or by affiliated companies within the Prudential Financial family. Certain discrete functions have been delegated to non-affiliates that could be deemed “service providers” under the Investment Company Act of 1940. The entities engaged by Prudential Annuities may change over time. As of December 31, 2019, non-affiliated entities that could be deemed service providers to Prudential Annuities and/or an affiliated insurer within the Prudential Annuities business unit consisted of those set forth in the table below.

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Name of Service Provider	Services Provided	Address
Broadridge Investor Communication	Proxy services and regulatory mailings	51 Mercedes Way, Edgewood, NY 11717
EDM Americas	Records management and administration of annuity contracts	301 Fayetteville Street, Suite 1500, Raleigh, NC 27601
EXL Service Holdings, Inc	Administration of annuity contracts	350 Park Avenue, 10th Floor, New York, NY 10022
National Financial Services	Clearing firm for Broker Dealers	82 Devonshire Street Boston, MA 02109
Open Text, Inc	Fax Services	100 Tri-State International Parkway, Lincolnshire, IL 60069
PERSHING LLC	Clearing firm for Broker Dealers	One Pershing Plaza, Jersey City, NJ 07399
The Depository Trust Clearinghouse Corporation	Clearing and settlement services for Distributors and Carriers.	55 Water Street, 26th Floor, New York, NY 10041
Thomson Reuters	Tax reporting services	3 Times Square New York, NY 10036
Universal Wilde	Composition, printing, and mailing of contracts and benefit documents	26 Dartmouth Street, Westwood, MA 02090
Venio Systems LLC	Claim related services	4031 University Drive, Suite 100, Fairfax, VA 22030

Cyber Security Risks. We provide information about cyber security risks associated with the Annuity in the Statement of Additional Information.

WHAT IS THE LEGAL STRUCTURE OF THE PORTFOLIOS?

Each underlying Portfolio is registered as an open-end management investment company, or series thereof, under the Investment Company Act. Shares of the underlying Portfolios are sold to separate accounts of life insurance companies offering variable annuity and variable life insurance products. The shares may also be sold directly to qualified pension and retirement plans.

Voting Rights

We are the legal owner of the shares of the underlying Portfolios in which the Subaccounts invest. However, under current SEC rules, you have voting rights in relation to Account Value allocated to the Subaccounts. If an underlying Portfolio requests a vote of shareholders, we will vote our shares based on instructions received from Owners with Account Value allocated to that Subaccount. Owners have the right to vote an amount equal to the number of shares attributable to their contracts. If we do not receive voting instructions in relation to certain shares, we will vote those shares in the same manner and proportion as the shares for which we have received instructions. This voting procedure is sometimes referred to as “mirror voting” because, as indicated in the immediately preceding sentence, we mirror the votes that are actually cast, rather than decide on our own how to vote. We will also “mirror vote” shares that are owned directly by us or an affiliate (excluding shares held in the separate account of an affiliated insurer). In addition, because all the shares of a given Portfolio held within our Separate Account are legally owned by us, we intend to vote all of such shares when that underlying Portfolio seeks a vote of its shareholders. As such, all such shares will be counted towards whether there is a quorum at the underlying Portfolio’s shareholder meeting and toward the ultimate outcome of the vote. Thus, under “mirror voting”, it is possible that the votes of a small percentage of Owners who actually vote will determine the ultimate outcome.

We may, if required by state insurance regulations, disregard voting instructions if they would require shares to be voted so as to cause a change in the sub-classification or investment objectives of one or more of the available Variable Investment Subaccounts or to approve or disapprove an investment advisory contract for a Portfolio. In addition, we may disregard voting instructions that would require changes in the investment policy or investment adviser of one or more of the Portfolios associated with the available Variable Investment Subaccounts, provided that we reasonably disapprove such changes in accordance with applicable federal or state regulations. If we disregard Owner voting instructions, we will advise Owners of our action and the reasons for such action in the next available annual or semi-annual report.

We will furnish those Owners who have Account Value allocated to a Subaccount whose underlying Portfolio has requested a “proxy” vote with proxy materials and the necessary forms to provide us with their voting instructions. Generally, you will be asked to provide instructions for us to vote on matters such as changes in a fundamental investment strategy, adoption of a new investment advisory agreement, or matters relating to the structure of the underlying Portfolio that require a vote of shareholders. We reserve the right to change the voting procedures described above if applicable SEC rules change.

Material Conflicts

In the future, it may become disadvantageous for separate accounts of variable life insurance and variable annuity contracts to invest in the same underlying Portfolios. Neither the companies that invest in the Portfolios nor the Portfolios currently foresee any such disadvantage. The Board of Directors for each Portfolio intends to monitor events in order to identify any material conflict between variable life insurance policy owners and variable annuity contract owners and to determine what action, if any, should be taken. Material conflicts could result from such things as:

(1) changes in state insurance law;

(2) changes in federal income tax law;

(3) changes in the investment management of any Variable Investment Subaccount; or

(4) differences between voting instructions given by variable life insurance policy owners and variable annuity contract owners.

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Fees and Payments Received by Prudential Annuities

As detailed below, Prudential Annuities and our affiliates receive substantial payments from the underlying Portfolios and/or related entities, such as the Portfolios’ advisers and subadvisers. Because these fees and payments are made to Prudential Annuities and our affiliates, allocations you make to the underlying Portfolios benefit us financially. In selecting Portfolios available under the Annuity, we consider the payments that will be made to us. For more information on factors we consider when selecting the Portfolios under the Annuity, see “Variable Investment Subaccounts” under “Investment Options” earlier in this prospectus.

We also receive administrative services payments from the Portfolios or the advisers of the underlying Portfolios or their affiliates. The maximum administrative services payments we receive with respect to a Portfolio are generally equal to an annual rate of 0.30% of the average assets allocated to the Portfolio under the Annuity (in certain cases, however, this amount may be equal to an annual rate of 0.35% of the average assets allocated to the Portfolio). We expect to make a profit on these fees and payments and consider them when selecting the Portfolios available under the Annuity.

In addition, an adviser or subadviser of a Portfolio or a distributor of the Annuity (not the Portfolios) may also compensate us by providing reimbursement, defraying the costs of, or paying directly for, among other things, marketing and/or administrative services and/or other services they provide in connection with the Annuity. These services may include, but are not limited to: sponsoring or co-sponsoring various promotional, educational or marketing meetings and seminars attended by distributors, wholesalers, and/or broker dealer firms’ registered representatives, and creating marketing material discussing the Annuity, available options, and underlying Portfolios. The amounts paid depend on the nature of the meetings, the number of meetings attended by the adviser, subadviser, or distributor, the number of participants and attendees at the meetings, the costs expected to be incurred, and the level of the adviser’s, subadviser’s or distributor’s participation. These payments or reimbursements may not be offered by all advisers, subadvisers, or distributors and the amounts of such payments may vary between and among each adviser, subadviser, and distributor depending on their respective participation. We may also consider these payments and reimbursements when selecting the Portfolios available under the Annuity. For the annual period ended December 31, 2019, with regard to the total annual amounts that were paid (or as to which a payment amount was accrued) under the kinds of arrangements described in this paragraph, the amounts for any particular adviser, subadviser or distributor ranged from $25,000 to $836,969.00. These amounts relate to all individual variable annuity contracts issued by Prudential Annuities or its affiliates, not only the Annuity covered by this prospectus.

In addition to the payments that we receive from underlying Portfolios and/or their affiliates, those same Portfolios and/or their affiliates may make payments to us and/or other insurers within the Prudential Financial group related to the offering of investment options within variable annuity contracts or life insurance policies offered by different Prudential business units.

WHO DISTRIBUTES ANNUITY OFFERED BY PRUDENTIAL ANNUITIES?

Prudential Annuities Distributors, Inc. (PAD), a wholly-owned subsidiary of Prudential Annuities, Inc., is the distributor and principal underwriter of the Annuity offered through this prospectus. PAD acts as the distributor of a number of annuity and life insurance products and the AST Portfolios. PAD’s principal business address is One Corporate Drive, Shelton, Connecticut 06484. PAD is registered as a broker-dealer under the Exchange Act and is a member of the Financial Industry Regulatory Authority (FINRA).

The Annuity is offered on a continuous basis. PAD enters into distribution agreements with both affiliated and unaffiliated broker-dealers who are registered under the Exchange Act (“Firms”). Applications for the Annuity are solicited by registered representatives of those firms. PAD utilizes a network of its own registered representatives to wholesale the Annuity to Firms. Because the Annuity offered through this prospectus is an insurance product as well as a security, all registered representatives who sell the Annuity are also appointed as insurance agents of PALAC.

No commissions are paid to Firms on sales of the Annuity. However, Firms or their representatives may charge you an investment advisory or similar fee under an agreement you have with the Firm in connection with investment advice they provide that includes advice about this Annuity. Neither PALAC nor PAD are a party to or have responsibility for the agreement you have for such investment advice. Firms providing such advisory services are acting solely on your behalf. Neither PALAC nor PAD offer advice to you regarding how your Account Value should be allocated. Neither PALAC nor PAD is responsible for any investment advice provided to you by a Firm or its representatives nor do either endorse or make any representations as to the Firms’ or their representatives’ qualifications.

The Firm or its representatives determine the amount of the advisory fee that will be charged, and this amount will vary from Firm to Firm. You pay the Firm or your investment adviser directly for these services and the contract does not allow your investment adviser to take the investment advisory fee from the Annuity other than through withdrawals. See “Authorization of a Third Party Investment Advisor To Manage My Account” earlier in this prospectus for information about our requirements for allowing investment advisers to request withdrawals and important information about the effects of withdrawals on the Annuity.

In connection with the sale and servicing of the Annuity, Firms may receive cash compensation and/or non-cash compensation. Cash compensation includes discounts, concessions, fees, service fees, commissions, asset based sales charges, loans, overrides, or any cash employee benefit received in connection with the sale and distribution of variable contracts. Non-cash compensation includes any form of compensation received in connection with the sale and distribution of variable contracts that is not cash compensation, including but not limited to merchandise, gifts, travel expenses, meals and lodging.

We may also provide cash compensation to the distributing Firm for providing ongoing service to you in relation to the Annuity. These payments may be made in the form of percentage payments based upon “Assets under Management” or “AUM,” (total assets), subject to certain criteria in certain PALAC products. These payments may also be made in the form of percentage payments based upon the total amount of money received as Purchase Payments under PALAC annuity products sold through the Firm.

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In addition, in an effort to promote the sale of our products (which may include the placement of PALAC and/or the Annuity on a preferred or recommended company or product list and/or access to the Firm's registered representatives), we, or PAD, may enter into non-cash compensation arrangements with certain Firms with respect to certain or all registered representatives of such Firms under which such Firms may receive fixed payments or reimbursement. These types of fixed payments are made directly to or in sponsorship of the Firm and may include, but are not limited to payment for: training of sales personnel; marketing and/or administrative services and/or other services they provide to us or our affiliates; educating customers of the firm on the Annuity's features; conducting due diligence and analysis; providing office access, operations, systems and other support; holding seminars intended to educate registered representatives and make them more knowledgeable about the Annuities; conferences (national, regional and top producer); sponsorships; speaker fees; promotional items; a dedicated marketing coordinator; priority sales desk support; expedited marketing compliance approval and preferred programs to PAD; and reimbursements to Firms for marketing activities or other services provided by third-party vendors to the Firms and/or their registered representatives. To the extent permitted by FINRA rules and other applicable laws and regulations, we or PAD may also pay or allow other promotional incentives or payments in other forms of non-cash compensation (e.g., gifts, occasional meals and entertainment, sponsorship of due diligence events). Under certain circumstances, Portfolio advisers/subadvisers or other organizations with which we do business (“Entities”) may also receive incidental non-cash compensation, such as occasional meals and nominal gifts. The amount of this non-cash compensation varies widely because some may encompass only a single event, such as a conference, and others have a much broader scope.

Cash and/or non-cash compensation may not be offered to all Firms and Entities and the terms of such compensation may differ between Firms and Entities. In addition, we or our affiliates may provide such compensation, payments and/or incentives to Firms or Entities arising out of the marketing, sale and/or servicing of variable annuities or life insurance offered by different Prudential business units.

A list of the firms to whom Prudential Annuities pays an amount under these arrangements is provided below. You should note that firms and individual registered representatives and branch managers within some firms participating in one of these compensation arrangements might receive greater compensation for selling the Annuity 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 an annuity 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 the sale of the Annuity. Further information about the firms that are part of these compensation arrangements appears in the Statement of Additional Information, which is available without charge upon request.

The list below includes the names of the firms that we are aware as of December 31, 2019 received cash compensation with respect to our annuity business during 2019 (or as to which a payment amount was accrued during 2019. The firms listed below include those receiving payments in connection with marketing of products issued by Prudential Annuities Life Assurance Corporation. During 2019, the least amount paid, and greatest amount paid, were $1.10 and $18,272,777.70, respectively.

Name of Firm:

Allstate Financial Srvcs, LLC	Kestra Investment Services	The Investment Center
AMERICAN PORTFOLIO FIN SVCS INC	KMS Financial Services, Inc.	TransAmerica Financial Advisors, Inc.
ASSOCIATED SECURITIES CORP	Lincoln Financial Advisors	Triad Advisors, Inc.
AXA Advisors, LLC	Lincoln Financial Securities Corporation	UBS Financial Services, Inc.
BBVA Securities, Inc.	Lincoln Investment Planning	United Planners Fin. Serv.
BFT Financial Group, LLC	LPL Financial Corporation	Waddell & Reed
Cadaret, Grant & Co., Inc.	M Holdings Securities, Inc	WATERSTONE FINANCIAL GROUP INC
Cambridge Investment Research, Inc.	MML Investors Services, Inc.	Wells Fargo Advisors LLC
Centaurus Financial, Inc.	Morgan Stanley Smith Barney	WELLS FARGO ADVISORS LLC - WEALTH
Cetera Advisor Network LLC	Mutual Service Corporation	Wells Fargo Investments LLC
CFD Investments, Inc.	Next Financial Group, Inc.	Woodbury Financial Services
Citizens Securities, Inc.	PNC Investments, LLC
Commonwealth Financial Network	ProEquities
Crown Capital Securities, L.P.	RBC CAPITAL MARKETS CORPORATION
CUNA Brokerage Svcs, Inc.	Robert W. Baird & Co. Inc.
CUSO Financial Services, L.P.	Royal Alliance Associates
Equity Services, Inc.	SA Stone Wealth Management
FSC Securities Corp.	SAGEPOINT FINANCIAL, INC.
Geneos Wealth Management, Inc.	Securian Financial Svcs, Inc.
H. Beck, Inc.	Securities America, Inc.
Hantz Financial Services,Inc.	Securities Service Network
Investacorp	Stifel Nicolaus & Co.
Janney Montgomery Scott, LLC.	TFS Securities, Inc.

60

HOW WILL I RECEIVE STATEMENTS AND REPORTS?

We send any statements and reports required by applicable law or regulation to you at your last known address of record. You should therefore give us prompt notice of any address change. We reserve the right, to the extent permitted by law and subject to your prior consent, to provide any prospectus, prospectus supplements, confirmations, statements and reports required by applicable law or regulation to you through our Internet Website at www.prudential.com or any other electronic means. We generally send a confirmation statement to you each time a financial transaction is made affecting Account Value, such as making additional Purchase Payments, transfers, exchanges or withdrawals. We may also send quarterly statements detailing the activity affecting your Annuity during the calendar quarter. We may confirm regularly scheduled transactions, including, but not limited to Systematic Withdrawals (including 72(t) and 72(q) payments and required minimum distributions) and electronic funds transfer in quarterly statements instead of confirming them immediately. You should review the information in these statements carefully. You may request additional reports or copies of reports previously sent. We reserve the right to charge up to $50 for each such additional or previously sent report. We will also send an annual report and a semi-annual report containing applicable financial statements for the Portfolios to Owners or, with your prior consent, make such documents available electronically through our Internet Website or other electronic means. Beginning on January 1, 2021, paper copies of the annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from us. Instead, the reports will be made available on our website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

HOW TO CONTACT US

Please communicate with us using the telephone number and addresses below for the purposes described. Failure to send mail to the proper address may result in a delay in our receiving and processing your request.

Prudential’s Customer Service Team

Call our Customer Service Team at 1-888-PRU-2888 during normal business hours.

Internet

Access information about your Annuity through our website: www.prudential.com

Correspondence Sent by Regular Mail

Prudential Annuities Service Center

P.O. Box 7960

Philadelphia, PA 19176

Correspondence Sent by Overnight*, Certified or Registered Mail

Prudential Annuities Service Center

2101 Welsh Road

Dresher, PA 19025

*Please note that overnight correspondence sent through the United States Postal Service may be delivered to the P.O. Box listed above, which could delay receipt of your correspondence at our Service Center. Overnight mail sent through other methods (e.g. Federal Express, United Parcel Service) will be delivered to the address listed below.

Correspondence sent by regular mail to our Service Center should be sent to the address shown above. Your correspondence will be picked up at this address and then delivered to our Service Center. Your correspondence is not considered received by us until it is received at our Service Center. Where this Prospectus refers to the day when we receive a Purchase Payment, request, election, notice, transfer or any other transaction request from you, we mean the day on which that item (or the last requirement needed for us to process that item) arrives in complete and proper form at our Service Center or via the appropriate telephone or fax number if the item is a type we accept by those means. There are two main exceptions: if the item arrives at our Service Center (1) on a day that is not a business day, or (2) after the close of a business day, then, in each case, we are deemed to have received that item on the next business day.

You can obtain account information by calling our automated response system, and at www.prudential.com, our Internet Website. Our Customer Service representatives are also available during business hours to provide you with information about your account. You can request certain transactions through our telephone voice response system, our Internet Website or through a customer service representative. You can provide authorization for a third party, including your attorney-in-fact acting pursuant to a power of attorney or your Financial Professional, to access your account information and perform certain transactions on your account. You will need to complete a form provided by us which identifies those transactions that you wish to authorize via telephonic and electronic means and whether you wish to authorize a third party to perform any such transactions. Please note that unless you tell us otherwise, we deem that all transactions that are directed by your Financial Professional with respect to your Annuity have been authorized by you. We require that you or your representative provide proper identification before performing transactions over the telephone or through our Internet Website. This may include a Personal Identification Number (PIN) that will be provided to you upon issue of your Annuity or you may establish or change your PIN by calling our automated response system, www.prudential.com, our Internet Website. Any third party that you authorize to perform financial transactions on your account will be assigned a PIN for your account.

61

Transactions requested via telephone are recorded. To the extent permitted by law, we will not be responsible for any claims, loss, liability or expense in connection with a transaction requested by telephone or other electronic means if we acted on such transaction instructions after following reasonable procedures to identify those persons authorized to perform transactions on your Annuity using verification methods which may include a request for your Social Security number, PIN or other form of electronic identification. We may be liable for losses due to unauthorized or fraudulent instructions if we did not follow such procedures.

Prudential Annuities does not guarantee access to telephonic, facsimile, Internet or any other electronic information or that we will be able to accept transaction instructions via such means at all times. Regular and/or express mail will be the only means by which we will accept transaction instructions when telephonic, facsimile, Internet or any other electronic means are unavailable or delayed. Prudential Annuities reserves the right to limit, restrict or terminate telephonic, facsimile, Internet or any other electronic transaction privileges at any time.

INDEMNIFICATION

Insofar as indemnification for liabilities arising under 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

Litigation and Regulatory Matters

Prudential Annuities is subject to legal and regulatory actions in the ordinary course of our business. Pending legal and regulatory actions include proceedings specific to Prudential Annuities and proceedings generally applicable to business practices in the industry in which we operate. Prudential Annuities is subject to class action lawsuits and other litigation involving a variety of issues and allegations involving sales practices, claims payments and procedures, premium charges, policy servicing and breach of fiduciary duty to customers. Prudential Annuities is also subject to litigation arising out of its general business activities, such as its 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. In addition, Prudential Annuities, along with other participants in the businesses in which it engages, 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.

Prudential Annuities’ litigation and regulatory matters are subject to many uncertainties, and given their complexity and scope, their outcome cannot be predicted. In some of Prudential Annuities’ pending legal and regulatory actions, parties are seeking large and/or indeterminate amounts, including punitive or exemplary damages. It is possible that Prudential Annuities' results of operations or cash flow in a particular quarterly or annual period could be materially affected by an ultimate unfavorable resolution of pending litigation and regulatory matters depending, in part, upon the results of operations or cash flow for such period. In light of the unpredictability of Prudential Annuities’ litigation and regulatory matters, it is also possible that in certain cases an ultimate unfavorable resolution of one or more pending litigation or regulatory matters could have a material adverse effect on Prudential Annuities’ financial position. Management believes, however, that, based on information currently known to it, the ultimate outcome of all pending litigation and regulatory matters, after consideration of applicable reserves and rights to indemnification, is not likely to have a material adverse effect on: the Separate Account; the ability of PAD to perform its contract with the Separate Account; or Prudential Annuities' ability to meet its obligations under the Contracts.

CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION

The following are the contents of the Statement of Additional Information:

• Prudential Annuities Life Assurance Corporation

• General Information

• Annuitization

• Experts

• Principal Underwriter

• Payments Made to Promote Sale of Our Products

• Cyber Security Risks

• Determination of Accumulation Unit Values

• Financial Statements

62

APPENDIX A – INTERIM VALUE OF INDEX STRATEGIES

Below is additional information regarding the Interim Value calculation.

The Interim Value for an Index Strategy is equal to the sum of (1) and (2), not to exceed (3), where:

(1) Is the fair value of the Index Strategy Base on the Valuation Day the Interim Value is calculated. It is determined as (A - B) multiplied by [(1 + C) divided by (1 + D)] ^E , where:

A. The Index Strategy Base on the Valuation Day the Interim Value is calculated;

B. The fair value of the replicating portfolio of options under initial market conditions, with updated time to expiry;

C. The Market Value Index Rate on the Index Strategy Start Date;

D. The Market Value Index Rate on the Valuation Day the Interim Value is calculated; and

E. The total days remaining in the Index Strategy Term divided by 365.

(2) Is the fair value of the replicating portfolio of options

(3) Is the pro-rata portion of the potential Index Credit as determined by F plus (F multiplied by G multiplied by H), where:

F. The Index Strategy Base on the Valuation Day the Interim Value is calculated;

G. The Index Strategy rate for the Index Strategy;

a. If the Index Return is less than zero:

b. The Index Strategy rate for an Index Strategy with a 100% Buffer is 0.

c. The Index Strategy rate for all other strategies is equal to the minimum of [(Buffer multiplied by H) plus the Index Return] divided by H and zero.

d. If the Index Return is greater than or equal to zero:

e. The Index Strategy rate for a Point-to-Point with Cap Index Strategy is equal to the minimum of the Cap Rate and the Index Return.

f. The Index Strategy rate for a Tiered Participation Rate Index Strategy is equal to the (Tier 1 Participation Rate multiplied by the minimum of the Index Return and the Tier Level) plus (Tier 2 Participation Rate multiplied by the maximum of the Index Return minus the Tier Level) and zero.

g. The Index Strategy rate for a Step Rate Plus Index Strategy is equal to the maximum of the Step Rate and the Index Return multiplied by the Participation Rate.

H. Total days elapsed in the Index Strategy Term divided by total days in the Index Strategy Term.

When we calculate the Interim Value, we obtain market data for derivative pricing each business day from outside vendors. If these values are available and we are delayed in receiving these values, and cannot calculate a new Interim Value, we will use the prior business day’s Interim Value.

A-1

APPENDIX B – IMPORTANT INFORMATION ABOUT THE INDICES

S&P 500®:

“The S&P 500 Index is a product of S&P Dow Jones Indices LLC (“SPDJI”), and has been licensed for use by Prudential Annuities Life Assurance Corporation.  Standard & Poor’s®, S&P® and S&P 500® are registered trademarks of Standard & Poor’s Financial Services LLC (“S&P”); Dow Jones® is a registered trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”); and these trademarks have been licensed for use by SPDJI and sublicensed for certain purposes by Prudential Annuities Life Assurance Corporation. Prudential FlexGuard are not sponsored, endorsed, sold or promoted by SPDJI, Dow Jones, S&P, any of their respective affiliates (collectively, “S&P Dow Jones Indices”).  S&P Dow Jones Indices makes no representation or warranty, express or implied, to the owners of the Prudential FlexGuard or any member of the public regarding the advisability of investing in securities generally or in Prudential FlexGuard particularly or the ability of the S&P 500 Index to track general market performance.  S&P Dow Jones Indices’ only relationship to Prudential Annuities Life Assurance Corporation with respect to the S&P 500 Index is the licensing of the Index and certain trademarks, service marks and/or trade names of S&P Dow Jones Indices or its licensors.  The S&P 500 Index is determined, composed and calculated by S&P Dow Jones Indices without regard to Prudential Annuities Life Assurance Corporation or the Prudential FlexGuard  S&P Dow Jones Indices have no obligation to take the needs of Prudential Annuities Life Assurance Corporation or the owners of Prudential FlexGuard into consideration in determining, composing or calculating the S&P 500 Index.  S&P Dow Jones Indices is not responsible for and has not participated in the determination of the prices, and amount of Prudential FlexGuard or the timing of the issuance or sale of Prudential FlexGuard or in the determination or calculation of the equation by which Prudential FlexGuard is to be converted into cash, surrendered or redeemed, as the case may be.  S&P Dow Jones Indices has no obligation or liability in connection with the administration, marketing or trading of Prudential FlexGuard. There is no assurance that investment products based on the S&P 500 Index will accurately track index performance or provide positive investment returns.  S&P Dow Jones Indices LLC is not an investment advisor.  Inclusion of a security within an index is not a recommendation by S&P Dow Jones Indices to buy, sell, or hold such security, nor is it considered to be investment advice.  Notwithstanding the foregoing, CME Group Inc. and its affiliates may independently issue and/or sponsor financial products unrelated to Prudential FlexGuard currently being issued by Prudential Annuities Life Assurance Corporation but which may be similar to and competitive with Prudential FlexGuard.  In addition, CME Group Inc. and its affiliates may trade financial products which are linked to the performance of the S&P 500 Index. 

S&P DOW JONES INDICES DOES NOT GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE COMPLETENESS OF THE S&P 500 INDEX OR ANY DATA RELATED THERETO OR ANY COMMUNICATION, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATION (INCLUDING ELECTRONIC COMMUNICATIONS) WITH RESPECT THERETO.  S&P DOW JONES INDICES SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN.  S&P DOW JONES INDICES MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED BY PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION, OWNERS OF THE PRUDENTIAL FLEXGUARD, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE S&P 500 INDEX OR WITH RESPECT TO ANY DATA RELATED THERETO.  WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P DOW JONES INDICES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE.  THERE ARE NO THIRD PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P DOW JONES INDICES AND PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION, OTHER THAN THE LICENSORS OF S&P DOW JONES INDICES.”

MSCI EAFE:

THE PRUDENTIAL FLEXGUARD IS NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY MSCI INC. ("MSCI"). ANY OF ITS AFFILIATES, ANY OF ITS INFORMATION PROVIDERS OR ANY OTHER THIRD PARTY INVOLVED IN, OR RELATED TO, COMPILING, COMPUTING OR CREA TING ANY MSCI INDEX (COLLECTIVELY, THE "MSCI PARTIES"). THE MSCI INDEXES ARE THE EXCLUSIVE PROPERTY OF MSCI. MSCI AND THE MSCI INDEX NAMES ARE SERVICE MARK(S) OF MSCI OR ITS AFFILIATES AND HAVE BEEN LICENSED FOR USE FOR CERTAIN PURPOSES BY PRUDENTIAL. NONE OF THE MSCI PARTIES MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, TO THE ISSUER OR OWNERS OF PRUDENTIAL FLEXGUARD OR ANY OTHER PERSON OR ENTITY REGARDING THE ADVISABILITY OF INVESTING GENERALLY OR PURCHASING PRUDENTIAL FLEXGUARD OR THE ABILITY OF ANY MSCI INDEX TO TRACK CORRESPONDING STOCK MARKET PERFORMANCE. MSCI OR ITS AFFILIATES ARE THE LICENSORS OF CERTAIN TRADEMARKS, SERVICE MARKS AND TRADE NAMES AND OF THE MSCI INDEXES WHICH ARE DETERMINED, COMPOSED AND CALCULATED BY MSCI WITHOUT REGARD TO PRUDENTIAL FLEXGUARD OR THE ISSUER OR OWNERS OF PRUDENTIAL FLEXGUARD OR ANY OTHER PERSON OR ENTITY. NONE OF THE MSCI PARTIES HAS ANY OBLIGATION TO TAKE THE NEEDS OF THE ISSUER OR OWNERS OF PRUDENTIAL FLEXGUARD OR ANY OTHER PERSON OR ENTITY INTO CONSIDERATION IN DETERMINING, COMPOSING OR CALCULATING THE MSCI INDEXES. NONE OF THE MSCI PARTIES IS RESPONSIBLE FOR OR HAS PARTICIPATED IN THE DETERMINATION OF THE TIMING OF, PRICES AT, OR QUANTITIES OF PRUDENTIAL FLEXGUARD TO BE ISSUED OR IN THE DETERMINATION OR CALCULATION OF THE EQUATION BY OR THE CONSIDERATION INTO WHlCH PRUDENTIAL FLEXGUARD IS REDEEMABLE. FURTHER, NONE OF THE MSCI PARTIES HAS ANY OBLIGATION OR LIABILITY TO THE ISSUER OR OWNERS OF PRUDENTIAL FLEXGUARD OR ANY OTHER PERSON OR ENTITY IN CONNECTION WITH THE ADMINISTRATION, MARKETING OR OFFERING OF THIS FUND.

ALTHOUGH MSCI SHALL OBTAIN INFORMATION FOR INCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCI INDEXES FROM SOURCES THAT MSCI CONSIDERS RELIABLE, NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THE ORIGINALlTY, ACCURACY AND/OR THE COMPLETENESS OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES

B-1

ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER OF PRUDENTIAL FLEXGUARD , OWNERS OF THE FUND, OR ANY OTHER PERSON OR ENTITY, FROM THE USE OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES SHALL HAVE ANY LIABILlTY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, AND THE MSCI PARITES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILlTY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO EACH MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL ANY OF THE MSCI PARTIES HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR ANY OTHER DAMAGES (INCLUDING LOST PROFITS) EVEN IF NOTIFIED OF THE POSSIBILlTY OF SUCH DAMAGES. No purchaser, seller or holder of this product or any other person or entity, should use or refer to any MSCI trade name, trademark or service mark to sponsor, endorse, market or promote this product without first contacting MSCI to determine whether MSCl's permission is required. Under no circumstances may any person or entity claim any affiliation with MSCI without the prior written permission of MSCI.

Bloomberg Barclays U.S. Intermediate Credit Index:

BLOOMBERG® is a trademark and service mark of Bloomberg Finance L.P. BARCLAYS® is a trademark and service mark of Barclays Bank Plc, used under license. Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (“BISL”) (collectively, “Bloomberg”), or Bloomberg’s licensors own all proprietary rights in the Bloomberg Barclays U.S. Intermediate Credit Index. Neither Barclays Bank PLC, Barclays Capital Inc., nor any affiliate (collectively “Barclays”) nor Bloomberg

is the issuer or producer of Prudential FlexGuard and neither Bloomberg nor Barclays has any responsibilities, obligations or duties to owners of Prudential FlexGuard. The Bloomberg Barclays U.S. Intermediate Credit Index is licensed for use by Prudential as the Issuer of Prudential FlexGuard. The only relationship of Bloomberg and Barclays with the Issuer in respect of Bloomberg Barclays U.S. Intermediate Credit Index is the licensing of the Bloomberg Barclays U.S. Intermediate Credit Index, which is determined, composed and calculated by BISL, or any successor thereto, without regard to the Issuer or Prudential FlexGuard or the owners of Prudential FlexGuard.

Additionally, Prudential as the Issuer of Prudential FlexGuard may for itself execute transaction(s) with Barclays in or relating to the Bloomberg Barclays U.S. Intermediate Credit Index in connection with Prudential FlexGuard. Owners purchase Prudential FlexGuard from Prudential and owners neither acquire any interest in Bloomberg Barclays U.S. Intermediate Credit Index nor enter into any relationship of any kind whatsoever with Bloomberg or Barclays upon purchasing Prudential FlexGuard. Prudential FlexGuard is not sponsored, endorsed, sold or promoted by Bloomberg or Barclays. Neither Bloomberg nor Barclays makes any representation or warranty, express or implied, regarding the advisability of purchasing in Prudential FlexGuard or the advisability of investing generally or the ability of the Bloomberg Barclays U.S. Intermediate Credit Index to track corresponding or relative market performance. Neither Bloomberg nor Barclays has passed on the legality or suitability of Prudential FlexGuard with respect to any person or entity. Neither Bloomberg nor Barclays is responsible for or has participated in the determination of the timing of, prices at, or quantities of Prudential FlexGuard to be issued. Neither Bloomberg nor Barclays has any obligation to take the needs of the Issuer or the owners of Prudential FlexGuard or any other third party into consideration in determining, composing or calculating the Bloomberg Barclays U.S. Intermediate Credit Index. Neither Bloomberg nor Barclays has any obligation or liability in connection with administration, marketing or trading of Prudential FlexGuard.

The licensing agreement between Bloomberg and Barclays is solely for the benefit of Bloomberg and Barclays and not for the benefit of the owners of Prudential FlexGuard, investors or other third parties. In addition, the licensing agreement between Prudential and Bloomberg is solely for the benefit of Prudential and Bloomberg and not for the benefit of the owners of Prudential FlexGuard, investors or other third parties.

NEITHER BLOOMBERG NOR BARCLAYS SHALL HAVE ANY LIABILITY TO THE ISSUER, OWNERS OR OTHER THIRD PARTIES FOR THE QUALITY, ACCURACY AND/OR COMPLETENESS OF THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX OR ANY DATA INCLUDED THEREIN OR FOR INTERRUPTIONS IN THE DELIVERY OF THEBLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER, THE OWNERS OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX OR ANY DATA INCLUDED THEREIN. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY EXPRESS OR IMPLIED WARRANTIES, AND EACH HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX OR ANY DATA INCLUDED THEREIN. BLOOMBERG RESERVES THE RIGHT TO CHANGE THE METHODS OF CALCULATION OR PUBLICATION, OR TO CEASE THE CALCULATION OR PUBLICATION OF THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX, AND NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY MISCALCULATION OF OR ANY INCORRECT, DELAYED OR INTERRUPTED PUBLICATION WITH RESPECT TO THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX. NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY LOST PROFITS, EVEN IF ADVISED OF THE POSSIBLITY OF SUCH, RESULTING FROM THE USE OF THE BLOOMBERG BARCLAYS U.S. INTERMEDIATE CREDIT INDEX OR ANY DATA INCLUDED THEREIN OR WITH RESPECT TO PRUDENTIAL FLEXGUARD. None of the information supplied by Bloomberg or Barclays and used in this publication may be reproduced in any manner without the prior written permission of both Bloomberg and Barclays Capital, the investment banking division of Barclays Bank PLC. Barclays Bank PLC is registered in England No. 1026167, registered office 1 Churchill Place London E14 5HP.]

B-2

APPENDIX C – NET INVESTMENT FACTOR

The net investment factor for a Valuation Period is (a) divided by (b), less (c), where:

(a) is the net result of:

(1) the net asset value per share of the underlying mutual fund shares held by that Variable Subaccount at the end of the current Valuation Period plus the per share amount of any dividend or capital gain distribution declared and unpaid (accrued) by the underlying mutual fund, plus or minus

(2) any per share charge or credit during the current Valuation Period as a provision for taxes attributable to the operation or maintenance of that Variable Subaccount.

(b) is the net result of:

(1) the net asset value per share of the underlying mutual fund shares held by that Variable Subaccount at the end of the preceding Valuation Period plus the per share amount of any dividend or capital gain distribution declared and unpaid (accrued) by the underlying mutual fund, plus or minus

(2) any per share charge or credit during the preceding Valuation Period as a provision for taxes attributable to the operation or maintenance of the Variable Subaccount.

(c) is the Insurance Charge and any applicable charge assessed against a Variable Subaccount for any Rider attached to this Annuity corresponding to the portion of the 365 day year (366 for a leap year) that is in the current Valuation Period.

We value the assets in the Variable Subaccount(s) at their fair market value in accordance with accepted accounting practices and applicable laws and regulations. The net investment factor may be greater than, equal to, or less than one.

C-1

APPENDIX D – SPECIAL CONTRACT PROVISIONS FOR ANNUITIES ISSUED IN CERTAIN STATES

Certain features of your Annuity may be different than the features described earlier in this prospectus, if your Annuity is issued in certain states described below. Further variations may arise in connection with additional state reviews.

Jurisdiction	Special Provisions
Florida	Annuitization available after one year.
Massachusetts	The annuity rates we use to calculate annuity payments are available only on a gender-neutral basis under any Annuity Option.
Montana	The annuity rates we use to calculate annuity payments are available only on a gender-neutral basis under any Annuity Option.

D-1

PART B
STATEMENT OF ADDITIONAL INFORMATION

The variable investment options under the Annuity are issued by PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION, a Prudential Financial Company, and PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B (also known as “Separate Account B”). The variable investment options are registered under the Securities Act of 1933 and the Investment Company Act of 1940. The index-linked options (“Index-Linked Allocations”) under the Annuity are issued by PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION. The assets supporting the Index-Linked Allocations are maintained in the PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION INDEX STRATEGIES SEPARATE ACCOUNT, a non-unitized, non-insulated separate account, and are registered solely under the Securities Act of 1933.

TABLE OF CONTENTS

	PAGE
GENERAL INFORMATION ABOUT PRUDENTIAL ANNUITIES	2
PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION	2
PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE B	2
PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION INDEX STRATEGIES SEPARATE ACCOUNT	3
PRINCIPAL UNDERWRITER / DISTRIBUTOR – Prudential Annuities Distributors, Inc.	3
HOW THE UNIT PRICE IS DETERMINED	3
GENERAL INFORMATION	4
Voting Rights	4
Deferral of Transactions	5
Misstatement of Age or Sex	5
Cyber Security Risks	5
ANNUITIZATION	6
EXPERTS	7
LEGAL EXPERTS	7
FINANCIAL STATEMENTS	7
APPENDIX A – DETERMINATION OF ACCUMULATION UNIT VALUES AND FINANCIAL STATEMENTS OF SEPARATE ACCOUNT	A1
APPENDIX B – FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION	B1

THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS. YOU SHOULD READ THIS INFORMATION ALONG WITH THE PROSPECTUS FOR THE ANNUITY FOR WHICH IT RELATES. THE PROSPECTUS CONTAINS INFORMATION THAT YOU SHOULD CONSIDER BEFORE INVESTING. FOR A COPY OF THE PROSPECTUS SEND A WRITTEN REQUEST TO PRUDENTIAL ANNUITIES – VARIABLE ANNUITIES, P.O. BOX 7960, PHILADELPHIA, PA OR TELEPHONE 1-800-752-6342. OUR WEBSITE ADDRESS IS WWW.PRUDENTIALANNUITIES.COM.

Date of Statement of Additional Information: May 18, 2020

Date of Prospectus: May 18, 2020

1

GENERAL INFORMATION ABOUT PRUDENTIAL ANNUITIES

PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION

Prudential Annuities Life Assurance Corporation, a Prudential Financial Company, (“Prudential Annuities” or “PALAC”) is a stock life insurance company incorporated under the laws of Arizona as of August 31, 2013, formerly incorporated in Connecticut, and is domiciled in Arizona. It is licensed to sell life insurance and annuities in the District of Columbia, Puerto Rico and in all states except New York. Prudential Annuities Life Assurance Corporation is a wholly-owned subsidiary of Prudential Annuities, Inc., whose ultimate parent is Prudential Financial, Inc. Prudential Annuities markets through and in conjunction with registered broker-dealers.

PALAC has developed long-term savings and retirement products, which were distributed through its affiliated broker-dealer company, Prudential Annuities Distributors, Inc. (“PAD”). PALAC issued variable and fixed deferred and immediate annuities for individuals and groups in the United States of America and Puerto Rico. In addition, PALAC has relatively small in force block of variable life insurance policies. PALAC stopped actively selling annuity products in March 2010. In March 2010, PALAC ceased offering its variable annuity products (and where offered, the companion market value adjustment option) to new investors upon the launch of a new product line by each of Pruco Life Insurance Company and its wholly-owned subsidiary Pruco Life Insurance Company of New Jersey (which are affiliates of PALAC). These initiatives were implemented to create operational and administrative efficiencies by offering a single product line of annuity products from a more limited group of legal entities. During 2012, PALAC suspended additional customer deposits for variable annuities with certain living benefit guarantees. However, PALAC continues to accept additional customer deposits on certain in-force contracts, subject to applicable contract provisions and administrative rules.

PALAC resumed offering annuity products to new investors (except in New York) when it launched a new fixed indexed annuity and a new deferred income annuity in 2018.

No company other than Prudential Annuities has any legal responsibility to pay amounts that it owes under its annuity contracts. Among other things, this means that where you participate in an optional living benefit or death benefit and the value of that benefit exceeds your current Account Value, you would rely solely on the ability of the issuing insurance company to make payments under the benefit out of its own assets. Prudential Financial, however, exercises significant influence over the operations and capital structure of Prudential Annuities.

Pursuant to the delivery obligations under Section 5 of the Securities Act of 1933 (“Securities Act”) and Rule 159 thereunder, Prudential Annuities delivers this prospectus to current Owners that reside outside of the United States. In addition, we may not market or offer benefits, features or enhancements to prospective or current Owners while outside of the United States.

Separate Account B

During the Accumulation Period, the assets supporting obligations based on allocations to the Subaccounts are held in Subaccounts of Prudential Annuities Life Assurance Corporation Variable Account B, also referred to as “Separate Account B”. Separate Account B assets that are held in support of the Subaccounts are kept separate from all our other assets and may not be chargeable with liabilities arising out of any other business we may conduct. Thus, income, gains and losses from assets allocated to Separate Account B are credited to or charged against Separate Account B, without regard to other income, gains or losses of PALAC or any other of our separate accounts.

Separate Account B was established by us pursuant to Connecticut law on November 25, 1987. Separate Account B also holds assets of other annuities issued by us with values and benefits that vary according to the investment performance of Separate Account B.

Effective August 31, 2013, Prudential Annuities Life Assurance Corporation changed its domicile from Connecticut to Arizona. As a result of this change, the Arizona Department of Insurance is our principal regulatory authority and all of our separate accounts including Separate Account B, will now be operated in accordance with the laws of Arizona.

Separate Account B consists of multiple Subaccounts. Each Subaccount invests only in a single mutual fund or mutual fund portfolio. The name of each Subaccount generally corresponds to the name of the Portfolio. Each Subaccount in Separate Account B may have several different Unit Prices to reflect the Insurance Charge, Distribution Charge (when applicable) and the charges for any optional benefits that are offered under the Annuity issued by us through Separate Account B. Separate Account B is registered with the SEC under the Investment Company Act of 1940 (“Investment Company Act”) as a unit investment trust, which is a type of investment company. The SEC does not supervise investment policies, management or practices of Separate Account B. We may offer new Subaccounts, eliminate Subaccounts, or combine Subaccounts at our sole discretion. We may also close Subaccounts to additional Purchase Payments on existing annuities or close Subaccounts for annuities purchased on or after specified dates. We will first notify you and receive any necessary SEC and/or state approval before making such a change. If an underlying mutual fund is liquidated, we will ask you to reallocate any amount in the liquidated fund. If you do not reallocate these amounts, we will reallocate such amounts only in accordance with SEC pronouncements and only after obtaining an order from the SEC, if required. If investment in the Portfolios or a particular Portfolio is no longer possible, or in our discretion becomes inappropriate for purposes of the Annuity, or for any other rationale in our sole judgment, we may substitute another portfolio or investment portfolios without your consent. The substituted portfolio may have different fees and expenses. Substitution may be made with respect to existing investments or the investment of future Purchase Payments, or both. However, we will not make such substitution without any required approval of the SEC and any applicable state insurance departments. In addition, we may close Portfolios to allocation of Purchase Payments or Account Value, or both, at any time in our sole discretion. We do not control the underlying mutual funds, so we cannot guarantee that any of those funds will always be available.

Values and benefits based on allocations to the Subaccounts will vary with the investment performance of the underlying mutual funds or fund portfolios, as applicable. We do not guarantee the investment results of any Subaccount. Your Account Value allocated to the

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Subaccounts may increase or decrease. You bear the entire investment risk. There is no assurance that the Account Value of your Annuity will equal or be greater than the total of the Purchase Payments you make to us.

Index Strategies Separate Account

Assets supporting the Index Strategies are held in a non-insulated, non-unitized separate account established under Arizona law. These assets are subject to the claims of the creditors of PALAC and the benefits provided under the Index Strategies are subject to the claims paying ability of PALAC.

An Owner does not have any interest in or claim on the assets in the Separate Account. In addition, neither an Owner nor amounts allocated to the Index Strategies participate in the performance of the assets held in the Separate Account.

We are not obligated to invest according to specific guidelines or strategies except as may be required by Arizona and other state insurance laws.

PRINCIPAL UNDERWRITER/DISTRIBUTOR - PRUDENTIAL ANNUITIES DISTRIBUTORS, INC.

Prudential Annuities Distributors, Inc. ("PAD"), a wholly-owned subsidiary of Prudential Annuities, Inc., is the distributor and principal underwriter of the Annuity described in the Prospectus and this Statement of Additional Information. Prudential Annuities Life Assurance Corporation and AST Investment Services, Inc. ("ASISI"), a co-investment manager of Advanced Series Trust are also wholly-owned subsidiaries of Prudential Annuities, Inc. Prudential Annuities Information Services and Technology Corporation, also a wholly-owned subsidiary of Prudential Annuities, Inc., is a service company that provides systems and information services to Prudential Annuities Life Assurance Corporation and its affiliated companies.

PAD acts as the distributor of a number of annuity and life insurance products we offer.

PAD's principal business address is One Corporate Drive, Shelton, Connecticut 06484. PAD is registered as a broker-dealer under the Securities and Exchange Act of 1934 ("Exchange Act") and is a member of the Financial Industry Regulatory Authority ("FINRA"). THE OFFERING OF THE ANNUITY CONTRACTS THROUGH PAD IS CONTINUOUS. PLEASE SEE THE PROSPECTUS FOR A DISCUSSION OF HOW THE SALES LOAD ON THE ANNUITY CONTRACTS IS DETERMINED.

The Annuity is offered on a continuous basis. PAD enters into distribution agreements with broker-dealers who are registered under the Exchange Act and with entities that may offer the Annuity but are exempt from registration ("firms"). Applications for the Annuity are solicited by registered representatives of those firms.

Under the selling agreements, cash compensation in the form of commissions is paid to firms on sales of the Annuity according to one or more schedules. The registered representative will receive a portion of the compensation, depending on the practice of his or her firm. Commissions are generally based on a percentage of Purchase Payments made. Commissions and other cash compensation paid in relation to your Annuity do not result in any additional charge to you or the Separate Account(s).

PAYMENTS MADE TO PROMOTE SALE OF OUR PRODUCTS

In an effort to promote the sale of our products (which may include the placement of Prudential Annuities and/or each Annuity on a preferred or recommended company or product list and/or access to the firm's registered representatives), we and/or PAD pay certain broker-dealers cash compensation in the form of: commissions according to one or more schedules; percentage payments based on “Assets Under Management” (total assets”) subject to certain criteria in certain Pruco Life products; and/or percentage payments based on the total amount of money received as purchase payments under Pruco Life annuity products sold through the broker-dealer.

We or PAD also may compensate third-party vendors, for services that such vendors render to broker-dealer firms. To the extent permitted by FINRA rules and other applicable laws and regulations, PAD may pay or allow other promotional incentives or payments in the forms of non-cash compensation. These arrangements may not be offered to all firms and the terms of such arrangements may differ between firms.

The list in the prospectus includes the names of the firms that we are aware (as of December 31, 2019) received cash compensation with respect to annuity business during 2019 (or as to which a payment amount was accrued during 2019). The firms listed include payments in connection with products issued by Prudential Annuities Life Assurance Corporation. Your registered representative can provide you with more information about the compensation arrangements that apply upon the sale of the contract. During 2019, the least amount paid, and greatest amount paid, were $1.10 and $18,272,777.70, respectively.

You should note that firms and individual registered representatives and branch managers within some firms participating in one of these compensation arrangements might receive greater compensation for selling the Annuity 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 an annuity product, any such compensation will be paid by us or PAD and will not result in any additional charge to you. Overall compensation paid to the distributing firm does not exceed, based on actuarial assumptions, [8.5%] of the total Purchase Payments made. Your registered representative can provide you with more information about the compensation arrangements that apply upon the sale of the Annuity.

With respect to all individual annuities issued by Prudential Annuities, PAD received commissions as follows: 2019: $97,485,195.74; 2018: $122,121,924.71; and 2017: $109,233,825.30. PAD retained none of those commissions.

HOW THE UNIT PRICE IS DETERMINED

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For each Variable Subaccount the initial Unit Price was [$10.00]. The Unit Price for each subsequent period is the net investment factor for that period, multiplied by the Unit Price for the immediately preceding Valuation Period. The Unit Price for a Valuation Period applies to each day in the period. The net investment factor is an index that measures the investment performance of, and charges assessed against, a Sub-account from one Valuation Period to the next. The net investment factor for a Valuation Period is: (a) divided by (b), less (c) where:

a. is the net result of:

1. the net asset value per share of the Portfolio shares held by that Sub-account at the end of the current Valuation Period plus the per share amount of any dividend or capital gain distribution declared by the Portfolio at the end of the current Valuation Period and paid (in the case of a Portfolio that declares dividends on an annual or quarterly basis) or accrued (in the case of a money market Portfolio that pays dividends monthly); plus or minus

2. any per share charge or credit during the Valuation Period as a provision for taxes attributable to the operation or maintenance of that Sub-account.

b. is the net result of:

1. the net asset value per share of the Portfolio shares held by that Sub-account at the end of the preceding Valuation Period plus the per share amount of any dividend or capital gain distribution declared and unpaid (accrued) by the Portfolio at the end of the preceding Valuation Period; plus or minus

2. any per share charge or credit during the preceding Valuation Period as a provision for taxes attributable to the operation or maintenance of that Sub-account.

c. is the Insurance Charge and the Distribution Charge deducted daily against the assets of the Separate Account.

We value the assets in each Sub-account at their fair market value in accordance with accepted accounting practices and applicable laws and regulations. The net investment factor may be greater than, equal to, or less than one.

GENERAL INFORMATION

VOTING RIGHTS

We are the legal owner of the shares of the underlying Portfolios in which the Subaccounts invest. However, under current SEC rules, you have voting rights in relation to Account Value allocated to the Subaccounts. If an underlying Portfolio requests a vote of shareholders, we will vote our shares based on instructions received from Owners with Account Value allocated to that Subaccount. Owners have the right to vote an amount equal to the number of shares attributable to their contracts. If we do not receive voting instructions in relation to certain shares, we will vote those shares in the same manner and proportion as the shares for which we have received instructions. This voting procedure is sometimes referred to as “mirror voting” because, as indicated in the immediately preceding sentence, we mirror the votes that are actually cast, rather than decide on our own how to vote. We will also “mirror vote” shares that are owned directly by us or an affiliate (excluding shares held in the separate account of an affiliated insurer). In addition, because all the shares of a given Portfolio held within our Separate Account are legally owned by us, we intend to vote all of such shares when that underlying Portfolio seeks a vote of its shareholders. As such, all such shares will be counted towards whether there is a quorum at the underlying Portfolio’s shareholder meeting and toward the ultimate outcome of the vote. Thus, under “mirror voting”, it is possible that the votes of a small percentage of Owners who actually vote will determine the ultimate outcome.

We may, if required by state insurance regulations, disregard voting instructions if they would require shares to be voted so as to cause a change in the sub-classification or investment objectives of one or more of the available Variable Investment Subaccounts or to approve or disapprove an investment advisory contract for a Portfolio. In addition, we may disregard voting instructions that would require changes in the investment policy or investment adviser of one or more of the Portfolios associated with the available Variable Investment Subaccounts, provided that we reasonably disapprove such changes in accordance with applicable federal or state regulations. If we disregard Owner voting instructions, we will advise Owners of our action and the reasons for such action in the next available annual or semi-annual report.

We will furnish those Owners who have Account Value allocated to a Subaccount whose underlying Portfolio has requested a “proxy” vote with proxy materials and the necessary forms to provide us with their voting instructions. Generally, you will be asked to provide instructions for us to vote on matters such as changes in a fundamental investment strategy, adoption of a new investment advisory agreement, or matters relating to the structure of the underlying Portfolio that require a vote of shareholders. We reserve the right to change the voting procedures described above if applicable SEC rules change.

RESERVED RIGHTS

In addition to rights specifically reserved elsewhere in this Annuity, we reserve the right to perform any or all of the following: (a) combine Variable Subaccount with other Variable Subaccounts; (b) combine the Variable Separate Account(s) shown in the Annuity Schedule with other "unitized" separate accounts; (c) combine the Index Strategies Separate Account with other “non-unitized,” “non-insulated” separate accounts; (d) deregister the Variable Separate Account(s) shown in the Annuity Schedule under the Investment Company Act; (e) operate the Variable Separate Account(s) shown in the Annuity Schedule as a management investment company under the Investment Company Act or in any other form permitted by law; (f) make changes required by any change in the federal securities laws, including, but not limited to, the Securities Act, the Exchange Act, the Investment Company Act, or any changes to the Securities and Exchange Commission’s interpretation thereof; (g) make changes that are necessary to maintain

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the tax status of your Annuity, any rider, amendment or endorsement attached hereto or any charge or distribution from your Annuity under the Code; (h) to establish a provision for federal income taxes if we determine, in our sole discretion, that we will incur a tax as a result of the operation of the Separate Account; (i) make any changes required by Federal or state laws with respect to annuity contracts; and (j) to the extent dictated by any underlying mutual fund, impose a redemption fee or restrict transactions within any Variable Subaccount. We reserve the right to modify this Annuity without receiving your prior consent, except as may be required by any applicable law, if we are required to make changes necessary to comply with state regulatory requirements, Internal Revenue Service ("IRS") requirements or other federal requirements.

We may eliminate Variable Subaccounts, restrict or prohibit additional allocations to certain Variable Subaccounts, or substitute one or more new underlying mutual funds or portfolios for the one in which a Variable Subaccount is invested in which case any reference to pro-rata allocations would include only those Variable Subaccounts that do not restrict or prohibit additional allocations. Substitutions may be necessary if we believe an underlying mutual fund or portfolio no longer suits the purpose of the Annuity. This may happen due to a change in laws or regulations, or a change in the investment objectives or restrictions of an underlying mutual fund or portfolio, or because the underlying mutual fund or portfolio is no longer available for investment, or for any other reason. We would obtain any regulatory prior approval. If an Index is no longer available to us, or if the manner by which the Index is determined substantially changes, we will substitute a comparable Index. We would obtain any required regulatory prior approval. We will notify you and any assignee of the substitution.

DEFERRAL OF TRANSACTIONS

We may defer any annuity payment for a period not to exceed the lesser of 6 months or the period permitted by law. If we defer a distribution or transfer from any annuity payout for more than thirty days, we will pay interest as required by state law. We may defer any distribution from any Allocation Option or any transfer from Allocation Options for a period not to exceed seven calendar days from the date the transaction is effected.

There may be circumstances where the NYSE is open, however, due to inclement weather, natural disaster or other circumstances beyond our control, our offices may be closed or our business processing capabilities may be restricted. Under those circumstances, your Account Value may fluctuate based on changes in the Unit Values, but you may not be able to transfer Account Value, or make a purchase or redemption request.

The NYSE is closed on the following nationally recognized holidays: New Year's Day, Martin Luther King, Jr. Day, President's Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving, and Christmas. On those dates, we will not process any financial transactions involving purchase or redemption orders.

Prudential Annuities will also not process financial transactions involving purchase or redemption orders or transfers on any day that:

▪ trading on the NYSE is restricted;

▪ an emergency exists making redemption or valuation of securities held in the separate account impractical; or

▪ the SEC, by order, permits the suspension or postponement for the protection of security holders.

MISSTATEMENT OF AGE OR SEX

If there has been a misstatement of the age and/or sex of any person upon whose life annuity payments or the minimum death benefit is based, we make adjustments to conform to the facts. As to annuity payments: (a) any underpayments by us will be remedied on the next payment following correction; and (b) any overpayments by us will be charged against future amounts payable by us under your Annuity.

CYBER SECURITY AND BUSINESS CONTINUITY RISKS

With the increasing use of technology and computer systems in general and, in particular, the Internet to conduct necessary business functions, Prudential Annuities is susceptible to operational, information security and related risks. These risks, which are often collectively referred to as “cyber security” risks, may include deliberate or malicious attacks, as well as unintentional events and occurrences. These risks are heightened by our offering of products with certain features, including those with automatic asset transfer or re-allocation strategies, and by our employment of complex investment, trading and hedging programs. Cyber security is generally defined as the technology, operations and related protocol surrounding and protecting a user’s computer hardware, network, systems and applications and the data transmitted and stored therewith. These measures ensure the reliability of a user’s systems, as well as the security, availability, integrity, and confidentiality of data assets.

Deliberate cyber attacks can include, but are not limited to, gaining unauthorized access (including physical break-ins and attempts to fraudulently induce employees, customers or other users of these systems to disclose sensitive information in order to gain access) to computer systems in order to misappropriate and/or disclose sensitive or confidential information; deleting, corrupting or modifying data; and causing operational disruptions. Cyber attacks may also be carried out in a manner that does not require gaining unauthorized access, such as causing denial-of-service attacks on websites (in order to prevent access to computer networks). In addition to deliberate breaches engineered by external actors, cyber security risks can also result from the conduct of malicious, exploited or careless insiders, whose actions may result in the destruction, release or disclosure of confidential or proprietary information stored on an organization’s systems.

The Company is also subject to risks related to disasters and other events, such as storms, earthquakes, fires, outbreaks of infectious diseases (such as COVID-19), utility failures, terrorist acts, political and social developments, and military and governmental actions. These risks are often collectively referred to as “business continuity” risks. These events could adversely affect the Company and our ability to conduct business and process transactions. Although the Company has business continuity plans, it is possible that the plans may not operate as intended or required and

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that the Company may not be able to provide required services, process transactions, deliver documents or calculate values. It is also possible that service levels may decline as a result of such events.

Cyber security events, disasters and similar events, whether deliberate or unintentional, that could impact Prudential Annuities and Owners, whether deliberate or unintentional, could arise not only in connection with our own administration of the Annuity, but also with entities operating the Annuity’s underlying funds and with third-party service providers to Prudential Annuities. Cyber security and other events affecting any of the entities involved with the offering and administration of the Annuity may cause significant disruptions in the business operations related to the Annuity. Potential impacts may include, but are not limited to, potential financial losses under the Annuity, your inability to conduct transactions under the Annuity and/or with respect to an underlying fund, an inability to calculate the accumulation unit value (AUV) with respect to the Annuity and/or the net asset value (NAV) with respect to an underlying fund, and disclosures of your personal or confidential account information.

In addition to direct impacts to you, cyber security and other events described above may result in adverse impacts to Prudential Annuities, including regulatory inquiries, regulatory proceedings, regulatory and/or legal and litigation costs, and reputational damage. Costs incurred by Prudential Annuities may include reimbursement and other expenses, including the costs of litigation and litigation settlements and additional compliance costs. Considerable expenses also may be incurred by Prudential Annuities in enhancing and upgrading computer systems and systems security following a cyber security failure or responding to a disaster or similar event.

The rapid proliferation of technologies, as well as the increased sophistication and activities of organized crime, hackers, terrorists, hostile foreign governments and others continue to pose new and significant cyber security threats. In addition, the global spread of COVID-19 has caused the Company and its service providers to implement business continuity plans, including widespread use of work-from-home arrangements. Although Prudential Annuities, our service providers, and the underlying funds offered under the Annuity may have established business continuity plans and risk management systems to mitigate risks, there can be no guarantee or assurance that such plans or systems will be effective, or that all risks that exist, or may develop in the future, have been completely anticipated and identified or can be protected against. Furthermore, Prudential Annuities cannot control or assure the efficacy of the cyber security and business continuity plans plans and systems implemented by third-party service providers, the underlying funds, and the issuers in which the underlying funds invest.

ANNUITIZATION

WHAT TYPES OF ANNUITY OPTIONS ARE AVAILABLE?

We currently make annuity options available that provide fixed annuity payments. Fixed options provide the same amount with each payment. We do not guarantee to make all annuity payment options available in the future.

When you purchase an Annuity, or at a later date, you may choose an Annuity Date, an annuity option and the frequency of annuity payments. You may change your choices before the Annuity Date under the terms of your contract. A maximum Annuity Date may be required by law. The Annuity Date may depend on the annuity option you choose. Certain annuity options may not be available depending on the age of the Annuitant.

Certain of these annuity options may also be available to Beneficiaries who choose to receive the Annuity's Death Benefit proceeds as a series of payments instead of a lump sum payment.

Fixed Annuity Options

Option 1

Life Income Annuity Option with a Period Certain - Under this option, income is payable equally monthly, quarterly, semiannually, or annually for the Annuitant’s life or a period certain, subject to our then current rules, whichever is longer. Should the Owner or Annuitant die before the end of the period certain, the remaining period certain payments are paid to any surviving Owner, or if there is no surviving Owner, the named Beneficiary, or your estate if no Beneficiary is named, until the end of the period certain. If an annuity option is not selected by the Annuity Date, this is the option we will automatically select for you. We will use a period certain of 10 years, or a shorter duration if the Annuitant’s life expectancy at the time the annuity option becomes effective, as computed under applicable IRS tables, is less than 10 years. If in this instance the duration of the period certain is prohibited by applicable law, then we will pay you a lump sum in lieu of this option.

Option 2

Joint Life Annuity Option - Under the joint lives option, income is payable monthly, quarterly, semiannually, or annually, as you choose, during the joint lifetime of two Annuitants, ceasing with the last payment prior to the death of the second to die of the two Annuitants. No minimum number of payments is guaranteed under this option. It is possible that only one payment will be payable if the death of all the Annuitants occurs before the date the second payment was due, and no other payments or death benefits would be payable.

Other Annuity Options We May Make Available

At the Annuity Date, we may make available other annuity options not described above. However, Options 1 and 2 above will always remain available. The additional options we currently offer are:

▪ Life Annuity Option. We currently make available an annuity option that makes payments for the life of the Annuitant. Under that option, income is payable monthly, quarterly, semiannually, or annually, as you choose, until the death of the Annuitant. No additional annuity payments are made after the death of the Annuitant. No minimum number of payments is guaranteed. It is possible that only one payment will be payable if the death of the Annuitant occurs before the date the second payment was due, and no other payments nor death benefits would be payable.

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▪ Joint Life Annuity Option with a Period Certain. Under this option, income is payable monthly, quarterly, semiannually, or annually for the number of years selected (the “period certain”), subject to our current rules, and thereafter during the joint lifetime of two Annuitants, ceasing with the last payment prior to the death of the second to die of the two Annuitants. If the Annuitants’ joint life expectancy is less than the period certain, we will institute a shorter period certain, determined according to applicable IRS tables. Should the two Annuitants die before the end of the period certain, the remaining period certain payments are paid to any surviving Owner, or if there is no surviving Owner, the named Beneficiary, or to your estate if no Beneficiary is named, until the end of the period certain.

▪ Annuity Payments for a Period Certain:Under this option, we will make equal payments for the period chosen (the “period certain”), up to 25 years (but not to exceed the life expectancy of the Annuitant at the time the annuity option becomes effective, as computed under applicable IRS tables). The annuity payments may be made equally monthly, quarterly, semiannually, or annually, as you choose, for the fixed period. If the Owner dies before the end of the period certain, payments will continue to any surviving Owner, or if there is no surviving Owner, the named Beneficiary or your estate if no Beneficiary is named for the remainder of the period certain.

WHEN ARE ANNUITY PAYMENTS MADE?

Each Annuity Payment is payable monthly on the Annuity Payment Date. The initial annuity payment will be on a date of your choice. The Annuity Payment Date may not be changed after the Annuity Date.

HOW ARE ANNUITY PAYMENTS CALCULATED?

FIXED ANNUITY PAYMENTS

If you choose to receive fixed annuity payments, you will receive equal fixed-dollar payments throughout the period you select. The amount of the fixed payment will vary depending on the annuity payment option and payment frequency you select. Generally, the first annuity payment is determined by multiplying the Account Value upon the Annuity Date, minus any state premium taxes that may apply, by the factor determined from our table of annuity rates. The table of annuity rates differs based on the type of annuity chosen and the frequency of payment selected. Our rates will not be less than our guaranteed minimum rates. These guaranteed minimum rates are derived from the 2000 Individual Annuity Mortality Table with an assumed interest rate of 3% per annum. Where required by law or regulation, such annuity table will have rates that do not differ according to the gender of the key life. Otherwise, the rates will differ according to the gender of the key life.

EXPERTS

The financial statements of Prudential Annuities Life Assurance Corporation as of December 31, 2019 and 2018 and for each of the three years in the period ended December 31, 2019 and the financial statements of Prudential Annuities Life Assurance Corporation Variable Account B as of the dates presented and for each of the periods presented included in this Statement of Additional Information have been so included in reliance on the reports of PricewaterhouseCoopers LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting.

LEGAL EXPERTS

In connection with the preparation of the post-effective amendment to this registration statement, counsel for Prudential Annuities has provided certain advice with respect to the federal securities laws.

FINANCIAL STATEMENTS

The financial statements which follow are those of Prudential Annuities Life Assurance Corporation and Prudential Annuities Life Assurance Corporation Variable Account B Sub-accounts as of December 31, 2019 and for the years ended December 31, 2019 and 2018. There may be other Sub-accounts included in Variable Account B that are not available in the product described in the applicable prospectus.

INCORPORATION BY REFERENCE

To the extent and only to the extent that any statement in a document incorporated by reference into this Statement of Additional Information is modified or superseded by a statement in this Statement of Additional Information or in a later-filed document, such statement is hereby deemed so modified or superseded and not part of this Statement of Additional Information.

We furnish you without charge a copy of any or all the documents incorporated by reference in this Statement of Additional Information, including any exhibits to such documents which have been specifically incorporated by reference. We do so upon receipt of your written or oral request. Please address your request to Prudential Annuities--Variable Annuities, P.O. Box 7960, Philadelphia, PA 19176. Our phone number is 1-800-752-6342. You may also forward such a request electronically to our Customer Service Department at www.prudentialannuities.com.

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FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST Goldman Sachs Large-Cap Value Portfolio		AST T. Rowe Price Large-Cap Growth Portfolio		AST Government Money Market Portfolio		AST Cohen & Steers Realty Portfolio		AST J.P. Morgan Strategic Opportunities Portfolio
ASSETS
Investment in the portfolios, at fair value	$	—	$	606,032,365	$	454,829,687	$	129,946,119	$	686,630,997
Net Assets	$	—	$	606,032,365	$	454,829,687	$	129,946,119	$	686,630,997
NET ASSETS, representing:
Accumulation units	$	—	$	605,331,092	$	454,720,232	$	129,775,343	$	686,577,284
Contracts in payout (annuitization) period	—		701,273		109,455		170,776		53,713
	$	—	$	606,032,365	$	454,829,687	$	129,946,119	$	686,630,997
Units outstanding	—		13,440,860		39,170,263		2,450,197		29,386,228
Portfolio shares held	—		13,131,796		454,829,687		8,986,592		33,026,984
Portfolio net asset value per share	$	—	$	46.15	$	1.00	$	14.46	$	20.79
Investment in portfolio shares, at cost	$	—	$	338,724,538	$	454,829,687	$	93,741,416	$	491,647,458

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Goldman Sachs Large-Cap Value Portfolio			AST T. Rowe Price Large-Cap Growth Portfolio			AST Government Money Market Portfolio		AST Cohen & Steers Realty Portfolio			AST J.P. Morgan Strategic Opportunities Portfolio
	1/1/2019			1/1/2019			1/1/2019		1/1/2019			1/1/2019
	to			to			to		to			to
	4/26/2019**			12/31/2019			12/31/2019		12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	7,757,330	$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	2,804,515			8,381,281			5,773,944		1,673,149			9,427,537
NET INVESTMENT INCOME (LOSS)	(2,804,515		)	(8,381,281		)	1,983,386		(1,673,149		)	(9,427,537		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—		—			—
Net realized gain (loss) on shares redeemed	176,733,453			60,407,028			—		8,230,439			22,219,907
Net change in unrealized appreciation (depreciation) on investments	(95,448,397		)	82,706,804			—		24,821,942			68,395,026
NET GAIN (LOSS) ON INVESTMENTS	81,285,056			143,113,832			—		33,052,381			90,614,933
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	78,480,541		$	134,732,551		$	1,983,386	$	31,379,232		$	81,187,396
** Date subaccount was no longer available for investment.

The accompanying notes are an integral part of these financial statements.

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FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST T. Rowe Price Large-Cap Value Portfolio		AST High Yield Portfolio		AST Small-Cap Growth Opportunities Portfolio		AST WEDGE Capital Mid-Cap Value Portfolio		AST Small-Cap Value Portfolio
ASSETS
Investment in the portfolios, at fair value	$	683,295,113	$	166,925,267	$	229,609,536	$	69,244,287	$	209,773,154
Net Assets	$	683,295,113	$	166,925,267	$	229,609,536	$	69,244,287	$	209,773,154
NET ASSETS, representing:
Accumulation units	$	679,191,023	$	165,586,074	$	229,035,637	$	68,748,550	$	208,527,941
Contracts in payout (annuitization) period	4,104,090		1,339,193		573,899		495,737		1,245,213
	$	683,295,113	$	166,925,267	$	229,609,536	$	69,244,287	$	209,773,154
Units outstanding	31,214,229		5,969,338		6,718,152		2,380,802		5,272,961
Portfolio shares held	39,680,320		14,668,301		9,515,522		2,700,635		7,241,048
Portfolio net asset value per share	$	17.22	$	11.38	$	24.13	$	25.64	$	28.97
Investment in portfolio shares, at cost	$	624,835,740	$	150,864,709	$	125,287,707	$	56,072,830	$	136,421,524

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST T. Rowe Price Large-Cap Value Portfolio			AST High Yield Portfolio			AST Small-Cap Growth Opportunities Portfolio			AST WEDGE Capital Mid-Cap Value Portfolio			AST Small-Cap Value Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	7,070,300			2,155,173			3,157,252			925,332			2,988,083
NET INVESTMENT INCOME (LOSS)	(7,070,300		)	(2,155,173		)	(3,157,252		)	(925,332		)	(2,988,083		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	20,159,031			9,017,345			21,502,497			2,126,390			16,260,780
Net change in unrealized appreciation (depreciation) on investments	50,170,034			13,379,953			45,889,758			9,137,580			24,310,605
NET GAIN (LOSS) ON INVESTMENTS	70,329,065			22,397,298			67,392,255			11,263,970			40,571,385
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	63,258,765		$	20,242,125		$	64,235,003		$	10,338,638		$	37,583,302

The accompanying notes are an integral part of these financial statements.

A2

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST Mid-Cap Growth Portfolio		AST Goldman Sachs Small-Cap Value Portfolio		AST Hotchkis & Wiley Large-Cap Value Portfolio		AST Loomis Sayles Large-Cap Growth Portfolio		AST MFS Growth Portfolio
ASSETS
Investment in the portfolios, at fair value	$	455,111,815	$	170,091,440	$	257,162,355	$	863,935,538	$	240,347,031
Net Assets	$	455,111,815	$	170,091,440	$	257,162,355	$	863,935,538	$	240,347,031
NET ASSETS, representing:
Accumulation units	$	454,062,435	$	169,617,865	$	255,852,485	$	859,857,138	$	239,785,589
Contracts in payout (annuitization) period	1,049,380		473,575		1,309,870		4,078,400		561,442
	$	455,111,815	$	170,091,440	$	257,162,355	$	863,935,538	$	240,347,031
Units outstanding	25,435,004		3,303,427		8,593,431		19,750,867		8,372,935
Portfolio shares held	38,765,913		6,795,503		7,773,953		13,524,351		7,202,488
Portfolio net asset value per share	$	11.74	$	25.03	$	33.08	$	63.88	$	33.37
Investment in portfolio shares, at cost	$	295,485,652	$	124,258,424	$	163,397,169	$	403,257,400	$	108,268,110

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Mid-Cap Growth Portfolio			AST Goldman Sachs Small-Cap Value Portfolio			AST Hotchkis & Wiley Large-Cap Value Portfolio			AST Loomis Sayles Large-Cap Growth Portfolio			AST MFS Growth Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	6,141,947			2,198,913			3,693,087			12,243,505			3,255,955
NET INVESTMENT INCOME (LOSS)	(6,141,947		)	(2,198,913		)	(3,693,087		)	(12,243,505		)	(3,255,955		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	23,667,380			6,010,794			16,996,208			90,024,916			24,763,726
Net change in unrealized appreciation (depreciation) on investments	91,880,825			26,000,822			45,163,931			139,885,875			46,787,712
NET GAIN (LOSS) ON INVESTMENTS	115,548,205			32,011,616			62,160,139			229,910,791			71,551,438
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	109,406,258		$	29,812,703		$	58,467,052		$	217,667,286		$	68,295,483

The accompanying notes are an integral part of these financial statements.

A3

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST Neuberger Berman/LSV Mid-Cap Value Portfolio		AST Small-Cap Growth Portfolio		AST BlackRock Low Duration Bond Portfolio		AST BlackRock/Loomis Sayles Bond Portfolio		AST QMA US Equity Alpha Portfolio
ASSETS
Investment in the portfolios, at fair value	$	302,161,947	$	159,836,869	$	281,419,047	$	1,052,390,049	$	168,503,133
Net Assets	$	302,161,947	$	159,836,869	$	281,419,047	$	1,052,390,049	$	168,503,133
NET ASSETS, representing:
Accumulation units	$	300,819,014	$	159,650,380	$	280,278,480	$	1,045,812,347	$	166,969,302
Contracts in payout (annuitization) period	1,342,933		186,489		1,140,567		6,577,702		1,533,831
	$	302,161,947	$	159,836,869	$	281,419,047	$	1,052,390,049	$	168,503,133
Units outstanding	5,809,717		3,946,411		19,028,490		50,846,911		5,103,827
Portfolio shares held	8,559,829		3,012,948		24,860,340		71,107,436		4,828,170
Portfolio net asset value per share	$	35.30	$	53.05	$	11.32	$	14.80	$	34.90
Investment in portfolio shares, at cost	$	188,855,166	$	109,330,238	$	262,502,910	$	901,622,904	$	111,536,601

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Neuberger Berman/LSV Mid-Cap Value Portfolio			AST Small-Cap Growth Portfolio			AST BlackRock Low Duration Bond Portfolio			AST BlackRock/Loomis Sayles Bond Portfolio			AST QMA US Equity Alpha Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	4,084,012			2,180,609			4,008,629			14,751,212			2,181,312
NET INVESTMENT INCOME (LOSS)	(4,084,012		)	(2,180,609		)	(4,008,629		)	(14,751,212		)	(2,181,312		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	19,843,654			9,087,684			1,190,617			17,038,738			12,036,868
Net change in unrealized appreciation (depreciation) on investments	35,273,744			29,543,949			11,451,682			75,462,174			23,101,225
NET GAIN (LOSS) ON INVESTMENTS	55,117,398			38,631,633			12,642,299			92,500,912			35,138,093
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	51,033,386		$	36,451,024		$	8,633,670		$	77,749,700		$	32,956,781

The accompanying notes are an integral part of these financial statements.

A4

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST T. Rowe Price Natural Resources Portfolio		AST T. Rowe Price Asset Allocation Portfolio		AST International Value Portfolio		AST MFS Global Equity Portfolio		AST J.P. Morgan International Equity Portfolio
ASSETS
Investment in the portfolios, at fair value	$	115,904,514	$	2,326,846,744	$	109,332,291	$	207,482,678	$	160,499,441
Net Assets	$	115,904,514	$	2,326,846,744	$	109,332,291	$	207,482,678	$	160,499,441
NET ASSETS, representing:
Accumulation units	$	115,858,023	$	2,326,813,813	$	109,051,228	$	206,556,369	$	159,639,455
Contracts in payout (annuitization) period	46,491		32,931		281,063		926,309		859,986
	$	115,904,514	$	2,326,846,744	$	109,332,291	$	207,482,678	$	160,499,441
Units outstanding	3,450,983		74,975,141		5,672,063		5,957,692		5,791,300
Portfolio shares held	5,146,737		69,437,384		5,094,701		8,602,101		4,962,877
Portfolio net asset value per share	$	22.52	$	33.51	$	21.46	$	24.12	$	32.34
Investment in portfolio shares, at cost	$	101,012,228	$	1,519,973,612	$	87,618,808	$	143,645,471	$	124,232,228

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST T. Rowe Price Natural Resources Portfolio			AST T. Rowe Price Asset Allocation Portfolio			AST International Value Portfolio			AST MFS Global Equity Portfolio			AST J.P. Morgan International Equity Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	1,400,751			31,873,852			1,553,494			2,761,322			2,070,300
NET INVESTMENT INCOME (LOSS)	(1,400,751		)	(31,873,852		)	(1,553,494		)	(2,761,322		)	(2,070,300		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	1,254,416			93,675,283			3,616,471			10,663,358			4,601,772
Net change in unrealized appreciation (depreciation) on investments	14,348,342			327,488,873			15,324,428			40,954,767			31,642,489
NET GAIN (LOSS) ON INVESTMENTS	15,602,758			421,164,156			18,940,899			51,618,125			36,244,261
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	14,202,007		$	389,290,304		$	17,387,405		$	48,856,803		$	34,173,961

The accompanying notes are an integral part of these financial statements.

A5

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST Templeton Global Bond Portfolio		AST International Growth Portfolio		AST Wellington Management Hedged Equity Portfolio		AST Capital Growth Asset Allocation Portfolio		AST Academic Strategies Asset Allocation Portfolio
ASSETS
Investment in the portfolios, at fair value	$	119,724,329	$	317,474,855	$	312,255,996	$	4,167,400,669	$	1,589,554,810
Net Assets	$	119,724,329	$	317,474,855	$	312,255,996	$	4,167,400,669	$	1,589,554,810
NET ASSETS, representing:
Accumulation units	$	119,052,197	$	316,932,750	$	312,255,996	$	4,167,400,669	$	1,589,008,412
Contracts in payout (annuitization) period	672,132		542,105		—		—		546,398
	$	119,724,329	$	317,474,855	$	312,255,996	$	4,167,400,669	$	1,589,554,810
Units outstanding	7,501,472		10,912,920		18,448,099		207,219,958		107,878,088
Portfolio shares held	10,502,134		15,463,948		17,925,143		191,516,575		98,607,619
Portfolio net asset value per share	$	11.40	$	20.53	$	17.42	$	21.76	$	16.12
Investment in portfolio shares, at cost	$	113,557,861	$	202,126,390	$	234,119,392	$	2,416,407,559	$	1,197,973,050

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Templeton Global Bond Portfolio			AST International Growth Portfolio			AST Wellington Management Hedged Equity Portfolio			AST Capital Growth Asset Allocation Portfolio			AST Academic Strategies Asset Allocation Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	1,707,512			4,546,047			4,243,399			60,997,381			23,404,169
NET INVESTMENT INCOME (LOSS)	(1,707,512		)	(4,546,047		)	(4,243,399		)	(60,997,381		)	(23,404,169		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	813,995			25,135,133			8,481,287			229,890,406			46,026,383
Net change in unrealized appreciation (depreciation) on investments	1,090,629			60,203,857			46,497,614			576,405,355			178,970,836
NET GAIN (LOSS) ON INVESTMENTS	1,904,624			85,338,990			54,978,901			806,295,761			224,997,219
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	197,112		$	80,792,943		$	50,735,502		$	745,298,380		$	201,593,050

The accompanying notes are an integral part of these financial statements.

A6

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST Balanced Asset Allocation Portfolio		AST Preservation Asset Allocation Portfolio		AST AllianzGI World Trends Portfolio		AST J.P. Morgan Global Thematic Portfolio		AST Goldman Sachs Multi-Asset Portfolio
ASSETS
Investment in the portfolios, at fair value	$	2,377,594,638	$	1,549,413,816	$	663,762,118	$	554,197,094	$	527,524,947
Net Assets	$	2,377,594,638	$	1,549,413,816	$	663,762,118	$	554,197,094	$	527,524,947
NET ASSETS, representing:
Accumulation units	$	2,377,594,638	$	1,549,413,816	$	663,762,118	$	554,197,094	$	527,524,947
Contracts in payout (annuitization) period	—		—		—		—		—
	$	2,377,594,638	$	1,549,413,816	$	663,762,118	$	554,197,094	$	527,524,947
Units outstanding	123,490,792		89,864,156		44,735,421		33,093,247		36,038,242
Portfolio shares held	116,093,488		85,792,570		41,589,105		30,771,632		34,523,884
Portfolio net asset value per share	$	20.48	$	18.06	$	15.96	$	18.01	$	15.28
Investment in portfolio shares, at cost	$	1,385,783,352	$	1,084,593,654	$	495,413,658	$	386,654,219	$	413,638,239

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Balanced Asset Allocation Portfolio			AST Preservation Asset Allocation Portfolio			AST AllianzGI World Trends Portfolio			AST J.P. Morgan Global Thematic Portfolio			AST Goldman Sachs Multi-Asset Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	33,870,047			23,132,400			8,894,324			7,456,091			6,973,628
NET INVESTMENT INCOME (LOSS)	(33,870,047		)	(23,132,400		)	(8,894,324		)	(7,456,091		)	(6,973,628		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	104,402,813			53,160,638			22,276,013			20,388,439			15,505,189
Net change in unrealized appreciation (depreciation) on investments	305,795,679			157,560,958			81,983,783			72,700,673			57,450,274
NET GAIN (LOSS) ON INVESTMENTS	410,198,492			210,721,596			104,259,796			93,089,112			72,955,463
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	376,328,445		$	187,589,196		$	95,365,472		$	85,633,021		$	65,981,835

The accompanying notes are an integral part of these financial statements.

A7

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST Western Asset Core Plus Bond Portfolio		Davis Value Portfolio		Columbia Variable Portfolio - Asset Allocation Fund (Class 1)		Columbia Variable Portfolio - Small Company Growth Fund (Class 1)		Prudential SP International Growth Portfolio (Class I)
ASSETS
Investment in the portfolios, at fair value	$	662,452,148	$	947,055	$	3,034,001	$	487,983	$	4,634,983
Net Assets	$	662,452,148	$	947,055	$	3,034,001	$	487,983	$	4,634,983
NET ASSETS, representing:
Accumulation units	$	661,124,788	$	947,055	$	3,034,001	$	487,983	$	4,477,160
Contracts in payout (annuitization) period	1,327,360		—		—		—		157,823
	$	662,452,148	$	947,055	$	3,034,001	$	487,983	$	4,634,983
Units outstanding	45,586,442		40,295		101,369		9,231		224,275
Portfolio shares held	47,116,084		111,681		190,100		27,384		499,459
Portfolio net asset value per share	$	14.06	$	8.48	$	15.96	$	17.82	$	9.28
Investment in portfolio shares, at cost	$	577,267,638	$	1,078,566	$	2,597,831	$	446,849	$	3,687,779

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Western Asset Core Plus Bond Portfolio			Davis Value Portfolio			Columbia Variable Portfolio - Asset Allocation Fund (Class 1)		Columbia Variable Portfolio - Small Company Growth Fund (Class 1)			Prudential SP International Growth Portfolio (Class I)
	1/1/2019			1/1/2019			1/1/2019		1/1/2019			1/1/2019
	to			to			to		to			to
	12/31/2019			12/31/2019			12/31/2019		12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	14,151		$	57,211	$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	9,188,791			12,358			28,893		4,429			62,341
NET INVESTMENT INCOME (LOSS)	(9,188,791		)	1,793			28,318		(4,429		)	(62,341		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			44,550			134,683		91,265			—
Net realized gain (loss) on shares redeemed	13,373,688			(30,859		)	131,872		46,568			346,420
Net change in unrealized appreciation (depreciation) on investments	61,322,822			205,858			227,350		3,367			965,574
NET GAIN (LOSS) ON INVESTMENTS	74,696,510			219,549			493,905		141,200			1,311,994
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	65,507,719		$	221,342		$	522,223	$	136,771		$	1,249,653

The accompanying notes are an integral part of these financial statements.

A8

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	ProFund VP Asia 30		ProFund VP Banks		ProFund VP Bear		ProFund VP Biotechnology		ProFund VP Basic Materials
ASSETS
Investment in the portfolios, at fair value	$	7,612,501	$	4,787,470	$	2,482,731	$	7,707,821	$	4,824,129
Net Assets	$	7,612,501	$	4,787,470	$	2,482,731	$	7,707,821	$	4,824,129
NET ASSETS, representing:
Accumulation units	$	7,612,501	$	4,787,470	$	2,482,575	$	7,707,821	$	4,824,129
Contracts in payout (annuitization) period	—		—		156		—		—
	$	7,612,501	$	4,787,470	$	2,482,731	$	7,707,821	$	4,824,129
Units outstanding	284,822		435,256		1,794,220		234,769		219,986
Portfolio shares held	122,486		166,579		93,759		101,246		74,550
Portfolio net asset value per share	$	62.15	$	28.74	$	26.48	$	76.13	$	64.71
Investment in portfolio shares, at cost	$	7,131,192	$	4,214,290	$	2,736,602	$	6,930,108	$	4,779,443

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Asia 30			ProFund VP Banks			ProFund VP Bear			ProFund VP Biotechnology			ProFund VP Basic Materials
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	16,545		$	40,768		$	2,265		$	—		$	17,079
EXPENSES
Charges for mortality and expense risk,
and for administration	94,437			51,020			35,600			92,387			62,493
NET INVESTMENT INCOME (LOSS)	(77,892		)	(10,252		)	(33,335		)	(92,387		)	(45,414		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—			29,592			149,247
Net realized gain (loss) on shares redeemed	176,978			(121,918		)	(370,569		)	(399,486		)	(246,090		)
Net change in unrealized appreciation (depreciation) on investments	1,361,573			1,357,881			(365,653		)	1,504,900			882,022
NET GAIN (LOSS) ON INVESTMENTS	1,538,551			1,235,963			(736,222		)	1,135,006			785,179
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	1,460,659		$	1,225,711		$	(769,557	)	$	1,042,619		$	739,765

The accompanying notes are an integral part of these financial statements.

A9

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	ProFund VP UltraBull		ProFund VP Bull		ProFund VP Consumer Services		ProFund VP Consumer Goods		ProFund VP Oil & Gas
ASSETS
Investment in the portfolios, at fair value	$	9,038,611	$	18,446,993	$	9,798,494	$	7,738,620	$	7,962,266
Net Assets	$	9,038,611	$	18,446,993	$	9,798,494	$	7,738,620	$	7,962,266
NET ASSETS, representing:
Accumulation units	$	9,038,611	$	18,446,993	$	9,798,494	$	7,722,400	$	7,939,889
Contracts in payout (annuitization) period	—		—		—		16,220		22,377
	$	9,038,611	$	18,446,993	$	9,798,494	$	7,738,620	$	7,962,266
Units outstanding	298,525		733,857		350,283		314,978		455,184
Portfolio shares held	557,595		344,032		118,097		160,519		266,653
Portfolio net asset value per share	$	16.21	$	53.62	$	82.97	$	48.21	$	29.86
Investment in portfolio shares, at cost	$	7,598,894	$	18,163,198	$	9,270,131	$	8,439,509	$	8,455,665

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP UltraBull			ProFund VP Bull			ProFund VP Consumer Services			ProFund VP Consumer Goods			ProFund VP Oil & Gas
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	21,972		$	45,877		$	—		$	102,682		$	117,751
EXPENSES
Charges for mortality and expense risk,
and for administration	97,896			268,061			149,609			99,708			104,177
NET INVESTMENT INCOME (LOSS)	(75,924		)	(222,184		)	(149,609		)	2,974			13,574
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			297,976			470,097			1,086,215			279,165
Net realized gain (loss) on shares redeemed	1,017,015			3,008,492			384,579			(418,837		)	(1,143,853		)
Net change in unrealized appreciation (depreciation) on investments	2,511,406			1,847,463			1,182,727			854,927			1,463,186
NET GAIN (LOSS) ON INVESTMENTS	3,528,421			5,153,931			2,037,403			1,522,305			598,498
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	3,452,497		$	4,931,747		$	1,887,794		$	1,525,279		$	612,072

The accompanying notes are an integral part of these financial statements.

A10

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	ProFund VP Europe 30		ProFund VP Financials		ProFund VP U.S. Government Plus		ProFund VP Health Care		Access VP High Yield Fund
ASSETS
Investment in the portfolios, at fair value	$	8,785,773	$	14,658,860	$	7,072,074	$	27,837,629	$	8,454,577
Net Assets	$	8,785,773	$	14,658,860	$	7,072,074	$	27,837,629	$	8,454,577
NET ASSETS, representing:
Accumulation units	$	8,783,038	$	14,658,860	$	7,072,074	$	27,798,779	$	8,454,577
Contracts in payout (annuitization) period	2,735		—		—		38,850		—
	$	8,785,773	$	14,658,860	$	7,072,074	$	27,837,629	$	8,454,577
Units outstanding	660,060		966,910		319,913		984,576		378,182
Portfolio shares held	373,863		318,256		260,482		371,614		294,482
Portfolio net asset value per share	$	23.50	$	46.06	$	27.15	$	74.91	$	28.71
Investment in portfolio shares, at cost	$	8,343,941	$	12,994,434	$	7,403,628	$	27,047,880	$	8,383,857

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Europe 30			ProFund VP Financials			ProFund VP U.S. Government Plus			ProFund VP Health Care			Access VP High Yield Fund
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	211,793		$	70,422		$	73,610		$	—		$	314,565
EXPENSES
Charges for mortality and expense risk,
and for administration	114,517			204,399			115,515			402,662			82,732
NET INVESTMENT INCOME (LOSS)	97,276			(133,977		)	(41,905		)	(402,662		)	231,833
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			661,589			—			3,411,444			—
Net realized gain (loss) on shares redeemed	(187,855		)	977,001			2,071,766			1,239,150			208,072
Net change in unrealized appreciation (depreciation) on investments	1,304,514			1,884,075			(748,123		)	143,100			201,567
NET GAIN (LOSS) ON INVESTMENTS	1,116,659			3,522,665			1,323,643			4,793,694			409,639
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	1,213,935		$	3,388,688		$	1,281,738		$	4,391,032		$	641,472

The accompanying notes are an integral part of these financial statements.

A11

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	ProFund VP Industrials		ProFund VP Internet		ProFund VP Japan		ProFund VP Precious Metals		ProFund VP Mid-Cap Growth
ASSETS
Investment in the portfolios, at fair value	$	8,637,965	$	6,305,094	$	4,864,129	$	14,857,676	$	19,403,993
Net Assets	$	8,637,965	$	6,305,094	$	4,864,129	$	14,857,676	$	19,403,993
NET ASSETS, representing:
Accumulation units	$	8,637,965	$	6,305,094	$	4,864,129	$	14,842,349	$	19,403,993
Contracts in payout (annuitization) period	—		—		—		15,327		—
	$	8,637,965	$	6,305,094	$	4,864,129	$	14,857,676	$	19,403,993
Units outstanding	302,763		71,855		337,406		1,565,273		685,992
Portfolio shares held	108,996		146,290		88,342		595,737		449,896
Portfolio net asset value per share	$	79.25	$	43.10	$	55.06	$	24.94	$	43.13
Investment in portfolio shares, at cost	$	8,801,854	$	6,270,084	$	4,591,832	$	13,775,442	$	19,161,646

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Industrials			ProFund VP Internet			ProFund VP Japan			ProFund VP Precious Metals			ProFund VP Mid-Cap Growth
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	5,907		$	3,905		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	115,555			89,586			63,257			137,887			219,490
NET INVESTMENT INCOME (LOSS)	(115,555		)	(89,586		)	(57,350		)	(133,982		)	(219,490		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	1,317,060			172,850			—			—			1,511,451
Net realized gain (loss) on shares redeemed	197,027			(265,884		)	71,615			3,331,953			(910,241		)
Net change in unrealized appreciation (depreciation) on investments	405,204			1,376,626			744,254			443,844			2,487,335
NET GAIN (LOSS) ON INVESTMENTS	1,919,291			1,283,592			815,869			3,775,797			3,088,545
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	1,803,736		$	1,194,006		$	758,519		$	3,641,815		$	2,869,055

The accompanying notes are an integral part of these financial statements.

A12

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	ProFund VP Mid-Cap Value		ProFund VP Pharmaceuticals		ProFund VP Real Estate		ProFund VP Rising Rates Opportunity		ProFund VP NASDAQ-100
ASSETS
Investment in the portfolios, at fair value	$	15,177,119	$	2,723,413	$	8,491,933	$	1,757,774	$	21,893,812
Net Assets	$	15,177,119	$	2,723,413	$	8,491,933	$	1,757,774	$	21,893,812
NET ASSETS, representing:
Accumulation units	$	15,154,098	$	2,723,413	$	8,491,933	$	1,757,774	$	21,803,493
Contracts in payout (annuitization) period	23,021		—		—		—		90,319
	$	15,177,119	$	2,723,413	$	8,491,933	$	1,757,774	$	21,893,812
Units outstanding	562,546		155,500		273,202		1,390,675		819,099
Portfolio shares held	360,074		79,423		130,545		46,003		423,642
Portfolio net asset value per share	$	42.15	$	34.29	$	65.05	$	38.21	$	51.68
Investment in portfolio shares, at cost	$	14,457,998	$	2,467,137	$	8,394,033	$	1,768,044	$	20,835,945

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Mid-Cap Value			ProFund VP Pharmaceuticals			ProFund VP Real Estate		ProFund VP Rising Rates Opportunity			ProFund VP NASDAQ-100
	1/1/2019			1/1/2019			1/1/2019		1/1/2019			1/1/2019
	to			to			to		to			to
	12/31/2019			12/31/2019			12/31/2019		12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	21,059		$	21,627		$	143,106	$	3,559		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	152,221			32,590			112,757		34,572			288,188
NET INVESTMENT INCOME (LOSS)	(131,162		)	(10,963		)	30,349		(31,013		)	(288,188		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	349,063			315,182			389,680		85,227			210,142
Net realized gain (loss) on shares redeemed	(646,000		)	(642,246		)	591,388		(1,026,029		)	4,561,637
Net change in unrealized appreciation (depreciation) on investments	2,240,283			664,452			798,133		238,495			2,001,307
NET GAIN (LOSS) ON INVESTMENTS	1,943,346			337,388			1,779,201		(702,307		)	6,773,086
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	1,812,184		$	326,425		$	1,809,550	$	(733,320	)	$	6,484,898

The accompanying notes are an integral part of these financial statements.

A13

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	ProFund VP Semiconductor		ProFund VP Small-Cap Growth		ProFund VP Short Mid-Cap		ProFund VP Short NASDAQ-100		ProFund VP Short Small-Cap
ASSETS
Investment in the portfolios, at fair value	$	3,314,607	$	13,550,177	$	35,163	$	433,165	$	103,188
Net Assets	$	3,314,607	$	13,550,177	$	35,163	$	433,165	$	103,188
NET ASSETS, representing:
Accumulation units	$	3,314,607	$	13,550,177	$	35,163	$	433,165	$	103,188
Contracts in payout (annuitization) period	—		—		—		—		—
	$	3,314,607	$	13,550,177	$	35,163	$	433,165	$	103,188
Units outstanding	144,607		413,871		28,418		880,730		88,244
Portfolio shares held	54,687		377,969		1,267		13,579		10,117
Portfolio net asset value per share	$	60.61	$	35.85	$	27.75	$	31.90	$	10.20
Investment in portfolio shares, at cost	$	2,948,587	$	14,232,819	$	36,093	$	479,235	$	103,889

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Semiconductor			ProFund VP Small-Cap Growth			ProFund VP Short Mid-Cap			ProFund VP Short NASDAQ-100			ProFund VP Short Small-Cap
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	7,897		$	—		$	309		$	746		$	246
EXPENSES
Charges for mortality and expense risk,
and for administration	33,366			190,339			1,045			8,260			6,441
NET INVESTMENT INCOME (LOSS)	(25,469		)	(190,339		)	(736		)	(7,514		)	(6,195		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	230,084			1,727,191			—			—			21,880
Net realized gain (loss) on shares redeemed	146,811			(1,260,618		)	(68,505		)	(213,835		)	(155,903		)
Net change in unrealized appreciation (depreciation) on investments	663,089			1,779,331			11,982			(27,715		)	(16,411		)
NET GAIN (LOSS) ON INVESTMENTS	1,039,984			2,245,904			(56,523		)	(241,550		)	(150,434		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	1,014,515		$	2,055,565		$	(57,259	)	$	(249,064	)	$	(156,629	)

The accompanying notes are an integral part of these financial statements.

A14

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	ProFund VP Small-Cap Value		ProFund VP Technology		ProFund VP Telecommu-nications		ProFund VP UltraMid-Cap		ProFund VP UltraNASDAQ-100
ASSETS
Investment in the portfolios, at fair value	$	8,898,669	$	9,171,741	$	3,497,419	$	10,300,754	$	37,196,587
Net Assets	$	8,898,669	$	9,171,741	$	3,497,419	$	10,300,754	$	37,196,587
NET ASSETS, representing:
Accumulation units	$	8,898,669	$	9,161,279	$	3,497,419	$	10,295,180	$	37,196,587
Contracts in payout (annuitization) period	—		10,462		—		5,574		—
	$	8,898,669	$	9,171,741	$	3,497,419	$	10,300,754	$	37,196,587
Units outstanding	360,010		458,306		337,444		209,065		2,456,232
Portfolio shares held	182,837		161,276		110,924		167,465		304,416
Portfolio net asset value per share	$	48.67	$	56.87	$	31.53	$	61.51	$	122.19
Investment in portfolio shares, at cost	$	8,602,187	$	7,488,830	$	3,427,299	$	8,811,480	$	25,966,551

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Small-Cap Value			ProFund VP Technology			ProFund VP Telecommu-nications			ProFund VP UltraMid-Cap			ProFund VP UltraNASDAQ-100
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	111,231		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	122,184			96,527			52,208			128,050			575,084
NET INVESTMENT INCOME (LOSS)	(122,184		)	(96,527		)	59,023			(128,050		)	(575,084		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			189,611			—			—			—
Net realized gain (loss) on shares redeemed	(695,520		)	802,404			(54,852		)	2,525,356			11,558,815
Net change in unrealized appreciation (depreciation) on investments	2,393,152			1,879,344			409,790			1,658,982			17,113,394
NET GAIN (LOSS) ON INVESTMENTS	1,697,632			2,871,359			354,938			4,184,338			28,672,209
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	1,575,448		$	2,774,832		$	413,961		$	4,056,288		$	28,097,125

The accompanying notes are an integral part of these financial statements.

A15

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	ProFund VP UltraSmall-Cap		ProFund VP Utilities		ProFund VP Large-Cap Growth		ProFund VP Large-Cap Value		Rydex VT Nova Fund
ASSETS
Investment in the portfolios, at fair value	$	6,302,326	$	20,591,375	$	18,094,855	$	13,042,039	$	1,343,277
Net Assets	$	6,302,326	$	20,591,375	$	18,094,855	$	13,042,039	$	1,343,277
NET ASSETS, representing:
Accumulation units	$	6,302,326	$	20,591,375	$	18,040,875	$	13,042,039	$	1,343,277
Contracts in payout (annuitization) period	—		—		53,980		—		—
	$	6,302,326	$	20,591,375	$	18,094,855	$	13,042,039	$	1,343,277
Units outstanding	224,669		767,654		640,199		658,336		67,536
Portfolio shares held	265,697		408,235		281,194		273,992		9,900
Portfolio net asset value per share	$	23.72	$	50.44	$	64.35	$	47.60	$	135.68
Investment in portfolio shares, at cost	$	5,765,001	$	19,382,926	$	18,731,926	$	12,271,542	$	454,388

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP UltraSmall-Cap			ProFund VP Utilities		ProFund VP Large-Cap Growth			ProFund VP Large-Cap Value			Rydex VT Nova Fund
	1/1/2019			1/1/2019		1/1/2019			1/1/2019			1/1/2019
	to			to		to			to			to
	12/31/2019			12/31/2019		12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	293,681	$	—		$	113,431		$	13,595
EXPENSES
Charges for mortality and expense risk,
and for administration	78,463			265,145		228,707			163,923			17,265
NET INVESTMENT INCOME (LOSS)	(78,463		)	28,536		(228,707		)	(50,492		)	(3,670		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			1,102,691		4,205,861			1,173,311			—
Net realized gain (loss) on shares redeemed	(18,186		)	955,838		(1,026,520		)	184,486			134,680
Net change in unrealized appreciation (depreciation) on investments	2,325,671			1,486,985		884,489			1,632,086			300,539
NET GAIN (LOSS) ON INVESTMENTS	2,307,485			3,545,514		4,063,830			2,989,883			435,219
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	2,229,022		$	3,574,050	$	3,835,123		$	2,939,391		$	431,549

The accompanying notes are an integral part of these financial statements.

A16

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	Rydex VT NASDAQ-100® Fund		Rydex VT Inverse S&P 500® Strategy Fund		Invesco V.I. Health CareFund (Series I)		Invesco V.I. Technology Fund (Series I)		Wells Fargo VT Index Asset Allocation Fund (Class 2)
ASSETS
Investment in the portfolios, at fair value	$	9,142,628	$	14,754	$	27,310,385	$	20,903,193	$	16,818,460
Net Assets	$	9,142,628	$	14,754	$	27,310,385	$	20,903,193	$	16,818,460
NET ASSETS, representing:
Accumulation units	$	9,142,628	$	14,754	$	27,269,835	$	20,899,284	$	16,818,460
Contracts in payout (annuitization) period	—		—		40,550		3,909		—
	$	9,142,628	$	14,754	$	27,310,385	$	20,903,193	$	16,818,460
Units outstanding	362,121		9,226		734,069		1,292,119		322,796
Portfolio shares held	187,119		267		903,420		767,653		818,417
Portfolio net asset value per share	$	48.86	$	55.29	$	30.23	$	27.23	$	20.55
Investment in portfolio shares, at cost	$	4,728,403	$	35,747	$	26,653,392	$	15,999,232	$	11,693,602

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	Rydex VT NASDAQ-100® Fund			Rydex VT Inverse S&P 500® Strategy Fund			Invesco V.I. Health CareFund (Series I)			Invesco V.I. Technology Fund (Series I)			Wells Fargo VT Index Asset Allocation Fund (Class 2)
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	11,013		$	136		$	10,432		$	—		$	186,287
EXPENSES
Charges for mortality and expense risk,
and for administration	120,004			226			324,647			277,204			242,525
NET INVESTMENT INCOME (LOSS)	(108,991		)	(90		)	(314,215		)	(277,204		)	(56,238		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	199,126			—			579,812			1,753,400			1,064,830
Net realized gain (loss) on shares redeemed	599,847			(3,947		)	(1,724,386		)	1,161,532			1,310,951
Net change in unrealized appreciation (depreciation) on investments	1,835,201			(508		)	8,205,865			3,266,408			595,451
NET GAIN (LOSS) ON INVESTMENTS	2,634,174			(4,455		)	7,061,291			6,181,340			2,971,232
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	2,525,183		$	(4,545	)	$	6,747,076		$	5,904,136		$	2,914,994

The accompanying notes are an integral part of these financial statements.

A17

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	Wells Fargo VT International Equity Fund (Class 2)		Wells Fargo VT Small Cap Growth Fund (Class 2)		AST Fidelity Institutional AM℠ Quantitative Portfolio		AST Prudential Growth Allocation Portfolio		AST Advanced Strategies Portfolio
ASSETS
Investment in the portfolios, at fair value	$	222,506	$	1,305,128	$	951,856,979	$	4,098,140,931	$	1,564,074,449
Net Assets	$	222,506	$	1,305,128	$	951,856,979	$	4,098,140,931	$	1,564,074,449
NET ASSETS, representing:
Accumulation units	$	222,506	$	1,305,128	$	951,856,979	$	4,097,738,239	$	1,564,074,449
Contracts in payout (annuitization) period	—		—		—		402,692		—
	$	222,506	$	1,305,128	$	951,856,979	$	4,098,140,931	$	1,564,074,449
Units outstanding	21,853		42,102		60,265,076		242,580,072		77,641,709
Portfolio shares held	118,354		131,698		57,898,843		224,309,849		72,310,423
Portfolio net asset value per share	$	1.88	$	9.91	$	16.44	$	18.27	$	21.63
Investment in portfolio shares, at cost	$	357,590	$	1,258,899	$	650,274,067	$	3,238,637,027	$	927,329,384

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	Wells Fargo VT International Equity Fund (Class 2)			Wells Fargo VT Small Cap Growth Fund (Class 2)			AST Fidelity Institutional AM℠ Quantitative Portfolio			AST Prudential Growth Allocation Portfolio			AST Advanced Strategies Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	7,951		$	—		$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	3,208			17,702			13,480,749			56,025,355			22,239,046
NET INVESTMENT INCOME (LOSS)	4,743			(17,702		)	(13,480,749		)	(56,025,355		)	(22,239,046		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	88,525			200,429			—			—			—
Net realized gain (loss) on shares redeemed	(35,708		)	43,520			30,836,149			80,773,319			74,651,589
Net change in unrealized appreciation (depreciation) on investments	(28,211		)	33,605			133,167,757			591,715,789			221,880,339
NET GAIN (LOSS) ON INVESTMENTS	24,606			277,554			164,003,906			672,489,108			296,531,928
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	29,349		$	259,852		$	150,523,157		$	616,463,753		$	274,292,882

The accompanying notes are an integral part of these financial statements.

A18

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST Investment Grade Bond Portfolio		AST Bond Portfolio 2019		AST Cohen & Steers Global Realty Portfolio		AST Parametric Emerging Markets Equity Portfolio		AST Bond Portfolio 2020
ASSETS
Investment in the portfolios, at fair value	$	1,180,706,297	$	—	$	31,937,373	$	105,001,939	$	69,369,109
Net Assets	$	1,180,706,297	$	—	$	31,937,373	$	105,001,939	$	69,369,109
NET ASSETS, representing:
Accumulation units	$	1,180,706,297	$	—	$	31,937,373	$	105,001,939	$	69,369,109
Contracts in payout (annuitization) period	—		—		—		—		—
	$	1,180,706,297	$	—	$	31,937,373	$	105,001,939	$	69,369,109
Units outstanding	67,175,981		—		1,862,221		9,956,241		6,274,614
Portfolio shares held	141,911,815		—		2,137,709		10,660,095		9,770,297
Portfolio net asset value per share	$	8.32	$	—	$	14.94	$	9.85	$	7.10
Investment in portfolio shares, at cost	$	1,101,871,489	$	—	$	25,388,886	$	92,329,364	$	67,723,797

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Investment Grade Bond Portfolio			AST Bond Portfolio 2019			AST Cohen & Steers Global Realty Portfolio			AST Parametric Emerging Markets Equity Portfolio			AST Bond Portfolio 2020
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019**			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	24,067,857			651,927			397,161			1,327,829			1,038,113
NET INVESTMENT INCOME (LOSS)	(24,067,857		)	(651,927		)	(397,161		)	(1,327,829		)	(1,038,113		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	153,819,825			1,577,691			930,041			2,825,172			478,093
Net change in unrealized appreciation (depreciation) on investments	33,379,925			(727,299		)	5,630,656			8,828,169			1,301,963
NET GAIN (LOSS) ON INVESTMENTS	187,199,750			850,392			6,560,697			11,653,341			1,780,056
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	163,131,893		$	198,465		$	6,163,536		$	10,325,512		$	741,943
** Date subaccount was no longer available for investment.

The accompanying notes are an integral part of these financial statements.

A19

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST Jennison Large-Cap Growth Portfolio		AST Bond Portfolio 2021		Wells Fargo VT Omega Growth Fund (Class 2)		Wells Fargo VT Omega Growth Fund (Class 1)		Wells Fargo VT Small Cap Growth Fund (Class 1)
ASSETS
Investment in the portfolios, at fair value	$	85,765,977	$	20,018,643	$	2,489,431	$	17,420,596	$	12,734,420
Net Assets	$	85,765,977	$	20,018,643	$	2,489,431	$	17,420,596	$	12,734,420
NET ASSETS, representing:
Accumulation units	$	85,765,977	$	20,018,643	$	2,489,431	$	17,351,777	$	12,700,483
Contracts in payout (annuitization) period	—		—		—		68,819		33,937
	$	85,765,977	$	20,018,643	$	2,489,431	$	17,420,596	$	12,734,420
Units outstanding	2,546,461		1,544,623		74,385		488,130		451,170
Portfolio shares held	2,117,156		1,287,373		81,487		546,271		1,237,553
Portfolio net asset value per share	$	40.51	$	15.55	$	30.55	$	31.89	$	10.29
Investment in portfolio shares, at cost	$	61,669,688	$	18,842,736	$	2,107,595	$	14,611,629	$	12,598,297

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Jennison Large-Cap Growth Portfolio			AST Bond Portfolio 2021			Wells Fargo VT Omega Growth Fund (Class 2)			Wells Fargo VT Omega Growth Fund (Class 1)			Wells Fargo VT Small Cap Growth Fund (Class 1)
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	1,087,414			623,849			33,422			211,716			169,046
NET INVESTMENT INCOME (LOSS)	(1,087,414		)	(623,849		)	(33,422		)	(211,716		)	(169,046		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			282,023			1,991,890			2,090,693
Net realized gain (loss) on shares redeemed	5,944,508			683,686			53,069			699,085			73,296
Net change in unrealized appreciation (depreciation) on investments	15,525,095			922,869			401,126			2,248,258			646,784
NET GAIN (LOSS) ON INVESTMENTS	21,469,603			1,606,555			736,218			4,939,233			2,810,773
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	20,382,189		$	982,706		$	702,796		$	4,727,517		$	2,641,727

The accompanying notes are an integral part of these financial statements.

A20

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	Wells Fargo VT International Equity Fund (Class 1)		AST Bond Portfolio 2022		AST Quantitative Modeling Portfolio		AST BlackRock Global Strategies Portfolio		Invesco V.I. Diversified Dividend Fund (Series I)
ASSETS
Investment in the portfolios, at fair value	$	9,518,144	$	22,267,074	$	91,509,647	$	105,245,827	$	19,684,213
Net Assets	$	9,518,144	$	22,267,074	$	91,509,647	$	105,245,827	$	19,684,213
NET ASSETS, representing:
Accumulation units	$	9,150,914	$	22,267,074	$	91,509,647	$	105,245,827	$	19,665,627
Contracts in payout (annuitization) period	367,230		—		—		—		18,586
	$	9,518,144	$	22,267,074	$	91,509,647	$	105,245,827	$	19,684,213
Units outstanding	489,395		1,829,967		5,310,754		7,572,409		924,127
Portfolio shares held	5,229,750		1,548,475		4,836,662		6,737,889		722,887
Portfolio net asset value per share	$	1.82	$	14.38	$	18.92	$	15.62	$	27.23
Investment in portfolio shares, at cost	$	14,559,083	$	20,732,661	$	68,739,824	$	86,114,287	$	18,583,458

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	Wells Fargo VT International Equity Fund (Class 1)			AST Bond Portfolio 2022			AST Quantitative Modeling Portfolio			AST BlackRock Global Strategies Portfolio			Invesco V.I. Diversified Dividend Fund (Series I)
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	394,110		$	—		$	—		$	—		$	550,592
EXPENSES
Charges for mortality and expense risk,
and for administration	121,563			533,680			1,228,587			1,591,783			255,384
NET INVESTMENT INCOME (LOSS)	272,547			(533,680		)	(1,228,587		)	(1,591,783		)	295,208
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	3,979,295			—			—			—			1,021,793
Net realized gain (loss) on shares redeemed	(2,421,838		)	337,064			9,906,899			3,767,819			814,658
Net change in unrealized appreciation (depreciation) on investments	(607,297		)	1,351,364			10,272,647			13,327,868			2,106,101
NET GAIN (LOSS) ON INVESTMENTS	950,160			1,688,428			20,179,546			17,095,687			3,942,552
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	1,222,707		$	1,154,748		$	18,950,959		$	15,503,904		$	4,237,760

The accompanying notes are an integral part of these financial statements.

A21

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	Columbia Variable Portfolio - U.S. Government Mortgage Fund (Class 1)		Columbia Variable Portfolio - Large Cap Growth Fund (Class 1)		Wells Fargo VT Opportunity Fund (Class 1)		Wells Fargo VT Opportunity Fund (Class 2)		AST Prudential Core Bond Portfolio
ASSETS
Investment in the portfolios, at fair value	$	318,080	$	5,211,409	$	2,467,249	$	4,682,067	$	113,555,429
Net Assets	$	318,080	$	5,211,409	$	2,467,249	$	4,682,067	$	113,555,429
NET ASSETS, representing:
Accumulation units	$	318,080	$	5,211,409	$	2,467,249	$	4,682,067	$	113,555,429
Contracts in payout (annuitization) period	—		—		—		—		—
	$	318,080	$	5,211,409	$	2,467,249	$	4,682,067	$	113,555,429
Units outstanding	27,804		194,912		94,842		183,717		9,438,867
Portfolio shares held	29,951		238,181		92,893		175,490		8,480,614
Portfolio net asset value per share	$	10.62	$	21.88	$	26.56	$	26.68	$	13.39
Investment in portfolio shares, at cost	$	309,176	$	1,834,371	$	2,228,015	$	3,790,712	$	103,691,203

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	Columbia Variable Portfolio - U.S. Government Mortgage Fund (Class 1)		Columbia Variable Portfolio - Large Cap Growth Fund (Class 1)			Wells Fargo VT Opportunity Fund (Class 1)			Wells Fargo VT Opportunity Fund (Class 2)			AST Prudential Core Bond Portfolio
	1/1/2019		1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to		to			to			to			to
	12/31/2019		12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	8,645	$	—		$	13,852		$	12,807		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	3,161		47,527			35,120			63,509			1,437,180
NET INVESTMENT INCOME (LOSS)	5,484		(47,527		)	(21,268		)	(50,702		)	(1,437,180		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—		—			286,293			510,299			—
Net realized gain (loss) on shares redeemed	153		226,484			176,756			222,736			1,958,643
Net change in unrealized appreciation (depreciation) on investments	11,638		1,199,147			195,615			471,080			7,466,365
NET GAIN (LOSS) ON INVESTMENTS	11,791		1,425,631			658,664			1,204,115			9,425,008
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	17,275	$	1,378,104		$	637,396		$	1,153,413		$	7,987,828

The accompanying notes are an integral part of these financial statements.

A22

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST Bond Portfolio 2023		AST MFS Growth Allocation Portfolio		AST Western Asset Emerging Markets Debt Portfolio		AST MFS Large-Cap Value Portfolio		Invesco V.I. Mid Cap Growth Fund (Series I)
ASSETS
Investment in the portfolios, at fair value	$	22,613,599	$	159,067,472	$	3,450,087	$	71,879,469	$	14,100,586
Net Assets	$	22,613,599	$	159,067,472	$	3,450,087	$	71,879,469	$	14,100,586
NET ASSETS, representing:
Accumulation units	$	22,613,599	$	158,242,400	$	3,450,087	$	71,879,469	$	14,051,447
Contracts in payout (annuitization) period	—		825,072		—		—		49,139
	$	22,613,599	$	159,067,472	$	3,450,087	$	71,879,469	$	14,100,586
Units outstanding	2,079,666		10,054,299		301,519		3,384,328		671,935
Portfolio shares held	1,867,349		9,131,313		282,331		3,077,032		2,582,525
Portfolio net asset value per share	$	12.11	$	17.42	$	12.22	$	23.36	$	5.46
Investment in portfolio shares, at cost	$	21,005,050	$	112,125,408	$	3,175,496	$	56,214,553	$	13,961,797

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Bond Portfolio 2023			AST MFS Growth Allocation Portfolio			AST Western Asset Emerging Markets Debt Portfolio			AST MFS Large-Cap Value Portfolio			Invesco V.I. Mid Cap Growth Fund (Series I)
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	395,281			2,165,915			24,226			876,238			177,848
NET INVESTMENT INCOME (LOSS)	(395,281		)	(2,165,915		)	(24,226		)	(876,238		)	(177,848		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—			—			1,952,567
Net realized gain (loss) on shares redeemed	40,452			5,748,441			14,044			2,569,179			(8,835		)
Net change in unrealized appreciation (depreciation) on investments	1,611,262			24,306,317			366,262			13,514,164			1,870,234
NET GAIN (LOSS) ON INVESTMENTS	1,651,714			30,054,758			380,306			16,083,343			3,813,966
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	1,256,433		$	27,888,843		$	356,080		$	15,207,105		$	3,636,118

The accompanying notes are an integral part of these financial statements.

A23

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST Bond Portfolio 2024		AST AQR Emerging Markets Equity Portfolio		AST ClearBridge Dividend Growth Portfolio		Columbia Variable Portfolio - Government Money Market Fund (Class 1)		Columbia Variable Portfolio - Income Opportunities Fund (Class 1)
ASSETS
Investment in the portfolios, at fair value	$	17,059,578	$	2,451,380	$	63,987,411	$	748,752	$	164,652
Net Assets	$	17,059,578	$	2,451,380	$	63,987,411	$	748,752	$	164,652
NET ASSETS, representing:
Accumulation units	$	17,059,578	$	2,451,380	$	63,987,411	$	748,752	$	164,652
Contracts in payout (annuitization) period	—		—		—		—		—
	$	17,059,578	$	2,451,380	$	63,987,411	$	748,752	$	164,652
Units outstanding	1,666,055		215,916		3,183,083		77,109		12,691
Portfolio shares held	1,461,832		200,276		2,908,519		748,752		21,551
Portfolio net asset value per share	$	11.67	$	12.24	$	22.00	$	1.00	$	7.64
Investment in portfolio shares, at cost	$	15,611,124	$	2,521,133	$	47,032,528	$	748,752	$	180,562

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Bond Portfolio 2024			AST AQR Emerging Markets Equity Portfolio			AST ClearBridge Dividend Growth Portfolio			Columbia Variable Portfolio - Government Money Market Fund (Class 1)		Columbia Variable Portfolio - Income Opportunities Fund (Class 1)
	1/1/2019			1/1/2019			1/1/2019			1/1/2019		1/1/2019
	to			to			to			to		to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019		12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	—		$	15,080	$	8,137
EXPENSES
Charges for mortality and expense risk,
and for administration	721,958			29,037			815,119			8,191		1,598
NET INVESTMENT INCOME (LOSS)	(721,958		)	(29,037		)	(815,119		)	6,889		6,539
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—			327		—
Net realized gain (loss) on shares redeemed	3,376,121			(43,088		)	2,873,441			—		(1,693		)
Net change in unrealized appreciation (depreciation) on investments	93,709			483,616			12,167,437			—		17,423
NET GAIN (LOSS) ON INVESTMENTS	3,469,830			440,528			15,040,878			327		15,730
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	2,747,872		$	411,491		$	14,225,759		$	7,216	$	22,269

The accompanying notes are an integral part of these financial statements.

A24

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	AST AQR Large-Cap Portfolio		AST QMA Large-Cap Portfolio		AST Bond Portfolio 2025		AST Bond Portfolio 2026		AST Bond Portfolio 2027
ASSETS
Investment in the portfolios, at fair value	$	3,660,082	$	3,013,200	$	25,282,545	$	84,521,276	$	61,041,292
Net Assets	$	3,660,082	$	3,013,200	$	25,282,545	$	84,521,276	$	61,041,292
NET ASSETS, representing:
Accumulation units	$	3,660,082	$	3,013,200	$	25,282,545	$	84,521,276	$	61,041,292
Contracts in payout (annuitization) period	—		—		—		—		—
	$	3,660,082	$	3,013,200	$	25,282,545	$	84,521,276	$	61,041,292
Units outstanding	193,027		153,135		2,157,443		7,986,633		5,789,539
Portfolio shares held	177,415		139,371		1,912,447		7,336,916		5,406,669
Portfolio net asset value per share	$	20.63	$	21.62	$	13.22	$	11.52	$	11.29
Investment in portfolio shares, at cost	$	3,030,517	$	2,480,411	$	23,231,203	$	77,289,859	$	52,949,570

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST AQR Large-Cap Portfolio			AST QMA Large-Cap Portfolio			AST Bond Portfolio 2025			AST Bond Portfolio 2026			AST Bond Portfolio 2027
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	—		$	—		$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	52,425			43,345			976,413			1,527,285			1,506,965
NET INVESTMENT INCOME (LOSS)	(52,425		)	(43,345		)	(976,413		)	(1,527,285		)	(1,506,965		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	328,485			242,755			5,429,337			3,429,959			5,485,640
Net change in unrealized appreciation (depreciation) on investments	441,850			432,429			(596,387		)	4,662,780			4,645,262
NET GAIN (LOSS) ON INVESTMENTS	770,335			675,184			4,832,950			8,092,739			10,130,902
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	717,910		$	631,839		$	3,856,537		$	6,565,454		$	8,623,937

The accompanying notes are an integral part of these financial statements.

A25

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF NET ASSETS

December 31, 2019

	SUBACCOUNTS
	NVIT Emerging Markets Fund (Class D)		AST Bond Portfolio 2028		AST Bond Portfolio 2029		AST Bond Portfolio 2030
ASSETS
Investment in the portfolios, at fair value	$	29,747,417	$	11,171,295	$	25,527,755	$	16,373,110
Net Assets	$	29,747,417	$	11,171,295	$	25,527,755	$	16,373,110
NET ASSETS, representing:
Accumulation units	$	29,737,101	$	11,171,295	$	25,527,755	$	16,373,110
Contracts in payout (annuitization) period	10,316		—		—		—
	$	29,747,417	$	11,171,295	$	25,527,755	$	16,373,110
Units outstanding	2,229,825		1,044,069		2,378,772		1,454,302
Portfolio shares held	2,243,395		1,000,116		2,310,204		1,431,216
Portfolio net asset value per share	$	13.26	$	11.17	$	11.05	$	11.44
Investment in portfolio shares, at cost	$	24,707,326	$	10,066,434	$	25,295,887	$	16,615,476

STATEMENTS OF OPERATIONS

For the period ended December 31, 2019

	SUBACCOUNTS
	NVIT Emerging Markets Fund (Class D)		AST Bond Portfolio 2028			AST Bond Portfolio 2029			AST Bond Portfolio 2030
	1/1/2019		1/1/2019			1/1/2019			1/2/2019*
	to		to			to			to
	12/31/2019		12/31/2019			12/31/2019			12/31/2019
INVESTMENT INCOME
Dividend income	$	588,054	$	—		$	—		$	—
EXPENSES
Charges for mortality and expense risk,
and for administration	372,056		333,822			255,093			119,989
NET INVESTMENT INCOME (LOSS)	215,998		(333,822		)	(255,093		)	(119,989		)
NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Capital gains distributions received	—		—			—			—
Net realized gain (loss) on shares redeemed	1,079,591		3,307,188			874,814			62,417
Net change in unrealized appreciation (depreciation) on investments	4,040,394		(579,032		)	63,911			(242,366		)
NET GAIN (LOSS) ON INVESTMENTS	5,119,985		2,728,156			938,725			(179,949		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	$	5,335,983	$	2,394,334		$	683,632		$	(299,938	)
* Date subaccount became available for investment.

The accompanying notes are an integral part of these financial statements.

A26

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Goldman Sachs Large-Cap Value Portfolio			AST T. Rowe Price Large-Cap Growth Portfolio			AST Government Money Market Portfolio			AST Cohen & Steers Realty Portfolio			AST J.P. Morgan Strategic Opportunities Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	4/26/2019**			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(2,804,515	)	$	(8,381,281	)	$	1,983,386		$	(1,673,149	)	$	(9,427,537	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	176,733,453			60,407,028			—			8,230,439			22,219,907
Net change in unrealized appreciation (depreciation) on investments	(95,448,397		)	82,706,804			—			24,821,942			68,395,026
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	78,480,541			134,732,551			1,983,386			31,379,232			81,187,396
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	599,035			811,772			6,520,305			449,901			239,319
Annuity payments	(301,513		)	(624,403		)	(3,653,808		)	(427,348		)	(611,346		)
Surrenders, withdrawals and death benefits	(20,573,528		)	(62,313,555		)	(602,418,902		)	(11,176,542		)	(63,048,636		)
Net transfers between other subaccounts
or fixed rate option	(603,636,483		)	16,994,442			554,790,528			4,440,720			64,011,445
Miscellaneous transactions	62,392			47,475			(4,978		)	2,373			(3,643		)
Other charges	(565,064		)	(3,601,464		)	(968,835		)	(724,346		)	(5,074,598		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(624,415,161		)	(48,685,733		)	(45,735,690		)	(7,435,242		)	(4,487,459		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(545,934,620		)	86,046,818			(43,752,304		)	23,943,990			76,699,937
NET ASSETS
Beginning of period	545,934,620			519,985,547			498,581,991			106,002,129			609,931,060
End of period	$	—		$	606,032,365		$	454,829,687		$	129,946,119		$	686,630,997
Beginning units	23,440,988			15,214,913			43,994,532			2,630,202			32,036,351
Units issued	796,670			2,691,520			40,275,313			547,824			6,120,492
Units redeemed	(24,237,658		)	(4,465,573		)	(45,099,582		)	(727,829		)	(8,770,615		)
Ending units	—			13,440,860			39,170,263			2,450,197			29,386,228
** Date subaccount was no longer available for investment.

The accompanying notes are an integral part of these financial statements.

A27

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST T. Rowe Price Large-Cap Value Portfolio			AST High Yield Portfolio			AST Small-Cap Growth Opportunities Portfolio			AST WEDGE Capital Mid-Cap Value Portfolio			AST Small-Cap Value Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(7,070,300	)	$	(2,155,173	)	$	(3,157,252	)	$	(925,332	)	$	(2,988,083	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	20,159,031			9,017,345			21,502,497			2,126,390			16,260,780
Net change in unrealized appreciation (depreciation) on investments	50,170,034			13,379,953			45,889,758			9,137,580			24,310,605
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	63,258,765			20,242,125			64,235,003			10,338,638			37,583,302
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	1,673,915			697,171			810,729			102,300			657,974
Annuity payments	(702,259		)	(481,003		)	(614,101		)	(122,395		)	(366,819		)
Surrenders, withdrawals and death benefits	(50,985,697		)	(16,428,470		)	(20,656,728		)	(6,543,075		)	(23,061,496		)
Net transfers between other subaccounts
or fixed rate option	596,689,279			25,477,194			(3,191,728		)	7,667,624			3,502,860
Miscellaneous transactions	(204		)	(126		)	15,422			2,004			9,665
Other charges	(1,765,883		)	(692,200		)	(942,403		)	(413,566		)	(631,138		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	544,909,151			8,572,566			(24,578,809		)	692,892			(19,888,954		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	608,167,916			28,814,691			39,656,194			11,031,530			17,694,348
NET ASSETS
Beginning of period	75,127,197			138,110,576			189,953,342			58,212,757			192,078,806
End of period	$	683,295,113		$	166,925,267		$	229,609,536		$	69,244,287		$	209,773,154
Beginning units	4,141,894			5,738,345			7,440,692			2,380,395			5,927,655
Units issued	32,476,836			2,992,415			881,807			622,339			655,524
Units redeemed	(5,404,501		)	(2,761,422		)	(1,604,347		)	(621,932		)	(1,310,218		)
Ending units	31,214,229			5,969,338			6,718,152			2,380,802			5,272,961

The accompanying notes are an integral part of these financial statements.

A28

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Mid-Cap Growth Portfolio			AST Goldman Sachs Small-Cap Value Portfolio			AST Hotchkis & Wiley Large-Cap Value Portfolio			AST Loomis Sayles Large-Cap Growth Portfolio			AST MFS Growth Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(6,141,947	)	$	(2,198,913	)	$	(3,693,087	)	$	(12,243,505	)	$	(3,255,955	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	23,667,380			6,010,794			16,996,208			90,024,916			24,763,726
Net change in unrealized appreciation (depreciation) on investments	91,880,825			26,000,822			45,163,931			139,885,875			46,787,712
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	109,406,258			29,812,703			58,467,052			217,667,286			68,295,483
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	1,746,378			487,300			601,508			2,481,159			658,645
Annuity payments	(798,101		)	(395,958		)	(509,159		)	(2,137,882		)	(708,277		)
Surrenders, withdrawals and death benefits	(48,309,939		)	(14,522,908		)	(25,884,547		)	(90,464,912		)	(23,779,194		)
Net transfers between other subaccounts
or fixed rate option	10,051,094			16,042,222			10,993,484			(27,374,359		)	1,067,741
Miscellaneous transactions	48,780			10,123			16,609			30,466			(2,588		)
Other charges	(2,285,413		)	(1,110,277		)	(1,043,700		)	(2,028,871		)	(930,858		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(39,547,201		)	510,502			(15,825,805		)	(119,494,399		)	(23,694,531		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	69,859,057			30,323,205			42,641,247			98,172,887			44,600,952
NET ASSETS
Beginning of period	385,252,758			139,768,235			214,521,108			765,762,651			195,746,079
End of period	$	455,111,815		$	170,091,440		$	257,162,355		$	863,935,538		$	240,347,031
Beginning units	26,547,342			3,453,316			9,571,637			23,113,213			9,276,588
Units issued	4,529,509			868,561			1,256,100			1,273,612			1,148,907
Units redeemed	(5,641,847		)	(1,018,450		)	(2,234,306		)	(4,635,958		)	(2,052,560		)
Ending units	25,435,004			3,303,427			8,593,431			19,750,867			8,372,935

The accompanying notes are an integral part of these financial statements.

A29

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Neuberger Berman/LSV Mid-Cap Value Portfolio			AST Small-Cap Growth Portfolio			AST BlackRock Low Duration Bond Portfolio			AST BlackRock/Loomis Sayles Bond Portfolio			AST QMA US Equity Alpha Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(4,084,012	)	$	(2,180,609	)	$	(4,008,629	)	$	(14,751,212	)	$	(2,181,312	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	19,843,654			9,087,684			1,190,617			17,038,738			12,036,868
Net change in unrealized appreciation (depreciation) on investments	35,273,744			29,543,949			11,451,682			75,462,174			23,101,225
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	51,033,386			36,451,024			8,633,670			77,749,700			32,956,781
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	714,319			244,872			3,376,047			1,690,092			405,031
Annuity payments	(362,797		)	(215,316		)	(1,021,489		)	(2,215,528		)	(399,405		)
Surrenders, withdrawals and death benefits	(28,380,509		)	(15,571,248		)	(34,007,902		)	(105,802,551		)	(18,433,272		)
Net transfers between other subaccounts
or fixed rate option	13,129,110			13,250,113			32,624,078			115,979,130			7,465,776
Miscellaneous transactions	20,654			18,291			(1,697		)	1,312			8,520
Other charges	(1,231,267		)	(916,260		)	(620,518		)	(7,155,415		)	(901,028		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(16,110,490		)	(3,189,548		)	348,519			2,497,040			(11,854,378		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	34,922,896			33,261,476			8,982,189			80,246,740			21,102,403
NET ASSETS
Beginning of period	267,239,051			126,575,393			272,436,858			972,143,309			147,400,730
End of period	$	302,161,947		$	159,836,869		$	281,419,047		$	1,052,390,049		$	168,503,133
Beginning units	6,355,547			4,256,072			19,133,021			53,190,610			5,574,956
Units issued	900,511			1,020,737			3,693,815			9,760,012			1,124,946
Units redeemed	(1,446,341		)	(1,330,398		)	(3,798,346		)	(12,103,711		)	(1,596,075		)
Ending units	5,809,717			3,946,411			19,028,490			50,846,911			5,103,827

The accompanying notes are an integral part of these financial statements.

A30

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST T. Rowe Price Natural Resources Portfolio			AST T. Rowe Price Asset Allocation Portfolio			AST International Value Portfolio			AST MFS Global Equity Portfolio			AST J.P. Morgan International Equity Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(1,400,751	)	$	(31,873,852	)	$	(1,553,494	)	$	(2,761,322	)	$	(2,070,300	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	1,254,416			93,675,283			3,616,471			10,663,358			4,601,772
Net change in unrealized appreciation (depreciation) on investments	14,348,342			327,488,873			15,324,428			40,954,767			31,642,489
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	14,202,007			389,290,304			17,387,405			48,856,803			34,173,961
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	265,143			5,568,857			99,943			674,028			378,952
Annuity payments	(117,849		)	(1,510,928		)	(231,426		)	(162,109		)	(222,733		)
Surrenders, withdrawals and death benefits	(9,272,864		)	(210,855,389		)	(10,127,989		)	(21,861,556		)	(13,136,403		)
Net transfers between other subaccounts
or fixed rate option	23,743,724			109,731,423			5,975,064			8,075,603			7,079,993
Miscellaneous transactions	1,315			(36,747		)	3,234			22,372			4,154
Other charges	(853,532		)	(16,696,304		)	(539,964		)	(1,391,562		)	(957,159		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	13,765,937			(113,799,088		)	(4,821,138		)	(14,643,224		)	(6,853,196		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	27,967,944			275,491,216			12,566,267			34,213,579			27,320,765
NET ASSETS
Beginning of period	87,936,570			2,051,355,528			96,766,024			173,269,099			133,178,676
End of period	$	115,904,514		$	2,326,846,744		$	109,332,291		$	207,482,678		$	160,499,441
Beginning units	3,167,075			84,099,435			6,035,787			6,421,790			6,220,443
Units issued	1,329,250			10,164,408			821,790			1,631,304			1,271,593
Units redeemed	(1,045,342		)	(19,288,702		)	(1,185,514		)	(2,095,402		)	(1,700,736		)
Ending units	3,450,983			74,975,141			5,672,063			5,957,692			5,791,300

The accompanying notes are an integral part of these financial statements.

A31

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Templeton Global Bond Portfolio			AST International Growth Portfolio			AST Wellington Management Hedged Equity Portfolio			AST Capital Growth Asset Allocation Portfolio			AST Academic Strategies Asset Allocation Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(1,707,512	)	$	(4,546,047	)	$	(4,243,399	)	$	(60,997,381	)	$	(23,404,169	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	813,995			25,135,133			8,481,287			229,890,406			46,026,383
Net change in unrealized appreciation (depreciation) on investments	1,090,629			60,203,857			46,497,614			576,405,355			178,970,836
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	197,112			80,792,943			50,735,502			745,298,380			201,593,050
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	692,285			589,893			716,039			5,050,311			1,455,612
Annuity payments	(232,095		)	(620,502		)	(115,173		)	(3,719,642		)	(1,279,321		)
Surrenders, withdrawals and death benefits	(12,907,322		)	(32,090,975		)	(27,806,079		)	(410,829,147		)	(138,908,097		)
Net transfers between other subaccounts
or fixed rate option	15,347,529			(13,151,534		)	28,580,935			142,237,540			160,450,728
Miscellaneous transactions	(1,358		)	4,734			3,006			118,478			11,990
Other charges	(465,027		)	(942,613		)	(2,073,615		)	(24,191,830		)	(9,593,157		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	2,434,012			(46,210,997		)	(694,887		)	(291,334,290		)	12,137,755
TOTAL INCREASE (DECREASE) IN NET ASSETS	2,631,124			34,581,946			50,040,615			453,964,090			213,730,805
NET ASSETS
Beginning of period	117,093,205			282,892,909			262,215,381			3,713,436,579			1,375,824,005
End of period	$	119,724,329		$	317,474,855		$	312,255,996		$	4,167,400,669		$	1,589,554,810
Beginning units	7,411,585			12,754,247			18,683,451			225,445,464			108,320,866
Units issued	1,720,042			913,995			4,123,878			28,623,199			20,891,330
Units redeemed	(1,630,155		)	(2,755,322		)	(4,359,230		)	(46,848,705		)	(21,334,108		)
Ending units	7,501,472			10,912,920			18,448,099			207,219,958			107,878,088

The accompanying notes are an integral part of these financial statements.

A32

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Balanced Asset Allocation Portfolio			AST Preservation Asset Allocation Portfolio			AST AllianzGI World Trends Portfolio			AST J.P. Morgan Global Thematic Portfolio			AST Goldman Sachs Multi-Asset Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(33,870,047	)	$	(23,132,400	)	$	(8,894,324	)	$	(7,456,091	)	$	(6,973,628	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	104,402,813			53,160,638			22,276,013			20,388,439			15,505,189
Net change in unrealized appreciation (depreciation) on investments	305,795,679			157,560,958			81,983,783			72,700,673			57,450,274
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	376,328,445			187,589,196			95,365,472			85,633,021			65,981,835
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	6,389,529			3,589,199			161,058			477,719			249,353
Annuity payments	(2,319,148		)	(4,310,791		)	(688,583		)	(155,467		)	(326,122		)
Surrenders, withdrawals and death benefits	(219,746,983		)	(194,002,426		)	(57,034,257		)	(42,425,496		)	(42,605,726		)
Net transfers between other subaccounts
or fixed rate option	64,594,469			113,675,365			67,681,201			40,345,223			73,738,596
Miscellaneous transactions	(1,088		)	(6,966		)	2,637			(12,194		)	1,122
Other charges	(16,561,858		)	(9,671,197		)	(5,854,362		)	(4,983,047		)	(4,751,712		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(167,645,079		)	(90,726,816		)	4,267,694			(6,753,262		)	26,305,511
TOTAL INCREASE (DECREASE) IN NET ASSETS	208,683,366			96,862,380			99,633,166			78,879,759			92,287,346
NET ASSETS
Beginning of period	2,168,911,272			1,452,551,436			564,128,952			475,317,335			435,237,601
End of period	$	2,377,594,638		$	1,549,413,816		$	663,762,118		$	554,197,094		$	527,524,947
Beginning units	134,639,676			96,607,153			45,094,996			34,094,571			34,687,105
Units issued	17,317,535			15,825,800			11,354,474			8,018,909			10,659,011
Units redeemed	(28,466,419		)	(22,568,797		)	(11,714,049		)	(9,020,233		)	(9,307,874		)
Ending units	123,490,792			89,864,156			44,735,421			33,093,247			36,038,242

The accompanying notes are an integral part of these financial statements.

A33

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Western Asset Core Plus Bond Portfolio			Davis Value Portfolio			Columbia Variable Portfolio - Asset Allocation Fund (Class 1)			Columbia Variable Portfolio - Small Company Growth Fund (Class 1)			Prudential SP International Growth Portfolio (Class I)
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(9,188,791	)	$	1,793		$	28,318		$	(4,429	)	$	(62,341	)
Capital gains distributions received	—			44,550			134,683			91,265			—
Net realized gain (loss) on shares redeemed	13,373,688			(30,859		)	131,872			46,568			346,420
Net change in unrealized appreciation (depreciation) on investments	61,322,822			205,858			227,350			3,367			965,574
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	65,507,719			221,342			522,223			136,771			1,249,653
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	1,444,343			3,957			2,069			185			16,340
Annuity payments	(934,386		)	—			(65,739		)	—			(28,258		)
Surrenders, withdrawals and death benefits	(70,175,568		)	(64,922		)	(151,967		)	(21,777		)	(686,257		)
Net transfers between other subaccounts
or fixed rate option	80,820,686			10,857			(89,415		)	—			(265,865		)
Miscellaneous transactions	2,391			—			(9		)	4,154			(100		)
Other charges	(4,641,779		)	(2,645		)	(2,122		)	(398		)	(5,695		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	6,515,687			(52,753		)	(307,183		)	(17,836		)	(969,835		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	72,023,406			168,589			215,040			118,935			279,818
NET ASSETS
Beginning of period	590,428,742			778,466			2,818,961			369,048			4,355,165
End of period	$	662,452,148		$	947,055		$	3,034,001		$	487,983		$	4,634,983
Beginning units	45,511,006			42,981			112,949			9,724			277,363
Units issued	10,929,260			809			1,379			2,465			42,398
Units redeemed	(10,853,824		)	(3,495		)	(12,959		)	(2,958		)	(95,486		)
Ending units	45,586,442			40,295			101,369			9,231			224,275

The accompanying notes are an integral part of these financial statements.

A34

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Asia 30			ProFund VP Banks			ProFund VP Bear			ProFund VP Biotechnology			ProFund VP Basic Materials
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(77,892	)	$	(10,252	)	$	(33,335	)	$	(92,387	)	$	(45,414	)
Capital gains distributions received	—			—			—			29,592			149,247
Net realized gain (loss) on shares redeemed	176,978			(121,918		)	(370,569		)	(399,486		)	(246,090		)
Net change in unrealized appreciation (depreciation) on investments	1,361,573			1,357,881			(365,653		)	1,504,900			882,022
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	1,460,659			1,225,711			(769,557		)	1,042,619			739,765
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	20,217			3,240			11,238			17,141			34,863
Annuity payments	(7,024		)	(9,432		)	(1,601		)	(15,600		)	—
Surrenders, withdrawals and death benefits	(671,395		)	(555,888		)	(90,826		)	(672,989		)	(772,497		)
Net transfers between other subaccounts
or fixed rate option	773,084			255,832			715,539			(722,570		)	(216,377		)
Miscellaneous transactions	84			(184		)	(48		)	141			(371		)
Other charges	(22,941		)	(2,154		)	(2,123		)	(4,207		)	(4,921		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	92,025			(308,586		)	632,179			(1,398,084		)	(959,303		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	1,552,684			917,125			(137,378		)	(355,465		)	(219,538		)
NET ASSETS
Beginning of period	6,059,817			3,870,345			2,620,109			8,063,286			5,043,667
End of period	$	7,612,501		$	4,787,470		$	2,482,731		$	7,707,821		$	4,824,129
Beginning units	285,038			473,641			1,452,405			278,810			270,450
Units issued	144,307			438,760			4,224,333			481,716			129,501
Units redeemed	(144,523		)	(477,145		)	(3,882,518		)	(525,757		)	(179,965		)
Ending units	284,822			435,256			1,794,220			234,769			219,986

The accompanying notes are an integral part of these financial statements.

A35

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP UltraBull			ProFund VP Bull			ProFund VP Consumer Services			ProFund VP Consumer Goods			ProFund VP Oil & Gas
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(75,924	)	$	(222,184	)	$	(149,609	)	$	2,974		$	13,574
Capital gains distributions received	—			297,976			470,097			1,086,215			279,165
Net realized gain (loss) on shares redeemed	1,017,015			3,008,492			384,579			(418,837		)	(1,143,853		)
Net change in unrealized appreciation (depreciation) on investments	2,511,406			1,847,463			1,182,727			854,927			1,463,186
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	3,452,497			4,931,747			1,887,794			1,525,279			612,072
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	7,240			37,753			9,658			2,378			77,370
Annuity payments	(49,677		)	(84,589		)	(13,612		)	(18,686		)	(3,290		)
Surrenders, withdrawals and death benefits	(841,332		)	(2,192,959		)	(969,501		)	(539,588		)	(1,120,741		)
Net transfers between other subaccounts
or fixed rate option	(528,045		)	(10,695,877		)	367,125			758,948			(183,893		)
Miscellaneous transactions	(3		)	(190		)	1,727			(15		)	79
Other charges	(3,686		)	(22,470		)	(68,975		)	(40,726		)	(10,855		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(1,415,503		)	(12,958,332		)	(673,578		)	162,311			(1,241,330		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	2,036,994			(8,026,585		)	1,214,216			1,687,590			(629,258		)
NET ASSETS
Beginning of period	7,001,617			26,473,578			8,584,278			6,051,030			8,591,524
End of period	$	9,038,611		$	18,446,993		$	9,798,494		$	7,738,620		$	7,962,266
Beginning units	361,169			1,380,797			376,238			306,275			528,637
Units issued	423,489			6,745,052			193,116			106,419			308,117
Units redeemed	(486,133		)	(7,391,992		)	(219,071		)	(97,716		)	(381,570		)
Ending units	298,525			733,857			350,283			314,978			455,184

The accompanying notes are an integral part of these financial statements.

A36

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Europe 30			ProFund VP Financials			ProFund VP U.S. Government Plus			ProFund VP Health Care			Access VP High Yield Fund
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	97,276		$	(133,977	)	$	(41,905	)	$	(402,662	)	$	231,833
Capital gains distributions received	—			661,589			—			3,411,444			—
Net realized gain (loss) on shares redeemed	(187,855		)	977,001			2,071,766			1,239,150			208,072
Net change in unrealized appreciation (depreciation) on investments	1,304,514			1,884,075			(748,123		)	143,100			201,567
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	1,213,935			3,388,688			1,281,738			4,391,032			641,472
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	18,782			11,375			55,539			161,109			6,855
Annuity payments	(9,147		)	(8,892		)	(21,535		)	(38,241		)	(3,161		)
Surrenders, withdrawals and death benefits	(879,924		)	(1,219,389		)	(626,755		)	(2,739,308		)	(1,197,408		)
Net transfers between other subaccounts
or fixed rate option	1,334,156			472,731			291,764			(2,238,940		)	3,563,616
Miscellaneous transactions	231			294			(184		)	118			88
Other charges	(18,875		)	(80,384		)	(13,232		)	(157,563		)	(2,922		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	445,223			(824,265		)	(314,403		)	(5,012,825		)	2,367,068
TOTAL INCREASE (DECREASE) IN NET ASSETS	1,659,158			2,564,423			967,335			(621,793		)	3,008,540
NET ASSETS
Beginning of period	7,126,615			12,094,437			6,104,739			28,459,422			5,446,037
End of period	$	8,785,773		$	14,658,860		$	7,072,074		$	27,837,629		$	8,454,577
Beginning units	624,754			1,024,018			316,265			1,182,881			267,684
Units issued	523,733			439,673			3,517,622			391,066			575,590
Units redeemed	(488,427		)	(496,781		)	(3,513,974		)	(589,371		)	(465,092		)
Ending units	660,060			966,910			319,913			984,576			378,182

The accompanying notes are an integral part of these financial statements.

A37

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Industrials			ProFund VP Internet			ProFund VP Japan			ProFund VP Precious Metals			ProFund VP Mid-Cap Growth
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(115,555	)	$	(89,586	)	$	(57,350	)	$	(133,982	)	$	(219,490	)
Capital gains distributions received	1,317,060			172,850			—			—			1,511,451
Net realized gain (loss) on shares redeemed	197,027			(265,884		)	71,615			3,331,953			(910,241		)
Net change in unrealized appreciation (depreciation) on investments	405,204			1,376,626			744,254			443,844			2,487,335
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	1,803,736			1,194,006			758,519			3,641,815			2,869,055
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	1,662			5,551			2,680			26,324			27,166
Annuity payments	—			(85,089		)	(794		)	(17,857		)	(22,180		)
Surrenders, withdrawals and death benefits	(782,439		)	(932,120		)	(313,695		)	(980,502		)	(2,057,702		)
Net transfers between other subaccounts
or fixed rate option	1,911,976			(689,651		)	(32,063		)	4,055,341			5,347,531
Miscellaneous transactions	147			138			43			(745		)	(49		)
Other charges	(46,090		)	(3,219		)	(8,605		)	(15,548		)	(63,050		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	1,085,256			(1,704,390		)	(352,434		)	3,067,013			3,231,716
TOTAL INCREASE (DECREASE) IN NET ASSETS	2,888,992			(510,384		)	406,085			6,708,828			6,100,771
NET ASSETS
Beginning of period	5,748,973			6,815,478			4,458,044			8,148,848			13,303,222
End of period	$	8,637,965		$	6,305,094		$	4,864,129		$	14,857,676		$	19,403,993
Beginning units	255,352			90,695			370,030			1,250,238			570,539
Units issued	198,386			63,800			172,044			5,197,571			1,206,271
Units redeemed	(150,975		)	(82,640		)	(204,668		)	(4,882,536		)	(1,090,818		)
Ending units	302,763			71,855			337,406			1,565,273			685,992

The accompanying notes are an integral part of these financial statements.

A38

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Mid-Cap Value			ProFund VP Pharmaceuticals			ProFund VP Real Estate			ProFund VP Rising Rates Opportunity			ProFund VP NASDAQ-100
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(131,162	)	$	(10,963	)	$	30,349		$	(31,013	)	$	(288,188	)
Capital gains distributions received	349,063			315,182			389,680			85,227			210,142
Net realized gain (loss) on shares redeemed	(646,000		)	(642,246		)	591,388			(1,026,029		)	4,561,637
Net change in unrealized appreciation (depreciation) on investments	2,240,283			664,452			798,133			238,495			2,001,307
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	1,812,184			326,425			1,809,550			(733,320		)	6,484,898
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	31,131			6,688			18,280			11,841			29,732
Annuity payments	(20,911		)	(46,105		)	(33,858		)	(1,402		)	(31,547		)
Surrenders, withdrawals and death benefits	(1,512,473		)	(309,438		)	(830,984		)	(253,604		)	(1,863,214		)
Net transfers between other subaccounts
or fixed rate option	5,367,679			(299,576		)	1,197,999			(66,005		)	(629,756		)
Miscellaneous transactions	(604		)	(268		)	368			118			86
Other charges	(38,180		)	(3,583		)	(32,000		)	(5,744		)	(23,805		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	3,826,642			(652,282		)	319,805			(314,796		)	(2,518,504		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	5,638,826			(325,857		)	2,129,355			(1,048,116		)	3,966,394
NET ASSETS
Beginning of period	9,538,293			3,049,270			6,362,578			2,805,890			17,927,418
End of period	$	15,177,119		$	2,723,413		$	8,491,933		$	1,757,774		$	21,893,812
Beginning units	425,578			198,919			256,023			1,810,162			914,623
Units issued	1,097,355			340,548			441,056			8,806,848			6,552,290
Units redeemed	(960,387		)	(383,967		)	(423,877		)	(9,226,335		)	(6,647,814		)
Ending units	562,546			155,500			273,202			1,390,675			819,099

The accompanying notes are an integral part of these financial statements.

A39

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Semiconductor			ProFund VP Small-Cap Growth			ProFund VP Short Mid-Cap			ProFund VP Short NASDAQ-100			ProFund VP Short Small-Cap
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(25,469	)	$	(190,339	)	$	(736	)	$	(7,514	)	$	(6,195	)
Capital gains distributions received	230,084			1,727,191			—			—			21,880
Net realized gain (loss) on shares redeemed	146,811			(1,260,618		)	(68,505		)	(213,835		)	(155,903		)
Net change in unrealized appreciation (depreciation) on investments	663,089			1,779,331			11,982			(27,715		)	(16,411		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	1,014,515			2,055,565			(57,259		)	(249,064		)	(156,629		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	13,889			31,806			2,754			810			111
Annuity payments	(1,022		)	(16,179		)	—			—			—
Surrenders, withdrawals and death benefits	(273,042		)	(1,426,027		)	(30,738		)	(21,988		)	(18,997		)
Net transfers between other subaccounts
or fixed rate option	777,868			(79,193		)	(294,665		)	48,748			(1,061,774		)
Miscellaneous transactions	(17		)	(398		)	27			429			44
Other charges	(1,458		)	(51,390		)	(111		)	(1,957		)	(131		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	516,218			(1,541,381		)	(322,733		)	26,042			(1,080,747		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	1,530,733			514,184			(379,992		)	(223,022		)	(1,237,376		)
NET ASSETS
Beginning of period	1,783,874			13,035,993			415,155			656,187			1,340,564
End of period	$	3,314,607		$	13,550,177		$	35,163		$	433,165		$	103,188
Beginning units	115,508			466,779			280,605			917,343			964,848
Units issued	491,225			236,469			1,092,142			28,054,197			17,640,029
Units redeemed	(462,126		)	(289,377		)	(1,344,329		)	(28,090,810		)	(18,516,633		)
Ending units	144,607			413,871			28,418			880,730			88,244

The accompanying notes are an integral part of these financial statements.

A40

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP Small-Cap Value			ProFund VP Technology			ProFund VP Telecommu-nications			ProFund VP UltraMid-Cap			ProFund VP UltraNASDAQ-100
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(122,184	)	$	(96,527	)	$	59,023		$	(128,050	)	$	(575,084	)
Capital gains distributions received	—			189,611			—			—			—
Net realized gain (loss) on shares redeemed	(695,520		)	802,404			(54,852		)	2,525,356			11,558,815
Net change in unrealized appreciation (depreciation) on investments	2,393,152			1,879,344			409,790			1,658,982			17,113,394
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	1,575,448			2,774,832			413,961			4,056,288			28,097,125
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	30,077			12,847			2,812			15,617			53,581
Annuity payments	(58,180		)	(2,360		)	(37,899		)	(257		)	(4,385		)
Surrenders, withdrawals and death benefits	(939,649		)	(1,051,576		)	(385,689		)	(1,663,595		)	(4,546,628		)
Net transfers between other subaccounts
or fixed rate option	(212,944		)	1,068,155			429,782			(341,724		)	(27,725,619		)
Miscellaneous transactions	1,389			2,220			(15		)	(311		)	4,714
Other charges	(31,608		)	(3,552		)	(22,722		)	(10,730		)	(17,284		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(1,210,915		)	25,734			(13,731		)	(2,001,000		)	(32,235,621		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	364,533			2,800,566			400,230			2,055,288			(4,138,496		)
NET ASSETS
Beginning of period	8,534,136			6,371,175			3,097,189			8,245,466			41,335,083
End of period	$	8,898,669		$	9,171,741		$	3,497,419		$	10,300,754		$	37,196,587
Beginning units	417,169			458,248			351,652			246,839			4,640,368
Units issued	153,192			206,210			328,364			957,281			2,109,269
Units redeemed	(210,351		)	(206,152		)	(342,572		)	(995,055		)	(4,293,405		)
Ending units	360,010			458,306			337,444			209,065			2,456,232

The accompanying notes are an integral part of these financial statements.

A41

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	ProFund VP UltraSmall-Cap			ProFund VP Utilities			ProFund VP Large-Cap Growth			ProFund VP Large-Cap Value			Rydex VT Nova Fund
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(78,463	)	$	28,536		$	(228,707	)	$	(50,492	)	$	(3,670	)
Capital gains distributions received	—			1,102,691			4,205,861			1,173,311			—
Net realized gain (loss) on shares redeemed	(18,186		)	955,838			(1,026,520		)	184,486			134,680
Net change in unrealized appreciation (depreciation) on investments	2,325,671			1,486,985			884,489			1,632,086			300,539
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	2,229,022			3,574,050			3,835,123			2,939,391			431,549
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	522,458			14,750			18,999			18,829			2,335
Annuity payments	—			(76,407		)	(41,553		)	(16,552		)	(18,414		)
Surrenders, withdrawals and death benefits	(975,607		)	(1,584,211		)	(1,786,021		)	(1,377,984		)	(77,991		)
Net transfers between other subaccounts
or fixed rate option	(463,326		)	1,624,328			1,270,236			697,705			(52,189		)
Miscellaneous transactions	196			500			(578		)	37			9
Other charges	(3,043		)	(79,501		)	(45,211		)	(40,911		)	(1,220		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(919,322		)	(100,541		)	(584,128		)	(718,876		)	(147,470		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	1,309,700			3,473,509			3,250,995			2,220,515			284,079
NET ASSETS
Beginning of period	4,992,626			17,117,866			14,843,860			10,821,524			1,059,198
End of period	$	6,302,326		$	20,591,375		$	18,094,855		$	13,042,039		$	1,343,277
Beginning units	258,488			774,003			671,885			698,198			75,896
Units issued	798,809			619,464			788,876			409,108			233
Units redeemed	(832,628		)	(625,813		)	(820,562		)	(448,970		)	(8,593		)
Ending units	224,669			767,654			640,199			658,336			67,536

The accompanying notes are an integral part of these financial statements.

A42

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	Rydex VT NASDAQ-100® Fund			Rydex VT Inverse S&P500® Strategy Fund			Invesco V.I. Health CareFund (Series I)			Invesco V.I. Technology Fund (Series I)			Wells Fargo VT Index Asset Allocation Fund (Class 2)
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(108,991	)	$	(90	)	$	(314,215	)	$	(277,204	)	$	(56,238	)
Capital gains distributions received	199,126			—			579,812			1,753,400			1,064,830
Net realized gain (loss) on shares redeemed	599,847			(3,947		)	(1,724,386		)	1,161,532			1,310,951
Net change in unrealized appreciation (depreciation) on investments	1,835,201			(508		)	8,205,865			3,266,408			595,451
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	2,525,183			(4,545		)	6,747,076			5,904,136			2,914,994
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	17,700			14			63,355			60,888			21,428
Annuity payments	(25,138		)	—			(115,080		)	(39,429		)	(98,559		)
Surrenders, withdrawals and death benefits	(701,757		)	(264		)	(2,504,383		)	(1,870,952		)	(1,185,792		)
Net transfers between other subaccounts
or fixed rate option	(244,051		)	266			(731,142		)	(1,438,636		)	(1,552,130		)
Miscellaneous transactions	(89		)	—			(508		)	(545		)	(158		)
Other charges	(11,035		)	(21		)	(25,243		)	(20,115		)	(6,132		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(964,370		)	(5		)	(3,313,001		)	(3,308,789		)	(2,821,343		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	1,560,813			(4,550		)	3,434,075			2,595,347			93,651
NET ASSETS
Beginning of period	7,581,815			19,304			23,876,310			18,307,846			16,724,809
End of period	$	9,142,628		$	14,754		$	27,310,385		$	20,903,193		$	16,818,460
Beginning units	405,345			9,159			842,591			1,500,542			380,185
Units issued	1,115			657			81,138			76,843			1,572
Units redeemed	(44,339		)	(590		)	(189,660		)	(285,266		)	(58,961		)
Ending units	362,121			9,226			734,069			1,292,119			322,796

The accompanying notes are an integral part of these financial statements.

A43

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	Wells Fargo VT International Equity Fund (Class 2)			Wells Fargo VT Small Cap Growth Fund (Class 2)			AST Fidelity Institutional AM℠ Quantitative Portfolio			AST Prudential Growth Allocation Portfolio			AST Advanced Strategies Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	4,743		$	(17,702	)	$	(13,480,749	)	$	(56,025,355	)	$	(22,239,046	)
Capital gains distributions received	88,525			200,429			—			—			—
Net realized gain (loss) on shares redeemed	(35,708		)	43,520			30,836,149			80,773,319			74,651,589
Net change in unrealized appreciation (depreciation) on investments	(28,211		)	33,605			133,167,757			591,715,789			221,880,339
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	29,349			259,852			150,523,157			616,463,753			274,292,882
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	2,166			31,937			1,855,240			2,106,628			1,601,506
Annuity payments	—			(1,567		)	(1,401,126		)	(2,411,520		)	(547,291		)
Surrenders, withdrawals and death benefits	(33,294		)	(137,750		)	(81,843,215		)	(320,987,326		)	(143,671,918		)
Net transfers between other subaccounts
or fixed rate option	(503		)	15,961			78,991,758			392,133,010			64,094,064
Miscellaneous transactions	(2		)	(19		)	(3,119		)	8,254			(23,475		)
Other charges	(63		)	(679		)	(6,653,825		)	(34,240,217		)	(10,017,742		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(31,696		)	(92,117		)	(9,054,287		)	36,608,829			(88,564,856		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(2,347		)	167,735			141,468,870			653,072,582			185,728,026
NET ASSETS
Beginning of period	224,853			1,137,393			810,388,109			3,445,068,349			1,378,346,423
End of period	$	222,506		$	1,305,128		$	951,856,979		$	4,098,140,931		$	1,564,074,449
Beginning units	25,346			45,120			61,719,373			244,175,825			83,312,728
Units issued	537			1,880			12,086,245			53,511,430			11,179,771
Units redeemed	(4,030		)	(4,898		)	(13,540,542		)	(55,107,183		)	(16,850,790		)
Ending units	21,853			42,102			60,265,076			242,580,072			77,641,709

The accompanying notes are an integral part of these financial statements.

A44

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Investment Grade Bond Portfolio			AST Bond Portfolio 2019			AST Cohen & Steers Global Realty Portfolio			AST Parametric Emerging Markets Equity Portfolio			AST Bond Portfolio 2020
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019**			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(24,067,857	)	$	(651,927	)	$	(397,161	)	$	(1,327,829	)	$	(1,038,113	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	153,819,825			1,577,691			930,041			2,825,172			478,093
Net change in unrealized appreciation (depreciation) on investments	33,379,925			(727,299		)	5,630,656			8,828,169			1,301,963
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	163,131,893			198,465			6,163,536			10,325,512			741,943
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	70,148			—			50,214			54,642			—
Annuity payments	(1,122,471		)	—			(13,938		)	(69,414		)	(56,510		)
Surrenders, withdrawals and death benefits	(129,490,853		)	(7,629,406		)	(2,724,965		)	(8,233,401		)	(14,126,100		)
Net transfers between other subaccounts
or fixed rate option	(1,996,502,902		)	(69,292,750		)	3,681,442			19,063,606			41,666,964
Miscellaneous transactions	19,717			(12		)	15			3,733			495
Other charges	(19,830,976		)	(30,289		)	(277,932		)	(962,546		)	(22,779		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(2,146,857,337		)	(76,952,457		)	714,836			9,856,620			27,462,070
TOTAL INCREASE (DECREASE) IN NET ASSETS	(1,983,725,444		)	(76,753,992		)	6,878,372			20,182,132			28,204,013
NET ASSETS
Beginning of period	3,164,431,741			76,753,992			25,059,001			84,819,807			41,165,096
End of period	$	1,180,706,297		$	—		$	31,937,373		$	105,001,939		$	69,369,109
Beginning units	201,715,291			5,959,669			1,842,645			9,159,396			3,827,550
Units issued	41,416,728			82,743			673,738			3,457,318			5,099,394
Units redeemed	(175,956,038		)	(6,042,412		)	(654,162		)	(2,660,473		)	(2,652,330		)
Ending units	67,175,981			—			1,862,221			9,956,241			6,274,614
** Date subaccount was no longer available for investment.

The accompanying notes are an integral part of these financial statements.

A45

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Jennison Large-Cap Growth Portfolio			AST Bond Portfolio 2021			Wells Fargo VT Omega Growth Fund (Class 2)			Wells Fargo VT Omega Growth Fund (Class 1)			Wells Fargo VT Small Cap Growth Fund (Class 1)
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(1,087,414	)	$	(623,849	)	$	(33,422	)	$	(211,716	)	$	(169,046	)
Capital gains distributions received	—			—			282,023			1,991,890			2,090,693
Net realized gain (loss) on shares redeemed	5,944,508			683,686			53,069			699,085			73,296
Net change in unrealized appreciation (depreciation) on investments	15,525,095			922,869			401,126			2,248,258			646,784
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	20,382,189			982,706			702,796			4,727,517			2,641,727
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	51,994			—			3,735			108,561			20,130
Annuity payments	(34,599		)	—			—			(19,858		)	(11,910		)
Surrenders, withdrawals and death benefits	(5,944,235		)	(6,280,520		)	(386,613		)	(1,359,909		)	(1,415,906		)
Net transfers between other subaccounts
or fixed rate option	7,946,886			(17,873,528		)	2,115			294,526			168,452
Miscellaneous transactions	4,527			(456		)	17			408			627
Other charges	(638,626		)	(11,532		)	(1,012		)	(18,931		)	(15,049		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	1,385,947			(24,166,036		)	(381,758		)	(995,203		)	(1,253,656		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	21,768,136			(23,183,330		)	321,038			3,732,314			1,388,071
NET ASSETS
Beginning of period	63,997,841			43,201,973			2,168,393			13,688,282			11,346,349
End of period	$	85,765,977		$	20,018,643		$	2,489,431		$	17,420,596		$	12,734,420
Beginning units	2,510,921			3,415,588			87,526			523,427			497,525
Units issued	883,724			314,890			1,058			71,406			71,083
Units redeemed	(848,184		)	(2,185,855		)	(14,199		)	(106,703		)	(117,438		)
Ending units	2,546,461			1,544,623			74,385			488,130			451,170

The accompanying notes are an integral part of these financial statements.

A46

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	Wells Fargo VT International Equity Fund (Class 1)			AST Bond Portfolio 2022			AST Quantitative Modeling Portfolio			AST BlackRock Global Strategies Portfolio			Invesco V.I. Diversified Dividend Fund (Series I)
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	272,547		$	(533,680	)	$	(1,228,587	)	$	(1,591,783	)	$	295,208
Capital gains distributions received	3,979,295			—			—			—			1,021,793
Net realized gain (loss) on shares redeemed	(2,421,838		)	337,064			9,906,899			3,767,819			814,658
Net change in unrealized appreciation (depreciation) on investments	(607,297		)	1,351,364			10,272,647			13,327,868			2,106,101
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	1,222,707			1,154,748			18,950,959			15,503,904			4,237,760
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	66,975			—			790,949			82,993			58,664
Annuity payments	(122,032		)	—			—			(113,546		)	(49,347		)
Surrenders, withdrawals and death benefits	(970,098		)	(4,922,985		)	(39,802,564		)	(9,674,249		)	(2,613,884		)
Net transfers between other subaccounts
or fixed rate option	61,973			(9,756,589		)	3,685,345			4,064,532			(1,248,541		)
Miscellaneous transactions	863			311			(13,515		)	656			(223		)
Other charges	(12,673		)	(12,984		)	(40,709		)	(754,939		)	(17,557		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(974,992		)	(14,692,247		)	(35,380,494		)	(6,394,553		)	(3,870,888		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	247,715			(13,537,499		)	(16,429,535		)	9,109,351			366,872
NET ASSETS
Beginning of period	9,270,429			35,804,573			107,939,182			96,136,476			19,317,341
End of period	$	9,518,144		$	22,267,074		$	91,509,647		$	105,245,827		$	19,684,213
Beginning units	543,368			3,078,757			7,619,710			8,103,603			1,117,683
Units issued	50,528			372,881			1,555,017			2,058,186			154,807
Units redeemed	(104,501		)	(1,621,671		)	(3,863,973		)	(2,589,380		)	(348,363		)
Ending units	489,395			1,829,967			5,310,754			7,572,409			924,127

The accompanying notes are an integral part of these financial statements.

A47

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	Columbia Variable Portfolio - U.S. Government Mortgage Fund (Class 1)			Columbia Variable Portfolio - Large Cap Growth Fund (Class 1)			Wells Fargo VT Opportunity Fund (Class 1)			Wells Fargo VT Opportunity Fund (Class 2)			AST Prudential Core Bond Portfolio
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	5,484		$	(47,527	)	$	(21,268	)	$	(50,702	)	$	(1,437,180	)
Capital gains distributions received	—			—			286,293			510,299			—
Net realized gain (loss) on shares redeemed	153			226,484			176,756			222,736			1,958,643
Net change in unrealized appreciation (depreciation) on investments	11,638			1,199,147			195,615			471,080			7,466,365
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	17,275			1,378,104			637,396			1,153,413			7,987,828
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	351			1,947			5,351			5,359			16,316
Annuity payments	—			—			(5,586		)	(5,233		)	(115,823		)
Surrenders, withdrawals and death benefits	(8,270		)	(162,012		)	(176,067		)	(452,694		)	(15,493,292		)
Net transfers between other subaccounts
or fixed rate option	—			(145,210		)	(206,278		)	(112,329		)	39,684,516
Miscellaneous transactions	—			(1,277		)	(189		)	(172		)	189
Other charges	(336		)	(3,314		)	(4,166		)	(1,180		)	(947,415		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(8,255		)	(309,866		)	(386,935		)	(566,249		)	23,144,491
TOTAL INCREASE (DECREASE) IN NET ASSETS	9,020			1,068,238			250,461			587,164			31,132,319
NET ASSETS
Beginning of period	309,060			4,143,171			2,216,788			4,094,903			82,423,110
End of period	$	318,080		$	5,211,409		$	2,467,249		$	4,682,067		$	113,555,429
Beginning units	28,546			208,485			110,740			208,279			7,471,492
Units issued	20			1,174			3,758			180			4,828,005
Units redeemed	(762		)	(14,747		)	(19,656		)	(24,742		)	(2,860,630		)
Ending units	27,804			194,912			94,842			183,717			9,438,867

The accompanying notes are an integral part of these financial statements.

A48

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Bond Portfolio 2023			AST MFS Growth Allocation Portfolio			AST Western Asset Emerging Markets Debt Portfolio			AST MFS Large-Cap Value Portfolio			Invesco V.I. Mid Cap Growth Fund (Series I)
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(395,281	)	$	(2,165,915	)	$	(24,226	)	$	(876,238	)	$	(177,848	)
Capital gains distributions received	—			—			—			—			1,952,567
Net realized gain (loss) on shares redeemed	40,452			5,748,441			14,044			2,569,179			(8,835		)
Net change in unrealized appreciation (depreciation) on investments	1,611,262			24,306,317			366,262			13,514,164			1,870,234
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	1,256,433			27,888,843			356,080			15,207,105			3,636,118
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	—			859,717			575			150,711			31,352
Annuity payments	—			(223,773		)	—			(6,306		)	(59,066		)
Surrenders, withdrawals and death benefits	(4,911,339		)	(14,267,304		)	(89,789		)	(5,634,880		)	(1,499,499		)
Net transfers between other subaccounts
or fixed rate option	(1,252,043		)	13,308,648			1,192,558			11,237,702			752,894
Miscellaneous transactions	1,779			2,058			—			321			1,450
Other charges	(15,192		)	(836,236		)	(168		)	(529,282		)	(14,927		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(6,176,795		)	(1,156,890		)	1,103,176			5,218,266			(787,796		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(4,920,362		)	26,731,953			1,459,256			20,425,371			2,848,322
NET ASSETS
Beginning of period	27,533,961			132,335,519			1,990,831			51,454,098			11,252,264
End of period	$	22,613,599		$	159,067,472		$	3,450,087		$	71,879,469		$	14,100,586
Beginning units	2,749,972			10,165,866			196,633			3,111,678			713,290
Units issued	1,233,369			2,003,911			153,278			1,222,081			168,709
Units redeemed	(1,903,675		)	(2,115,478		)	(48,392		)	(949,431		)	(210,064		)
Ending units	2,079,666			10,054,299			301,519			3,384,328			671,935

The accompanying notes are an integral part of these financial statements.

A49

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST Bond Portfolio 2024			AST AQR Emerging Markets Equity Portfolio			AST ClearBridge Dividend Growth Portfolio			Columbia Variable Portfolio - Government Money Market Fund (Class 1)			Columbia Variable Portfolio - Income Opportunities Fund (Class 1)
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(721,958	)	$	(29,037	)	$	(815,119	)	$	6,889		$	6,539
Capital gains distributions received	—			—			—			327			—
Net realized gain (loss) on shares redeemed	3,376,121			(43,088		)	2,873,441			—			(1,693		)
Net change in unrealized appreciation (depreciation) on investments	93,709			483,616			12,167,437			—			17,423
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	2,747,872			411,491			14,225,759			7,216			22,269
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	—			5,918			38,370			331			125
Annuity payments	—			—			(77,843		)	(848		)	—
Surrenders, withdrawals and death benefits	(9,987,874		)	(510,416		)	(6,958,794		)	(700,275		)	(4,119		)
Net transfers between other subaccounts
or fixed rate option	(45,483,322		)	(438,234		)	11,238,499			670,727			—
Miscellaneous transactions	(949		)	(43		)	3,900			(404		)	—
Other charges	(12,593		)	(703		)	(468,226		)	(850		)	(140		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(55,484,738		)	(943,478		)	3,775,906			(31,319		)	(4,134		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(52,736,866		)	(531,987		)	18,001,665			(24,103		)	18,135
NET ASSETS
Beginning of period	69,796,444			2,983,367			45,985,746			772,855			146,517
End of period	$	17,059,578		$	2,451,380		$	63,987,411		$	748,752		$	164,652
Beginning units	7,217,549			304,509			2,982,173			80,250			13,021
Units issued	487,266			48,023			1,351,408			69,411			6
Units redeemed	(6,038,760		)	(136,616		)	(1,150,498		)	(72,552		)	(336		)
Ending units	1,666,055			215,916			3,183,083			77,109			12,691

The accompanying notes are an integral part of these financial statements.

A50

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	AST AQR Large-Cap Portfolio			AST QMA Large-Cap Portfolio			AST Bond Portfolio 2025			AST Bond Portfolio 2026			AST Bond Portfolio 2027
	1/1/2019			1/1/2019			1/1/2019			1/1/2019			1/1/2019
	to			to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	(52,425	)	$	(43,345	)	$	(976,413	)	$	(1,527,285	)	$	(1,506,965	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	328,485			242,755			5,429,337			3,429,959			5,485,640
Net change in unrealized appreciation (depreciation) on investments	441,850			432,429			(596,387		)	4,662,780			4,645,262
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	717,910			631,839			3,856,537			6,565,454			8,623,937
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	1,190			84,817			—			129			—
Annuity payments	(39,289		)	—			(98,849		)	(341,275		)	(60,159		)
Surrenders, withdrawals and death benefits	(511,703		)	(356,595		)	(10,366,013		)	(19,121,777		)	(15,920,136		)
Net transfers between other subaccounts
or fixed rate option	(60,340		)	(126,620		)	(58,292,143		)	(5,398,997		)	(68,370,199		)
Miscellaneous transactions	(324		)	663			(1,043		)	2,601			837
Other charges	(2,492		)	(5,642		)	(13,832		)	(35,378		)	(43,990		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(612,958		)	(403,377		)	(68,771,880		)	(24,894,697		)	(84,393,647		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	104,952			228,462			(64,915,343		)	(18,329,243		)	(75,769,710		)
NET ASSETS
Beginning of period	3,555,130			2,784,738			90,197,888			102,850,519			136,811,002
End of period	$	3,660,082		$	3,013,200		$	25,282,545		$	84,521,276		$	61,041,292
Beginning units	227,658			174,582			8,174,197			10,593,189			14,157,239
Units issued	63,566			42,104			715,881			4,652,658			1,158,688
Units redeemed	(98,197		)	(63,551		)	(6,732,635		)	(7,259,214		)	(9,526,388		)
Ending units	193,027			153,135			2,157,443			7,986,633			5,789,539

The accompanying notes are an integral part of these financial statements.

A51

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2019

	SUBACCOUNTS
	NVIT Emerging Markets Fund (Class D)			AST Bond Portfolio 2028			AST Bond Portfolio 2029			AST Bond Portfolio 2030
	1/1/2019			1/1/2019			1/1/2019			1/2/2019*
	to			to			to			to
	12/31/2019			12/31/2019			12/31/2019			12/31/2019
OPERATIONS
Net investment income (loss)	$	215,998		$	(333,822	)	$	(255,093	)	$	(119,989	)
Capital gains distributions received	—			—			—			—
Net realized gain (loss) on shares redeemed	1,079,591			3,307,188			874,814			62,417
Net change in unrealized appreciation (depreciation) on investments	4,040,394			(579,032		)	63,911			(242,366		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	5,335,983			2,394,334			683,632			(299,938		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	185,077			—			—			—
Annuity payments	(95,089		)	(107,162		)	—			—
Surrenders, withdrawals and death benefits	(3,084,715		)	(6,409,110		)	(5,706,058		)	(1,329,439		)
Net transfers between other subaccounts
or fixed rate option	116,356			(29,119,812		)	23,059,239			17,837,865
Miscellaneous transactions	(45		)	209,776			(954		)	165,402
Other charges	(35,777		)	(7,548		)	(4,923		)	(780		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(2,914,193		)	(35,433,856		)	17,347,304			16,673,048
TOTAL INCREASE (DECREASE) IN NET ASSETS	2,421,790			(33,039,522		)	18,030,936			16,373,110
NET ASSETS
Beginning of period	27,325,627			44,210,817			7,496,819			—
End of period	$	29,747,417		$	11,171,295		$	25,527,755		$	16,373,110
Beginning units	2,478,535			4,569,524			776,787			—
Units issued	367,672			2,843,734			3,070,444			5,967,895
Units redeemed	(616,382		)	(6,369,189		)	(1,468,459		)	(4,513,593		)
Ending units	2,229,825			1,044,069			2,378,772			1,454,302
* Date subaccount became available for investment.

The accompanying notes are an integral part of these financial statements.

A52

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST Goldman Sachs Large-Cap Value Portfolio			AST T. Rowe Price Large-Cap Growth Portfolio			AST Government Money Market Portfolio			AST Cohen & Steers Realty Portfolio			AST J.P. Morgan Strategic Opportunities Portfolio
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(9,941,249	)	$	(9,153,070	)	$	(88,492	)	$	(1,783,081	)	$	(11,604,032	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	73,651,963			92,140,211			—			11,958,275			64,957,270
Net change in unrealized appreciation (depreciation) on investments	(125,443,742		)	(64,731,376		)	—			(17,874,279		)	(102,459,937		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(61,733,028		)	18,255,765			(88,492		)	(7,699,085		)	(49,106,699		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	1,558,504			783,630			10,114,736			300,147			691,939
Annuity payments	(2,895,159		)	(902,071		)	(4,218,208		)	(411,671		)	(506,886		)
Surrenders, withdrawals and death benefits	(70,280,174		)	(61,362,567		)	(609,260,914		)	(12,989,107		)	(67,790,365		)
Net transfers between other subaccounts
or fixed rate option	(35,948,462		)	(41,253,671		)	605,834,178			(18,099,679		)	(112,020,671		)
Miscellaneous transactions	(21,429		)	10,515			1,198			1,687			834
Other charges	(1,969,328		)	(3,583,695		)	(1,032,907		)	(731,023		)	(5,496,724		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(109,556,048		)	(106,307,859		)	1,438,083			(31,929,646		)	(185,121,873		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(171,289,076		)	(88,052,094		)	1,349,591			(39,628,731		)	(234,228,572		)
NET ASSETS
Beginning of period	717,223,696			608,037,641			497,232,400			145,630,860			844,159,632
End of period	$	545,934,620		$	519,985,547		$	498,581,991		$	106,002,129		$	609,931,060
Beginning units	28,413,091			19,217,181			45,354,332			3,435,094			43,505,553
Units issued	1,884,078			2,336,509			38,767,803			355,328			3,038,755
Units redeemed	(6,856,181		)	(6,338,777		)	(40,127,603		)	(1,160,220		)	(14,507,957		)
Ending units	23,440,988			15,214,913			43,994,532			2,630,202			32,036,351

The accompanying notes are an integral part of these financial statements.

A53

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST T. Rowe Price Large-Cap Value Portfolio			AST High Yield Portfolio			AST Small-Cap Growth Opportunities Portfolio			AST WEDGE Capital Mid-Cap Value Portfolio			AST Small-Cap Value Portfolio
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(1,268,246	)	$	(2,413,309	)	$	(3,617,296	)	$	(1,136,085	)	$	(3,663,030	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	7,953,824			19,090,517			29,925,629			6,975,849			31,206,892
Net change in unrealized appreciation (depreciation) on investments	(16,276,934		)	(22,008,237		)	(50,859,888		)	(19,411,583		)	(70,741,907		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(9,591,356		)	(5,331,029		)	(24,551,555		)	(13,571,819		)	(43,198,045		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	775,245			786,693			950,235			195,661			651,351
Annuity payments	(94,069		)	(504,768		)	(750,200		)	(126,140		)	(1,101,967		)
Surrenders, withdrawals and death benefits	(9,287,437		)	(24,213,382		)	(23,325,367		)	(7,624,709		)	(26,428,915		)
Net transfers between other subaccounts
or fixed rate option	3,602,856			(26,105,846		)	(13,213,182		)	(8,935,889		)	(11,065,885		)
Miscellaneous transactions	139			673			178			1,696			2,975
Other charges	(497,513		)	(731,070		)	(987,049		)	(457,242		)	(731,012		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(5,500,779		)	(50,767,700		)	(37,325,385		)	(16,946,623		)	(38,673,453		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(15,092,135		)	(56,098,729		)	(61,876,940		)	(30,518,442		)	(81,871,498		)
NET ASSETS
Beginning of period	90,219,332			194,209,305			251,830,282			88,731,199			273,950,304
End of period	$	75,127,197		$	138,110,576		$	189,953,342		$	58,212,757		$	192,078,806
Beginning units	4,448,049			7,950,382			8,622,075			3,003,255			6,984,586
Units issued	1,268,510			2,560,616			951,358			365,671			631,273
Units redeemed	(1,574,665		)	(4,772,653		)	(2,132,741		)	(988,531		)	(1,688,204		)
Ending units	4,141,894			5,738,345			7,440,692			2,380,395			5,927,655

The accompanying notes are an integral part of these financial statements.

A54

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST Mid-Cap Growth Portfolio			AST Goldman Sachs Small-Cap Value Portfolio			AST Hotchkis & Wiley Large-Cap Value Portfolio			AST Loomis Sayles Large-Cap Growth Portfolio			AST MFS Growth Portfolio
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(6,765,372	)	$	(2,664,267	)	$	(4,184,449	)	$	(13,629,011	)	$	(3,369,753	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	26,316,699			20,497,391			27,813,136			129,916,419			31,481,574
Net change in unrealized appreciation (depreciation) on investments	(41,899,804		)	(44,466,584		)	(64,592,067		)	(144,328,594		)	(24,634,289		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(22,348,477		)	(26,633,460		)	(40,963,380		)	(28,041,186		)	3,477,532
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	1,434,539			517,928			704,291			2,305,127			769,365
Annuity payments	(1,304,162		)	(510,315		)	(587,794		)	(3,616,195		)	(1,009,997		)
Surrenders, withdrawals and death benefits	(48,128,669		)	(18,352,860		)	(27,224,589		)	(96,917,143		)	(22,837,323		)
Net transfers between other subaccounts
or fixed rate option	(44,014,757		)	(23,161,942		)	(4,091,942		)	(87,618,588		)	(11,515,030		)
Miscellaneous transactions	1,923			3,040			(1,361		)	5,450			(3,907		)
Other charges	(2,307,096		)	(1,182,155		)	(1,039,968		)	(2,169,885		)	(882,952		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(94,318,222		)	(42,686,304		)	(32,241,363		)	(188,011,234		)	(35,479,844		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(116,666,699		)	(69,319,764		)	(73,204,743		)	(216,052,420		)	(32,002,312		)
NET ASSETS
Beginning of period	501,919,457			209,087,999			287,725,851			981,815,071			227,748,391
End of period	$	385,252,758		$	139,768,235		$	214,521,108		$	765,762,651		$	195,746,079
Beginning units	32,134,889			4,500,658			11,148,575			29,003,859			10,885,453
Units issued	3,079,855			519,053			1,293,365			948,402			1,077,466
Units redeemed	(8,667,402		)	(1,566,395		)	(2,870,303		)	(6,839,048		)	(2,686,331		)
Ending units	26,547,342			3,453,316			9,571,637			23,113,213			9,276,588

The accompanying notes are an integral part of these financial statements.

A55

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST Neuberger Berman/LSV Mid-Cap Value Portfolio			AST Small-Cap Growth Portfolio			AST BlackRock Low Duration Bond Portfolio			AST BlackRock/Loomis Sayles Bond Portfolio			AST QMA US Equity Alpha Portfolio
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(4,902,021	)	$	(2,350,132	)	$	(4,409,598	)	$	(16,460,735	)	$	(2,588,466	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	40,329,269			16,454,626			1,205,790			34,488,487			25,906,422
Net change in unrealized appreciation (depreciation) on investments	(94,504,349		)	(28,310,298		)	881,874			(44,706,137		)	(39,296,197		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(59,077,101		)	(14,205,804		)	(2,321,934		)	(26,678,385		)	(15,978,241		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	942,738			248,216			1,551,636			1,780,588			668,899
Annuity payments	(887,369		)	(306,152		)	(1,798,242		)	(3,217,023		)	(396,599		)
Surrenders, withdrawals and death benefits	(33,098,124		)	(13,844,103		)	(39,736,821		)	(113,617,686		)	(17,562,802		)
Net transfers between other subaccounts
or fixed rate option	(24,133,037		)	(8,317,785		)	(9,205,410		)	(102,414,884		)	(19,892,073		)
Miscellaneous transactions	4,111			(8,156		)	3,007			(3,030		)	822
Other charges	(1,340,971		)	(891,520		)	(614,989		)	(7,391,263		)	(985,759		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(58,512,652		)	(23,119,500		)	(49,800,819		)	(224,863,298		)	(38,167,512		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(117,589,753		)	(37,325,304		)	(52,122,753		)	(251,541,683		)	(54,145,753		)
NET ASSETS
Beginning of period	384,828,804			163,900,697			324,559,611			1,223,684,992			201,546,483
End of period	$	267,239,051		$	126,575,393		$	272,436,858		$	972,143,309		$	147,400,730
Beginning units	7,777,777			5,037,914			22,956,844			67,283,631			7,106,024
Units issued	611,970			938,645			2,672,117			5,357,062			910,589
Units redeemed	(2,034,200		)	(1,720,487		)	(6,495,940		)	(19,450,083		)	(2,441,657		)
Ending units	6,355,547			4,256,072			19,133,021			53,190,610			5,574,956

The accompanying notes are an integral part of these financial statements.

A56

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST T. Rowe Price Natural Resources Portfolio			AST T. Rowe Price Asset Allocation Portfolio			AST International Value Portfolio			AST MFS Global Equity Portfolio			AST J.P. Morgan International Equity Portfolio
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(1,747,737	)	$	(36,670,639	)	$	(1,870,427	)	$	(3,217,693	)	$	(2,397,360	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	165,605			192,996,567			7,262,976			17,555,076			11,395,647
Net change in unrealized appreciation (depreciation) on investments	(19,743,731		)	(313,405,739		)	(27,331,741		)	(37,559,513		)	(42,397,379		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(21,325,863		)	(157,079,811		)	(21,939,192		)	(23,222,130		)	(33,399,092		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	276,011			5,056,583			181,084			886,066			598,357
Annuity payments	(386,784		)	(1,423,069		)	(210,315		)	(343,861		)	(412,862		)
Surrenders, withdrawals and death benefits	(11,420,856		)	(229,078,913		)	(11,506,398		)	(22,798,980		)	(16,912,252		)
Net transfers between other subaccounts
or fixed rate option	(27,580,742		)	(185,515,170		)	(4,732,285		)	(26,469,279		)	(7,026,398		)
Miscellaneous transactions	552			4,756			2,067			9,249			7,484
Other charges	(941,817		)	(17,475,205		)	(589,674		)	(1,444,798		)	(981,869		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(40,053,636		)	(428,431,018		)	(16,855,521		)	(50,161,603		)	(24,727,540		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(61,379,499		)	(585,510,829		)	(38,794,713		)	(73,383,733		)	(58,126,632		)
NET ASSETS
Beginning of period	149,316,069			2,636,866,357			135,560,737			246,652,832			191,305,308
End of period	$	87,936,570		$	2,051,355,528		$	96,766,024		$	173,269,099		$	133,178,676
Beginning units	4,768,104			106,379,273			7,225,922			8,302,546			7,658,060
Units issued	696,385			6,380,206			769,528			1,249,545			1,263,229
Units redeemed	(2,297,414		)	(28,660,044		)	(1,959,663		)	(3,130,301		)	(2,700,846		)
Ending units	3,167,075			84,099,435			6,035,787			6,421,790			6,220,443

The accompanying notes are an integral part of these financial statements.

A57

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST Templeton Global Bond Portfolio			AST International Growth Portfolio			AST Wellington Management Hedged Equity Portfolio			AST Capital Growth Asset Allocation Portfolio			AST Academic Strategies Asset Allocation Portfolio
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(1,983,891	)	$	(5,261,679	)	$	(4,865,483	)	$	(69,870,755	)	$	(28,225,272	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	(100,577		)	25,235,146			24,834,293			381,689,171			163,872,385
Net change in unrealized appreciation (depreciation) on investments	2,783,429			(70,493,360		)	(39,165,859		)	(633,311,295		)	(303,683,616		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	698,961			(50,519,893		)	(19,197,049		)	(321,492,879		)	(168,036,503		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	523,374			962,485			1,019,121			8,453,331			3,215,736
Annuity payments	(449,650		)	(1,176,916		)	(5,771		)	(3,070,611		)	(1,165,494		)
Surrenders, withdrawals and death benefits	(14,487,048		)	(34,485,427		)	(34,350,707		)	(451,878,334		)	(164,256,787		)
Net transfers between other subaccounts
or fixed rate option	(14,912,538		)	(2,113,662		)	(54,723,742		)	(232,479,194		)	(349,014,482		)
Miscellaneous transactions	300			2,901			(1,388		)	(35,802		)	(2,717		)
Other charges	(503,987		)	(1,024,583		)	(2,185,599		)	(25,153,642		)	(10,606,837		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(29,829,549		)	(37,835,202		)	(90,248,086		)	(704,164,252		)	(521,830,581		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(29,130,588		)	(88,355,095		)	(109,445,135		)	(1,025,657,131		)	(689,867,084		)
NET ASSETS
Beginning of period	146,223,793			371,248,004			371,660,516			4,739,093,710			2,065,691,089
End of period	$	117,093,205		$	282,892,909		$	262,215,381		$	3,713,436,579		$	1,375,824,005
Beginning units	9,423,404			14,335,939			25,000,379			268,118,355			147,946,002
Units issued	1,138,225			1,487,235			2,917,932			20,994,669			9,721,344
Units redeemed	(3,150,044		)	(3,068,927		)	(9,234,860		)	(63,667,560		)	(49,346,480		)
Ending units	7,411,585			12,754,247			18,683,451			225,445,464			108,320,866

The accompanying notes are an integral part of these financial statements.

A58

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST Balanced Asset Allocation Portfolio			AST Preservation Asset Allocation Portfolio			AST AllianzGI World Trends Portfolio			AST J.P. Morgan Global Thematic Portfolio			AST Goldman Sachs Multi-Asset Portfolio
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(38,979,173	)	$	(26,404,660	)	$	(10,993,385	)	$	(8,995,396	)	$	(8,620,525	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	177,668,190			106,108,770			67,474,188			52,388,379			48,453,163
Net change in unrealized appreciation (depreciation) on investments	(290,822,119		)	(149,740,585		)	(123,696,150		)	(95,020,757		)	(88,120,889		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(152,133,102		)	(70,036,475		)	(67,215,347		)	(51,627,774		)	(48,288,251		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	7,524,402			3,644,091			659,241			208,187			310,813
Annuity payments	(1,980,921		)	(2,424,746		)	(187,807		)	(38,148		)	(156,007		)
Surrenders, withdrawals and death benefits	(240,296,319		)	(197,355,900		)	(66,130,781		)	(48,724,741		)	(46,648,813		)
Net transfers between other subaccounts
or fixed rate option	(132,636,128		)	(103,226,694		)	(129,402,997		)	(74,280,816		)	(121,876,488		)
Miscellaneous transactions	(2,029		)	(5,990		)	1,914			(1,611		)	(11,795		)
Other charges	(17,440,774		)	(10,230,385		)	(6,488,673		)	(5,356,647		)	(5,241,674		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(384,831,769		)	(309,599,624		)	(201,549,103		)	(128,193,776		)	(173,623,964		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(536,964,871		)	(379,636,099		)	(268,764,450		)	(179,821,550		)	(221,912,215		)
NET ASSETS
Beginning of period	2,705,876,143			1,832,187,535			832,893,402			655,138,885			657,149,816
End of period	$	2,168,911,272		$	1,452,551,436		$	564,128,952		$	475,317,335		$	435,237,601
Beginning units	158,748,670			117,509,300			60,889,182			43,144,541			48,368,104
Units issued	12,228,620			11,331,451			5,448,903			4,480,414			4,818,931
Units redeemed	(36,337,614		)	(32,233,598		)	(21,243,089		)	(13,530,384		)	(18,499,930		)
Ending units	134,639,676			96,607,153			45,094,996			34,094,571			34,687,105

The accompanying notes are an integral part of these financial statements.

A59

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST Western Asset Core Plus Bond Portfolio			Davis Value Portfolio			Columbia Variable Portfolio - Asset Allocation Fund (Class 1)			Columbia Variable Portfolio - Small Company Growth Fund (Class 1)			Prudential SP International Growth Portfolio (Class I)
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(7,991,715	)	$	(5,715	)	$	14,076		$	(4,372	)	$	(71,595	)
Capital gains distributions received	—			159,693			229,960			63,039			—
Net realized gain (loss) on shares redeemed	24,813,752			(9,194		)	160,512			34,913			449,194
Net change in unrealized appreciation (depreciation) on investments	(35,797,394		)	(279,926		)	(567,249		)	(99,284		)	(1,086,758		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(18,975,357		)	(135,142		)	(162,701		)	(5,704		)	(709,159		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	913,585			4,178			2,162			270			16,989
Annuity payments	(775,282		)	(6,348		)	(165,130		)	—			(9,591		)
Surrenders, withdrawals and death benefits	(57,828,486		)	(43,183		)	(254,083		)	(38,553		)	(556,818		)
Net transfers between other subaccounts
or fixed rate option	157,992,862			(31,649		)	23,709			(32,377		)	(119,404		)
Miscellaneous transactions	818			(29		)	1,113			—			(157		)
Other charges	(3,887,819		)	(3,021		)	(2,385		)	(580		)	(5,806		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	96,415,678			(80,052		)	(394,614		)	(71,240		)	(674,787		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	77,440,321			(215,194		)	(557,315		)	(76,944		)	(1,383,946		)
NET ASSETS
Beginning of period	512,988,421			993,660			3,376,276			445,992			5,739,111
End of period	$	590,428,742		$	778,466		$	2,818,961		$	369,048		$	4,355,165
Beginning units	38,402,873			46,688			127,859			11,430			313,267
Units issued	23,997,969			864			3,709			3			84,304
Units redeemed	(16,889,836		)	(4,571		)	(18,619		)	(1,709		)	(120,208		)
Ending units	45,511,006			42,981			112,949			9,724			277,363

The accompanying notes are an integral part of these financial statements.

A60

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	ProFund VP Asia 30			ProFund VP Banks			ProFund VP Bear			ProFund VP Biotechnology			ProFund VP Basic Materials
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(73,202	)	$	(55,454	)	$	(33,426	)	$	(123,238	)	$	(66,366	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	667,472			316,755			(361,702		)	266,081			693,831
Net change in unrealized appreciation (depreciation) on investments	(2,208,828		)	(1,424,606		)	350,137			(902,823		)	(2,015,821		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(1,614,558		)	(1,163,305		)	(44,991		)	(759,980		)	(1,388,356		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	19,872			8,872			24,248			16,294			58,926
Annuity payments	(20,251		)	—			(264		)	(5,379		)	(12,186		)
Surrenders, withdrawals and death benefits	(779,919		)	(629,464		)	(201,745		)	(1,163,857		)	(775,036		)
Net transfers between other subaccounts
or fixed rate option	(1,637,553		)	(1,854,450		)	180,857			(1,571,437		)	(1,692,532		)
Miscellaneous transactions	189			534			36			(107		)	1,032
Other charges	(23,776		)	(3,058		)	(2,445		)	(4,685		)	(5,948		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(2,441,438		)	(2,477,566		)	687			(2,729,171		)	(2,425,744		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(4,055,996		)	(3,640,871		)	(44,304		)	(3,489,151		)	(3,814,100		)
NET ASSETS
Beginning of period	10,115,813			7,511,216			2,664,413			11,552,437			8,857,767
End of period	$	6,059,817		$	3,870,345		$	2,620,109		$	8,063,286		$	5,043,667
Beginning units	381,124			748,020			1,569,919			363,716			386,603
Units issued	114,335			1,530,252			13,623,082			619,571			159,294
Units redeemed	(210,421		)	(1,804,631		)	(13,740,596		)	(704,477		)	(275,447		)
Ending units	285,038			473,641			1,452,405			278,810			270,450

The accompanying notes are an integral part of these financial statements.

A61

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	ProFund VP UltraBull			ProFund VP Bull			ProFund VP Consumer Services			ProFund VP Consumer Goods			ProFund VP Oil & Gas
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(123,332	)	$	(307,615	)	$	(156,284	)	$	(17,745	)	$	59,802
Capital gains distributions received	1,776,244			2,035,959			511,357			1,393,732			—
Net realized gain (loss) on shares redeemed	(2,474,575		)	(2,081,801		)	1,458,105			(240,884		)	9,903
Net change in unrealized appreciation (depreciation) on investments	(1,165,484		)	(1,909,970		)	(2,092,213		)	(2,488,462		)	(2,406,679		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(1,987,147		)	(2,263,427		)	(279,035		)	(1,353,359		)	(2,336,974		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	13,050			50,333			7,216			10,197			66,455
Annuity payments	(13,260		)	(27,581		)	(7,059		)	(51,450		)	(8,399		)
Surrenders, withdrawals and death benefits	(737,048		)	(2,749,879		)	(1,181,651		)	(902,546		)	(1,693,344		)
Net transfers between other subaccounts
or fixed rate option	(529,565		)	(2,218,482		)	422,178			(1,540,163		)	(1,217,319		)
Miscellaneous transactions	6,206			501			(9,876		)	222			326
Other charges	(4,417		)	(24,849		)	(66,313		)	(44,463		)	(13,831		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(1,265,034		)	(4,969,957		)	(835,505		)	(2,528,203		)	(2,866,112		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(3,252,181		)	(7,233,384		)	(1,114,540		)	(3,881,562		)	(5,203,086		)
NET ASSETS
Beginning of period	10,253,798			33,706,962			9,698,818			9,932,592			13,794,610
End of period	$	7,001,617		$	26,473,578		$	8,584,278		$	6,051,030		$	8,591,524
Beginning units	442,773			1,626,560			421,158			423,777			666,657
Units issued	2,280,903			8,744,835			332,496			94,077			487,200
Units redeemed	(2,362,507		)	(8,990,598		)	(377,416		)	(211,579		)	(625,220		)
Ending units	361,169			1,380,797			376,238			306,275			528,637

The accompanying notes are an integral part of these financial statements.

A62

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	ProFund VP Europe 30			ProFund VP Financials			ProFund VP U.S. Government Plus			ProFund VP Health Care			Access VP High Yield Fund
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	186,153		$	(190,264	)	$	(31,079	)	$	(436,573	)	$	112,694
Capital gains distributions received	—			—			—			1,739,053			165,471
Net realized gain (loss) on shares redeemed	(580,596		)	2,197,257			(899,262		)	537,849			(638,827		)
Net change in unrealized appreciation (depreciation) on investments	(1,008,049		)	(3,841,880		)	280,987			(1,195,493		)	182,373
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(1,402,492		)	(1,834,887		)	(649,354		)	644,836			(178,289		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	17,520			25,087			9,721			18,436			8,515
Annuity payments	(10,119		)	(5,873		)	(42,342		)	(182,649		)	(45,116		)
Surrenders, withdrawals and death benefits	(1,111,037		)	(1,439,825		)	(817,999		)	(2,833,765		)	(2,029,760		)
Net transfers between other subaccounts
or fixed rate option	(1,995,542		)	(4,681,688		)	22,126			507,249			(1,766,328		)
Miscellaneous transactions	536			(483		)	(781		)	(4,848		)	25
Other charges	(19,294		)	(100,960		)	(16,670		)	(162,993		)	(3,441		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(3,117,936		)	(6,203,742		)	(845,945		)	(2,658,570		)	(3,836,105		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(4,520,428		)	(8,038,629		)	(1,495,299		)	(2,013,734		)	(4,014,394		)
NET ASSETS
Beginning of period	11,647,043			20,133,066			7,600,038			30,473,156			9,460,431
End of period	$	7,126,615		$	12,094,437		$	6,104,739		$	28,459,422		$	5,446,037
Beginning units	864,965			1,502,884			366,818			1,297,848			458,774
Units issued	4,121,492			339,579			4,349,135			481,208			403,994
Units redeemed	(4,361,703		)	(818,445		)	(4,399,688		)	(596,175		)	(595,084		)
Ending units	624,754			1,024,018			316,265			1,182,881			267,684

The accompanying notes are an integral part of these financial statements.

A63

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	ProFund VP Industrials			ProFund VP Internet			ProFund VP Japan			ProFund VP Precious Metals			ProFund VP Mid-Cap Growth
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(132,788	)	$	(111,425	)	$	(72,476	)	$	(113,809	)	$	(268,313	)
Capital gains distributions received	—			446,743			—			—			1,672,018
Net realized gain (loss) on shares redeemed	1,313,684			2,784,522			804,519			(1,969,370		)	(88,609		)
Net change in unrealized appreciation (depreciation) on investments	(2,322,943		)	(2,768,941		)	(1,494,311		)	637,285			(3,555,662		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(1,142,047		)	350,899			(762,268		)	(1,445,894		)	(2,240,566		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	4,831			11,296			7,456			42,566			26,544
Annuity payments	(63,202		)	(88,507		)	(7,892		)	(7,044		)	(103,277		)
Surrenders, withdrawals and death benefits	(1,262,578		)	(706,216		)	(442,727		)	(971,356		)	(2,048,129		)
Net transfers between other subaccounts
or fixed rate option	(4,330,574		)	(370,674		)	(670,218		)	123,405			(2,445,158		)
Miscellaneous transactions	(629		)	(37		)	(402		)	22			110
Other charges	(52,748		)	(3,483		)	(9,288		)	(13,936		)	(69,715		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(5,704,900		)	(1,157,621		)	(1,123,071		)	(826,343		)	(4,639,625		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(6,846,947		)	(806,722		)	(1,885,339		)	(2,272,237		)	(6,880,191		)
NET ASSETS
Beginning of period	12,595,920			7,622,200			6,343,383			10,421,085			20,183,413
End of period	$	5,748,973		$	6,815,478		$	4,458,044		$	8,148,848		$	13,303,222
Beginning units	490,833			105,730			453,414			1,372,515			752,758
Units issued	130,915			146,554			244,338			4,033,738			553,008
Units redeemed	(366,396		)	(161,589		)	(327,722		)	(4,156,015		)	(735,227		)
Ending units	255,352			90,695			370,030			1,250,238			570,539

The accompanying notes are an integral part of these financial statements.

A64

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	ProFund VP Mid-Cap Value			ProFund VP Pharmaceuticals			ProFund VP Real Estate			ProFund VP Rising Rates Opportunity			ProFund VP NASDAQ-100
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(167,714	)	$	(8,702	)	$	57,284		$	(56,244	)	$	(303,207	)
Capital gains distributions received	1,733,254			82,446			767,716			—			2,072,859
Net realized gain (loss) on shares redeemed	(1,127,562		)	205,831			(677,275		)	252,953			(1,148,501		)
Net change in unrealized appreciation (depreciation) on investments	(2,111,503		)	(521,652		)	(686,736		)	(240,354		)	(1,003,194		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(1,673,525		)	(242,077		)	(539,011		)	(43,645		)	(382,043		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	31,749			6,798			17,242			10,767			35,694
Annuity payments	(97,280		)	(58,910		)	(17,425		)	(8,078		)	(15,968		)
Surrenders, withdrawals and death benefits	(1,245,610		)	(689,220		)	(864,973		)	(848,653		)	(2,171,735		)
Net transfers between other subaccounts
or fixed rate option	(2,208,970		)	(310,413		)	442,446			621,673			(1,905,726		)
Miscellaneous transactions	21			26			(143		)	52			(309		)
Other charges	(46,394		)	(3,723		)	(23,289		)	(5,051		)	(22,616		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(3,566,484		)	(1,055,442		)	(446,142		)	(229,290		)	(4,080,660		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(5,240,009		)	(1,297,519		)	(985,153		)	(272,935		)	(4,462,703		)
NET ASSETS
Beginning of period	14,778,302			4,346,789			7,347,731			3,078,825			22,390,121
End of period	$	9,538,293		$	3,049,270		$	6,362,578		$	2,805,890		$	17,927,418
Beginning units	570,175			261,217			273,254			2,029,271			1,083,299
Units issued	262,697			755,835			214,281			15,107,996			5,471,843
Units redeemed	(407,294		)	(818,133		)	(231,512		)	(15,327,105		)	(5,640,519		)
Ending units	425,578			198,919			256,023			1,810,162			914,623

The accompanying notes are an integral part of these financial statements.

A65

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	ProFund VP Semiconductor			ProFund VP Small-Cap Growth			ProFund VP Short Mid-Cap			ProFund VP Short NASDAQ-100			ProFund VP Short Small-Cap
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(42,850	)	$	(264,222	)	$	(1,655	)	$	(10,773	)	$	(5,139	)
Capital gains distributions received	305,256			1,350,027			13,454			—			—
Net realized gain (loss) on shares redeemed	43,337			893,634			(6,362		)	27,368			70,150
Net change in unrealized appreciation (depreciation) on investments	(652,132		)	(3,171,928		)	(5,928		)	29,609			14,091
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(346,389		)	(1,192,489		)	(491		)	46,204			79,102
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	16,301			41,241			363			1,134			93
Annuity payments	(779		)	(146,909		)	—			—			—
Surrenders, withdrawals and death benefits	(286,402		)	(2,244,579		)	(20,172		)	(48,285		)	(24,361		)
Net transfers between other subaccounts
or fixed rate option	(1,139,985		)	(2,869,315		)	312,286			32,466			1,094,571
Miscellaneous transactions	46			(203		)	(30		)	(87		)	(28		)
Other charges	(1,257		)	(55,424		)	(120		)	(2,127		)	(169		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(1,412,076		)	(5,275,189		)	292,327			(16,899		)	1,070,106
TOTAL INCREASE (DECREASE) IN NET ASSETS	(1,758,465		)	(6,467,678		)	291,836			29,305			1,149,208
NET ASSETS
Beginning of period	3,542,339			19,503,671			123,319			626,882			191,356
End of period	$	1,783,874		$	13,035,993		$	415,155		$	656,187		$	1,340,564
Beginning units	207,566			648,610			86,345			836,939			139,337
Units issued	288,638			509,086			2,529,847			41,913,279			12,187,030
Units redeemed	(380,696		)	(690,917		)	(2,335,587		)	(41,832,875		)	(11,361,519		)
Ending units	115,508			466,779			280,605			917,343			964,848

The accompanying notes are an integral part of these financial statements.

A66

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	ProFund VP Small-Cap Value			ProFund VP Technology			ProFund VP Telecommu-nications			ProFund VP UltraMid-Cap			ProFund VP UltraNASDAQ-100
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(171,750	)	$	(95,448	)	$	168,008		$	(187,372	)	$	(655,169	)
Capital gains distributions received	998,978			205,893			—			3,950,162			20,812,345
Net realized gain (loss) on shares redeemed	716,971			1,107,642			(904,781		)	(7,165,040		)	(9,159,047		)
Net change in unrealized appreciation (depreciation) on investments	(3,264,493		)	(1,471,088		)	28,483			(366,007		)	(16,672,487		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(1,720,294		)	(253,001		)	(708,290		)	(3,768,257		)	(5,674,358		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	35,386			23,632			2,449			21,635			65,102
Annuity payments	(18,428		)	—			(7,598		)	(6,160		)	(96,494		)
Surrenders, withdrawals and death benefits	(1,270,089		)	(718,943		)	(289,001		)	(1,723,207		)	(3,397,389		)
Net transfers between other subaccounts
or fixed rate option	(906,681		)	(174,258		)	(1,018,092		)	(2,015,723		)	(995,985		)
Miscellaneous transactions	(450		)	(10,504		)	(21		)	2,740			1,674
Other charges	(36,919		)	(3,177		)	(23,145		)	(12,658		)	(20,668		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(2,197,181		)	(883,250		)	(1,335,408		)	(3,733,373		)	(4,443,760		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(3,917,475		)	(1,136,251		)	(2,043,698		)	(7,501,630		)	(10,118,118		)
NET ASSETS
Beginning of period	12,451,611			7,507,426			5,140,887			15,747,096			51,453,201
End of period	$	8,534,136		$	6,371,175		$	3,097,189		$	8,245,466		$	41,335,083
Beginning units	510,326			509,399			475,902			343,537			5,201,616
Units issued	457,423			252,926			434,644			3,636,226			11,883,442
Units redeemed	(550,580		)	(304,077		)	(558,894		)	(3,732,924		)	(12,444,690		)
Ending units	417,169			458,248			351,652			246,839			4,640,368

The accompanying notes are an integral part of these financial statements.

A67

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	ProFund VP UltraSmall-Cap			ProFund VP Utilities			ProFund VP Large-Cap Growth			ProFund VP Large-Cap Value			Rydex VT Nova Fund
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(101,111	)	$	113,236		$	(274,566	)	$	(65,861	)	$	(16,246	)
Capital gains distributions received	2,310,273			535,728			919,767			—			90,944
Net realized gain (loss) on shares redeemed	(1,922,177		)	(279,010		)	2,709,654			1,203,240			127,698
Net change in unrealized appreciation (depreciation) on investments	(2,067,439		)	(474,846		)	(3,704,980		)	(2,813,540		)	(337,020		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(1,780,454		)	(104,892		)	(350,125		)	(1,676,161		)	(134,624		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	18,336			15,279			32,069			23,993			2,456
Annuity payments	—			(45,295		)	(116,778		)	(27,908		)	(29,074		)
Surrenders, withdrawals and death benefits	(802,058		)	(1,686,293		)	(2,113,455		)	(1,410,699		)	(75,698		)
Net transfers between other subaccounts
or fixed rate option	(1,789,952		)	(3,343,200		)	(4,044,429		)	(1,975,575		)	(69,995		)
Miscellaneous transactions	200			(9		)	(6,140		)	(387		)	(249		)
Other charges	(4,001		)	(71,784		)	(53,588		)	(49,275		)	(1,427		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(2,577,475		)	(5,131,302		)	(6,302,321		)	(3,439,851		)	(173,987		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(4,357,929		)	(5,236,194		)	(6,652,446		)	(5,116,012		)	(308,611		)
NET ASSETS
Beginning of period	9,350,555			22,354,060			21,496,306			15,937,536			1,367,809
End of period	$	4,992,626		$	17,117,866		$	14,843,860		$	10,821,524		$	1,059,198
Beginning units	344,350			1,015,423			939,342			905,706			86,705
Units issued	1,071,586			707,649			679,893			449,165			1,119
Units redeemed	(1,157,448		)	(949,069		)	(947,350		)	(656,673		)	(11,928		)
Ending units	258,488			774,003			671,885			698,198			75,896

The accompanying notes are an integral part of these financial statements.

A68

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	Rydex VT NASDAQ-100®Fund			Rydex VT Inverse S&P 500® Strategy Fund			Invesco V.I. Health Care Fund (Series I)			Invesco V.I. Technology Fund (Series I)			Wells Fargo VT Index Asset Allocation Fund (Class 2)
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(127,323	)	$	(265	)	$	(357,520	)	$	(309,306	)	$	(88,126	)
Capital gains distributions received	361,228			—			3,472,633			1,028,846			1,233,640
Net realized gain (loss) on shares redeemed	568,843			(6,200		)	(1,335,737		)	1,492,053			1,198,310
Net change in unrealized appreciation (depreciation) on investments	(966,550		)	6,994			(1,795,614		)	(2,361,966		)	(3,084,859		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(163,802		)	529			(16,238		)	(150,373		)	(741,035		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	18,342			15			76,724			62,299			24,431
Annuity payments	(31,165		)	—			(85,780		)	(47,784		)	(109,271		)
Surrenders, withdrawals and death benefits	(730,505		)	(917		)	(3,110,591		)	(2,338,454		)	(1,967,623		)
Net transfers between other subaccounts
or fixed rate option	(397,905		)	1,105			(1,258,083		)	(864,197		)	(1,127,702		)
Miscellaneous transactions	(9		)	—			2,432			(381		)	95
Other charges	(12,221		)	(23		)	(27,575		)	(22,065		)	(6,707		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(1,153,463		)	180			(4,402,873		)	(3,210,582		)	(3,186,777		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(1,317,265		)	709			(4,419,111		)	(3,360,955		)	(3,927,812		)
NET ASSETS
Beginning of period	8,899,080			18,595			28,295,421			21,668,801			20,652,621
End of period	$	7,581,815		$	19,304		$	23,876,310		$	18,307,846		$	16,724,809
Beginning units	460,674			9,044			1,002,863			1,741,166			449,626
Units issued	238			1,043			102,006			157,064			2,482
Units redeemed	(55,567		)	(928		)	(262,278		)	(397,688		)	(71,923		)
Ending units	405,345			9,159			842,591			1,500,542			380,185

The accompanying notes are an integral part of these financial statements.

A69

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	Wells Fargo VT International Equity Fund (Class 2)			Wells Fargo VT Small Cap Growth Fund (Class 2)			AST Fidelity Institutional AM℠ Quantitative Portfolio			AST Prudential Growth Allocation Portfolio			AST Advanced Strategies Portfolio
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	28,670		$	(19,691	)	$	(16,164,149	)	$	(66,816,413	)	$	(25,560,656	)
Capital gains distributions received	67,677			133,888			—			—			—
Net realized gain (loss) on shares redeemed	(14,839		)	84,634			92,109,236			298,067,278			134,610,574
Net change in unrealized appreciation (depreciation) on investments	(134,555		)	(187,316		)	(167,947,054		)	(612,799,825		)	(224,408,848		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(53,047		)	11,515			(92,001,967		)	(381,548,960		)	(115,358,930		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	3,864			2,340			681,899			4,961,710			1,503,061
Annuity payments	—			—			(441,171		)	(1,902,415		)	(445,961		)
Surrenders, withdrawals and death benefits	(18,365		)	(63,083		)	(92,608,656		)	(373,926,897		)	(152,429,326		)
Net transfers between other subaccounts
or fixed rate option	(29,389		)	(91,399		)	(144,421,866		)	(636,680,679		)	(120,837,977		)
Miscellaneous transactions	(2		)	5			3,519			26,313			56,645
Other charges	(75		)	(754		)	(7,256,941		)	(36,880,899		)	(10,548,467		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(43,967		)	(152,891		)	(244,043,216		)	(1,044,402,867		)	(282,702,025		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(97,014		)	(141,376		)	(336,045,183		)	(1,425,951,827		)	(398,060,955		)
NET ASSETS
Beginning of period	321,867			1,278,769			1,146,433,292			4,871,020,176			1,776,407,378
End of period	$	224,853		$	1,137,393		$	810,388,109		$	3,445,068,349		$	1,378,346,423
Beginning units	29,801			50,603			79,948,244			317,158,851			100,476,598
Units issued	705			370			6,437,228			27,443,832			7,875,985
Units redeemed	(5,160		)	(5,853		)	(24,666,099		)	(100,426,858		)	(25,039,855		)
Ending units	25,346			45,120			61,719,373			244,175,825			83,312,728

The accompanying notes are an integral part of these financial statements.

A70

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST Investment Grade Bond Portfolio			AST Bond Portfolio 2019			AST Cohen & Steers Global Realty Portfolio			AST Parametric Emerging Markets Equity Portfolio			AST Bond Portfolio 2020
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(23,495,725	)	$	(1,056,109	)	$	(454,311	)	$	(1,578,684	)	$	(842,725	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	4,680,148			244,540			1,502,199			3,303,393			318,549
Net change in unrealized appreciation (depreciation) on investments	24,995,823			264,822			(3,041,614		)	(19,848,906		)	(273,323		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	6,180,246			(546,747		)	(1,993,726		)	(18,124,197		)	(797,499		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	128,096			—			49,454			99,318			—
Annuity payments	(927,771		)	(56,518		)	(186,961		)	(84,205		)	(1,183		)
Surrenders, withdrawals and death benefits	(107,793,776		)	(14,233,208		)	(3,164,162		)	(8,036,344		)	(8,985,155		)
Net transfers between other subaccounts
or fixed rate option	2,226,412,163			58,721,779			(6,638,189		)	(12,985,091		)	3,132,657
Miscellaneous transactions	10,356			99			(95		)	(213		)	328
Other charges	(18,314,954		)	(20,390		)	(287,388		)	(1,026,998		)	(22,948		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	2,099,514,114			44,411,762			(10,227,341		)	(22,033,533		)	(5,876,301		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	2,105,694,360			43,865,015			(12,221,067		)	(40,157,730		)	(6,673,800		)
NET ASSETS
Beginning of period	1,058,737,381			32,888,977			37,280,068			124,977,537			47,838,896
End of period	$	3,164,431,741		$	76,753,992		$	25,059,001		$	84,819,807		$	41,165,096
Beginning units	67,018,420			2,554,978			2,590,983			11,487,660			4,389,342
Units issued	199,521,064			5,461,573			359,231			2,739,394			1,827,911
Units redeemed	(64,824,193		)	(2,056,882		)	(1,107,569		)	(5,067,658		)	(2,389,703		)
Ending units	201,715,291			5,959,669			1,842,645			9,159,396			3,827,550

The accompanying notes are an integral part of these financial statements.

A71

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST Jennison Large-Cap Growth Portfolio			AST Bond Portfolio 2021			Wells Fargo VT Omega Growth Fund (Class 2)			Wells Fargo VT Omega Growth Fund (Class 1)			Wells Fargo VT Small Cap Growth Fund (Class 1)
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(1,185,271	)	$	(949,167	)	$	(36,383	)	$	(219,764	)	$	(178,836	)
Capital gains distributions received	—			—			266,572			1,637,939			1,262,171
Net realized gain (loss) on shares redeemed	9,645,302			400,563			47,104			528,612			403,568
Net change in unrealized appreciation (depreciation) on investments	(10,488,436		)	(507,783		)	(289,234		)	(1,887,340		)	(1,699,966		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(2,028,405		)	(1,056,387		)	(11,941		)	59,447			(213,063		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	159,020			—			4,154			34,127			46,702
Annuity payments	(46,360		)	—			(27,213		)	(60,356		)	(20,927		)
Surrenders, withdrawals and death benefits	(6,660,701		)	(8,647,738		)	(121,310		)	(1,531,708		)	(1,409,712		)
Net transfers between other subaccounts
or fixed rate option	(5,172,363		)	(2,347,887		)	(104,057		)	(1,684,696		)	726,153
Miscellaneous transactions	4,231			378			1			28,471			(190		)
Other charges	(653,495		)	(18,268		)	(1,189		)	(19,367		)	(14,082		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(12,369,668		)	(11,013,515		)	(249,614		)	(3,233,529		)	(672,056		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(14,398,073		)	(12,069,902		)	(261,555		)	(3,174,082		)	(885,119		)
NET ASSETS
Beginning of period	78,395,914			55,271,875			2,429,948			16,862,364			12,231,468
End of period	$	63,997,841		$	43,201,973		$	2,168,393		$	13,688,282		$	11,346,349
Beginning units	3,001,410			4,311,036			96,972			626,412			538,192
Units issued	1,051,140			1,901,145			570			75,896			205,516
Units redeemed	(1,541,629		)	(2,796,593		)	(10,016		)	(178,881		)	(246,183		)
Ending units	2,510,921			3,415,588			87,526			523,427			497,525

The accompanying notes are an integral part of these financial statements.

A72

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	Wells Fargo VT International Equity Fund (Class 1)			AST Bond Portfolio 2022			AST Quantitative Modeling Portfolio			AST BlackRock Global Strategies Portfolio			Invesco V.I. Diversified Dividend Fund (Series I)
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	1,305,534		$	(765,829	)	$	(1,628,949	)	$	(1,861,254	)	$	228,034
Capital gains distributions received	2,894,331			—			—			—			748,993
Net realized gain (loss) on shares redeemed	(1,009,994		)	(883,506		)	7,645,963			8,695,149			1,037,414
Net change in unrealized appreciation (depreciation) on investments	(5,385,042		)	711,397			(15,145,052		)	(14,603,600		)	(3,956,947		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(2,195,171		)	(937,938		)	(9,128,038		)	(7,769,705		)	(1,942,506		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	56,185			—			1,302,855			132,225			85,225
Annuity payments	(193,529		)	—			—			(70,176		)	(55,821		)
Surrenders, withdrawals and death benefits	(1,374,439		)	(9,597,126		)	(34,514,074		)	(13,738,999		)	(3,744,421		)
Net transfers between other subaccounts
or fixed rate option	(984,230		)	2,007,900			13,557,577			(14,589,769		)	(1,423,616		)
Miscellaneous transactions	(1,059		)	8,727			2,777			(1,220		)	379
Other charges	(14,701		)	(15,364		)	(46,878		)	(812,765		)	(19,062		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(2,511,773		)	(7,595,863		)	(19,697,743		)	(29,080,704		)	(5,157,316		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(4,706,944		)	(8,533,801		)	(28,825,781		)	(36,850,409		)	(7,099,822		)
NET ASSETS
Beginning of period	13,977,373			44,338,374			136,764,963			132,986,885			26,417,163
End of period	$	9,270,429		$	35,804,573		$	107,939,182		$	96,136,476		$	19,317,341
Beginning units	672,082			3,753,514			8,943,072			10,477,177			1,398,536
Units issued	73,493			1,483,669			1,993,920			2,153,778			172,994
Units redeemed	(202,207		)	(2,158,426		)	(3,317,282		)	(4,527,352		)	(453,847		)
Ending units	543,368			3,078,757			7,619,710			8,103,603			1,117,683

The accompanying notes are an integral part of these financial statements.

A73

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	Columbia Variable Portfolio - U.S. Government Mortgage Fund (Class 1)			Columbia Variable Portfolio - Large Cap Growth Fund (Class 1)			Wells Fargo VT Opportunity Fund (Class 1)			Wells Fargo VT Opportunity Fund (Class 2)			AST Prudential Core Bond Portfolio
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	10,602		$	(48,950	)	$	(24,791	)	$	(61,401	)	$	(1,286,300	)
Capital gains distributions received	473			—			244,684			466,814			—
Net realized gain (loss) on shares redeemed	(9,942		)	306,183			94,916			290,031			1,826,776
Net change in unrealized appreciation (depreciation) on investments	(3,589		)	(437,961		)	(510,969		)	(1,070,159		)	(2,723,943		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(2,456		)	(180,728		)	(196,160		)	(374,715		)	(2,183,467		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	393			1,982			6,925			8,711			14,343
Annuity payments	—			(73,591		)	(16,126		)	(48,272		)	(593,906		)
Surrenders, withdrawals and death benefits	(232,000		)	(299,400		)	(186,022		)	(442,405		)	(10,955,601		)
Net transfers between other subaccounts
or fixed rate option	(8,315		)	(85,777		)	68,458			(231,325		)	3,545,668
Miscellaneous transactions	—			798			38			4			306
Other charges	(373		)	(3,598		)	(4,376		)	(2,299		)	(782,314		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(240,295		)	(459,586		)	(131,103		)	(715,586		)	(8,771,504		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(242,751		)	(640,314		)	(327,263		)	(1,090,301		)	(10,954,971		)
NET ASSETS
Beginning of period	551,811			4,783,485			2,544,051			5,185,204			93,378,081
End of period	$	309,060		$	4,143,171		$	2,216,788		$	4,094,903		$	82,423,110
Beginning units	51,391			228,901			116,605			241,441			8,326,133
Units issued	20			742			4,274			299			3,112,788
Units redeemed	(22,865		)	(21,158		)	(10,139		)	(33,461		)	(3,967,429		)
Ending units	28,546			208,485			110,740			208,279			7,471,492

The accompanying notes are an integral part of these financial statements.

A74

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST Bond Portfolio 2023			AST MFS Growth Allocation Portfolio			AST Western Asset Emerging Markets Debt Portfolio			AST MFS Large-Cap Value Portfolio			Invesco V.I. Mid Cap Growth Fund (Series I)
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(503,249	)	$	(2,452,114	)	$	(19,914	)	$	(998,916	)	$	(178,713	)
Capital gains distributions received	—			—			—			—			1,467,323
Net realized gain (loss) on shares redeemed	(669,368		)	11,750,588			8,257			7,991,847			295,949
Net change in unrealized appreciation (depreciation) on investments	636,433			(24,619,636		)	(201,930		)	(14,400,123		)	(2,497,359		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(536,184		)	(15,321,162		)	(213,587		)	(7,407,192		)	(912,800		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	—			300,942			735			49,095			45,034
Annuity payments	(26,395		)	(164,797		)	(9,728		)	(176,370		)	(35,780		)
Surrenders, withdrawals and death benefits	(7,693,084		)	(15,758,102		)	(186,214		)	(7,284,126		)	(1,774,216		)
Net transfers between other subaccounts
or fixed rate option	9,116,051			(11,067,162		)	(896,302		)	(16,845,792		)	920,268
Miscellaneous transactions	414			2,057			2			1,785			13,854
Other charges	(14,053		)	(871,627		)	(204		)	(546,090		)	(14,347		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	1,382,933			(27,558,689		)	(1,091,711		)	(24,801,498		)	(845,187		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	846,749			(42,879,851		)	(1,305,298		)	(32,208,690		)	(1,757,987		)
NET ASSETS
Beginning of period	26,687,212			175,215,370			3,296,129			83,662,788			13,010,251
End of period	$	27,533,961		$	132,335,519		$	1,990,831		$	51,454,098		$	11,252,264
Beginning units	2,647,125			12,192,213			303,306			4,510,989			770,065
Units issued	1,557,340			1,246,472			55,781			945,005			193,057
Units redeemed	(1,454,493		)	(3,272,819		)	(162,454		)	(2,344,316		)	(249,832		)
Ending units	2,749,972			10,165,866			196,633			3,111,678			713,290

The accompanying notes are an integral part of these financial statements.

A75

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST Bond Portfolio 2024			AST AQR Emerging Markets Equity Portfolio			AST ClearBridge Dividend Growth Portfolio			Columbia Variable Portfolio - Government Money Market Fund (Class 1)			Columbia Variable Portfolio - Income Opportunities Fund (Class 1)
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(1,215,593	)	$	(44,880	)	$	(876,607	)	$	3,844		$	6,387
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	(1,291,059		)	368,641			5,684,149			—			(4,422		)
Net change in unrealized appreciation (depreciation) on investments	1,418,664			(1,160,687		)	(8,325,138		)	—			(9,422		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(1,087,988		)	(836,926		)	(3,517,596		)	3,844			(7,457		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	—			11,234			42,067			338			124
Annuity payments	(76,237		)	—			(27,074		)	—			—
Surrenders, withdrawals and death benefits	(16,566,135		)	(808,141		)	(7,297,323		)	(624,359		)	(11,590		)
Net transfers between other subaccounts
or fixed rate option	28,855,703			(357,272		)	(10,134,454		)	476,510			—
Miscellaneous transactions	353			292			198			(20		)	—
Other charges	(21,832		)	(954		)	(458,643		)	(871		)	(153		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	12,191,852			(1,154,841		)	(17,875,229		)	(148,402		)	(11,619		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	11,103,864			(1,991,767		)	(21,392,825		)	(144,558		)	(19,076		)
NET ASSETS
Beginning of period	58,692,580			4,975,134			67,378,571			917,413			165,593
End of period	$	69,796,444		$	2,983,367		$	45,985,746		$	772,855		$	146,517
Beginning units	5,920,396			409,511			4,114,041			95,725			14,021
Units issued	6,504,485			170,500			857,307			60,350			6
Units redeemed	(5,207,332		)	(275,502		)	(1,989,175		)	(75,825		)	(1,006		)
Ending units	7,217,549			304,509			2,982,173			80,250			13,021

The accompanying notes are an integral part of these financial statements.

A76

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	AST AQR Large-Cap Portfolio			AST QMA Large-Cap Portfolio			AST Bond Portfolio 2025			AST Bond Portfolio 2026			AST Bond Portfolio 2027
	1/1/2018			1/1/2018			1/1/2018			1/1/2018			1/1/2018
	to			to			to			to			to
	12/31/2018			12/31/2018			12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(59,003	)	$	(47,644	)	$	(996,426	)	$	(2,342,905	)	$	(2,795,125	)
Capital gains distributions received	—			—			—			—			—
Net realized gain (loss) on shares redeemed	405,874			349,947			(375,801		)	(721,728		)	(982,826		)
Net change in unrealized appreciation (depreciation) on investments	(719,996		)	(572,291		)	2,588,635			(318,661		)	(613,601		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(373,125		)	(269,988		)	1,216,408			(3,383,294		)	(4,391,552		)
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	1,874			3,996			—			—			—
Annuity payments	—			—			(68,094		)	(185,238		)	(357,983		)
Surrenders, withdrawals and death benefits	(574,006		)	(578,293		)	(12,871,350		)	(29,102,258		)	(34,866,681		)
Net transfers between other subaccounts
or fixed rate option	(99,195		)	127,875			94,088,897			18,768,808			19,796,335
Miscellaneous transactions	(60		)	62			335			(2,058		)	3,034
Other charges	(2,318		)	(4,492		)	(10,255		)	(56,296		)	(62,405		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(673,705		)	(450,852		)	81,139,533			(10,577,042		)	(15,487,700		)
TOTAL INCREASE (DECREASE) IN NET ASSETS	(1,046,830		)	(720,840		)	82,355,941			(13,960,336		)	(19,879,252		)
NET ASSETS
Beginning of period	4,601,960			3,505,578			7,841,947			116,810,855			156,690,254
End of period	$	3,555,130		$	2,784,738		$	90,197,888		$	102,850,519		$	136,811,002
Beginning units	268,559			202,734			692,501			11,718,449			15,773,702
Units issued	75,948			63,018			10,137,581			9,447,176			14,502,985
Units redeemed	(116,849		)	(91,170		)	(2,655,885		)	(10,572,436		)	(16,119,448		)
Ending units	227,658			174,582			8,174,197			10,593,189			14,157,239

The accompanying notes are an integral part of these financial statements.

A77

FINANCIAL STATEMENTS OF PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

STATEMENTS OF CHANGES IN NET ASSETS

For the period ended December 31, 2018

	SUBACCOUNTS
	NVIT Emerging Markets Fund (Class D)			AST Bond Portfolio 2028			AST Bond Portfolio 2029
	1/1/2018			1/1/2018			1/2/2018*
	to			to			to
	12/31/2018			12/31/2018			12/31/2018
OPERATIONS
Net investment income (loss)	$	(329,651	)	$	(658,446	)	$	(30,650	)
Capital gains distributions received	—			—			—
Net realized gain (loss) on shares redeemed	1,726,520			(513,524		)	45,038
Net change in unrealized appreciation (depreciation) on investments	(8,217,113		)	1,691,005			167,958
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS	(6,820,244		)	519,035			182,346
CONTRACT OWNER TRANSACTIONS
Contract owner net payments	93,150			—			—
Annuity payments	(135,511		)	(3,944		)	—
Surrenders, withdrawals and death benefits	(3,474,540		)	(8,407,984		)	(143,610		)
Net transfers between other subaccounts
or fixed rate option	(725,489		)	46,596,843			7,458,723
Miscellaneous transactions	(371		)	273			(20		)
Other charges	(40,382		)	(14,732		)	(620		)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CONTRACT OWNER TRANSACTIONS	(4,283,143		)	38,170,456			7,314,473
TOTAL INCREASE (DECREASE) IN NET ASSETS	(11,103,387		)	38,689,491			7,496,819
NET ASSETS
Beginning of period	38,429,014			5,521,326			—
End of period	$	27,325,627		$	44,210,817		$	7,496,819
Beginning units	2,832,902			550,819			—
Units issued	474,923			9,101,763			1,159,303
Units redeemed	(829,290		)	(5,083,058		)	(382,516		)
Ending units	2,478,535			4,569,524			776,787
* Date subaccount became available for investment.

The accompanying notes are an integral part of these financial statements.

A78

NOTES TO FINANCIAL STATEMENTS OF

PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

DECEMBER 31, 2019

Note 1: General

Prudential Annuities Life Assurance Corporation Variable Account B (“the Account”)was established under the laws of the State of Connecticut on November 25, 1987 to fund variable annuities offered by Prudential Annuities Life Assurance Corporation (“Prudential Annuities”). Prudential Annuities is an indirect, wholly-owned subsidiary of Prudential Financial, Inc. (“Prudential Financial”). Under applicable insurance law, the assets and liabilities of the Account are clearly identified and distinguished from the other assets and liabilities of Prudential Annuities. The assets of the Account will not be charged with any liabilities arising out of any other business Prudential Annuities may conduct. However, the Account’s obligations, including insurance benefits related to the variable annuities, are the obligations of Prudential Annuities.

On August 30, 2013, Prudential Annuities received approval from the Arizona and Connecticut Departments of Insurance to redomesticate Prudential Annuities from Connecticut to Arizona effective August 31, 2013. As a result of the redomestication, Prudential Annuities is now an Arizona insurance company and its principal insurance regulatory authority is the Arizona Department of Insurance. The Account is now operated in accordance with the laws of Arizona. There was no impact to the operation of the Account.

The Account is registered with the Securities and Exchange Commission ("SEC") under the Investment Company Act of 1940, as amended, as a unit investment trust. The Account is used as a funding vehicle for several flexible premium deferred individual variable annuity contracts, as well as two immediate individual variable annuities issued by Prudential Annuities (individually, a “contract” or "product" and collectively, the “contracts” or "products"). The following is a list of each contract funded through the Account.

Advanced Series Advisor Plan (“ASAP”)	Advanced Series XTra Credit FOUR Premier (“XTra Credit
Advanced Series Advisor Plan II (“ASAP II”)	FOUR Premier")
Advanced Series Advisor Plan II Premier (“ASAP II	Advanced Series XTra Credit Premier (“XTra Credit
Premier”)	Premier”)
Advanced Series Advisor Plan III (“ASAP III”)	Advanced Series XTra Credit SIX (“XTra Credit SIX”)
Advanced Series Advisors Choice (“Choice”)	Alliance Capital Navigator (“ACN”)
Advanced Series Advisors Choice 2000 (“Choice 2000”)	Defined Investments Annuity
Advanced Series Advisors Income Annuity (“ASAIA”)	Emerald Choice
Advanced Series Apex (“Apex”)	Galaxy Variable Annuity III (“Galaxy III”)
Advanced Series Apex II (“Apex II”)	Harvester Variable Annuity (“Harvester Variable Annuity”)
Advanced Series Cornerstone ("AS Cornerstone")	Harvester XTra Credit (“Harvester XTra Credit”)
Advanced Series Impact (“AS Impact”)	Imperium
Advanced Series LifeVest (“ASL”)	LifeVest Personal Security Annuity (“PSA”)
Advanced Series LifeVest II (“ASL II”)	Stagecoach Apex II
Advanced Series LifeVest II Premier (ASL II Premier”)	Stagecoach ASAP III
Advanced Series LifeVest Premier (“ASL Premier”)	Stagecoach XTra Credit SIX
Advanced Series Optimum ("Optimum")	Wells Fargo Stagecoach Apex
Advanced Series Optimum Four ("Optimum Four")	Wells Fargo Stagecoach Extra Credit Variable Annuity
Advanced Series Optimum Plus ("Optimum Plus")	(“Stagecoach Extra Credit”)
Advanced Series Optimum XTra ("Optimum XTra")	Wells Fargo Stagecoach Variable Annuity (“Stagecoach”)
Advanced Series Protector (“AS Protector”)	Wells Fargo Stagecoach Variable Annuity Flex (“Stagecoach
Advanced Series Variable Immediate Annuity (“ASVIA”)	Flex”)
Advanced Series XTra Credit (“XTra Credit”)	Wells Fargo Stagecoach Variable Annuity Plus (“Stagecoach
Advanced Series XTra Credit EIGHT (“XTra Credit EIGHT”)	VA+”)
Advanced Series XTra Credit FOUR (“XTtra Credit FOUR”)

The contracts may be used as an investment vehicle for “qualified” investments, including an IRA, SEP-IRA, Roth IRA or Tax Sheltered Annuity (or 403(b)) or as an investment vehicle for “non-qualified” investments. When a contract is purchased as a “qualified” investment, it does not provide any tax advantages in addition to the preferential treatment already available under the Internal Revenue Code.

The contracts offer the option to invest in various subaccounts listed below, each of which invests in a corresponding portfolio of either The Prudential Series Fund, the Advanced Series Trust or one of the non-Prudential administered funds (collectively, the “Portfolios”). Investment options vary by contract.

A79

Note 1: General (continued)

The corresponding subaccount names are as follows:

AST Goldman Sachs Large-Cap Value Portfolio*	ProFund VP NASDAQ-100
AST T. Rowe Price Large-Cap Growth Portfolio	ProFund VP Semiconductor
AST Government Money Market Portfolio	ProFund VP Small-Cap Growth
AST Cohen & Steers Realty Portfolio	ProFund VP Short Mid-Cap
AST J.P. Morgan Strategic Opportunities Portfolio	ProFund VP Short NASDAQ-100
AST T. Rowe Price Large-Cap Value Portfolio	ProFund VP Short Small-Cap
AST High Yield Portfolio	ProFund VP Small-Cap Value
AST Small-Cap Growth Opportunities Portfolio	ProFund VP Technology
AST WEDGE Capital Mid-Cap Value Portfolio	ProFund VP Telecommunications
AST Small-Cap Value Portfolio	ProFund VP UltraMid-Cap
AST Mid-Cap Growth Portfolio (formerly AST	ProFund VP UltraNASDAQ-100
Goldman Sachs Mid-Cap Growth Portfolio)	ProFund VP UltraSmall-Cap
AST Goldman Sachs Small-Cap Value Portfolio	ProFund VP Utilities
AST Hotchkis & Wiley Large-Cap Value Portfolio	ProFund VP Large-Cap Growth
AST Loomis Sayles Large-Cap Growth Portfolio	ProFund VP Large-Cap Value
AST MFS Growth Portfolio	Rydex VT Nova Fund
AST Neuberger Berman/LSV Mid-Cap Value Portfolio	Rydex VT NASDAQ-100® Fund
AST Small-Cap Growth Portfolio	Rydex VT Inverse S&P 500® Strategy Fund
AST BlackRock Low Duration Bond Portfolio	Invesco V.I. Health Care Fund (Series I)
AST BlackRock/Loomis Sayles Bond Portfolio	Invesco V.I. Technology Fund (Series I)
AST QMA US Equity Alpha Portfolio	Wells Fargo VT Index Asset Allocation Fund (Class 2)
AST T. Rowe Price Natural Resources Portfolio	Wells Fargo VT International Equity Fund (Class 2)
AST T. Rowe Price Asset Allocation Portfolio	Wells Fargo VT Small Cap Growth Fund (Class 2)
AST International Value Portfolio	AST Fidelity Institutional AM℠ Quantitative Portfolio
AST MFS Global Equity Portfolio	AST Prudential Growth Allocation Portfolio
AST J.P. Morgan International Equity Portfolio	AST Advanced Strategies Portfolio
AST Templeton Global Bond Portfolio	AST Investment Grade Bond Portfolio
AST International Growth Portfolio	AST Bond Portfolio 2019**
AST Wellington Management Hedged Equity Portfolio	AST Cohen & Steers Global Realty Portfolio
AST Capital Growth Asset Allocation Portfolio	(formerly AST Global Real Estate Portfolio)
AST Academic Strategies Asset Allocation Portfolio	AST Parametric Emerging Markets Equity Portfolio
AST Balanced Asset Allocation Portfolio	AST Bond Portfolio 2020
AST Preservation Asset Allocation Portfolio	AST Jennison Large-Cap Growth Portfolio
AST AllianzGI World Trends Portfolio	AST Bond Portfolio 2021
(formerly AST RCM World Trends Portfolio)	Wells Fargo VT Omega Growth Fund (Class 2)
AST J.P. Morgan Global Thematic Portfolio	Wells Fargo VT Omega Growth Fund (Class 1)
AST Goldman Sachs Multi-Asset Portfolio	Wells Fargo VT Small Cap Growth Fund (Class 1)
AST Western Asset Core Plus Bond Portfolio	Wells Fargo VT International Equity Fund (Class 1)
Davis Value Portfolio	AST Bond Portfolio 2022
Columbia Variable Portfolio - Asset Allocation Fund (Class 1)	AST Quantitative Modeling Portfolio
Columbia Variable Portfolio - Small Company	AST BlackRock Global Strategies Portfolio
Growth Fund (Class 1)	Invesco V.I. Diversified Dividend Fund (Series I)
Prudential SP International Growth Portfolio (Class I)	Columbia Variable Portfolio - U.S. Government
ProFund VP Asia 30	Mortgage Fund (Class 1)
ProFund VP Banks	Columbia Variable Portfolio - Large Cap Growth Fund (Class 1)
ProFund VP Bear	Wells Fargo VT Opportunity Fund (Class 1)
ProFund VP Biotechnology	Wells Fargo VT Opportunity Fund (Class 2)
ProFund VP Basic Materials	AST Prudential Core Bond Portfolio
ProFund VP UltraBull	AST Bond Portfolio 2023
ProFund VP Bull	AST MFS Growth Allocation Portfolio (formerly AST
ProFund VP Consumer Services	New Discovery Asset Allocation Portfolio)
ProFund VP Consumer Goods	AST Western Asset Emerging Markets Debt Portfolio
ProFund VP Oil & Gas	AST MFS Large-Cap Value Portfolio
ProFund VP Europe 30	Invesco V.I. Mid Cap Growth Fund (Series I)
ProFund VP Financials	AST Bond Portfolio 2024
ProFund VP U.S. Government Plus	AST AQR Emerging Markets Equity Portfolio
ProFund VP Health Care	AST ClearBridge Dividend Growth Portfolio
Access VP High Yield Fund	Columbia Variable Portfolio - Government
ProFund VP Industrials	Money Market Fund (Class 1)
ProFund VP Internet	Columbia Variable Portfolio - Income
ProFund VP Japan	Opportunities Fund (Class 1)
ProFund VP Precious Metals	AST AQR Large-Cap Portfolio
ProFund VP Mid-Cap Growth	AST QMA Large-Cap Portfolio
ProFund VP Mid-Cap Value	AST Bond Portfolio 2025
ProFund VP Pharmaceuticals	AST Bond Portfolio 2026
ProFund VP Real Estate	AST Bond Portfolio 2027
ProFund VP Rising Rates Opportunity	NVIT Emerging Markets Fund (Class D)

A80

Note 1: General (continued)

AST Bond Portfolio 2028	AST Bond Portfolio 2030
AST Bond Portfolio 2029

* Subaccount was no longer available for investment as of December 31, 2019.

** Subaccount liquidated during the period ended December 31, 2019.

The following table sets forth the date at which a merger took place in the Account. The transfer from the removed subaccount to the surviving subaccount for the period ended December 31, 2019 is reflected in the Statements of Changes in Net Assets as net transfers between subaccounts and purchases and sales in Note 5.

Merger Date	Removed Portfolio	Surviving Portfolio
April 26, 2019	AST Goldman Sachs Large-Cap Value Portfolio	AST T. Rowe Price Large-Cap Value Portfolio

The Portfolios are open-end management investment companies, and each portfolio of The Prudential Series Fund and the Advanced Series Trust is managed by affiliates of Prudential Annuities. Each subaccount of the Account indirectly bears exposure to the market, credit and liquidity risks of the portfolio in which it invests. These financial statements should be read in conjunction with the financial statements and footnotes of the Portfolios. Additional information on these Portfolios is available upon request to the appropriate companies.

New sales of certain products which invest in the Account have been discontinued. However, premium payments made by contract owners will continue to be received by the Account.

Note 2: Significant Accounting Policies

The Account is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services-Investment Companies, which is part of the accounting principles generally accepted in the United States of America (“GAAP”). The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures at the date of the financial statements and the reported amounts of increases and decreases in net assets resulting from operations during the reporting period. Actual results could differ from those estimates. The most significant estimates relate to the valuation of investment in the Portfolios. Subsequent events have been evaluated through the date these financial statements were issued.

Investments - The investments in shares of the Portfolios are stated at the reported net asset value per share of the respective Portfolios, which is based on the fair value of the underlying securities in the respective Portfolios. All changes in fair value are recorded as net change in unrealized appreciation (depreciation) on investments in the Statements of Operations of the applicable subaccounts.

Security Transactions - Purchase and sale transactions are recorded as of the trade date of the security being purchased or sold. Realized gains and losses on security transactions are determined based upon the first in, first out method.

Dividend Income and Distributions Received - Dividend and capital gain distributions received are reinvested in additional shares of the Portfolios and are recorded on the ex-distribution date.

Contracts in payout (annuitization) period - Net assets allocated to contracts in the payout period are computed according to the industry standard mortality tables. The assumed investment return varies by product version; 4 percent for Stabilized, 3 percent for Guaranteed, and from 3 percent to 7 percent as elected by the annuitant for Traditional.  Rates above 5 percent may be restricted in certain states. The mortality risk is fully borne by Prudential Annuities and may result in additional amounts being transferred into the Account by Prudential Annuities to cover greater longevity of annuitants than expected. A receivable is established for amounts due but not yet received. The amounts are included in “Contract owner net payments” on the Statements of Changes in Net Assets.

A81

Note 3: Fair Value Measurements

Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The authoritative fair value guidance establishes a framework for measuring fair value that includes a hierarchy used to classify the inputs used in measuring fair value. The level in the fair value hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement. The levels of the fair value hierarchy are as follows:

Level 1 - Fair value is based on unadjusted quoted prices in active markets for identical assets or liabilities that the Account can access.

Level 2 - Fair value is based on significant inputs, other than Level 1 inputs, that are observable for the investment, either directly or indirectly, for substantially the full term of the investment through corroboration with observable market data. Level 2 inputs include the reported net asset value per share of the underlying portfolio, quoted market prices in active markets for similar investments, quoted market prices in markets that are not active for identical or similar investments, and other market observable inputs.

Level 3 - Fair value is based on at least one significant unobservable input for the investment, which may require significant judgment or estimation in determining the fair value.

As of December 31, 2019, management determined that the fair value inputs for all of the Account’s investments, which consist solely of investments in open-end mutual funds registered with the SEC, were considered Level 2.

Note 4: Taxes

Prudential Annuities is taxed as a “life insurance company” as defined by the Internal Revenue Code. The results of operations of the Account form a part of Prudential Financial’s consolidated federal tax return. No federal, state or local income taxes are payable by the Account. As such, no provision for tax liability has been recorded in these financial statements. Prudential Annuities management will review periodically the status of the policy in the event of changes in the tax law.

Note 5: Purchases and Sales of Investments

The aggregate costs of purchases and proceeds from sales, excluding distributions received and reinvested, of investments in the Portfolios for the period ended December 31, 2019 were as follows:

	Purchases		Sales
AST Goldman Sachs Large-Cap Value Portfolio	$	16,671,427	$	643,891,104
AST T. Rowe Price Large-Cap Growth Portfolio	118,312,780		175,379,794
AST Government Money Market Portfolio	450,890,039		502,399,673
AST Cohen & Steers Realty Portfolio	26,066,643		35,175,034
AST J.P. Morgan Strategic Opportunities Portfolio	155,260,985		169,175,981
AST T. Rowe Price Large-Cap Value Portfolio	654,358,242		116,519,391
AST High Yield Portfolio	77,672,330		71,254,938
AST Small-Cap Growth Opportunities Portfolio	27,575,218		55,311,279
AST WEDGE Capital Mid-Cap Value Portfolio	17,219,590		17,452,029
AST Small-Cap Value Portfolio	24,095,449		46,972,486
AST Mid-Cap Growth Portfolio	75,420,243		121,109,391
AST Goldman Sachs Small-Cap Value Portfolio	40,895,132		42,583,542
AST Hotchkis & Wiley Large-Cap Value Portfolio	36,293,408		55,812,299
AST Loomis Sayles Large-Cap Growth Portfolio	49,227,261		180,965,165
AST MFS Growth Portfolio	31,160,984		58,111,470
AST Neuberger Berman/LSV Mid-Cap Value Portfolio	40,242,389		60,436,891
AST Small-Cap Growth Portfolio	38,546,909		43,917,066
AST BlackRock Low Duration Bond Portfolio	52,346,244		56,006,355
AST BlackRock/Loomis Sayles Bond Portfolio	203,661,008		215,915,180
AST QMA US Equity Alpha Portfolio	32,138,507		46,174,197
AST T. Rowe Price Natural Resources Portfolio	38,985,313		26,620,127
AST T. Rowe Price Asset Allocation Portfolio	347,904,637		493,577,576

A82

Note 5: Purchases and Sales of Investments (continued)

	Purchases		Sales
AST International Value Portfolio	$	15,317,300	$	21,691,933
AST MFS Global Equity Portfolio	48,903,415		66,307,962
AST J.P. Morgan International Equity Portfolio	27,944,552		36,868,049
AST Templeton Global Bond Portfolio	27,087,700		26,361,199
AST International Growth Portfolio	23,428,569		74,185,612
AST Wellington Management Hedged Equity Portfolio	65,470,538		70,408,824
AST Capital Growth Asset Allocation Portfolio	551,863,494		904,195,165
AST Academic Strategies Asset Allocation Portfolio	297,423,478		308,689,892
AST Balanced Asset Allocation Portfolio	326,198,133		527,713,259
AST Preservation Asset Allocation Portfolio	266,590,018		380,449,235
AST AllianzGI World Trends Portfolio	159,297,905		163,924,536
AST J.P. Morgan Global Thematic Portfolio	127,805,959		142,015,311
AST Goldman Sachs Multi-Asset Portfolio	148,820,174		129,488,291
AST Western Asset Core Plus Bond Portfolio	151,419,091		154,092,195
Davis Value Portfolio	19,277		84,389
Columbia Variable Portfolio - Asset Allocation Fund (Class 1)	36,202		372,279
Columbia Variable Portfolio - Small Company Growth Fund (Class 1)	130,000		152,265
Prudential SP International Growth Portfolio (Class I)	755,069		1,787,245
ProFund VP Asia 30	3,604,720		3,607,132
ProFund VP Banks	4,427,822		4,787,427
ProFund VP Bear	6,707,774		6,111,196
ProFund VP Biotechnology	14,910,198		16,400,669
ProFund VP Basic Materials	2,762,165		3,783,961
ProFund VP UltraBull	11,008,459		12,521,858
ProFund VP Bull	139,563,648		152,790,043
ProFund VP Consumer Services	5,072,689		5,895,876
ProFund VP Consumer Goods	2,338,467		2,275,864
ProFund VP Oil & Gas	5,493,644		6,839,152
ProFund VP Europe 30	6,402,035		6,071,328
ProFund VP Financials	6,035,925		7,064,590
ProFund VP U.S. Government Plus	76,424,102		76,854,020
ProFund VP Health Care	10,038,707		15,454,194
Access VP High Yield Fund	12,369,125		10,084,788
ProFund VP Industrials	5,157,193		4,187,492
ProFund VP Internet	5,828,388		7,622,364
ProFund VP Japan	2,452,069		2,867,760
ProFund VP Precious Metals	41,536,338		38,607,212
ProFund VP Mid-Cap Growth	31,064,772		28,052,546
ProFund VP Mid-Cap Value	26,597,755		22,923,335
ProFund VP Pharmaceuticals	5,861,868		6,546,740
ProFund VP Real Estate	14,110,555		13,903,507
ProFund VP Rising Rates Opportunity	11,561,039		11,910,407
ProFund VP NASDAQ-100	158,549,242		161,355,934
ProFund VP Semiconductor	9,537,183		9,054,333
ProFund VP Small-Cap Growth	7,179,852		8,911,571
ProFund VP Short Mid-Cap	1,445,439		1,769,216
ProFund VP Short NASDAQ-100	17,599,493		17,581,710
ProFund VP Short Small-Cap	23,426,375		24,513,562
ProFund VP Small-Cap Value	3,535,995		4,869,093
ProFund VP Technology	3,591,800		3,662,593
ProFund VP Telecommunications	2,887,574		2,953,513
ProFund VP UltraMid-Cap	34,523,272		36,652,323
ProFund VP UltraNASDAQ-100	30,003,436		62,814,141
ProFund VP UltraSmall-Cap	20,664,810		21,662,595
ProFund VP Utilities	15,177,743		15,543,427
ProFund VP Large-Cap Growth	20,711,004		21,523,839
ProFund VP Large-Cap Value	7,315,535		8,198,334

A83

Note 5: Purchases and Sales of Investments (continued)

	Purchases		Sales
Rydex VT Nova Fund	$	2,377	$	167,111
Rydex VT NASDAQ-100® Fund	20,526		1,104,900
Rydex VT Inverse S&P 500® Strategy Fund	1,151		1,382
Invesco V.I. Health Care Fund (Series I)	2,577,962		6,215,610
Invesco V.I. Technology Fund (Series I)	1,252,217		4,838,211
Wells Fargo VT Index Asset Allocation Fund (Class 2)	67,914		3,131,782
Wells Fargo VT International Equity Fund (Class 2)	6,034		40,938
Wells Fargo VT Small Cap Growth Fund (Class 2)	55,394		165,213
AST Fidelity Institutional AM℠ Quantitative Portfolio	181,849,815		204,384,851
AST Prudential Growth Allocation Portfolio	859,378,091		878,794,617
AST Advanced Strategies Portfolio	214,969,455		325,773,358
AST Investment Grade Bond Portfolio	711,787,239		2,882,712,433
AST Bond Portfolio 2019	973,850		78,578,236
AST Cohen & Steers Global Realty Portfolio	10,907,757		10,590,082
AST Parametric Emerging Markets Equity Portfolio	35,024,913		26,496,123
AST Bond Portfolio 2020	55,901,425		29,477,468
AST Jennison Large-Cap Growth Portfolio	26,195,286		25,896,753
AST Bond Portfolio 2021	4,270,604		29,060,489
Wells Fargo VT Omega Growth Fund (Class 2)	29,796		444,975
Wells Fargo VT Omega Growth Fund (Class 1)	2,770,798		3,977,716
Wells Fargo VT Small Cap Growth Fund (Class 1)	1,822,570		3,245,272
Wells Fargo VT International Equity Fund (Class 1)	922,528		2,019,082
AST Bond Portfolio 2022	4,639,331		19,865,258
AST Quantitative Modeling Portfolio	25,220,392		61,829,473
AST BlackRock Global Strategies Portfolio	26,881,219		34,867,555
Invesco V.I. Diversified Dividend Fund (Series I)	2,926,301		7,052,573
Columbia Variable Portfolio - U.S. Government Mortgage Fund (Class 1)	147		11,564
Columbia Variable Portfolio - Large Cap Growth Fund (Class 1)	23,849		381,243
Wells Fargo VT Opportunity Fund (Class 1)	86,285		508,340
Wells Fargo VT Opportunity Fund (Class 2)	2,139		631,896
AST Prudential Core Bond Portfolio	55,420,183		33,712,871
AST Bond Portfolio 2023	13,211,802		19,783,879
AST MFS Growth Allocation Portfolio	28,769,673		32,092,478
AST Western Asset Emerging Markets Debt Portfolio	1,617,749		538,799
AST MFS Large-Cap Value Portfolio	23,025,057		18,683,031
Invesco V.I. Mid Cap Growth Fund (Series I)	3,227,324		4,192,967
AST Bond Portfolio 2024	5,034,357		61,241,054
AST AQR Emerging Markets Equity Portfolio	492,572		1,465,087
AST ClearBridge Dividend Growth Portfolio	24,188,530		21,227,743
Columbia Variable Portfolio - Government Money Market Fund (Class 1)	670,362		709,871
Columbia Variable Portfolio - Income Opportunities Fund (Class 1)	60		5,791
AST AQR Large-Cap Portfolio	1,112,640		1,778,023
AST QMA Large-Cap Portfolio	748,619		1,195,341
AST Bond Portfolio 2025	8,448,479		78,196,772
AST Bond Portfolio 2026	49,480,506		75,902,487
AST Bond Portfolio 2027	11,516,782		97,417,395
NVIT Emerging Markets Fund (Class D)	4,428,178		7,714,427
AST Bond Portfolio 2028	27,713,193		63,480,872
AST Bond Portfolio 2029	32,564,083		15,471,871
AST Bond Portfolio 2030	62,145,985		45,592,926

A84

Note 6: Related Party Transactions

The Account has extensive transactions and relationships with Prudential Annuities and other affiliates. Due to these relationships, it is possible that the terms of these transactions are not the same as those that would result from transactions among wholly unrelated parties. Prudential Financial and its affiliates perform various services on behalf of the portfolios of The Prudential Series Fund and the Advanced Series Trust in which the Account invests and may receive fees for the services performed. These services include, among other things, investment management, subadvisory, shareholder communications, postage, transfer agency and various other record keeping, administrative and customer service functions.

The Prudential Series Fund has entered into a management agreement with PGIM Investments LLC (“PGIM Investments”), and the Advanced Series Trust has entered into a management agreement with PGIM Investments and AST Investment Services, Inc., both indirect, wholly-owned subsidiaries of Prudential Financial (together, the “Investment Managers”). Pursuant to these agreements, the Investment Managers have responsibility for all investment advisory services and supervise the subadvisers’ performance of such services with respect to each portfolio of The Prudential Series Fund and the Advanced Series Trust. The Investment Managers have entered into subadvisory agreements with several subadvisers, including PGIM, Inc., Jennison Associates LLC, and QMA LLC (formerly Quantitative Management Associates LLC), each of which are indirect, wholly-owned subsidiaries of Prudential Financial.

The Prudential Series Fund has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”), an indirect, wholly-owned subsidiary of Prudential Financial, which acts as the distributor of the Class I and Class II shares of the portfolios of The Prudential Series Fund. No distribution or service (12b-1) fees are paid to PIMS as distributor of the Class I shares of the portfolios of The Prudential Series Fund, which is the class of shares owned by the Account.

The Advanced Series Trust has a distribution agreement with Prudential Annuities Distributors, Inc. (“PAD”), an indirect, wholly-owned subsidiary of Prudential Financial, which acts as the distributor of the shares of each portfolio of the Advanced Series Trust. Distribution and service fees are paid to PAD by most portfolios of the Advanced Series Trust.

Prudential Mutual Fund Services LLC, an affiliate of the Investment Managers and an indirect, wholly-owned subsidiary of Prudential Financial, serves as the transfer agent of each portfolio of The Prudential Series Fund and the Advanced Series Trust.

Certain charges and fees of the portfolios of The Prudential Series Fund and the Advanced Series Trust may be waived and/or reimbursed by Prudential Annuities and its affiliates. Prudential Annuities and its affiliates reserve the right to discontinue these waivers/reimbursements at its discretion, subject to the contractual obligations of Prudential Annuities and its affiliates.

See The Prudential Series Fund and the Advanced Series Trust financial statements for further discussion of such expense and waiver/reimbursement arrangements. The Account indirectly bears the expenses of the underlying portfolios of The Prudential Series Fund and the Advanced Series Trust in which it invests, including the related party expenses disclosed above.

In 2016, Prudential Financial self-reported to the SEC and the U.S. Department of Labor (“DOL”), and notified other regulators, that in some cases it failed to maximize securities lending income for the benefit of certain portfolios of The Prudential Series Fund and the Advanced Series Trust due to a long-standing restriction benefitting Prudential Financial that limited the availability of loanable securities. Prudential Financial has removed the restriction and implemented a remediation plan for the benefit of customers. As part of Prudential Financial’s review of this matter, in 2018 it further self-reported to the SEC, and notified other regulators, that in some cases it failed to timely process foreign tax reclaims for certain portfolios of The Prudential Series Fund and the Advanced Series Trust. Prudential Financial has corrected the foreign tax reclaim process and has implemented a remediation plan for the benefit of customers. The DOL’s review of the securities lending matter is closed. In September 2019, Prudential Financial reached a settlement of these matters with the SEC. As part of the settlement Prudential Financial agreed to pay a fine of $5 million and disgorgement of $27.6 million, and consented to the entry of an Administrative Order containing findings that two subsidiaries of Prudential Financial violated certain sections of the Investment Advisers Act of 1940 and the Investment Advisers Act Rules and ordering the subsidiaries to cease and desist from committing or causing any violations and any future violations of those provisions. In reaching this settlement, Prudential Financial neither admitted nor denied the SEC’s findings.

A85

Note 7: Financial Highlights

Prudential Annuities sells a number of variable annuity products that are funded through the Account. These products have unique combinations of features and fees that are charged against the contract owner’s account balance. Differences in the fee structures result in a variety of unit values, expense ratios and total returns.

In the table below, the units, the net assets, the investment income ratio, and the ranges of lowest to highest unit values, expense ratios, and total returns are presented for the products offered by Prudential Annuities and funded through the Account. Only product designs within each subaccount that had units outstanding during the respective periods were considered when determining the ranges. The summary may not reflect the minimum and maximum contract charges as contract owners may not have selected all available contract options offered by Prudential Annuities.

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	AST Goldman Sachs Large-Cap Value Portfolio (merged April 26, 2019)
December 31, 2019	—	$	14.47	to	$	54.77	$	—	0.00	%	0.65	%	to	3.05	%	13.77	%	to	14.66	%
December 31, 2018	23,441	$	12.70	to	$	47.77	$	545,935	0.00	%	0.65	%	to	3.05	%	-11.33	%	to	-9.12	%
December 31, 2017	28,413	$	14.28	to	$	52.56	$	717,224	0.00	%	0.65	%	to	3.05	%	6.41	%	to	9.03	%
December 31, 2016	30,849	$	13.38	to	$	48.21	$	704,432	0.00	%	0.65	%	to	3.05	%	8.15	%	to	10.82	%
December 31, 2015	36,629	$	12.33	to	$	43.80	$	750,609	0.00	%	0.65	%	to	3.05	%	-7.53	%	to	-5.24	%
	AST T. Rowe Price Large-Cap Growth Portfolio
December 31, 2019	13,441	$	22.01	to	$	63.97	$	606,032	0.00	%	0.65	%	to	3.05	%	24.32	%	to	27.40	%
December 31, 2018	15,215	$	17.56	to	$	50.22	$	519,986	0.00	%	0.65	%	to	3.05	%	0.68	%	to	3.19	%
December 31, 2017	19,217	$	17.29	to	$	48.67	$	608,038	0.00	%	0.65	%	to	3.05	%	33.69	%	to	36.99	%
December 31, 2016	23,078	$	12.83	to	$	35.52	$	496,241	0.00	%	0.65	%	to	3.05	%	-0.43	%	to	2.03	%
December 31, 2015	28,516	$	12.78	to	$	34.82	$	593,644	0.00	%	0.65	%	to	3.05	%	6.24	%	to	8.87	%
	AST Government Money Market Portfolio
December 31, 2019	39,170	$	7.44	to	$	15.02	$	454,830	1.68	%	0.65	%	to	3.05	%	-1.41	%	to	1.03	%
December 31, 2018	43,995	$	7.54	to	$	14.86	$	498,582	1.29	%	0.65	%	to	3.05	%	-1.81	%	to	0.64	%
December 31, 2017	45,354	$	7.68	to	$	14.77	$	497,232	0.33	%	0.65	%	to	3.05	%	-2.71	%	to	-0.31	%
December 31, 2016	53,816	$	7.90	to	$	14.82	$	583,214	0.00	%	0.65	%	to	3.05	%	-3.04	%	to	-0.65	%
December 31, 2015	59,878	$	8.14	to	$	14.91	$	653,395	0.00	%	0.65	%	to	3.05	%	-3.05	%	to	-0.65	%
	AST Cohen & Steers Realty Portfolio
December 31, 2019	2,450	$	23.56	to	$	63.11	$	129,946	0.00	%	0.65	%	to	2.75	%	27.61	%	to	30.36	%
December 31, 2018	2,630	$	18.46	to	$	48.41	$	106,002	0.00	%	0.65	%	to	3.05	%	-7.68	%	to	-5.38	%
December 31, 2017	3,435	$	19.94	to	$	51.16	$	145,631	0.00	%	0.65	%	to	3.05	%	3.01	%	to	5.56	%
December 31, 2016	3,928	$	19.29	to	$	48.47	$	158,082	0.00	%	0.65	%	to	3.05	%	1.63	%	to	4.13	%
December 31, 2015	4,445	$	18.93	to	$	46.54	$	172,079	0.00	%	0.65	%	to	3.05	%	1.65	%	to	4.16	%
	AST J.P. Morgan Strategic Opportunities Portfolio
December 31, 2019	29,386	$	12.67	to	$	37.44	$	686,631	0.00	%	0.65	%	to	3.05	%	11.11	%	to	13.86	%
December 31, 2018	32,036	$	11.38	to	$	32.88	$	609,931	0.00	%	0.65	%	to	3.05	%	-8.04	%	to	-5.75	%
December 31, 2017	43,506	$	12.35	to	$	34.89	$	844,160	0.00	%	0.65	%	to	3.05	%	8.73	%	to	11.41	%
December 31, 2016	51,382	$	11.34	to	$	31.31	$	845,591	0.00	%	0.65	%	to	3.05	%	0.68	%	to	3.16	%
December 31, 2015	60,205	$	11.24	to	$	30.35	$	945,927	0.00	%	0.65	%	to	3.05	%	-3.23	%	to	-0.83	%
	AST T. Rowe Price Large-Cap Value Portfolio
December 31, 2019	31,214	$	15.04	to	$	29.33	$	683,295	0.00	%	0.65	%	to	3.05	%	22.13	%	to	25.15	%
December 31, 2018	4,142	$	12.28	to	$	23.50	$	75,127	0.00	%	0.65	%	to	3.05	%	-12.48	%	to	-10.30	%
December 31, 2017	4,448	$	13.99	to	$	26.26	$	90,219	0.00	%	0.65	%	to	3.05	%	13.01	%	to	15.80	%
December 31, 2016	4,705	$	12.34	to	$	22.74	$	82,219	0.00	%	0.65	%	to	3.05	%	2.90	%	to	5.44	%
December 31, 2015	5,581	$	11.95	to	$	21.62	$	92,796	0.00	%	0.65	%	to	3.05	%	-8.93	%	to	-6.67	%
	AST High Yield Portfolio
December 31, 2019	5,969	$	14.95	to	$	36.39	$	166,925	0.00	%	0.65	%	to	3.05	%	11.78	%	to	14.55	%
December 31, 2018	5,738	$	13.33	to	$	31.77	$	138,111	0.00	%	0.65	%	to	3.05	%	-4.99	%	to	-2.63	%
December 31, 2017	7,950	$	13.99	to	$	32.62	$	194,209	0.00	%	0.65	%	to	3.05	%	4.20	%	to	6.77	%
December 31, 2016	9,501	$	13.38	to	$	30.55	$	212,196	0.00	%	0.65	%	to	3.05	%	11.89	%	to	14.65	%
December 31, 2015	9,407	$	11.69	to	$	26.65	$	183,209	0.00	%	0.65	%	to	3.05	%	-6.50	%	to	-4.19	%

A86

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	AST Small-Cap Growth Opportunities Portfolio
December 31, 2019	6,718	$	23.71	to	$	62.37	$	229,610	0.00	%	0.65	%	to	3.05	%	32.32	%	to	35.60	%
December 31, 2018	7,441	$	17.87	to	$	46.11	$	189,953	0.00	%	0.65	%	to	3.05	%	-13.58	%	to	-11.43	%
December 31, 2017	8,622	$	20.61	to	$	52.19	$	251,830	0.00	%	0.65	%	to	3.05	%	23.81	%	to	26.86	%
December 31, 2016	9,808	$	16.59	to	$	41.24	$	225,040	0.00	%	0.65	%	to	3.05	%	4.42	%	to	7.00	%
December 31, 2015	11,344	$	15.84	to	$	38.64	$	246,195	0.00	%	0.65	%	to	3.05	%	-1.76	%	to	0.68	%
	AST WEDGE Capital Mid-Cap Value Portfolio
December 31, 2019	2,381	$	18.91	to	$	38.79	$	69,244	0.00	%	0.65	%	to	3.05	%	15.51	%	to	18.37	%
December 31, 2018	2,380	$	16.32	to	$	32.85	$	58,213	0.00	%	0.65	%	to	3.05	%	-19.09	%	to	-17.07	%
December 31, 2017	3,003	$	20.10	to	$	39.71	$	88,731	0.00	%	0.65	%	to	3.05	%	14.93	%	to	17.76	%
December 31, 2016	3,333	$	17.44	to	$	33.81	$	83,455	0.00	%	0.65	%	to	3.05	%	10.53	%	to	13.25	%
December 31, 2015	3,743	$	15.73	to	$	29.93	$	83,288	0.00	%	0.65	%	to	3.05	%	-9.46	%	to	-7.22	%
	AST Small-Cap Value Portfolio
December 31, 2019	5,273	$	19.62	to	$	54.56	$	209,773	0.00	%	0.65	%	to	3.05	%	18.26	%	to	21.19	%
December 31, 2018	5,928	$	16.54	to	$	45.02	$	192,079	0.00	%	0.65	%	to	3.05	%	-19.62	%	to	-17.62	%
December 31, 2017	6,985	$	20.52	to	$	54.65	$	273,950	0.00	%	0.65	%	to	3.05	%	4.08	%	to	6.65	%
December 31, 2016	7,880	$	19.65	to	$	51.24	$	289,355	0.00	%	0.65	%	to	3.05	%	25.27	%	to	28.36	%
December 31, 2015	9,217	$	15.64	to	$	39.92	$	264,744	0.00	%	0.65	%	to	3.05	%	-7.23	%	to	-4.93	%
	AST Mid-Cap Growth Portfolio
December 31, 2019	25,435	$	11.58	to	$	49.89	$	455,112	0.00	%	0.65	%	to	3.05	%	26.19	%	to	29.31	%
December 31, 2018	26,547	$	9.10	to	$	38.68	$	385,253	0.00	%	0.65	%	to	3.05	%	-7.28	%	to	-4.97	%
December 31, 2017	32,135	$	9.74	to	$	40.81	$	501,919	0.00	%	0.65	%	to	3.05	%	23.23	%	to	26.27	%
December 31, 2016	35,196	$	7.84	to	$	32.40	$	437,212	0.00	%	0.65	%	to	3.05	%	-1.45	%	to	0.98	%
December 31, 2015	40,902	$	7.89	to	$	32.17	$	511,363	0.00	%	0.65	%	to	3.05	%	-8.56	%	to	-6.30	%
	AST Goldman Sachs Small-Cap Value Portfolio
December 31, 2019	3,303	$	22.50	to	$	72.17	$	170,091	0.00	%	0.65	%	to	3.05	%	18.90	%	to	21.84	%
December 31, 2018	3,453	$	18.07	to	$	59.23	$	139,768	0.00	%	0.65	%	to	3.05	%	-16.70	%	to	-14.63	%
December 31, 2017	4,501	$	22.58	to	$	69.38	$	209,088	0.00	%	0.65	%	to	3.05	%	8.78	%	to	11.46	%
December 31, 2016	5,051	$	20.69	to	$	62.25	$	208,348	0.00	%	0.65	%	to	3.05	%	20.53	%	to	23.50	%
December 31, 2015	5,760	$	17.12	to	$	50.40	$	192,853	0.00	%	0.65	%	to	3.05	%	-8.38	%	to	-6.11	%
	AST Hotchkis & Wiley Large-Cap Value Portfolio
December 31, 2019	8,593	$	16.78	to	$	53.31	$	257,162	0.00	%	0.65	%	to	3.05	%	25.57	%	to	28.68	%
December 31, 2018	9,572	$	13.32	to	$	41.43	$	214,521	0.00	%	0.65	%	to	3.05	%	-16.79	%	to	-14.71	%
December 31, 2017	11,149	$	15.96	to	$	48.58	$	287,726	0.00	%	0.65	%	to	3.05	%	15.57	%	to	18.42	%
December 31, 2016	12,782	$	13.77	to	$	41.02	$	270,244	0.00	%	0.65	%	to	3.05	%	16.24	%	to	19.11	%
December 31, 2015	14,288	$	11.81	to	$	34.44	$	250,478	0.00	%	0.65	%	to	3.05	%	-10.65	%	to	-8.43	%
	AST Loomis Sayles Large-Cap Growth Portfolio
December 31, 2019	19,751	$	25.15	to	$	62.19	$	863,936	0.00	%	0.65	%	to	3.05	%	27.62	%	to	30.77	%
December 31, 2018	23,113	$	19.54	to	$	47.56	$	765,763	0.00	%	0.65	%	to	3.05	%	-5.67	%	to	-3.32	%
December 31, 2017	29,004	$	20.55	to	$	49.19	$	981,815	0.00	%	0.65	%	to	3.05	%	28.95	%	to	32.13	%
December 31, 2016	35,250	$	15.81	to	$	37.23	$	888,257	0.00	%	0.65	%	to	3.05	%	2.36	%	to	4.89	%
December 31, 2015	40,180	$	15.05	to	$	35.50	$	969,280	0.00	%	0.65	%	to	3.05	%	6.71	%	to	9.36	%
	AST MFS Growth Portfolio
December 31, 2019	8,373	$	19.90	to	$	46.08	$	240,347	0.00	%	0.65	%	to	3.05	%	33.58	%	to	36.88	%
December 31, 2018	9,277	$	14.77	to	$	33.75	$	195,746	0.00	%	0.65	%	to	3.05	%	-0.98	%	to	1.48	%
December 31, 2017	10,885	$	14.80	to	$	33.34	$	227,748	0.00	%	0.65	%	to	3.05	%	26.73	%	to	29.86	%
December 31, 2016	12,479	$	11.58	to	$	25.74	$	199,926	0.00	%	0.65	%	to	3.05	%	-1.19	%	to	1.25	%
December 31, 2015	14,228	$	11.62	to	$	25.48	$	226,848	0.00	%	0.65	%	to	3.05	%	3.96	%	to	6.53	%
	AST Neuberger Berman/LSV Mid-Cap Value Portfolio
December 31, 2019	5,810	$	19.89	to	$	81.21	$	302,162	0.00	%	0.65	%	to	3.05	%	17.32	%	to	20.23	%
December 31, 2018	6,356	$	15.60	to	$	67.55	$	267,239	0.00	%	0.65	%	to	3.05	%	-19.01	%	to	-16.99	%
December 31, 2017	7,778	$	20.80	to	$	81.37	$	384,829	0.00	%	0.65	%	to	3.05	%	10.33	%	to	13.05	%
December 31, 2016	8,644	$	18.79	to	$	71.98	$	374,923	0.00	%	0.65	%	to	3.05	%	14.63	%	to	17.46	%
December 31, 2015	9,488	$	15.13	to	$	61.28	$	353,702	0.00	%	0.65	%	to	3.05	%	-8.52	%	to	-6.25	%

A87

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	AST Small-Cap Growth Portfolio
December 31, 2019	3,946	$	24.12	to	$	61.97	$	159,837	0.00	%	0.65	%	to	3.05	%	26.15	%	to	29.27	%
December 31, 2018	4,256	$	18.29	to	$	47.93	$	126,575	0.00	%	0.65	%	to	3.05	%	-11.21	%	to	-9.00	%
December 31, 2017	5,038	$	21.29	to	$	52.68	$	163,901	0.00	%	0.65	%	to	3.05	%	20.15	%	to	23.11	%
December 31, 2016	5,459	$	17.62	to	$	42.79	$	143,792	0.00	%	0.65	%	to	3.05	%	8.67	%	to	11.35	%
December 31, 2015	6,461	$	15.68	to	$	38.43	$	150,974	0.00	%	0.65	%	to	3.05	%	-2.29	%	to	0.13	%
	AST BlackRock Low Duration Bond Portfolio
December 31, 2019	19,028	$	9.09	to	$	21.19	$	281,419	0.00	%	0.65	%	to	3.05	%	1.43	%	to	3.94	%
December 31, 2018	19,133	$	8.96	to	$	20.39	$	272,437	0.00	%	0.65	%	to	3.05	%	-2.35	%	to	0.09	%
December 31, 2017	22,957	$	9.18	to	$	20.37	$	324,560	0.00	%	0.65	%	to	3.05	%	-1.39	%	to	1.05	%
December 31, 2016	24,854	$	9.31	to	$	20.16	$	347,994	0.00	%	0.65	%	to	3.05	%	-1.46	%	to	0.98	%
December 31, 2015	28,232	$	9.44	to	$	19.97	$	392,452	0.00	%	0.65	%	to	3.05	%	-2.58	%	to	-0.17	%
	AST BlackRock/Loomis Sayles Bond Portfolio
December 31, 2019	50,847	$	11.57	to	$	32.77	$	1,052,390	0.00	%	0.65	%	to	3.05	%	5.89	%	to	8.52	%
December 31, 2018	53,191	$	10.90	to	$	30.20	$	972,143	0.00	%	0.65	%	to	3.05	%	-3.71	%	to	-1.31	%
December 31, 2017	67,284	$	11.30	to	$	30.60	$	1,223,685	0.00	%	0.65	%	to	3.05	%	1.19	%	to	3.68	%
December 31, 2016	70,181	$	11.14	to	$	29.51	$	1,214,178	0.00	%	0.65	%	to	3.05	%	1.06	%	to	3.55	%
December 31, 2015	80,127	$	11.00	to	$	28.50	$	1,334,242	0.00	%	0.65	%	to	3.05	%	-5.09	%	to	-2.74	%
	AST QMA US Equity Alpha Portfolio
December 31, 2019	5,104	$	19.67	to	$	42.11	$	168,503	0.00	%	0.65	%	to	3.05	%	20.67	%	to	23.66	%
December 31, 2018	5,575	$	16.17	to	$	34.19	$	147,401	0.00	%	0.65	%	to	3.05	%	-11.03	%	to	-8.82	%
December 31, 2017	7,106	$	18.02	to	$	37.65	$	201,546	0.00	%	0.65	%	to	3.05	%	18.53	%	to	21.46	%
December 31, 2016	7,871	$	15.08	to	$	31.12	$	178,788	0.00	%	0.65	%	to	3.05	%	11.35	%	to	14.10	%
December 31, 2015	8,319	$	13.43	to	$	27.39	$	166,852	0.00	%	0.65	%	to	3.05	%	-0.06	%	to	2.41	%
	AST T. Rowe Price Natural Resources Portfolio
December 31, 2019	3,451	$	11.62	to	$	58.86	$	115,905	0.00	%	0.65	%	to	3.05	%	13.30	%	to	16.11	%
December 31, 2018	3,167	$	10.22	to	$	50.70	$	87,937	0.00	%	0.65	%	to	3.05	%	-19.21	%	to	-17.20	%
December 31, 2017	4,768	$	12.61	to	$	61.23	$	149,316	0.00	%	0.65	%	to	3.05	%	6.95	%	to	9.59	%
December 31, 2016	5,286	$	11.76	to	$	55.87	$	146,743	0.00	%	0.65	%	to	3.05	%	20.82	%	to	23.81	%
December 31, 2015	5,865	$	9.70	to	$	45.13	$	130,865	0.00	%	0.65	%	to	3.05	%	-21.72	%	to	-19.78	%
	AST T. Rowe Price Asset Allocation Portfolio
December 31, 2019	74,975	$	15.97	to	$	54.87	$	2,326,847	0.00	%	0.65	%	to	3.05	%	17.16	%	to	20.06	%
December 31, 2018	84,099	$	13.60	to	$	45.70	$	2,051,356	0.00	%	0.65	%	to	3.05	%	-8.23	%	to	-5.95	%
December 31, 2017	106,379	$	14.79	to	$	48.59	$	2,636,866	0.00	%	0.65	%	to	3.05	%	11.90	%	to	14.66	%
December 31, 2016	121,958	$	13.19	to	$	42.38	$	2,484,301	0.00	%	0.65	%	to	3.05	%	4.27	%	to	6.85	%
December 31, 2015	132,312	$	12.62	to	$	39.66	$	2,500,337	0.00	%	0.65	%	to	3.05	%	-3.01	%	to	-0.61	%
	AST International Value Portfolio
December 31, 2019	5,672	$	9.39	to	$	26.92	$	109,332	0.00	%	0.65	%	to	3.05	%	16.36	%	to	19.24	%
December 31, 2018	6,036	$	8.00	to	$	22.63	$	96,766	0.00	%	0.65	%	to	3.05	%	-18.71	%	to	-16.68	%
December 31, 2017	7,226	$	9.76	to	$	27.23	$	135,561	0.00	%	0.65	%	to	3.05	%	19.08	%	to	22.02	%
December 31, 2016	7,932	$	8.13	to	$	22.37	$	116,299	0.00	%	0.65	%	to	3.05	%	-2.48	%	to	-0.07	%
December 31, 2015	8,816	$	8.27	to	$	22.45	$	127,568	0.00	%	0.65	%	to	3.05	%	-2.26	%	to	0.16	%
	AST MFS Global Equity Portfolio
December 31, 2019	5,958	$	22.51	to	$	43.96	$	207,483	0.00	%	0.65	%	to	3.05	%	25.99	%	to	29.11	%
December 31, 2018	6,422	$	17.81	to	$	34.13	$	173,269	0.00	%	0.65	%	to	3.05	%	-12.33	%	to	-10.14	%
December 31, 2017	8,303	$	20.25	to	$	38.08	$	246,653	0.00	%	0.65	%	to	3.05	%	20.07	%	to	23.04	%
December 31, 2016	8,903	$	16.82	to	$	31.03	$	212,926	0.00	%	0.65	%	to	3.05	%	3.85	%	to	6.42	%
December 31, 2015	10,587	$	16.14	to	$	29.23	$	238,560	0.00	%	0.65	%	to	3.05	%	-4.47	%	to	-2.11	%
	AST J.P. Morgan International Equity Portfolio
December 31, 2019	5,791	$	11.49	to	$	48.30	$	160,499	0.00	%	0.65	%	to	3.05	%	23.34	%	to	26.40	%
December 31, 2018	6,220	$	8.91	to	$	38.51	$	133,179	0.00	%	0.65	%	to	3.05	%	-20.00	%	to	-18.01	%
December 31, 2017	7,658	$	11.45	to	$	47.32	$	191,305	0.00	%	0.65	%	to	3.05	%	25.69	%	to	28.79	%
December 31, 2016	8,194	$	9.04	to	$	37.02	$	149,957	0.00	%	0.65	%	to	3.05	%	-1.17	%	to	1.27	%
December 31, 2015	9,609	$	9.07	to	$	36.84	$	171,212	0.00	%	0.65	%	to	3.05	%	-5.76	%	to	-3.43	%

A88

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	AST Templeton Global Bond Portfolio
December 31, 2019	7,501	$	9.53	to	$	20.09	$	119,724	0.00	%	0.65	%	to	3.05	%	-1.50	%	to	0.94	%
December 31, 2018	7,412	$	9.65	to	$	19.90	$	117,093	0.00	%	0.65	%	to	3.05	%	-1.13	%	to	1.33	%
December 31, 2017	9,423	$	9.73	to	$	19.64	$	146,224	0.00	%	0.65	%	to	3.05	%	-1.06	%	to	1.38	%
December 31, 2016	9,497	$	9.80	to	$	19.37	$	146,208	0.00	%	0.65	%	to	3.05	%	1.18	%	to	3.68	%
December 31, 2015	10,711	$	9.66	to	$	18.68	$	160,121	0.00	%	0.65	%	to	3.05	%	-7.53	%	to	-5.24	%
	AST International Growth Portfolio
December 31, 2019	10,913	$	15.24	to	$	35.46	$	317,475	0.00	%	0.65	%	to	3.05	%	28.08	%	to	31.25	%
December 31, 2018	12,754	$	8.87	to	$	27.01	$	282,893	0.00	%	0.65	%	to	3.05	%	-15.99	%	to	-13.90	%
December 31, 2017	14,336	$	14.08	to	$	31.37	$	371,248	0.00	%	0.65	%	to	3.05	%	31.31	%	to	34.55	%
December 31, 2016	16,103	$	10.69	to	$	23.32	$	310,842	0.00	%	0.65	%	to	3.05	%	-6.71	%	to	-4.40	%
December 31, 2015	17,712	$	11.42	to	$	24.39	$	360,041	0.00	%	0.65	%	to	3.05	%	0.00	%	to	2.48	%
	AST Wellington Management Hedged Equity Portfolio
December 31, 2019	18,448	$	13.06	to	$	24.88	$	312,256	0.00	%	0.65	%	to	3.05	%	16.88	%	to	19.77	%
December 31, 2018	18,683	$	11.15	to	$	20.85	$	262,215	0.00	%	0.65	%	to	3.05	%	-7.91	%	to	-5.62	%
December 31, 2017	25,000	$	12.08	to	$	22.18	$	371,661	0.00	%	0.65	%	to	3.05	%	10.14	%	to	12.86	%
December 31, 2016	28,130	$	10.95	to	$	19.74	$	369,268	0.00	%	0.65	%	to	3.05	%	3.28	%	to	5.83	%
December 31, 2015	32,055	$	10.58	to	$	18.72	$	398,202	0.00	%	0.65	%	to	3.05	%	-3.66	%	to	-1.28	%
	AST Capital Growth Asset Allocation Portfolio
December 31, 2019	207,220	$	15.51	to	$	26.74	$	4,167,401	0.00	%	0.65	%	to	3.05	%	18.52	%	to	21.45	%
December 31, 2018	225,445	$	13.06	to	$	22.10	$	3,713,437	0.00	%	0.65	%	to	3.05	%	-9.09	%	to	-6.83	%
December 31, 2017	268,118	$	14.34	to	$	23.82	$	4,739,094	0.00	%	0.65	%	to	3.05	%	14.30	%	to	17.12	%
December 31, 2016	290,611	$	12.52	to	$	20.42	$	4,366,613	0.00	%	0.65	%	to	3.05	%	3.59	%	to	6.14	%
December 31, 2015	322,341	$	12.06	to	$	19.32	$	4,568,948	0.00	%	0.65	%	to	3.05	%	-2.53	%	to	-0.12	%
	AST Academic Strategies Asset Allocation Portfolio
December 31, 2019	107,878	$	11.46	to	$	19.15	$	1,589,555	0.00	%	0.65	%	to	3.05	%	12.52	%	to	15.30	%
December 31, 2018	108,321	$	10.16	to	$	16.68	$	1,375,824	0.00	%	0.65	%	to	3.05	%	-10.95	%	to	-8.74	%
December 31, 2017	147,946	$	11.39	to	$	18.35	$	2,065,691	0.00	%	0.65	%	to	3.05	%	9.16	%	to	11.85	%
December 31, 2016	164,069	$	10.41	to	$	16.47	$	2,038,310	0.00	%	0.65	%	to	3.05	%	3.10	%	to	5.64	%
December 31, 2015	189,678	$	10.08	to	$	15.65	$	2,234,564	0.00	%	0.65	%	to	3.05	%	-6.17	%	to	-3.85	%
	AST Balanced Asset Allocation Portfolio
December 31, 2019	123,491	$	14.73	to	$	23.77	$	2,377,595	0.00	%	0.65	%	to	3.05	%	15.78	%	to	18.64	%
December 31, 2018	134,640	$	12.70	to	$	20.12	$	2,168,911	0.00	%	0.65	%	to	3.05	%	-7.85	%	to	-5.56	%
December 31, 2017	158,749	$	13.75	to	$	21.39	$	2,705,876	0.00	%	0.65	%	to	3.05	%	11.41	%	to	14.16	%
December 31, 2016	175,198	$	12.32	to	$	18.81	$	2,610,817	0.00	%	0.65	%	to	3.05	%	3.06	%	to	5.61	%
December 31, 2015	192,366	$	11.93	to	$	17.88	$	2,727,469	0.00	%	0.65	%	to	3.05	%	-2.59	%	to	-0.18	%
	AST Preservation Asset Allocation Portfolio
December 31, 2019	89,864	$	13.33	to	$	19.43	$	1,549,414	0.00	%	0.65	%	to	3.05	%	11.24	%	to	13.99	%
December 31, 2018	96,607	$	11.96	to	$	17.11	$	1,452,551	0.00	%	0.65	%	to	3.05	%	-5.82	%	to	-3.47	%
December 31, 2017	117,509	$	12.67	to	$	17.80	$	1,832,188	0.00	%	0.65	%	to	3.05	%	6.78	%	to	9.42	%
December 31, 2016	129,995	$	11.85	to	$	16.33	$	1,852,755	0.00	%	0.65	%	to	3.05	%	2.32	%	to	4.84	%
December 31, 2015	146,324	$	11.55	to	$	15.64	$	1,996,297	0.00	%	0.65	%	to	3.05	%	-2.91	%	to	-0.51	%
	AST AllianzGI World Trends Portfolio
December 31, 2019	44,735	$	12.15	to	$	20.49	$	663,762	0.00	%	0.65	%	to	3.05	%	14.45	%	to	17.28	%
December 31, 2018	45,095	$	10.28	to	$	17.54	$	564,129	0.00	%	0.65	%	to	3.05	%	-10.73	%	to	-8.50	%
December 31, 2017	60,889	$	11.51	to	$	19.25	$	832,893	0.00	%	0.65	%	to	3.05	%	12.70	%	to	15.48	%
December 31, 2016	65,646	$	10.21	to	$	16.74	$	775,397	0.00	%	0.65	%	to	3.05	%	1.63	%	to	4.13	%
December 31, 2015	75,872	$	10.04	to	$	15.71	$	866,072	0.00	%	0.65	%	to	3.05	%	-3.21	%	to	-0.81	%
	AST J.P. Morgan Global Thematic Portfolio
December 31, 2019	33,093	$	13.69	to	$	23.77	$	554,197	0.00	%	0.65	%	to	3.05	%	15.79	%	to	18.65	%
December 31, 2018	34,095	$	11.79	to	$	20.11	$	475,317	0.00	%	0.65	%	to	3.05	%	-10.21	%	to	-7.98	%
December 31, 2017	43,145	$	13.08	to	$	21.94	$	655,139	0.00	%	0.65	%	to	3.05	%	13.40	%	to	16.20	%
December 31, 2016	44,704	$	11.50	to	$	18.96	$	583,431	0.00	%	0.65	%	to	3.05	%	2.02	%	to	4.53	%
December 31, 2015	50,179	$	11.24	to	$	18.21	$	631,139	0.00	%	0.65	%	to	3.05	%	-4.07	%	to	-1.69	%

A89

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	AST Goldman Sachs Multi-Asset Portfolio
December 31, 2019	36,038	$	11.99	to	$	18.96	$	527,525	0.00	%	0.65	%	to	3.05	%	12.48	%	to	15.27	%
December 31, 2018	34,687	$	10.63	to	$	16.51	$	435,238	0.00	%	0.65	%	to	3.05	%	-9.91	%	to	-7.67	%
December 31, 2017	48,368	$	11.76	to	$	17.96	$	657,150	0.00	%	0.65	%	to	3.05	%	8.87	%	to	11.55	%
December 31, 2016	48,165	$	10.77	to	$	16.16	$	585,983	0.00	%	0.65	%	to	3.05	%	2.05	%	to	4.57	%
December 31, 2015	55,195	$	10.52	to	$	15.52	$	646,785	0.00	%	0.65	%	to	3.05	%	-3.93	%	to	-1.55	%
	AST Western Asset Core Plus Bond Portfolio
December 31, 2019	45,586	$	12.20	to	$	15.81	$	662,452	0.00	%	0.65	%	to	3.05	%	8.88	%	to	11.57	%
December 31, 2018	45,511	$	11.05	to	$	14.18	$	590,429	0.00	%	0.65	%	to	3.05	%	-5.26	%	to	-2.90	%
December 31, 2017	38,403	$	11.64	to	$	14.66	$	512,988	0.00	%	0.65	%	to	3.05	%	3.07	%	to	5.62	%
December 31, 2016	37,397	$	11.27	to	$	13.94	$	473,796	0.00	%	0.65	%	to	3.05	%	1.95	%	to	4.47	%
December 31, 2015	38,844	$	11.12	to	$	13.40	$	473,697	0.00	%	0.65	%	to	3.05	%	-1.85	%	to	0.58	%
	Davis Value Portfolio
December 31, 2019	40	$	23.32	to	$	31.00	$	947	1.62	%	1.40	%	to	1.65	%	29.00	%	to	29.33	%
December 31, 2018	43	$	18.03	to	$	24.03	$	778	0.83	%	1.40	%	to	1.65	%	-15.04	%	to	-14.82	%
December 31, 2017	47	$	21.16	to	$	28.28	$	994	0.75	%	1.40	%	to	1.65	%	20.61	%	to	20.92	%
December 31, 2016	52	$	17.50	to	$	23.45	$	910	1.25	%	1.40	%	to	1.65	%	10.04	%	to	10.32	%
December 31, 2015	60	$	15.87	to	$	21.31	$	957	0.74	%	1.40	%	to	1.65	%	-0.08	%	to	0.17	%
	Columbia Variable Portfolio - Asset Allocation Fund (Class 1)
December 31, 2019	101	$	29.93	to	$	29.93	$	3,034	1.99	%	1.00	%	to	1.00	%	19.92	%	to	19.92	%
December 31, 2018	113	$	24.96	to	$	24.96	$	2,819	1.45	%	1.00	%	to	1.00	%	-5.49	%	to	-5.49	%
December 31, 2017	128	$	26.41	to	$	26.41	$	3,376	1.63	%	1.00	%	to	1.00	%	14.47	%	to	14.47	%
December 31, 2016	146	$	23.07	to	$	23.07	$	3,374	2.24	%	1.00	%	to	1.00	%	4.31	%	to	4.31	%
December 31, 2015	173	$	22.12	to	$	22.12	$	3,823	2.11	%	1.00	%	to	1.00	%	0.06	%	to	0.06	%
	Columbia Variable Portfolio - Small Company Growth Fund (Class 1)
December 31, 2019	9	$	52.86	to	$	52.86	$	488	0.00	%	1.00	%	to	1.00	%	39.29	%	to	39.29	%
December 31, 2018	10	$	37.95	to	$	37.95	$	369	0.00	%	1.00	%	to	1.00	%	-2.74	%	to	-2.74	%
December 31, 2017	11	$	39.02	to	$	39.02	$	446	0.00	%	1.00	%	to	1.00	%	27.96	%	to	27.96	%
December 31, 2016	13	$	30.49	to	$	30.49	$	388	0.00	%	1.00	%	to	1.00	%	11.62	%	to	11.62	%
December 31, 2015	14	$	27.32	to	$	27.32	$	371	0.00	%	1.00	%	to	1.00	%	2.79	%	to	2.79	%
	Prudential SP International Growth Portfolio (Class I)
December 31, 2019	224	$	15.54	to	$	25.26	$	4,635	0.00	%	0.65	%	to	2.75	%	28.74	%	to	31.52	%
December 31, 2018	277	$	12.07	to	$	18.54	$	4,355	0.00	%	0.65	%	to	2.75	%	-15.22	%	to	-13.38	%
December 31, 2017	313	$	14.24	to	$	20.47	$	5,739	0.00	%	0.65	%	to	2.75	%	32.09	%	to	34.93	%
December 31, 2016	286	$	10.78	to	$	15.38	$	3,895	0.00	%	0.65	%	to	2.75	%	-6.23	%	to	-4.21	%
December 31, 2015	368	$	11.50	to	$	16.29	$	5,260	0.00	%	0.65	%	to	2.75	%	0.52	%	to	2.70	%
	ProFund VP Asia 30
December 31, 2019	285	$	14.77	to	$	35.08	$	7,613	0.23	%	0.65	%	to	2.50	%	23.15	%	to	25.48	%
December 31, 2018	285	$	11.98	to	$	28.03	$	6,060	0.48	%	0.65	%	to	2.50	%	-20.64	%	to	-19.13	%
December 31, 2017	381	$	15.09	to	$	34.74	$	10,116	0.00	%	0.65	%	to	2.50	%	29.57	%	to	32.02	%
December 31, 2016	396	$	11.64	to	$	26.38	$	7,914	1.16	%	0.65	%	to	2.50	%	-1.87	%	to	-0.01	%
December 31, 2015	455	$	11.86	to	$	26.45	$	9,066	0.30	%	0.65	%	to	2.50	%	-11.65	%	to	-9.97	%
	ProFund VP Banks
December 31, 2019	435	$	8.50	to	$	13.55	$	4,787	1.00	%	0.65	%	to	2.50	%	33.02	%	to	35.54	%
December 31, 2018	474	$	6.39	to	$	18.49	$	3,870	0.40	%	0.65	%	to	2.50	%	-19.96	%	to	-18.43	%
December 31, 2017	748	$	7.98	to	$	23.92	$	7,511	0.22	%	0.65	%	to	2.50	%	14.98	%	to	17.15	%
December 31, 2016	987	$	6.94	to	$	20.07	$	8,514	0.27	%	0.65	%	to	2.50	%	20.16	%	to	22.43	%
December 31, 2015	713	$	5.78	to	$	16.70	$	5,068	0.21	%	0.65	%	to	2.50	%	-2.92	%	to	-1.08	%
	ProFund VP Bear
December 31, 2019	1,794	$	0.94	to	$	1.67	$	2,483	0.08	%	0.65	%	to	2.45	%	-24.84	%	to	-23.45	%
December 31, 2018	1,452	$	1.24	to	$	2.19	$	2,620	0.00	%	0.65	%	to	2.45	%	1.49	%	to	3.38	%
December 31, 2017	1,570	$	1.18	to	$	2.11	$	2,664	0.00	%	0.65	%	to	2.45	%	-19.97	%	to	-18.50	%
December 31, 2016	2,069	$	1.47	to	$	2.59	$	4,237	0.00	%	0.65	%	to	2.50	%	-15.22	%	to	-13.62	%
December 31, 2015	2,306	$	1.73	to	$	3.00	$	5,631	0.00	%	0.65	%	to	2.50	%	-7.30	%	to	-5.54	%

A90

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	ProFund VP Biotechnology
December 31, 2019	235	$	29.72	to	$	62.04	$	7,708	0.00	%	0.65	%	to	1.65	%	14.54	%	to	15.70	%
December 31, 2018	279	$	25.88	to	$	53.76	$	8,063	0.00	%	0.65	%	to	1.65	%	-8.30	%	to	-7.36	%
December 31, 2017	364	$	28.15	to	$	58.18	$	11,552	0.00	%	0.65	%	to	1.65	%	20.53	%	to	21.75	%
December 31, 2016	373	$	23.30	to	$	47.90	$	9,701	0.00	%	0.65	%	to	1.65	%	-16.87	%	to	-16.03	%
December 31, 2015	549	$	27.96	to	$	57.19	$	17,356	0.00	%	0.65	%	to	1.65	%	1.60	%	to	2.63	%
	ProFund VP Basic Materials
December 31, 2019	220	$	13.42	to	$	27.12	$	4,824	0.35	%	0.65	%	to	2.65	%	14.60	%	to	16.95	%
December 31, 2018	270	$	11.71	to	$	23.25	$	5,044	0.37	%	0.65	%	to	2.65	%	-19.85	%	to	-18.20	%
December 31, 2017	387	$	14.61	to	$	28.49	$	8,858	0.40	%	0.65	%	to	2.65	%	19.71	%	to	22.16	%
December 31, 2016	469	$	12.20	to	$	23.38	$	8,774	0.41	%	0.65	%	to	2.65	%	15.36	%	to	17.72	%
December 31, 2015	397	$	10.58	to	$	19.91	$	6,317	0.59	%	0.65	%	to	2.65	%	-16.21	%	to	-14.48	%
	ProFund VP UltraBull
December 31, 2019	299	$	27.19	to	$	60.60	$	9,039	0.27	%	0.65	%	to	1.90	%	57.13	%	to	59.13	%
December 31, 2018	361	$	17.22	to	$	38.18	$	7,002	0.00	%	0.65	%	to	1.90	%	-17.12	%	to	-16.06	%
December 31, 2017	443	$	20.67	to	$	45.60	$	10,254	0.00	%	0.65	%	to	1.90	%	38.35	%	to	40.10	%
December 31, 2016	446	$	14.86	to	$	32.63	$	7,389	0.00	%	0.65	%	to	1.90	%	16.35	%	to	17.83	%
December 31, 2015	612	$	12.71	to	$	27.76	$	9,050	0.00	%	0.65	%	to	1.90	%	-4.73	%	to	-3.51	%
	ProFund VP Bull
December 31, 2019	734	$	21.01	to	$	31.33	$	18,447	0.23	%	0.65	%	to	2.50	%	25.66	%	to	28.04	%
December 31, 2018	1,381	$	16.72	to	$	24.53	$	26,474	0.00	%	0.65	%	to	2.50	%	-8.51	%	to	-6.76	%
December 31, 2017	1,627	$	18.27	to	$	26.37	$	33,707	0.00	%	0.65	%	to	2.50	%	16.37	%	to	18.57	%
December 31, 2016	1,486	$	15.70	to	$	22.30	$	26,469	0.00	%	0.65	%	to	2.50	%	6.93	%	to	8.95	%
December 31, 2015	1,917	$	14.68	to	$	20.66	$	31,491	0.00	%	0.65	%	to	2.50	%	-2.95	%	to	-1.11	%
	ProFund VP Consumer Services
December 31, 2019	350	$	24.44	to	$	42.53	$	9,798	0.00	%	0.65	%	to	2.65	%	21.34	%	to	23.83	%
December 31, 2018	376	$	20.14	to	$	34.62	$	8,584	0.00	%	0.65	%	to	2.65	%	-2.07	%	to	-0.04	%
December 31, 2017	421	$	20.30	to	$	34.92	$	9,699	0.00	%	0.65	%	to	2.75	%	15.12	%	to	17.60	%
December 31, 2016	471	$	17.63	to	$	29.93	$	9,292	0.00	%	0.65	%	to	2.75	%	1.33	%	to	3.51	%
December 31, 2015	753	$	17.40	to	$	29.15	$	14,474	0.00	%	0.65	%	to	2.75	%	1.81	%	to	4.01	%
	ProFund VP Consumer Goods
December 31, 2019	315	$	18.78	to	$	31.20	$	7,739	1.46	%	0.65	%	to	2.75	%	23.08	%	to	25.74	%
December 31, 2018	306	$	15.26	to	$	24.88	$	6,051	1.21	%	0.65	%	to	2.75	%	-17.16	%	to	-15.36	%
December 31, 2017	424	$	18.42	to	$	29.46	$	9,933	1.18	%	0.65	%	to	2.75	%	11.90	%	to	14.31	%
December 31, 2016	508	$	16.46	to	$	25.84	$	10,411	1.05	%	0.65	%	to	2.75	%	0.70	%	to	2.87	%
December 31, 2015	718	$	16.35	to	$	25.18	$	14,355	0.94	%	0.65	%	to	2.75	%	1.30	%	to	3.49	%
	ProFund VP Oil & Gas
December 31, 2019	455	$	10.15	to	$	22.94	$	7,962	1.38	%	0.65	%	to	2.50	%	5.80	%	to	7.81	%
December 31, 2018	529	$	9.05	to	$	21.33	$	8,592	1.70	%	0.65	%	to	2.65	%	-22.35	%	to	-20.74	%
December 31, 2017	667	$	11.66	to	$	26.99	$	13,795	1.17	%	0.65	%	to	3.05	%	-6.12	%	to	-3.80	%
December 31, 2016	897	$	12.37	to	$	28.12	$	19,308	1.33	%	0.65	%	to	3.05	%	20.41	%	to	23.38	%
December 31, 2015	905	$	10.23	to	$	22.85	$	15,917	0.70	%	0.65	%	to	2.65	%	-25.41	%	to	-23.87	%
	ProFund VP Europe 30
December 31, 2019	660	$	9.94	to	$	20.06	$	8,786	2.49	%	0.65	%	to	2.50	%	14.84	%	to	17.02	%
December 31, 2018	625	$	8.55	to	$	17.19	$	7,127	3.16	%	0.65	%	to	2.50	%	-16.29	%	to	-14.69	%
December 31, 2017	865	$	10.08	to	$	20.20	$	11,647	1.64	%	0.65	%	to	2.50	%	16.73	%	to	18.93	%
December 31, 2016	942	$	8.53	to	$	17.03	$	10,659	3.05	%	0.65	%	to	2.50	%	5.12	%	to	7.11	%
December 31, 2015	984	$	8.01	to	$	15.94	$	10,518	5.30	%	0.65	%	to	2.50	%	-13.11	%	to	-11.46	%
	ProFund VP Financials
December 31, 2019	967	$	10.73	to	$	31.13	$	14,659	0.51	%	0.65	%	to	2.75	%	26.69	%	to	29.42	%
December 31, 2018	1,024	$	8.47	to	$	24.25	$	12,094	0.38	%	0.65	%	to	2.75	%	-12.91	%	to	-11.01	%
December 31, 2017	1,503	$	9.73	to	$	27.48	$	20,133	0.32	%	0.65	%	to	2.75	%	14.95	%	to	17.42	%
December 31, 2016	1,688	$	8.46	to	$	23.59	$	19,362	0.34	%	0.65	%	to	2.75	%	12.16	%	to	14.57	%
December 31, 2015	1,582	$	7.55	to	$	20.75	$	15,929	0.33	%	0.65	%	to	2.75	%	-4.20	%	to	-2.13	%

A91

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	ProFund VP U.S. Government Plus
December 31, 2019	320	$	14.05	to	$	25.73	$	7,072	0.84	%	0.65	%	to	2.50	%	15.27	%	to	17.45	%
December 31, 2018	316	$	12.19	to	$	21.91	$	6,105	0.91	%	0.65	%	to	2.65	%	-7.94	%	to	-6.04	%
December 31, 2017	367	$	13.21	to	$	23.32	$	7,600	0.43	%	0.65	%	to	2.65	%	6.59	%	to	8.78	%
December 31, 2016	501	$	12.37	to	$	21.43	$	9,486	0.00	%	0.65	%	to	2.65	%	-2.94	%	to	-0.95	%
December 31, 2015	760	$	12.72	to	$	21.64	$	14,559	0.00	%	0.65	%	to	2.65	%	-8.14	%	to	-6.25	%
	ProFund VP Health Care
December 31, 2019	985	$	25.34	to	$	38.74	$	27,838	0.00	%	0.65	%	to	2.65	%	16.21	%	to	18.60	%
December 31, 2018	1,183	$	21.53	to	$	34.25	$	28,459	0.00	%	0.65	%	to	2.65	%	1.65	%	to	3.75	%
December 31, 2017	1,298	$	20.91	to	$	33.14	$	30,473	0.00	%	0.65	%	to	2.65	%	17.72	%	to	20.13	%
December 31, 2016	1,493	$	17.54	to	$	27.70	$	29,357	0.00	%	0.65	%	to	2.65	%	-6.59	%	to	-4.68	%
December 31, 2015	2,360	$	18.54	to	$	29.17	$	49,520	0.00	%	0.65	%	to	3.05	%	1.82	%	to	4.34	%
	Access VP High Yield Fund
December 31, 2019	378	$	21.12	to	$	24.50	$	8,455	4.65	%	0.65	%	to	1.65	%	10.58	%	to	11.70	%
December 31, 2018	268	$	19.10	to	$	21.93	$	5,446	2.72	%	0.65	%	to	1.65	%	-2.26	%	to	-1.26	%
December 31, 2017	459	$	18.92	to	$	22.21	$	9,460	2.95	%	0.65	%	to	1.90	%	2.81	%	to	4.11	%
December 31, 2016	981	$	18.40	to	$	21.33	$	19,772	3.38	%	0.65	%	to	1.90	%	6.94	%	to	8.29	%
December 31, 2015	462	$	17.21	to	$	19.70	$	8,489	3.71	%	0.65	%	to	1.90	%	-1.75	%	to	-0.50	%
	ProFund VP Industrials
December 31, 2019	303	$	26.32	to	$	39.03	$	8,638	0.00	%	0.65	%	to	2.45	%	27.30	%	to	29.65	%
December 31, 2018	255	$	20.63	to	$	30.18	$	5,749	0.11	%	0.65	%	to	2.45	%	-14.92	%	to	-13.33	%
December 31, 2017	491	$	19.22	to	$	34.91	$	12,596	0.17	%	0.65	%	to	2.65	%	19.16	%	to	21.60	%
December 31, 2016	538	$	16.13	to	$	28.78	$	11,429	0.18	%	0.65	%	to	2.65	%	14.44	%	to	16.78	%
December 31, 2015	391	$	13.94	to	$	24.71	$	7,192	0.11	%	0.65	%	to	2.75	%	-6.08	%	to	-4.05	%
	ProFund VP Internet
December 31, 2019	72	$	80.98	to	$	102.81	$	6,305	0.00	%	0.65	%	to	1.65	%	16.08	%	to	17.26	%
December 31, 2018	91	$	69.76	to	$	87.90	$	6,815	0.00	%	0.65	%	to	1.65	%	3.19	%	to	4.25	%
December 31, 2017	106	$	67.60	to	$	84.53	$	7,622	0.00	%	0.65	%	to	1.65	%	33.81	%	to	35.17	%
December 31, 2016	123	$	50.52	to	$	62.69	$	6,531	0.00	%	0.65	%	to	1.65	%	3.79	%	to	4.84	%
December 31, 2015	195	$	48.68	to	$	59.95	$	9,887	0.00	%	0.65	%	to	1.90	%	18.07	%	to	19.57	%
	ProFund VP Japan
December 31, 2019	337	$	12.46	to	$	21.10	$	4,864	0.13	%	0.65	%	to	2.50	%	17.00	%	to	19.22	%
December 31, 2018	370	$	10.65	to	$	17.74	$	4,458	0.00	%	0.65	%	to	2.50	%	-13.86	%	to	-12.21	%
December 31, 2017	453	$	12.36	to	$	20.26	$	6,343	0.00	%	0.65	%	to	2.50	%	15.50	%	to	17.68	%
December 31, 2016	464	$	10.70	to	$	17.26	$	5,497	0.00	%	0.65	%	to	2.50	%	-2.09	%	to	-0.24	%
December 31, 2015	642	$	10.93	to	$	17.35	$	7,721	0.00	%	0.65	%	to	2.50	%	3.16	%	to	5.12	%
	ProFund VP Precious Metals
December 31, 2019	1,565	$	6.42	to	$	11.42	$	14,858	0.04	%	0.65	%	to	2.50	%	42.33	%	to	45.03	%
December 31, 2018	1,250	$	4.51	to	$	7.90	$	8,149	0.00	%	0.65	%	to	2.50	%	-15.65	%	to	-14.03	%
December 31, 2017	1,373	$	5.34	to	$	9.21	$	10,421	0.00	%	0.65	%	to	2.50	%	2.65	%	to	4.60	%
December 31, 2016	1,922	$	5.20	to	$	8.83	$	14,055	0.00	%	0.65	%	to	2.50	%	51.93	%	to	54.81	%
December 31, 2015	2,126	$	3.42	to	$	5.72	$	10,178	0.00	%	0.65	%	to	2.50	%	-34.53	%	to	-33.29	%
	ProFund VP Mid-Cap Growth
December 31, 2019	686	$	24.15	to	$	38.15	$	19,404	0.00	%	0.65	%	to	2.50	%	21.14	%	to	23.43	%
December 31, 2018	571	$	19.94	to	$	30.98	$	13,303	0.00	%	0.65	%	to	2.50	%	-14.19	%	to	-12.55	%
December 31, 2017	753	$	20.47	to	$	35.52	$	20,183	0.00	%	0.65	%	to	2.65	%	15.18	%	to	17.54	%
December 31, 2016	852	$	17.77	to	$	30.30	$	19,651	0.00	%	0.65	%	to	2.65	%	9.89	%	to	12.14	%
December 31, 2015	1,019	$	16.17	to	$	27.08	$	21,169	0.00	%	0.65	%	to	2.65	%	-2.37	%	to	-0.37	%
	ProFund VP Mid-Cap Value
December 31, 2019	563	$	22.84	to	$	37.33	$	15,177	0.19	%	0.65	%	to	2.50	%	20.98	%	to	23.28	%
December 31, 2018	426	$	18.88	to	$	30.36	$	9,538	0.11	%	0.65	%	to	2.50	%	-15.47	%	to	-13.86	%
December 31, 2017	570	$	22.33	to	$	35.33	$	14,778	0.27	%	0.65	%	to	2.50	%	7.85	%	to	9.89	%
December 31, 2016	1,002	$	20.71	to	$	32.23	$	23,708	0.22	%	0.65	%	to	2.50	%	21.24	%	to	23.53	%
December 31, 2015	620	$	17.08	to	$	26.16	$	12,038	0.14	%	0.65	%	to	2.50	%	-10.52	%	to	-8.82	%

A92

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	ProFund VP Pharmaceuticals
December 31, 2019	156	$	15.63	to	$	25.90	$	2,723	0.80	%	0.65	%	to	2.45	%	11.25	%	to	13.30	%
December 31, 2018	199	$	13.94	to	$	23.19	$	3,049	1.02	%	0.65	%	to	2.50	%	-8.56	%	to	-6.81	%
December 31, 2017	261	$	15.11	to	$	25.24	$	4,347	0.99	%	0.65	%	to	2.65	%	7.44	%	to	9.64	%
December 31, 2016	316	$	13.92	to	$	23.35	$	4,779	0.93	%	0.65	%	to	2.65	%	-6.28	%	to	-4.36	%
December 31, 2015	505	$	14.70	to	$	24.76	$	8,013	0.51	%	0.65	%	to	2.65	%	1.67	%	to	3.76	%
	ProFund VP Real Estate
December 31, 2019	273	$	15.91	to	$	36.59	$	8,492	1.66	%	0.65	%	to	2.75	%	23.27	%	to	25.93	%
December 31, 2018	256	$	12.90	to	$	29.06	$	6,363	2.15	%	0.65	%	to	2.75	%	-8.31	%	to	-6.31	%
December 31, 2017	273	$	14.07	to	$	31.02	$	7,348	0.93	%	0.65	%	to	2.75	%	5.09	%	to	7.35	%
December 31, 2016	348	$	13.39	to	$	28.89	$	8,658	1.73	%	0.65	%	to	2.75	%	2.83	%	to	5.04	%
December 31, 2015	494	$	13.02	to	$	27.51	$	11,629	0.61	%	0.65	%	to	2.75	%	-2.43	%	to	-0.33	%
	ProFund VP Rising Rates Opportunity
December 31, 2019	1,391	$	1.14	to	$	2.33	$	1,758	0.15	%	0.65	%	to	2.65	%	-19.60	%	to	-17.95	%
December 31, 2018	1,810	$	1.41	to	$	2.88	$	2,806	0.00	%	0.65	%	to	2.65	%	1.38	%	to	3.48	%
December 31, 2017	2,029	$	1.37	to	$	2.83	$	3,079	0.00	%	0.65	%	to	3.05	%	-14.59	%	to	-12.48	%
December 31, 2016	5,622	$	1.58	to	$	3.28	$	9,306	0.00	%	0.65	%	to	3.05	%	-8.04	%	to	-5.77	%
December 31, 2015	4,213	$	1.70	to	$	3.53	$	7,627	0.00	%	0.65	%	to	2.65	%	-4.19	%	to	-2.23	%
	ProFund VP NASDAQ-100
December 31, 2019	819	$	20.59	to	$	60.26	$	21,894	0.00	%	0.65	%	to	2.50	%	33.29	%	to	35.81	%
December 31, 2018	915	$	15.27	to	$	44.48	$	17,927	0.00	%	0.65	%	to	2.50	%	-4.34	%	to	-2.51	%
December 31, 2017	1,083	$	15.79	to	$	45.74	$	22,390	0.00	%	0.65	%	to	2.50	%	27.12	%	to	29.53	%
December 31, 2016	1,079	$	12.28	to	$	35.40	$	17,931	0.00	%	0.65	%	to	2.50	%	2.63	%	to	4.57	%
December 31, 2015	1,741	$	11.83	to	$	33.94	$	28,860	0.00	%	0.65	%	to	2.50	%	4.77	%	to	6.76	%
	ProFund VP Semiconductor
December 31, 2019	145	$	20.84	to	$	24.92	$	3,315	0.28	%	0.65	%	to	1.65	%	47.30	%	to	48.80	%
December 31, 2018	116	$	14.14	to	$	16.74	$	1,784	0.00	%	0.65	%	to	1.65	%	-11.72	%	to	-10.82	%
December 31, 2017	208	$	16.02	to	$	25.89	$	3,542	0.26	%	0.65	%	to	1.90	%	32.99	%	to	34.68	%
December 31, 2016	195	$	12.02	to	$	19.47	$	2,515	0.14	%	0.65	%	to	1.90	%	25.29	%	to	26.88	%
December 31, 2015	196	$	9.57	to	$	15.54	$	1,975	0.69	%	0.65	%	to	1.90	%	-4.72	%	to	-3.51	%
	ProFund VP Small-Cap Growth
December 31, 2019	414	$	21.20	to	$	43.91	$	13,550	0.00	%	0.65	%	to	2.75	%	15.84	%	to	18.34	%
December 31, 2018	467	$	18.30	to	$	37.20	$	13,036	0.00	%	0.65	%	to	2.75	%	-8.36	%	to	-6.36	%
December 31, 2017	649	$	19.97	to	$	39.82	$	19,504	0.00	%	0.65	%	to	2.75	%	9.87	%	to	12.24	%
December 31, 2016	839	$	18.18	to	$	35.57	$	22,673	0.00	%	0.65	%	to	2.75	%	16.94	%	to	19.45	%
December 31, 2015	951	$	15.54	to	$	29.85	$	21,608	0.00	%	0.65	%	to	2.75	%	-1.61	%	to	0.52	%
	ProFund VP Short Mid-Cap
December 31, 2019	28	$	1.11	to	$	1.30	$	35	0.36	%	0.65	%	to	1.65	%	-22.47	%	to	-21.68	%
December 31, 2018	281	$	1.44	to	$	1.66	$	415	0.00	%	0.65	%	to	1.65	%	9.13	%	to	10.24	%
December 31, 2017	86	$	1.32	to	$	1.50	$	123	0.00	%	0.65	%	to	1.65	%	-16.26	%	to	-15.41	%
December 31, 2016	239	$	1.57	to	$	1.78	$	389	0.00	%	0.65	%	to	1.65	%	-21.50	%	to	-20.71	%
December 31, 2015	245	$	2.00	to	$	2.24	$	498	0.00	%	0.65	%	to	1.65	%	-3.33	%	to	-2.35	%
	ProFund VP Short NASDAQ-100
December 31, 2019	881	$	0.41	to	$	0.60	$	433	0.12	%	0.65	%	to	2.25	%	-29.67	%	to	-28.53	%
December 31, 2018	917	$	0.56	to	$	1.09	$	656	0.00	%	0.65	%	to	2.40	%	-5.23	%	to	-3.51	%
December 31, 2017	837	$	0.59	to	$	0.90	$	627	0.00	%	0.65	%	to	2.40	%	-27.04	%	to	-25.73	%
December 31, 2016	1,416	$	0.82	to	$	1.57	$	1,407	0.00	%	0.65	%	to	2.40	%	-12.21	%	to	-10.64	%
December 31, 2015	1,355	$	0.93	to	$	1.78	$	1,493	0.00	%	0.65	%	to	2.40	%	-15.13	%	to	-13.60	%
	ProFund VP Short Small-Cap
December 31, 2019	88	$	1.06	to	$	1.24	$	103	0.05	%	0.65	%	to	1.65	%	-22.10	%	to	-21.30	%
December 31, 2018	965	$	1.37	to	$	1.58	$	1,341	0.00	%	0.65	%	to	1.65	%	8.56	%	to	9.67	%
December 31, 2017	139	$	1.26	to	$	1.44	$	191	0.00	%	0.65	%	to	1.65	%	-15.61	%	to	-14.76	%
December 31, 2016	166	$	1.49	to	$	1.69	$	262	0.00	%	0.65	%	to	1.65	%	-22.88	%	to	-22.10	%
December 31, 2015	272	$	1.93	to	$	2.16	$	539	0.00	%	0.65	%	to	1.65	%	-2.46	%	to	-1.47	%

A93

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	ProFund VP Small-Cap Value
December 31, 2019	360	$	17.14	to	$	35.98	$	8,899	0.00	%	0.65	%	to	2.75	%	19.19	%	to	21.77	%
December 31, 2018	417	$	14.38	to	$	29.62	$	8,534	0.00	%	0.65	%	to	2.75	%	-16.59	%	to	-14.78	%
December 31, 2017	510	$	17.24	to	$	34.85	$	12,452	0.02	%	0.65	%	to	2.75	%	6.70	%	to	9.00	%
December 31, 2016	827	$	16.15	to	$	32.05	$	18,734	0.00	%	0.65	%	to	2.75	%	25.25	%	to	27.94	%
December 31, 2015	608	$	12.90	to	$	25.11	$	10,714	0.00	%	0.65	%	to	2.75	%	-10.80	%	to	-8.87	%
	ProFund VP Technology
December 31, 2019	458	$	17.47	to	$	51.21	$	9,172	0.00	%	0.65	%	to	1.65	%	42.79	%	to	44.24	%
December 31, 2018	458	$	12.20	to	$	35.60	$	6,371	0.00	%	0.65	%	to	1.65	%	-3.92	%	to	-2.93	%
December 31, 2017	509	$	12.67	to	$	36.76	$	7,507	0.05	%	0.65	%	to	1.65	%	32.96	%	to	34.31	%
December 31, 2016	543	$	9.50	to	$	27.44	$	6,162	0.00	%	0.65	%	to	1.90	%	10.21	%	to	11.61	%
December 31, 2015	598	$	8.58	to	$	24.65	$	6,100	0.00	%	0.65	%	to	1.90	%	0.46	%	to	1.74	%
	ProFund VP Telecommunications
December 31, 2019	337	$	7.06	to	$	17.77	$	3,497	3.09	%	0.65	%	to	2.75	%	11.61	%	to	14.02	%
December 31, 2018	352	$	6.24	to	$	15.63	$	3,097	5.67	%	0.65	%	to	2.75	%	-17.45	%	to	-15.66	%
December 31, 2017	476	$	7.46	to	$	18.58	$	5,141	4.50	%	0.65	%	to	2.75	%	-4.81	%	to	-2.76	%
December 31, 2016	622	$	7.73	to	$	19.15	$	6,815	1.64	%	0.65	%	to	2.75	%	18.32	%	to	20.87	%
December 31, 2015	453	$	6.44	to	$	15.88	$	4,363	1.78	%	0.65	%	to	2.75	%	-1.27	%	to	0.86	%
	ProFund VP UltraMid-Cap
December 31, 2019	209	$	41.01	to	$	80.72	$	10,301	0.00	%	0.65	%	to	2.45	%	44.17	%	to	46.83	%
December 31, 2018	247	$	28.21	to	$	55.11	$	8,245	0.00	%	0.65	%	to	2.45	%	-28.58	%	to	-27.25	%
December 31, 2017	344	$	39.18	to	$	75.95	$	15,747	0.00	%	0.65	%	to	2.50	%	25.65	%	to	28.02	%
December 31, 2016	668	$	30.91	to	$	59.47	$	22,800	0.00	%	0.65	%	to	2.50	%	34.47	%	to	37.02	%
December 31, 2015	790	$	22.79	to	$	43.52	$	19,480	0.00	%	0.65	%	to	2.50	%	-11.42	%	to	-9.74	%
	ProFund VP UltraNASDAQ-100
December 31, 2019	2,456	$	12.09	to	$	196.32	$	37,197	0.00	%	0.65	%	to	1.65	%	76.70	%	to	78.50	%
December 31, 2018	4,640	$	6.82	to	$	110.26	$	41,335	0.00	%	0.65	%	to	1.65	%	-11.13	%	to	-10.22	%
December 31, 2017	5,202	$	7.66	to	$	123.13	$	51,453	0.00	%	0.65	%	to	1.65	%	65.56	%	to	67.24	%
December 31, 2016	6,057	$	3.10	to	$	73.81	$	35,719	0.00	%	0.65	%	to	1.65	%	6.84	%	to	7.92	%
December 31, 2015	7,828	$	2.89	to	$	68.57	$	43,081	0.00	%	0.65	%	to	1.65	%	11.73	%	to	12.86	%
	ProFund VP UltraSmall-Cap
December 31, 2019	225	$	25.31	to	$	57.94	$	6,302	0.00	%	0.65	%	to	1.65	%	44.90	%	to	46.37	%
December 31, 2018	258	$	17.42	to	$	39.68	$	4,993	0.00	%	0.65	%	to	1.65	%	-28.17	%	to	-27.43	%
December 31, 2017	344	$	24.19	to	$	54.82	$	9,351	0.00	%	0.65	%	to	1.90	%	22.83	%	to	24.39	%
December 31, 2016	398	$	19.60	to	$	44.18	$	8,740	0.00	%	0.65	%	to	1.90	%	36.95	%	to	38.69	%
December 31, 2015	439	$	14.24	to	$	31.94	$	7,044	0.00	%	0.65	%	to	1.90	%	-14.63	%	to	-13.54	%
	ProFund VP Utilities
December 31, 2019	768	$	20.41	to	$	42.96	$	20,591	1.55	%	0.65	%	to	2.75	%	19.50	%	to	22.08	%
December 31, 2018	774	$	17.08	to	$	35.28	$	17,118	2.06	%	0.65	%	to	2.75	%	0.04	%	to	2.21	%
December 31, 2017	1,015	$	17.07	to	$	34.60	$	22,354	2.05	%	0.65	%	to	2.75	%	7.61	%	to	9.92	%
December 31, 2016	1,020	$	15.87	to	$	31.56	$	20,609	1.50	%	0.65	%	to	2.75	%	11.92	%	to	14.33	%
December 31, 2015	1,069	$	14.18	to	$	27.67	$	19,082	2.22	%	0.65	%	to	2.75	%	-8.98	%	to	-7.01	%
	ProFund VP Large-Cap Growth
December 31, 2019	640	$	23.41	to	$	38.41	$	18,095	0.00	%	0.65	%	to	2.50	%	25.67	%	to	28.05	%
December 31, 2018	672	$	17.93	to	$	30.11	$	14,844	0.00	%	0.65	%	to	2.65	%	-4.48	%	to	-2.50	%
December 31, 2017	939	$	18.77	to	$	31.01	$	21,496	0.00	%	0.65	%	to	2.65	%	21.98	%	to	24.48	%
December 31, 2016	956	$	15.38	to	$	25.01	$	17,650	0.04	%	0.65	%	to	2.65	%	2.24	%	to	4.33	%
December 31, 2015	1,412	$	15.05	to	$	24.07	$	24,975	0.00	%	0.65	%	to	2.65	%	1.01	%	to	3.08	%
	ProFund VP Large-Cap Value
December 31, 2019	658	$	16.48	to	$	29.43	$	13,042	0.94	%	0.65	%	to	2.50	%	26.53	%	to	28.93	%
December 31, 2018	698	$	12.55	to	$	23.01	$	10,822	0.89	%	0.65	%	to	2.65	%	-13.01	%	to	-11.21	%
December 31, 2017	906	$	14.42	to	$	26.13	$	15,938	0.99	%	0.65	%	to	2.65	%	10.44	%	to	12.70	%
December 31, 2016	1,195	$	13.06	to	$	23.37	$	18,603	1.12	%	0.65	%	to	2.65	%	12.38	%	to	14.68	%
December 31, 2015	1,111	$	11.62	to	$	19.72	$	15,188	1.07	%	0.65	%	to	2.65	%	-7.26	%	to	-5.35	%

A94

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	Rydex VT Nova Fund
December 31, 2019	68	$	19.89	to	$	23.26	$	1,343	1.11	%	0.65	%	to	1.40	%	43.01	%	to	44.10	%
December 31, 2018	76	$	13.91	to	$	16.14	$	1,059	0.18	%	0.65	%	to	1.40	%	-11.58	%	to	-10.91	%
December 31, 2017	87	$	15.73	to	$	18.12	$	1,368	0.05	%	0.65	%	to	1.40	%	29.94	%	to	30.93	%
December 31, 2016	106	$	12.10	to	$	13.84	$	1,280	0.00	%	0.65	%	to	1.40	%	14.11	%	to	14.97	%
December 31, 2015	125	$	10.61	to	$	12.04	$	1,334	0.00	%	0.65	%	to	1.40	%	-2.11	%	to	-1.36	%
	Rydex VT NASDAQ-100® Fund
December 31, 2019	362	$	25.20	to	$	56.37	$	9,143	0.13	%	0.65	%	to	1.65	%	34.60	%	to	35.97	%
December 31, 2018	405	$	18.68	to	$	41.88	$	7,582	0.00	%	0.65	%	to	1.65	%	-3.44	%	to	-2.45	%
December 31, 2017	461	$	19.29	to	$	43.37	$	8,899	0.00	%	0.65	%	to	1.65	%	28.96	%	to	30.27	%
December 31, 2016	521	$	14.92	to	$	33.63	$	7,781	0.00	%	0.65	%	to	1.65	%	4.24	%	to	5.29	%
December 31, 2015	631	$	14.28	to	$	32.26	$	9,018	0.00	%	0.65	%	to	1.65	%	6.46	%	to	7.54	%
	Rydex VT Inverse S&P 500® Strategy Fund
December 31, 2019	9	$	1.60	to	$	1.74	$	15	0.84	%	1.00	%	to	1.40	%	-23.99	%	to	-23.68	%
December 31, 2018	9	$	2.10	to	$	2.28	$	19	0.00	%	1.00	%	to	1.40	%	2.50	%	to	2.92	%
December 31, 2017	9	$	2.05	to	$	2.21	$	19	0.00	%	1.00	%	to	1.40	%	-18.50	%	to	-18.18	%
December 31, 2016	8	$	2.52	to	$	2.70	$	21	0.00	%	1.00	%	to	1.40	%	-13.22	%	to	-12.86	%
December 31, 2015	11	$	2.90	to	$	3.10	$	32	0.00	%	1.00	%	to	1.40	%	-5.77	%	to	-5.39	%
	Invesco V.I. Health Care Fund (Series I)
December 31, 2019	734	$	25.68	to	$	43.14	$	27,310	0.04	%	0.65	%	to	2.65	%	28.99	%	to	31.64	%
December 31, 2018	843	$	19.91	to	$	32.77	$	23,876	0.00	%	0.65	%	to	3.05	%	-2.19	%	to	0.25	%
December 31, 2017	1,003	$	20.27	to	$	32.69	$	28,295	0.36	%	0.65	%	to	3.05	%	12.30	%	to	15.08	%
December 31, 2016	1,228	$	17.76	to	$	28.41	$	30,112	0.00	%	0.65	%	to	3.05	%	-14.16	%	to	-12.04	%
December 31, 2015	1,698	$	20.62	to	$	32.29	$	46,871	0.00	%	0.65	%	to	3.05	%	0.02	%	to	2.49	%
	Invesco V.I. Technology Fund (Series I)
December 31, 2019	1,292	$	10.08	to	$	27.81	$	20,903	0.00	%	0.65	%	to	1.75	%	33.50	%	to	35.00	%
December 31, 2018	1,501	$	7.51	to	$	22.21	$	18,308	0.00	%	0.65	%	to	1.75	%	-2.21	%	to	-1.10	%
December 31, 2017	1,741	$	7.64	to	$	21.30	$	21,669	0.00	%	0.65	%	to	1.75	%	32.78	%	to	34.26	%
December 31, 2016	1,824	$	5.72	to	$	21.83	$	16,817	0.00	%	0.65	%	to	1.90	%	-2.64	%	to	-1.40	%
December 31, 2015	2,189	$	5.84	to	$	22.43	$	20,672	0.00	%	0.65	%	to	1.90	%	4.79	%	to	6.12	%
	Wells Fargo VT Index Asset Allocation Fund (Class 2)
December 31, 2019	323	$	28.15	to	$	52.19	$	16,818	1.08	%	1.40	%	to	1.65	%	18.17	%	to	18.47	%
December 31, 2018	380	$	19.79	to	$	44.05	$	16,725	0.97	%	1.40	%	to	2.00	%	-4.86	%	to	-4.27	%
December 31, 2017	450	$	20.80	to	$	46.01	$	20,653	0.74	%	1.40	%	to	2.00	%	10.01	%	to	10.68	%
December 31, 2016	500	$	18.91	to	$	41.57	$	20,761	0.90	%	1.40	%	to	2.00	%	5.52	%	to	6.17	%
December 31, 2015	593	$	17.92	to	$	39.16	$	23,200	1.02	%	1.40	%	to	2.00	%	-0.78	%	to	-0.17	%
	Wells Fargo VT International Equity Fund (Class 2)
December 31, 2019	22	$	9.70	to	$	16.31	$	223	3.57	%	1.40	%	to	1.90	%	13.29	%	to	13.87	%
December 31, 2018	25	$	8.52	to	$	14.36	$	225	11.45	%	1.40	%	to	1.90	%	-18.86	%	to	-18.44	%
December 31, 2017	30	$	10.44	to	$	17.65	$	322	2.67	%	1.40	%	to	1.90	%	21.98	%	to	22.60	%
December 31, 2016	38	$	8.52	to	$	14.43	$	329	2.92	%	1.40	%	to	1.90	%	1.34	%	to	1.85	%
December 31, 2015	44	$	8.36	to	$	14.20	$	372	3.62	%	1.40	%	to	1.90	%	-0.13	%	to	0.38	%
	Wells Fargo VT Small Cap Growth Fund (Class 2)
December 31, 2019	42	$	30.94	to	$	50.50	$	1,305	0.00	%	1.40	%	to	1.65	%	22.77	%	to	23.08	%
December 31, 2018	45	$	25.14	to	$	41.13	$	1,137	0.00	%	1.40	%	to	1.65	%	-0.37	%	to	-0.12	%
December 31, 2017	51	$	25.17	to	$	41.29	$	1,279	0.00	%	1.40	%	to	1.65	%	23.79	%	to	24.10	%
December 31, 2016	55	$	20.28	to	$	33.35	$	1,123	0.00	%	1.40	%	to	1.65	%	5.97	%	to	6.24	%
December 31, 2015	72	$	19.09	to	$	31.47	$	1,384	0.00	%	1.40	%	to	1.65	%	-4.49	%	to	-4.24	%
	AST Fidelity Institutional AM℠ Quantitative Portfolio
December 31, 2019	60,265	$	12.87	to	$	22.31	$	951,857	0.00	%	0.65	%	to	3.05	%	16.34	%	to	19.22	%
December 31, 2018	61,719	$	11.03	to	$	18.79	$	810,388	0.00	%	0.65	%	to	3.05	%	-10.57	%	to	-8.35	%
December 31, 2017	79,948	$	11.93	to	$	20.59	$	1,146,433	0.00	%	0.65	%	to	3.05	%	12.93	%	to	15.72	%
December 31, 2016	87,946	$	10.56	to	$	17.86	$	1,084,884	0.00	%	0.65	%	to	3.05	%	1.08	%	to	3.58	%
December 31, 2015	100,567	$	10.44	to	$	17.32	$	1,202,190	0.00	%	0.65	%	to	3.05	%	-2.09	%	to	0.33	%

A95

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	AST Prudential Growth Allocation Portfolio
December 31, 2019	242,580	$	13.21	to	$	24.82	$	4,098,141	0.00	%	0.65	%	to	3.05	%	15.54	%	to	18.40	%
December 31, 2018	244,176	$	11.32	to	$	21.05	$	3,445,068	0.00	%	0.65	%	to	3.05	%	-10.43	%	to	-8.20	%
December 31, 2017	317,159	$	12.63	to	$	23.02	$	4,871,020	0.00	%	0.65	%	to	3.05	%	12.57	%	to	15.34	%
December 31, 2016	227,652	$	11.27	to	$	20.04	$	3,011,852	0.00	%	0.65	%	to	3.05	%	6.74	%	to	9.38	%
December 31, 2015	248,775	$	10.53	to	$	18.39	$	3,024,796	0.00	%	0.65	%	to	3.05	%	-3.64	%	to	-1.26	%
	AST Advanced Strategies Portfolio
December 31, 2019	77,642	$	15.59	to	$	26.05	$	1,564,074	0.00	%	0.65	%	to	3.05	%	18.14	%	to	21.07	%
December 31, 2018	83,313	$	13.17	to	$	21.61	$	1,378,346	0.00	%	0.65	%	to	3.05	%	-8.77	%	to	-6.50	%
December 31, 2017	100,477	$	14.41	to	$	23.20	$	1,776,407	0.00	%	0.65	%	to	3.05	%	13.37	%	to	16.17	%
December 31, 2016	111,128	$	12.68	to	$	20.06	$	1,685,524	0.00	%	0.65	%	to	3.05	%	3.85	%	to	6.41	%
December 31, 2015	124,459	$	12.19	to	$	18.92	$	1,778,421	0.00	%	0.65	%	to	3.05	%	-2.27	%	to	0.15	%
	AST Investment Grade Bond Portfolio
December 31, 2019	67,176	$	14.51	to	$	19.29	$	1,180,706	0.00	%	0.65	%	to	2.45	%	8.51	%	to	10.51	%
December 31, 2018	201,715	$	13.37	to	$	17.45	$	3,164,432	0.00	%	0.65	%	to	2.45	%	-2.72	%	to	-0.92	%
December 31, 2017	67,018	$	13.74	to	$	17.62	$	1,058,737	0.00	%	0.65	%	to	2.45	%	1.76	%	to	3.64	%
December 31, 2016	123,882	$	13.50	to	$	17.00	$	1,903,633	0.00	%	0.65	%	to	2.45	%	1.66	%	to	3.53	%
December 31, 2015	110,488	$	13.28	to	$	16.42	$	1,657,179	0.00	%	0.65	%	to	2.45	%	-1.31	%	to	0.52	%
	AST Bond Portfolio 2019 (liquidated December 31, 2019)
December 31, 2019	—	$	9.97	to	$	14.40	$	—	0.00	%	1.00	%	to	3.05	%	-1.69	%	to	0.38	%
December 31, 2018	5,960	$	10.14	to	$	14.35	$	76,754	0.00	%	1.00	%	to	3.05	%	-2.52	%	to	-0.44	%
December 31, 2017	2,555	$	10.41	to	$	14.41	$	32,889	0.00	%	1.00	%	to	3.05	%	-2.31	%	to	-0.25	%
December 31, 2016	3,506	$	10.65	to	$	14.45	$	45,952	0.00	%	1.00	%	to	3.05	%	-1.64	%	to	0.43	%
December 31, 2015	4,097	$	10.83	to	$	14.39	$	53,876	0.00	%	1.00	%	to	3.05	%	-2.01	%	to	0.06	%
	AST Cohen & Steers Global Realty Portfolio
December 31, 2019	1,862	$	14.03	to	$	28.95	$	31,937	0.00	%	0.65	%	to	2.65	%	21.81	%	to	24.31	%
December 31, 2018	1,843	$	11.52	to	$	23.39	$	25,059	0.00	%	0.65	%	to	3.05	%	-7.63	%	to	-5.33	%
December 31, 2017	2,591	$	12.42	to	$	24.80	$	37,280	0.00	%	0.65	%	to	3.05	%	7.51	%	to	10.17	%
December 31, 2016	2,552	$	11.50	to	$	22.60	$	33,241	0.00	%	0.65	%	to	3.05	%	-2.17	%	to	0.24	%
December 31, 2015	2,971	$	11.62	to	$	22.64	$	38,841	0.00	%	0.65	%	to	3.05	%	-3.14	%	to	-0.74	%
	AST Parametric Emerging Markets Equity Portfolio
December 31, 2019	9,956	$	8.70	to	$	16.96	$	105,002	0.00	%	0.65	%	to	3.05	%	9.89	%	to	12.61	%
December 31, 2018	9,159	$	7.71	to	$	15.12	$	84,820	0.00	%	0.65	%	to	3.05	%	-16.68	%	to	-14.61	%
December 31, 2017	11,488	$	9.33	to	$	17.78	$	124,978	0.00	%	0.65	%	to	3.05	%	22.53	%	to	25.56	%
December 31, 2016	10,177	$	7.59	to	$	14.22	$	88,365	0.00	%	0.65	%	to	3.05	%	8.94	%	to	11.63	%
December 31, 2015	11,385	$	6.95	to	$	12.79	$	89,179	0.00	%	0.65	%	to	3.05	%	-19.27	%	to	-17.27	%
	AST Bond Portfolio 2020
December 31, 2019	6,275	$	9.89	to	$	12.17	$	69,369	0.00	%	1.00	%	to	3.05	%	0.34	%	to	2.47	%
December 31, 2018	3,828	$	9.83	to	$	11.87	$	41,165	0.00	%	1.00	%	to	3.05	%	-2.78	%	to	-0.71	%
December 31, 2017	4,389	$	10.09	to	$	11.96	$	47,839	0.00	%	1.00	%	to	3.05	%	-2.18	%	to	-0.12	%
December 31, 2016	8,855	$	10.30	to	$	11.97	$	97,678	0.00	%	1.00	%	to	3.05	%	-1.15	%	to	0.94	%
December 31, 2015	11,369	$	10.39	to	$	11.86	$	125,485	0.00	%	1.00	%	to	3.05	%	-1.57	%	to	0.51	%
	AST Jennison Large-Cap Growth Portfolio
December 31, 2019	2,546	$	28.98	to	$	35.98	$	85,766	0.00	%	0.65	%	to	2.75	%	28.96	%	to	31.74	%
December 31, 2018	2,511	$	22.47	to	$	27.31	$	63,998	0.00	%	0.65	%	to	2.75	%	-4.33	%	to	-2.25	%
December 31, 2017	3,001	$	22.91	to	$	27.94	$	78,396	0.00	%	0.65	%	to	3.05	%	31.70	%	to	34.95	%
December 31, 2016	2,678	$	17.39	to	$	20.70	$	52,130	0.00	%	0.65	%	to	3.05	%	-4.46	%	to	-2.10	%
December 31, 2015	3,589	$	18.21	to	$	21.15	$	71,740	0.00	%	0.65	%	to	3.05	%	7.26	%	to	9.91	%
	AST Bond Portfolio 2021
December 31, 2019	1,545	$	11.74	to	$	14.47	$	20,019	0.00	%	1.00	%	to	3.05	%	1.86	%	to	4.02	%
December 31, 2018	3,416	$	11.52	to	$	13.91	$	43,202	0.00	%	1.00	%	to	3.05	%	-3.00	%	to	-0.94	%
December 31, 2017	4,311	$	11.88	to	$	14.04	$	55,272	0.00	%	1.00	%	to	3.05	%	-1.51	%	to	0.57	%
December 31, 2016	9,109	$	12.06	to	$	13.96	$	117,600	0.00	%	1.00	%	to	3.05	%	-1.07	%	to	1.01	%
December 31, 2015	12,539	$	12.19	to	$	13.82	$	161,963	0.00	%	1.00	%	to	3.05	%	-1.32	%	to	0.77	%

A96

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	Wells Fargo VT Omega Growth Fund (Class 2)
December 31, 2019	74	$	31.63	to	$	33.51	$	2,489	0.00	%	1.40	%	to	2.00	%	34.31	%	to	35.13	%
December 31, 2018	88	$	23.55	to	$	24.80	$	2,168	0.00	%	1.40	%	to	2.00	%	-1.74	%	to	-1.14	%
December 31, 2017	97	$	23.97	to	$	25.09	$	2,430	0.01	%	1.40	%	to	2.00	%	31.91	%	to	32.72	%
December 31, 2016	108	$	18.17	to	$	18.90	$	2,046	0.00	%	1.40	%	to	2.00	%	-1.49	%	to	-0.88	%
December 31, 2015	120	$	18.45	to	$	19.07	$	2,291	0.00	%	1.40	%	to	2.00	%	-0.68	%	to	-0.07	%
	Wells Fargo VT Omega Growth Fund (Class 1)
December 31, 2019	488	$	28.72	to	$	61.05	$	17,421	0.00	%	0.65	%	to	2.75	%	33.62	%	to	36.50	%
December 31, 2018	523	$	21.20	to	$	44.84	$	13,688	0.00	%	0.65	%	to	2.75	%	-2.26	%	to	-0.14	%
December 31, 2017	626	$	21.39	to	$	45.01	$	16,862	0.25	%	0.65	%	to	2.75	%	31.25	%	to	34.08	%
December 31, 2016	732	$	16.08	to	$	33.66	$	14,728	0.00	%	0.65	%	to	2.75	%	-2.00	%	to	0.11	%
December 31, 2015	955	$	16.18	to	$	33.70	$	19,871	0.00	%	0.65	%	to	2.75	%	-1.17	%	to	0.96	%
	Wells Fargo VT Small Cap Growth Fund (Class 1)
December 31, 2019	451	$	25.11	to	$	29.99	$	12,734	0.00	%	0.65	%	to	2.50	%	22.18	%	to	24.50	%
December 31, 2018	498	$	20.55	to	$	24.09	$	11,346	0.00	%	0.65	%	to	2.50	%	-1.08	%	to	0.81	%
December 31, 2017	538	$	20.77	to	$	23.90	$	12,231	0.00	%	0.65	%	to	2.50	%	22.99	%	to	25.32	%
December 31, 2016	599	$	16.89	to	$	19.07	$	10,905	0.00	%	0.65	%	to	2.50	%	5.41	%	to	7.40	%
December 31, 2015	708	$	16.02	to	$	17.75	$	12,072	0.00	%	0.65	%	to	2.50	%	-5.07	%	to	-3.27	%
	Wells Fargo VT International Equity Fund (Class 1)
December 31, 2019	489	$	11.82	to	$	20.88	$	9,518	4.16	%	0.65	%	to	2.75	%	12.33	%	to	14.75	%
December 31, 2018	543	$	10.52	to	$	18.38	$	9,270	11.95	%	0.65	%	to	2.75	%	-19.16	%	to	-17.40	%
December 31, 2017	672	$	13.02	to	$	22.54	$	13,977	3.02	%	0.65	%	to	2.75	%	21.44	%	to	24.05	%
December 31, 2016	711	$	10.72	to	$	18.40	$	12,062	3.10	%	0.65	%	to	2.75	%	0.42	%	to	2.58	%
December 31, 2015	918	$	10.68	to	$	18.17	$	15,263	4.28	%	0.65	%	to	2.75	%	-0.52	%	to	1.63	%
	AST Bond Portfolio 2022
December 31, 2019	1,830	$	10.90	to	$	13.16	$	22,267	0.00	%	1.00	%	to	3.05	%	2.66	%	to	4.83	%
December 31, 2018	3,079	$	10.62	to	$	12.56	$	35,805	0.00	%	1.00	%	to	3.05	%	-3.21	%	to	-1.15	%
December 31, 2017	3,754	$	10.97	to	$	12.70	$	44,338	0.00	%	1.00	%	to	3.05	%	-1.52	%	to	0.56	%
December 31, 2016	8,845	$	11.14	to	$	12.63	$	104,786	0.00	%	1.00	%	to	3.05	%	-1.27	%	to	0.81	%
December 31, 2015	9,448	$	11.29	to	$	12.53	$	112,131	0.00	%	1.00	%	to	3.05	%	-1.02	%	to	1.08	%
	AST Quantitative Modeling Portfolio
December 31, 2019	5,311	$	14.86	to	$	17.89	$	91,510	0.00	%	0.65	%	to	2.75	%	17.87	%	to	20.42	%
December 31, 2018	7,620	$	12.61	to	$	14.85	$	107,939	0.00	%	0.65	%	to	2.75	%	-9.11	%	to	-7.14	%
December 31, 2017	8,943	$	13.87	to	$	16.00	$	136,765	0.00	%	0.65	%	to	2.75	%	14.95	%	to	17.42	%
December 31, 2016	10,238	$	12.07	to	$	13.62	$	133,794	0.00	%	0.65	%	to	2.75	%	3.41	%	to	5.63	%
December 31, 2015	11,026	$	11.67	to	$	12.90	$	137,294	0.00	%	0.65	%	to	2.75	%	-2.60	%	to	-0.50	%
	AST BlackRock Global Strategies Portfolio
December 31, 2019	7,572	$	12.00	to	$	14.84	$	105,246	0.00	%	0.65	%	to	3.05	%	14.03	%	to	16.86	%
December 31, 2018	8,104	$	10.52	to	$	12.70	$	96,136	0.00	%	0.65	%	to	3.05	%	-8.18	%	to	-5.90	%
December 31, 2017	10,477	$	11.46	to	$	13.49	$	132,987	0.00	%	0.65	%	to	3.05	%	9.19	%	to	11.88	%
December 31, 2016	10,063	$	10.50	to	$	12.06	$	114,370	0.00	%	0.65	%	to	3.05	%	3.71	%	to	6.27	%
December 31, 2015	11,270	$	10.12	to	$	11.35	$	121,569	0.00	%	0.65	%	to	3.05	%	-5.96	%	to	-3.63	%
	Invesco V.I. Diversified Dividend Fund (Series I)
December 31, 2019	924	$	18.70	to	$	22.51	$	19,684	2.74	%	0.65	%	to	2.75	%	21.65	%	to	24.28	%
December 31, 2018	1,118	$	15.01	to	$	18.11	$	19,317	2.28	%	0.65	%	to	3.05	%	-10.41	%	to	-8.18	%
December 31, 2017	1,399	$	16.76	to	$	19.72	$	26,417	1.62	%	0.65	%	to	3.05	%	5.27	%	to	7.87	%
December 31, 2016	1,630	$	15.92	to	$	18.28	$	28,586	1.32	%	0.65	%	to	3.05	%	11.32	%	to	14.07	%
December 31, 2015	1,578	$	14.30	to	$	16.03	$	24,413	1.59	%	0.65	%	to	3.05	%	-1.05	%	to	1.40	%
	Columbia Variable Portfolio - U.S. Government Mortgage Fund (Class 1)
December 31, 2019	28	$	11.44	to	$	11.44	$	318	2.75	%	1.00	%	to	1.00	%	5.67	%	to	5.67	%
December 31, 2018	29	$	10.83	to	$	10.83	$	309	3.15	%	1.00	%	to	1.00	%	0.83	%	to	0.83	%
December 31, 2017	51	$	10.74	to	$	10.74	$	552	2.92	%	1.00	%	to	1.00	%	2.31	%	to	2.31	%
December 31, 2016	57	$	10.49	to	$	10.49	$	597	2.85	%	1.00	%	to	1.00	%	1.68	%	to	1.68	%
December 31, 2015	61	$	10.32	to	$	10.32	$	628	3.01	%	1.00	%	to	1.00	%	0.32	%	to	0.32	%

A97

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	Columbia Variable Portfolio - Large Cap Growth Fund (Class 1)
December 31, 2019	195	$	26.74	to	$	26.74	$	5,211	0.00	%	1.00	%	to	1.00	%	34.54	%	to	34.54	%
December 31, 2018	208	$	19.87	to	$	19.87	$	4,143	0.00	%	1.00	%	to	1.00	%	-4.90	%	to	-4.90	%
December 31, 2017	229	$	20.90	to	$	20.90	$	4,783	0.00	%	1.00	%	to	1.00	%	26.86	%	to	26.86	%
December 31, 2016	257	$	16.47	to	$	16.47	$	4,226	0.00	%	1.00	%	to	1.00	%	0.23	%	to	0.23	%
December 31, 2015	298	$	16.44	to	$	16.44	$	4,895	0.00	%	1.00	%	to	1.00	%	8.03	%	to	8.03	%
	Wells Fargo VT Opportunity Fund (Class 1)
December 31, 2019	95	$	25.48	to	$	26.02	$	2,467	0.56	%	1.40	%	to	1.65	%	29.64	%	to	29.96	%
December 31, 2018	111	$	19.65	to	$	20.02	$	2,217	0.45	%	1.40	%	to	1.65	%	-8.47	%	to	-8.24	%
December 31, 2017	117	$	21.47	to	$	21.82	$	2,544	0.92	%	1.40	%	to	1.65	%	18.74	%	to	19.04	%
December 31, 2016	134	$	18.08	to	$	18.33	$	2,453	2.39	%	1.40	%	to	1.65	%	10.67	%	to	10.95	%
December 31, 2015	167	$	16.34	to	$	16.52	$	2,767	0.40	%	1.40	%	to	1.65	%	-4.45	%	to	-4.21	%
	Wells Fargo VT Opportunity Fund (Class 2)
December 31, 2019	184	$	25.49	to	$	25.49	$	4,682	0.28	%	1.40	%	to	1.40	%	29.63	%	to	29.63	%
December 31, 2018	208	$	19.66	to	$	19.66	$	4,095	0.19	%	1.40	%	to	1.40	%	-8.45	%	to	-8.45	%
December 31, 2017	241	$	21.48	to	$	21.48	$	5,185	0.66	%	1.40	%	to	1.40	%	18.76	%	to	18.76	%
December 31, 2016	267	$	18.08	to	$	18.08	$	4,837	2.03	%	1.40	%	to	1.40	%	10.66	%	to	10.66	%
December 31, 2015	292	$	16.34	to	$	16.34	$	4,772	0.13	%	1.40	%	to	1.40	%	-4.44	%	to	-4.44	%
	AST Prudential Core Bond Portfolio
December 31, 2019	9,439	$	10.40	to	$	12.70	$	113,555	0.00	%	0.65	%	to	3.05	%	6.41	%	to	9.04	%
December 31, 2018	7,471	$	9.78	to	$	11.65	$	82,423	0.00	%	0.65	%	to	3.05	%	-3.85	%	to	-1.46	%
December 31, 2017	8,326	$	10.17	to	$	11.82	$	93,378	0.00	%	0.65	%	to	3.05	%	2.46	%	to	4.99	%
December 31, 2016	7,314	$	9.92	to	$	11.26	$	78,400	0.00	%	0.65	%	to	3.05	%	1.04	%	to	3.53	%
December 31, 2015	5,836	$	9.82	to	$	10.88	$	60,873	0.00	%	0.65	%	to	3.05	%	-3.31	%	to	-0.92	%
	AST Bond Portfolio 2023
December 31, 2019	2,080	$	9.45	to	$	11.17	$	22,614	0.00	%	1.00	%	to	3.05	%	3.26	%	to	5.44	%
December 31, 2018	2,750	$	9.15	to	$	10.60	$	27,534	0.00	%	1.00	%	to	3.05	%	-3.32	%	to	-1.27	%
December 31, 2017	2,647	$	9.47	to	$	10.73	$	26,687	0.00	%	1.00	%	to	3.05	%	-1.40	%	to	0.68	%
December 31, 2016	4,426	$	9.60	to	$	10.66	$	44,764	0.00	%	1.00	%	to	3.05	%	-1.19	%	to	0.89	%
December 31, 2015	2,739	$	9.72	to	$	10.57	$	27,610	0.00	%	1.00	%	to	3.05	%	-0.42	%	to	1.68	%
	AST MFS Growth Allocation Portfolio
December 31, 2019	10,054	$	13.91	to	$	16.78	$	159,067	0.00	%	0.65	%	to	3.05	%	19.02	%	to	21.96	%
December 31, 2018	10,166	$	11.69	to	$	13.76	$	132,336	0.00	%	0.65	%	to	3.05	%	-11.09	%	to	-8.87	%
December 31, 2017	12,192	$	13.14	to	$	15.10	$	175,215	0.00	%	0.65	%	to	3.05	%	12.95	%	to	15.74	%
December 31, 2016	13,126	$	11.64	to	$	13.04	$	163,976	0.00	%	0.65	%	to	3.05	%	1.15	%	to	3.64	%
December 31, 2015	14,933	$	11.50	to	$	12.59	$	181,437	0.00	%	0.65	%	to	3.05	%	-4.25	%	to	-1.88	%
	AST Western Asset Emerging Markets Debt Portfolio
December 31, 2019	302	$	10.73	to	$	11.65	$	3,450	0.00	%	0.65	%	to	1.75	%	12.84	%	to	14.10	%
December 31, 2018	197	$	9.51	to	$	10.21	$	1,991	0.00	%	0.65	%	to	1.75	%	-8.31	%	to	-7.28	%
December 31, 2017	303	$	10.37	to	$	11.01	$	3,296	0.00	%	0.65	%	to	1.75	%	7.39	%	to	8.59	%
December 31, 2016	106	$	9.66	to	$	10.14	$	1,048	0.00	%	0.65	%	to	1.75	%	8.67	%	to	9.89	%
December 31, 2015	94	$	8.88	to	$	9.23	$	855	0.00	%	0.65	%	to	1.75	%	-4.78	%	to	-3.71	%
	AST MFS Large-Cap Value Portfolio
December 31, 2019	3,384	$	19.02	to	$	22.26	$	71,879	0.00	%	0.65	%	to	2.75	%	25.79	%	to	28.51	%
December 31, 2018	3,112	$	15.02	to	$	17.33	$	51,454	0.00	%	0.65	%	to	2.85	%	-12.73	%	to	-10.74	%
December 31, 2017	4,511	$	17.02	to	$	19.41	$	83,663	0.00	%	0.65	%	to	3.05	%	13.77	%	to	16.58	%
December 31, 2016	4,326	$	14.96	to	$	16.65	$	69,129	0.00	%	0.65	%	to	3.05	%	9.99	%	to	12.71	%
December 31, 2015	3,100	$	13.75	to	$	14.77	$	44,286	0.00	%	0.65	%	to	2.75	%	-3.45	%	to	-1.37	%
	Invesco V.I. Mid Cap Growth Fund (Series I)
December 31, 2019	672	$	18.85	to	$	22.03	$	14,101	0.00	%	0.65	%	to	2.65	%	30.78	%	to	33.47	%
December 31, 2018	713	$	14.02	to	$	16.51	$	11,252	0.00	%	0.65	%	to	3.05	%	-8.48	%	to	-6.20	%
December 31, 2017	770	$	15.32	to	$	17.60	$	13,010	0.00	%	0.65	%	to	3.05	%	18.77	%	to	21.70	%
December 31, 2016	847	$	12.90	to	$	14.46	$	11,827	0.00	%	0.65	%	to	3.05	%	-2.31	%	to	0.10	%
December 31, 2015	1,005	$	13.20	to	$	14.45	$	14,114	0.00	%	0.65	%	to	3.05	%	-1.88	%	to	0.55	%

A98

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	AST Bond Portfolio 2024
December 31, 2019	1,666	$	9.40	to	$	10.88	$	17,060	0.00	%	1.00	%	to	3.05	%	4.67	%	to	6.88	%
December 31, 2018	7,218	$	8.98	to	$	10.18	$	69,796	0.00	%	1.00	%	to	3.05	%	-3.69	%	to	-1.64	%
December 31, 2017	5,920	$	9.32	to	$	10.35	$	58,693	0.00	%	1.00	%	to	3.05	%	-1.41	%	to	0.67	%
December 31, 2016	527	$	9.45	to	$	10.28	$	5,203	0.00	%	1.00	%	to	3.05	%	-1.19	%	to	0.89	%
December 31, 2015	875	$	9.57	to	$	10.19	$	8,626	0.00	%	1.00	%	to	3.05	%	-0.30	%	to	1.81	%
	AST AQR Emerging Markets Equity Portfolio
December 31, 2019	216	$	10.84	to	$	11.70	$	2,451	0.00	%	0.65	%	to	1.75	%	15.74	%	to	17.04	%
December 31, 2018	305	$	9.37	to	$	10.00	$	2,983	0.00	%	0.65	%	to	1.75	%	-20.38	%	to	-19.48	%
December 31, 2017	410	$	11.77	to	$	12.42	$	4,975	0.00	%	0.65	%	to	1.75	%	32.60	%	to	34.07	%
December 31, 2016	215	$	8.88	to	$	9.26	$	1,944	0.00	%	0.65	%	to	1.75	%	11.39	%	to	12.63	%
December 31, 2015	198	$	7.93	to	$	8.23	$	1,596	0.00	%	0.65	%	to	1.90	%	-17.13	%	to	-16.07	%
	AST ClearBridge Dividend Growth Portfolio
December 31, 2019	3,183	$	17.79	to	$	21.04	$	63,987	0.00	%	0.65	%	to	3.05	%	27.04	%	to	30.18	%
December 31, 2018	2,982	$	14.01	to	$	16.16	$	45,986	0.00	%	0.65	%	to	3.05	%	-7.69	%	to	-5.39	%
December 31, 2017	4,114	$	15.17	to	$	17.08	$	67,379	0.00	%	0.65	%	to	3.05	%	14.80	%	to	17.64	%
December 31, 2016	4,095	$	13.22	to	$	14.52	$	57,381	0.00	%	0.65	%	to	3.05	%	11.40	%	to	14.15	%
December 31, 2015	2,033	$	11.86	to	$	12.72	$	25,201	0.00	%	0.65	%	to	3.05	%	-6.51	%	to	-4.20	%
	Columbia Variable Portfolio - Government Money Market Fund (Class 1)
December 31, 2019	77	$	9.55	to	$	9.71	$	749	1.86	%	1.00	%	to	1.25	%	0.58	%	to	0.83	%
December 31, 2018	80	$	9.49	to	$	9.63	$	773	1.47	%	1.00	%	to	1.25	%	0.24	%	to	0.49	%
December 31, 2017	96	$	9.47	to	$	9.58	$	917	0.41	%	1.00	%	to	1.25	%	-0.83	%	to	-0.58	%
December 31, 2016	94	$	9.55	to	$	9.64	$	904	0.01	%	1.00	%	to	1.25	%	-1.24	%	to	-0.98	%
December 31, 2015	103	$	9.67	to	$	9.74	$	1,006	0.01	%	1.00	%	to	1.25	%	-1.23	%	to	-1.00	%
	Columbia Variable Portfolio - Income Opportunities Fund (Class 1)
December 31, 2019	13	$	12.97	to	$	12.97	$	165	5.11	%	1.00	%	to	1.00	%	15.30	%	to	15.30	%
December 31, 2018	13	$	11.25	to	$	11.25	$	147	5.00	%	1.00	%	to	1.00	%	-4.72	%	to	-4.72	%
December 31, 2017	14	$	11.81	to	$	11.81	$	166	6.12	%	1.00	%	to	1.00	%	5.50	%	to	5.50	%
December 31, 2016	15	$	11.19	to	$	11.19	$	169	11.11	%	1.00	%	to	1.00	%	9.82	%	to	9.82	%
December 31, 2015	17	$	10.19	to	$	10.19	$	170	9.00	%	1.00	%	to	1.00	%	-1.99	%	to	-1.99	%
	AST AQR Large-Cap Portfolio
December 31, 2019	193	$	17.48	to	$	19.75	$	3,660	0.00	%	0.65	%	to	2.45	%	19.58	%	to	21.78	%
December 31, 2018	228	$	14.58	to	$	16.22	$	3,555	0.00	%	0.65	%	to	2.50	%	-10.44	%	to	-8.73	%
December 31, 2017	269	$	16.28	to	$	17.77	$	4,602	0.00	%	0.65	%	to	2.50	%	19.09	%	to	21.34	%
December 31, 2016	347	$	13.67	to	$	14.64	$	4,934	0.00	%	0.65	%	to	2.50	%	7.94	%	to	9.98	%
December 31, 2015	245	$	12.66	to	$	13.32	$	3,180	0.00	%	0.65	%	to	2.50	%	-0.82	%	to	1.07	%
	AST QMA Large-Cap Portfolio
December 31, 2019	153	$	18.07	to	$	20.70	$	3,013	0.00	%	0.65	%	to	2.65	%	21.87	%	to	24.38	%
December 31, 2018	175	$	14.83	to	$	16.64	$	2,785	0.00	%	0.65	%	to	2.65	%	-9.63	%	to	-7.76	%
December 31, 2017	203	$	16.41	to	$	18.04	$	3,506	0.00	%	0.65	%	to	2.65	%	18.20	%	to	20.62	%
December 31, 2016	221	$	13.88	to	$	14.96	$	3,198	0.00	%	0.65	%	to	2.65	%	7.93	%	to	10.14	%
December 31, 2015	154	$	12.93	to	$	13.58	$	2,033	0.00	%	0.65	%	to	2.45	%	-0.94	%	to	0.88	%
	AST Bond Portfolio 2025
December 31, 2019	2,157	$	10.98	to	$	12.45	$	25,283	0.00	%	1.00	%	to	3.05	%	5.40	%	to	7.63	%
December 31, 2018	8,174	$	10.42	to	$	11.56	$	90,198	0.00	%	1.00	%	to	3.05	%	-3.78	%	to	-1.73	%
December 31, 2017	693	$	10.82	to	$	11.77	$	7,842	0.00	%	1.00	%	to	3.05	%	-1.27	%	to	0.81	%
December 31, 2016	1,855	$	10.96	to	$	11.67	$	20,960	0.00	%	1.00	%	to	3.05	%	-0.65	%	to	1.45	%
December 31, 2015	29,129	$	11.03	to	$	11.51	$	328,079	0.00	%	1.00	%	to	3.05	%	-1.11	%	to	0.98	%
	AST Bond Portfolio 2026 (available January 2, 2015)
December 31, 2019	7,987	$	9.87	to	$	10.96	$	84,521	0.00	%	1.00	%	to	3.05	%	6.67	%	to	8.93	%
December 31, 2018	10,593	$	9.25	to	$	10.06	$	102,851	0.00	%	1.00	%	to	3.05	%	-4.07	%	to	-2.04	%
December 31, 2017	11,718	$	9.64	to	$	10.27	$	116,811	0.00	%	1.00	%	to	3.05	%	-0.69	%	to	1.40	%
December 31, 2016	19,521	$	9.71	to	$	10.12	$	193,616	0.00	%	1.00	%	to	3.05	%	-1.03	%	to	1.06	%
December 31, 2015	8,601	$	9.81	to	$	10.02	$	85,262	0.00	%	1.00	%	to	3.05	%	-1.89	%	to	0.19	%

A99

Note 7: Financial Highlights (continued)

	At the year ended								For the year ended
	Units (000s)	Unit Value Lowest — Highest					Net Assets (000s)		Investment Income Ratio*		Expense Ratio** Lowest — Highest					Total Return*** Lowest — Highest
	AST Bond Portfolio 2027 (available January 4, 2016)
December 31, 2019	5,790	$	9.97	to	$	10.85	$	61,041	0.00	%	1.00	%	to	3.05	%	7.31	%	to	9.58	%
December 31, 2018	14,157	$	9.29	to	$	9.90	$	136,811	0.00	%	1.00	%	to	3.05	%	-4.29	%	to	-2.25	%
December 31, 2017	15,774	$	9.71	to	$	10.12	$	156,690	0.00	%	1.00	%	to	3.05	%	-0.44	%	to	1.66	%
December 31, 2016	24,776	$	9.75	to	$	9.96	$	244,297	0.00	%	1.00	%	to	3.05	%	-2.46	%	to	-0.40	%
December 31, 2015	—	$	—	to	$	—	$	—	0.00	%	0.00	%	to	0.00	%	0.00	%	to	0.00	%
	NVIT Emerging Markets Fund (Class D) (available August 5, 2016)
December 31, 2019	2,230	$	12.68	to	$	13.63	$	29,747	2.05	%	0.65	%	to	2.75	%	19.21	%	to	21.79	%
December 31, 2018	2,479	$	10.56	to	$	11.20	$	27,326	0.34	%	0.65	%	to	3.05	%	-20.24	%	to	-18.25	%
December 31, 2017	2,833	$	13.23	to	$	13.69	$	38,429	0.96	%	0.65	%	to	3.05	%	36.81	%	to	40.18	%
December 31, 2016	3,218	$	9.67	to	$	9.77	$	31,343	0.82	%	0.65	%	to	3.05	%	-4.47	%	to	-3.53	%
December 31, 2015	—	$	—	to	$	—	$	—	0.00	%	0.00	%	to	0.00	%	0.00	%	to	0.00	%
	AST Bond Portfolio 2028 (available January 3, 2017)
December 31, 2019	1,044	$	10.18	to	$	10.84	$	11,171	0.00	%	1.00	%	to	3.05	%	8.19	%	to	10.47	%
December 31, 2018	4,570	$	9.41	to	$	9.81	$	44,211	0.00	%	1.00	%	to	3.05	%	-5.06	%	to	-3.04	%
December 31, 2017	551	$	9.91	to	$	10.12	$	5,521	0.00	%	1.00	%	to	3.05	%	-0.91	%	to	1.18	%
December 31, 2016	—	$	—	to	$	—	$	—	0.00	%	0.00	%	to	0.00	%	0.00	%	to	0.00	%
December 31, 2015	—	$	—	to	$	—	$	—	0.00	%	0.00	%	to	0.00	%	0.00	%	to	0.00	%
	AST Bond Portfolio 2029 (available January 2, 2018)
December 31, 2019	2,379	$	10.38	to	$	10.83	$	25,528	0.00	%	1.00	%	to	3.05	%	8.87	%	to	11.17	%
December 31, 2018	777	$	9.58	to	$	9.74	$	7,497	0.00	%	1.00	%	to	2.65	%	-4.22	%	to	-2.59	%
December 31, 2017	—	$	—	to	$	—	$	—	0.00	%	0.00	%	to	0.00	%	0.00	%	to	0.00	%
December 31, 2016	—	$	—	to	$	—	$	—	0.00	%	0.00	%	to	0.00	%	0.00	%	to	0.00	%
December 31, 2015	—	$	—	to	$	—	$	—	0.00	%	0.00	%	to	0.00	%	0.00	%	to	0.00	%
	AST Bond Portfolio 2030 (available January 2, 2019)
December 31, 2019	1,454	$	11.13	to	$	11.33	$	16,373	0.00	%	1.00	%	to	2.75	%	11.25	%	to	13.26	%
December 31, 2018	—	$	—	to	$	—	$	—	0.00	%	0.00	%	to	0.00	%	0.00	%	to	0.00	%
December 31, 2017	—	$	—	to	$	—	$	—	0.00	%	0.00	%	to	0.00	%	0.00	%	to	0.00	%
December 31, 2016	—	$	—	to	$	—	$	—	0.00	%	0.00	%	to	0.00	%	0.00	%	to	0.00	%
December 31, 2015	—	$	—	to	$	—	$	—	0.00	%	0.00	%	to	0.00	%	0.00	%	to	0.00	%

* These amounts represent the dividends, excluding distributions of capital gains, received by the subaccount from the underlying Portfolios, net of management fees assessed by the fund manager, divided by the average daily net assets. These ratios exclude those expenses, such as mortality and expense risk and administration charges, that result in direct reductions in the unit values. The recognition of investment income by the subaccount is affected by the timing of the declaration of dividends by the underlying Portfolios in which the subaccount invests.

** These amounts represent the annualized contract expenses of the Account, consisting primarily of mortality and expense risk and administration charges, for each period indicated. The ratios include only those expenses that result in a direct reduction to unit values. Charges made directly to contract owner accounts through the redemption of units and expenses of the underlying Portfolios are excluded.

*** These amounts represent the total returns for the periods indicated, including changes in the value of the underlying Portfolios, and reflect deductions for all items included in the expense ratio. The total return does not include any expenses assessed through the redemption of units; inclusion of these expenses in the calculation would result in a reduction in the total return presented. Product designs within a subaccount with no activity during the period were excluded from the range of total returns for that period. Product designs within a subaccount which were offered after a fiscal year began are included in the range of total returns for that period, and their respective total returns may not correspond to the total returns of a product offering with a comparable expense ratio that was presented for the full period. Contract owners may experience different total returns based on their investment options. Subaccounts with a date notation indicate the effective date of that subaccount in the Account. Total returns for periods less than one year are not annualized. The total return is calculated for each of the five years in the period ended December 31, 2019 or from the effective date of the subaccount through the end of the reporting period.

A100

Note 8: Charges and Expenses

The following represents the various charges and expenses of the Account which are paid to Prudential Annuities.

Each contract funded through the Account is subject to specific fees and charges, some of which are deducted as an asset-based charge by the Account, while others are deducted either annually or at the time that certain transactions are made.

Insurance Charge - The insurance charge is the combination of the mortality and expense risk charges and the administrative charge. The insurance charge is expressed as an annual charge; however the daily equivalent is deducted on a daily basis from the net assets of each subaccount. This charge is assessed through a reduction in unit values.

Distribution Charge - The distribution charge is deducted by the Account on certain contracts for a specified time of period. The distribution charge is intended to compensate Prudential Annuities for a portion of the acquisition expenses under the annuity, including promotion and distribution of the annuity. The distribution charge is expressed as an annual charge; however, the daily equivalent is deducted on a daily basis from the net assets of each subaccount. This charge is assessed through a reduction in unit values.

Annual Maintenance Fee - An annual maintenance fee of up to $35 is deducted at the end of each annuity year and upon surrender of the annuity. The annual maintenance fee on certain contracts may be less than $35, may be zero or, under certain circumstances, may be waived based on the account value of the annuity on the anniversary date when the charge is deducted. This charge is assessed through the redemption of units.

Transfer Fees - Transfer fees are charged at a rate of $10 for each transfer after the 20th in each annuity year, as set forth in the respective prospectuses. These charges are assessed through the redemption of units.

Contingent Deferred Sales Charges - Contingent deferred sales charges from 0% to 9% may apply to certain withdrawals from the annuities and upon surrender of the annuity. When applicable, contingent deferred sales charges will apply for a maximum number of years depending on the type of contract. The maximum number of years may be based on the number of years since each purchase payment is applied or from the issue date of the annuity. Certain annuities do not deduct a contingent deferred sales charge upon surrender or withdrawal. Please refer to the prospectus for the contract for a complete description of the contingent deferred sales charge, as well as for any exceptions to the provision that may apply to certain withdrawals during each annuity year. These charges are assessed through the redemption of units.

Premium Taxes - Some states and municipalities impose premium taxes, which currently range up to 3.5% on variable immediate annuity contracts. Depending on the product, these charges are deducted before the net amount is allocated to the investment options in the Account or are assessed through the redemption of units at annuitization.

Optional Benefit Charges - Prior to November 18, 2002, Prudential Annuities offered certain optional benefits as riders to the various contracts where the annual charge to purchase the rider was deducted from the annuity on an annual basis in arrears. Charges on these benefits will continue to be deducted in the same manner. Effective as of November 18, 2002, Prudential Annuities offers riders for optional benefits whose annual charge is deducted on a daily basis from the net assets of each subaccount. The daily charge for the optional benefits is deducted in the same manner as the insurance charge and the distribution charge (if applicable). These charges are assessed through a reduction in unit values.

A101

Note 8: Charges and Expenses (continued)

The following are the base and maximum combined insurance, distribution (when applicable), and optional benefit charges of the respective contracts.

Products	Base		Maximum
ACN	1.40	%	1.65	%
Apex	1.40	%	2.15	%
Apex II	1.65	%	3.05	%
AS Cornerstone	1.15	%	2.55	%
AS Impact	1.00	%	1.50	%
AS Protector	1.40	%	1.65	%
ASAIA	1.25	%	2.25	%
ASAP	1.40	%	1.65	%
ASAP II	1.40	%	2.15	%
ASAP II Premier	1.40	%	1.65	%
ASAP III	0.65	%	2.60	%
ASL	1.40	%	2.15	%
ASL II	1.65	%	3.05	%
ASL II Premier	1.65	%	2.25	%
ASL Premier	1.40	%	1.65	%
ASVIA	1.25	%	1.25	%
Choice	0.90	%	0.90	%
Choice 2000	0.65	%	2.05	%
Defined Investments Annuity	1.00	%	1.75	%
Emerald Choice	1.40	%	2.15	%
Galaxy III	1.00	%	1.25	%
Harvester Variable Annuity	1.40	%	1.65	%
Harvester XTra Credit	1.40	%	1.65	%
Imperium	1.40	%	2.15	%
Optimum	0.65	%	2.65	%
Optimum Four	1.65	%	3.05	%
Optimum Plus	0.65	%	3.05	%
Optimum XTra	1.75	%	3.10	%
PSA	1.40	%	1.40	%
Stagecoach	1.40	%	2.15	%
Stagecoach Apex II	1.65	%	3.00	%
Stagecoach ASAP III	1.25	%	2.60	%
Stagecoach Extra Credit	1.40	%	2.15	%
Stagecoach Flex	1.40	%	2.15	%
Stagecoach VA+	1.40	%	2.15	%
Stagecoach XTra Credit SIX	1.65	%	3.00	%
Wells Fargo Stagecoach Apex	1.40	%	2.15	%
XTra Credit	1.40	%	2.15	%
XTra Credit EIGHT	1.75	%	3.10	%
XTra Credit FOUR	1.40	%	2.15	%
XTra Credit FOUR Premier	1.40	%	1.65	%
XTra Credit Premier	1.40	%	1.65	%
XTra Credit SIX	0.65	%	3.05	%

A102

Note 9: Other

Accumulation units are the basic valuation units used to calculate a contract owner's interest allocated to the variable account before the annuitization date.

Contract owner net payments represent contract owner contributions, net of applicable deductions, charges, and state premium taxes, including amounts transferred to individual subaccounts by the general account to cover greater longevity of annuitants for contracts in payout and remittance of remediation credits to contract owners.

Annuity payments represent periodic payments distributed under the terms of the contract.

Surrenders, withdrawals and death benefits are payments to contract owners and beneficiaries made under the terms of the contracts, including amounts that contract owners have requested to be withdrawn or paid to them.

Net transfers between other subaccounts or fixed rate option are amounts that contract owners have directed to be moved among subaccounts, including permitted transfers to and from the guaranteed interest account and market value adjustment account.

Miscellaneous transactions primarily represent timing related adjustments on contract owner transactions, such as premiums, surrenders, transfers, etc. which are funded by the general account in order to maintain appropriate contract owner account balances.

Other charges are contract level charges assessed through the redemption of units as described in Note 8, Charges and Expenses.

Note 10: Subsequent Events

On March 11, 2020, the World Health Organization declared COVID-19 a pandemic, and national governments have implemented a range of policies and actions to combat it. The extent of the impact of COVID-19 on world economies, and ultimately on the portfolios in which the subaccounts invest, is highly uncertain and cannot be predicted at this time. Management will continue to monitor developments, and their impact on the fair value of the portfolios, which may be materially adversely affected if the financial markets and/or the overall economy are impacted for an extended period.

A103

Report of Independent Registered Public Accounting Firm

TotheBoard of Directors of

Prudential Annuities Life Assurance Corporation

and theContract OwnersofPrudential Annuities Life Assurance Corporation Variable Account B

Opinions on the Financial Statements

We have audited the accompanying statements of net assets of each of the subaccounts of Prudential Annuities Life Assurance Corporation Variable Account B in the table below as of the dates indicated in the table below, and the related statements of operations and of changes in net assets for each of the periods indicated in the table below,including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the subaccounts of the Prudential Annuities Life Assurance Corporation Variable Account Bas of the dates indicated in the table below, and the results of each of their operations and the changes in each of their net assets for the periods indicated in the table below in conformity with accounting principles generally accepted in the United States of America.

AST Goldman Sachs Large-Cap Value Portfolio (2)	ProFund VP NASDAQ-100 (1)
AST T. Rowe Price Large-Cap Growth Portfolio (1)	ProFund VP Semiconductor (1)
AST Government Money Market Portfolio (1)	ProFund VP Small-Cap Growth (1)
AST Cohen & Steers Realty Portfolio (1)	ProFund VP Short Mid-Cap (1)
AST J.P. Morgan Strategic Opportunities Portfolio (1)	ProFund VP Short NASDAQ-100 (1)
AST T. Rowe Price Large-Cap Value Portfolio (1)	ProFund VP Short Small-Cap (1)
AST High Yield Portfolio (1)	ProFund VP Small-Cap Value (1)
AST Small-Cap Growth Opportunities Portfolio (1)	ProFund VP Technology (1)
AST WEDGE Capital Mid-Cap Value Portfolio (1)	ProFund VP Telecommunications (1)
AST Small-Cap Value Portfolio (1)	ProFund VP UltraMid-Cap (1)
AST Mid-Cap Growth Portfolio (1)	ProFund VP UltraNASDAQ-100 (1)
AST Goldman Sachs Small-Cap Value Portfolio (1)	ProFund VP UltraSmall-Cap (1)
AST Hotchkis & Wiley Large-Cap Value Portfolio (1)	ProFund VP Utilities (1)
AST Loomis Sayles Large-Cap Growth Portfolio (1)	ProFund VP Large-Cap Growth (1)
AST MFS Growth Portfolio (1)	ProFund VP Large-Cap Value (1)
AST Neuberger Berman/LSV Mid-Cap Value Portfolio (1)	Rydex VT Nova Fund (1)
AST Small-Cap Growth Portfolio (1)	Rydex VT NASDAQ-100® Fund (1)
AST BlackRock Low Duration Bond Portfolio (1)	Rydex VT Inverse S&P 500® Strategy Fund (1)
AST BlackRock/Loomis Sayles Bond Portfolio (1)	Invesco V.I. Health Care Fund (Series I) (1)
AST QMA US Equity Alpha Portfolio (1)	Invesco V.I. Technology Fund (Series I) (1)
AST T. Rowe Price Natural Resources Portfolio (1)	Wells Fargo VT Index Asset Allocation Fund (Class 2) (1)
AST T. Rowe Price Asset Allocation Portfolio (1)	Wells Fargo VT International Equity Fund (Class 2) (1)
AST International Value Portfolio (1)	Wells Fargo VT Small Cap Growth Fund (Class 2) (1)
AST MFS Global Equity Portfolio (1)	AST Fidelity Institutional AM℠ Quantitative Portfolio (1)

A104

AST J.P. Morgan International Equity Portfolio (1)	AST Prudential Growth Allocation Portfolio (1)
AST Templeton Global Bond Portfolio (1)	AST Advanced Strategies Portfolio (1)
AST International Growth Portfolio (1)	AST Investment Grade Bond Portfolio (1)
AST Wellington Management Hedged Equity Portfolio (1)	AST Bond Portfolio 2019 (1)
AST Capital Growth Asset Allocation Portfolio (1)	AST Cohen & Steers Global Realty Portfolio (1)
AST Academic Strategies Asset Allocation Portfolio (1)	AST Parametric Emerging Markets Equity Portfolio (1)
AST Balanced Asset Allocation Portfolio (1)	AST Bond Portfolio 2020 (1)
AST Preservation Asset Allocation Portfolio (1)	AST Jennison Large-Cap Growth Portfolio (1)
AST AllianzGI World Trends Portfolio (1)	AST Bond Portfolio 2021 (1)
AST J.P. Morgan Global Thematic Portfolio (1)	Wells Fargo VT Omega Growth Fund (Class 2) (1)
AST Goldman Sachs Multi-Asset Portfolio (1)	Wells Fargo VT Omega Growth Fund (Class 1) (1)
AST Western Asset Core Plus Bond Portfolio (1)	Wells Fargo VT Small Cap Growth Fund (Class 1) (1)
Davis Value Portfolio (1)	Wells Fargo VT International Equity Fund (Class 1) (1)
Columbia Variable Portfolio - Asset Allocation Fund (Class 1) (1)	AST Bond Portfolio 2022 (1)
Columbia Variable Portfolio - Small Company Growth Fund (Class 1) (1)	AST Quantitative Modeling Portfolio (1)
Prudential SP International Growth Portfolio (Class I) (1)	AST BlackRock Global Strategies Portfolio (1)
ProFund VP Asia 30 (1)	Invesco V.I. Diversified Dividend Fund (Series I) (1)
ProFund VP Banks (1)	Columbia Variable Portfolio - U.S. Government Mortgage Fund (Class 1) (1)
ProFund VP Bear (1)	Columbia Variable Portfolio - Large Cap Growth Fund (Class 1) (1)
ProFund VP Biotechnology (1)	Wells Fargo VT Opportunity Fund (Class 1) (1)
ProFund VP Basic Materials (1)	Wells Fargo VT Opportunity Fund (Class 2) (1)
ProFund VP UltraBull (1)	AST Prudential Core Bond Portfolio (1)
ProFund VP Bull (1)	AST Bond Portfolio 2023 (1)
ProFund VP Consumer Services (1)	AST MFS Growth Allocation Portfolio (1)
ProFund VP Consumer Goods (1)	AST Western Asset Emerging Markets Debt Portfolio (1)
ProFund VP Oil & Gas (1)	AST MFS Large-Cap Value Portfolio (1)
ProFund VP Europe 30 (1)	Invesco V.I. Mid Cap Growth Fund (Series I) (1)
ProFund VP Financials (1)	AST Bond Portfolio 2024 (1)
ProFund VP U.S. Government Plus (1)	AST AQR Emerging Markets Equity Portfolio (1)
ProFund VP Health Care (1)	AST ClearBridge Dividend Growth Portfolio (1)
Access VP High Yield Fund (1)	Columbia Variable Portfolio - Government Money Market Fund (Class 1) (1)
ProFund VP Industrials (1)	Columbia Variable Portfolio - Income Opportunities Fund (Class 1) (1)
ProFund VP Internet (1)	AST AQR Large-Cap Portfolio (1)
ProFund VP Japan (1)	AST QMA Large-Cap Portfolio (1)
ProFund VP Precious Metals (1)	AST Bond Portfolio 2025 (1)
ProFund VP Mid-Cap Growth (1)	AST Bond Portfolio 2026 (1)
ProFund VP Mid-Cap Value (1)	AST Bond Portfolio 2027 (1)
ProFund VP Pharmaceuticals (1)	NVIT Emerging Markets Fund (Class D) (1)

A105

ProFund VP Real Estate (1)	AST Bond Portfolio 2028 (1)
ProFund VP Rising Rates Opportunity (1)	AST Bond Portfolio 2029 (1)
	AST Bond Portfolio 2030 (1)
(1) Statement of net assets as of December 31, 2019, statement of operations for the year ended December 31, 2019 and statement of changes in net assets for the years ended December 31, 2019 and 2018 (2) Statement of net assets as of April 26, 2019 (date of merger), statement of operations for the period January 1, 2019 to April 26, 2019 and statement of changes in net assets for the period January 1, 2019 to April 26, 2019 and for the year ended December 31, 2018

Basis for Opinions

These financial statements are the responsibility of the Prudential Annuities Life Assurance Corporationmanagement. Our responsibility is to express an opinion on the financial statements of each of the subaccounts of Prudential Annuities Life Assurance Corporation Variable Account Bbased on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to each of the subaccounts of Prudential Annuities Life Assurance Corporation Variable Account Bin accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of investments owned as ofDecember 31, 2019 by correspondence with the transfer agents of the investee mutual funds. We believe that our audits provide a reasonable basis for our opinions.

/s/ PricewaterhouseCoopers LLP

New York, New York

April 10, 2020

We have served as the auditor of one or more of the subaccounts of Prudential Annuities Life Assurance Corporation Variable Account Bsince 2003.

A106

PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION

FINANCIAL STATEMENTS INDEX

	Page
Management’s Annual Report on Internal Control Over Financial Reporting	B-2
Statements of Financial Position as of December 31, 2019 and 2018	B-3
Statements of Operations and Comprehensive Income for the years ended December 31, 2019, 2018 and 2017	B-4
Statements of Equity for the years ended December 31, 2019, 2018 and 2017	B-5
Statements of Cash Flows for the years ended December 31, 2019, 2018 and 2017	B-6
Notes to Financial Statements:	B-8
1      Business and Basis of Presentation	B-8
2      Significant Accounting Policies and Pronouncements	B-9
3      Investments	B-23
4     Derivative Instruments	B-31
5     Fair Value of Assets and Liabilities	B-38
6      Deferred Policy Acquisition Costs	B-51
7      Value of Business Acquired	B-52
8      Policyholders’ Liabilities	B-52
9      Certain Long-duration Contracts with Guarantees	B-53
10    Reinsurance	B-56
11    Income Taxes	B-59
12    Equity	B-62
13    Statutory Net Income and Surplus and Dividend Restriction	B-65
14    Related Party Transactions	B-65
15    Commitments, Contingent Liabilities and Litigation and Regulatory Matters	B-70
16    Contract Withdrawal Provisions	B-71
17    Quarterly Results of Operations (Unaudited)	B-71
Report of Independent Registered Public Accounting Firm	B-72

B-1

Management’s Annual Report on Internal Control Over Financial Reporting

Management of Prudential Annuities Life Assurance Corporation (the “Company”) is responsible for establishing and maintaining adequate internal control over financial reporting. Management conducted an assessment of the effectiveness, as of December 31, 2019, of the Company’s internal control over financial reporting, based on the framework established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on our assessment under that framework, management concluded that the Company’s internal control over financial reporting was effective as of December 31, 2019.

Our internal control over financial reporting is a process designed by or under the supervision of our principal executive and principal financial officers to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and the directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on our financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

This Annual Report does not include an attestation report of the Company’s registered public accounting firm, PricewaterhouseCoopers LLP, regarding the internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this Annual Report.

March 5, 2020

B-2

Prudential Annuities Life Assurance Corporation

Statements of Financial Position

As of December 31, 2019 and 2018 (in thousands, except share amounts)

	December 31, 2019			December 31, 2018
ASSETS
Fixed maturities, available-for-sale, at fair value (amortized cost, 2019: $12,465,746; 2018: $10,186,465)	$	13,202,365		$	9,771,673
Fixed maturities, trading, at fair value (amortized cost, 2019: $349,428; 2018: $294,549)	383,198			289,752
Equity securities, at fair value (cost, 2019: $63,647; 2018: $18,765)	67,503			20,613
Commercial mortgage and other loans	1,471,522			1,353,478
Policy loans	12,366			12,805
Short-term investments	335,358			37,568
Other invested assets (includes $10,492 and $50,945 measured at fair value at December 31, 2019 and 2018, respectively)	474,013			348,541
Total investments	15,946,325			11,834,430
Cash and cash equivalents	2,795,163			4,503,534
Deferred policy acquisition costs	4,455,683			4,447,505
Accrued investment income	102,724			90,895
Reinsurance recoverables	621,510			572,102
Income taxes	1,202,714			964,521
Value of business acquired	30,025			33,222
Deferred sales inducements	812,724			889,598
Receivables from parent and affiliates	62,765			46,381
Other assets	139,933			85,310
Separate account assets	32,665,431			31,210,346
TOTAL ASSETS	$	58,834,997		$	54,677,844
LIABILITIES AND EQUITY
LIABILITIES
Future policy benefits	$	12,932,461		$	9,368,986
Policyholders’ account balances	6,180,359			5,353,596
Payables to parent and affiliates	185,156			30,846
Cash collateral for loaned securities	0			384
Short-term debt	242,094			140,569
Long-term debt	419,418			787,596
Reinsurance payables	235,318			232,937
Other liabilities	447,405			811,016
Separate account liabilities	32,665,431			31,210,346
Total liabilities	53,307,642			47,936,276
COMMITMENTS AND CONTINGENT LIABILITIES (See Note 15)
EQUITY
Common stock, $100 par value; 25,000 shares authorized, issued and outstanding	2,500			2,500
Additional paid-in capital	5,142,936			6,120,436
Retained earnings / (accumulated deficit)	(46,693		)	943,005
Accumulated other comprehensive income (loss)	428,612			(324,373		)
Total equity	5,527,355			6,741,568
TOTAL LIABILITIES AND EQUITY	$	58,834,997		$	54,677,844

See Notes to Financial Statements

B-3

Prudential Annuities Life Assurance Corporation

Statements of Operations and Comprehensive Income

Years Ended December 31, 2019, 2018 and 2017 (in thousands)

	2019			2018			2017
REVENUES
Premiums	$	59,550		$	67,265		$	63,573
Policy charges and fee income	2,081,046			2,171,278			2,209,579
Net investment income	551,548			402,808			422,809
Asset administration fees and other income	440,483			389,156			413,375
Realized investment gains (losses), net:
Other-than-temporary impairments on fixed maturity securities	(3,658		)	(6,813		)	(8,576		)
Other-than-temporary impairments on fixed maturity securities transferred to other comprehensive income (loss)	(168		)	0			(546		)
Other realized investment gains (losses), net	(2,677,494		)	890,886			(796,278		)
Total realized investment gains (losses), net	(2,681,320		)	884,073			(805,400		)
TOTAL REVENUES	451,307			3,914,580			2,303,936
BENEFITS AND EXPENSES
Policyholders’ benefits	143,925			187,088			114,068
Interest credited to policyholders’ account balances	161,209			249,175			30,280
Amortization of deferred policy acquisition costs	272,853			589,795			(13,946		)
Commission expense	889,593			862,338			861,303
General, administrative and other expenses	264,155			181,964			194,636
TOTAL BENEFITS AND EXPENSES	1,731,735			2,070,360			1,186,341
INCOME (LOSS) FROM OPERATIONS BEFORE INCOME TAXES	(1,280,428		)	1,844,220			1,117,595
Income tax expense (benefit)	(291,101		)	161,504			1,201,099
NET INCOME (LOSS)	$	(989,327	)	$	1,682,716		$	(83,504	)
Other comprehensive income (loss), before tax:
Foreign currency translation adjustments	182			(1,354		)	109
Net unrealized investment gains (losses)	953,250			(248,688		)	323,359
Total	953,432			(250,042		)	323,468
Less: Income tax expense (benefit) related to other comprehensive income (loss)	200,447			(52,510		)	98,644
Other comprehensive income (loss), net of taxes	752,985			(197,532		)	224,824
Comprehensive income (loss)	$	(236,342	)	$	1,485,184		$	141,320

See Notes to Financial Statements

B-4

Prudential Annuities Life Assurance Corporation

Statements of Equity

Years Ended December 31, 2019, 2018 and 2017 (in thousands)

	Common   Stock		Additional   Paid-In Capital			Retained Earnings/  (Accumulated Deficit)			Accumulated Other Comprehensive   Income (loss)			Total Equity
Balance, December 31, 2016	$	2,500	$	8,095,436		$	(693,258	)	$	(314,948	)	$	7,089,730
Contributed capital
Return of capital			(950,000		)							(950,000		)
Comprehensive income:
Net income (loss)						(83,504		)				(83,504		)
Other comprehensive income (loss), net of tax									224,824			224,824
Total comprehensive income (loss)												141,320
Balance, December 31, 2017	2,500		7,145,436			(776,762		)	(90,124		)	6,281,050
Cumulative effect of adoption of ASU 2016-01						337			(3		)	334
Cumulative effect of adoption of ASU 2018-02						36,714			(36,714		)	0
Contributed capital
Return of capital			(1,025,000		)							(1,025,000		)
Comprehensive income:
Net income (loss)						1,682,716						1,682,716
Other comprehensive income (loss), net of tax									(197,532		)	(197,532		)
Total comprehensive income (loss)												1,485,184
Balance, December 31, 2018	2,500		6,120,436			943,005			(324,373		)	6,741,568
Cumulative effect of adoption of accounting changes (1)						(371		)	0			(371		)
Contributed capital
Return of capital			(977,500		)							(977,500		)
Comprehensive income:
Net income (loss)						(989,327		)				(989,327		)
Other comprehensive income (loss), net of tax									752,985			752,985
Total comprehensive income (loss)												(236,342		)
Balance, December 31, 2019	$	2,500	$	5,142,936		$	(46,693	)	$	428,612		$	5,527,355

(1) Includes the impact from the adoption of ASUs 2017-08 and 2017-12. See Note 2.

See Notes to Financial Statements

B-5

Prudential Annuities Life Assurance Corporation

Statements of Cash Flows

Years Ended December 31, 2019, 2018 and 2017 (in thousands)

	2019			2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	(989,327	)	$	1,682,716		$	(83,504	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Policy charges and fee income	(813		)	(2,686		)	(766		)
Realized investment (gains) losses, net	2,681,320			(884,073		)	805,400
Depreciation and amortization	865			7,905			32,812
Interest credited to policyholders’ account balances	161,209			249,175			30,280
Change in:
Future policy benefits	1,110,089			1,095,204			982,792
Accrued investment income	(11,829		)	(2,564		)	(2,327		)
Net receivables from/payables to parent and affiliates	1,463			(3,163		)	4,165
Deferred sales inducements	(790		)	(2,885		)	(1,551		)
Deferred policy acquisition costs	(139,774		)	216,799			(291,532		)
Income taxes	(438,541		)	204,634			763,227
Reinsurance recoverables, net	(3,524		)	(33,703		)	2,708
Derivatives, net	(193,119		)	131,874			(1,364,754		)
Other, net (1)	38,037			167,939			91,600
Cash flows from (used in) operating activities	2,215,266			2,827,172			968,550
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from the sale/maturity/prepayment of:
Fixed maturities, available-for-sale	852,596			2,534,470			1,145,369
Fixed maturities, trading	149			99,656			1,739
Equity securities	8,807			7,896			3,306
Commercial mortgage and other loans	265,657			143,331			198,584
Policy loans	1,439			675			1,276
Other invested assets	27,065			29,103			72,667
Short-term investments	1,109,061			984,409			1,949,758
Payments for the purchase/origination of:
Fixed maturities, available-for-sale	(3,538,800		)	(2,230,936		)	(1,528,065		)
Fixed maturities, trading	(54,862		)	(231,316		)	(15,964		)
Equity securities	(52,244		)	(14,221		)	(3,048		)
Commercial mortgage and other loans	(382,407		)	(125,007		)	(348,520		)
Policy loans	(295		)	(187		)	(366		)
Other invested assets	(169,863		)	(167,930		)	(7,668		)
Short-term investments	(1,406,312		)	(311,277		)	(1,713,877		)
Notes receivable from parent and affiliates, net	(15,442		)	3,518			2,717
Derivatives, net	(18,334		)	1,073			4,948
Other, net	0			(69		)	254
Cash flows from (used in) investing activities	(3,373,785		)	723,188			(236,890		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Policyholders’ account deposits	4,012,627			3,150,952			2,623,534
Ceded policyholders’ account deposits	(16,068		)	(47,449		)	(24,191		)
Policyholders’ account withdrawals	(3,320,216		)	(2,727,850		)	(2,589,770		)
Ceded policyholders' account withdrawals	35,566			30,341			24,111
Cash collateral for loaned securities	(384		)	(16,999		)	(5,967		)
Repayments of debt (maturities longer than 90 days)	(274,569		)	(43,734		)	0

B-6

Prudential Annuities Life Assurance Corporation

Net increase/(decrease) in short-term borrowing	7,916			0			(28,101		)
Drafts outstanding	(7,503		)	(7,026		)	10,624
Distribution to parent	(977,500		)	(1,025,000		)	(950,000		)
Other, net	(9,721		)	0			0
Cash flows from (used in) financing activities	(549,852		)	(686,765		)	(939,760		)
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS	(1,708,371		)	2,863,595			(208,100		)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR	4,503,534			1,639,939			1,848,039
CASH AND CASH EQUIVALENTS, END OF YEAR	$	2,795,163		$	4,503,534		$	1,639,939
SUPPLEMENTAL CASH FLOW INFORMATION
Income taxes paid (refund)	$	147,441		$	(43,130	)	$	437,872
Interest paid	$	26,719		$	33,901		$	34,217

(1) Prior period amounts have been reclassified to conform to current period presentation.

Significant Non-Cash Transactions

There were no significant non-cash transactions for the years ended December 31, 2019, 2018 and 2017.

See Notes to Financial Statements

B-7

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements

1.    BUSINESS AND BASIS OF PRESENTATION

Prudential Annuities Life Assurance Corporation (the “Company” or “PALAC”), with its principal offices in Shelton, Connecticut, is a wholly-owned subsidiary of Prudential Annuities, Inc. (“PAI”), which in turn is an indirect wholly-owned subsidiary of Prudential Financial, Inc. ("Prudential Financial"), a New Jersey corporation.

The Company has developed long-term savings and retirement products, which are distributed through its affiliated broker-dealer company, Prudential Annuities Distributors, Inc. (“PAD”), and third-party distribution networks. The Company issued variable and fixed deferred and immediate annuities for individuals and groups in the United States of America and Puerto Rico. In addition, the Company has a relatively small in force block of variable life insurance policies. The Company stopped actively selling products by March 2010; However, the Company continues to accept additional customer deposits on certain in force contracts, subject to applicable contract provisions and administrative rules.

The Company surrendered its New York license effective December 31, 2015, and reinsured the majority of its New York business to an affiliate, The Prudential Insurance Company of America (“Prudential Insurance”). The license surrender relieves the Company of the requirement to hold New York statutory reserves on its business in excess of the statutory reserves required by its domiciliary regulator, the Arizona Department of Insurance ("AZDOI"). For the small portion of New York business retained by the Company, a custodial account has been established to hold collateral assets in an amount equal to a percentage of the reserves associated with such business, as calculated in accordance with PALAC's New York Regulation 109 Plan approved by the New York Department of Financial Services.

The Company resumed offering annuity products to new investors (except in New York) in 2018.

The Company is engaged in a business that is highly competitive because of the large number of stock and mutual life insurance companies and other entities engaged in marketing long-term savings and retirement products, including insurance products, and individual and group annuities.

Through March 31, 2016, the Company reinsured the majority of its variable annuity living benefit guarantees to its affiliated companies, Pruco Reinsurance, Ltd. ("Pruco Re") and Prudential Insurance. Effective April 1, 2016, the Company recaptured the risks related to its variable annuity living benefit guarantees that were previously reinsured to Pruco Re and Prudential Insurance. In addition, the Company reinsured the variable annuity base contracts, along with the living benefit guarantees, from Pruco Life Insurance Company ("Pruco Life"), excluding the Pruco Life Insurance Company of New Jersey ("PLNJ") business which was reinsured to Prudential Insurance, under a coinsurance and modified coinsurance agreement. This reinsurance agreement covers new and in force business and excludes business reinsured externally. The product risks related to the reinsured business are being managed in the Company. In addition, the living benefit hedging program related to the reinsured living benefit guarantees is being managed within the Company.

Basis of Presentation

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

The most significant estimates include those used in determining DAC and related amortization; fair value of embedded derivative instruments associated with the index-linked features of certain fixed annuity products; value of business acquired ("VOBA") and its amortization; amortization of DSI; valuation of investments including derivatives and the recognition of other-than-temporary impairments (“OTTI”); future policy benefits including guarantees; provision for income taxes and valuation of deferred tax assets; and accruals for contingent liabilities, including estimates for losses in connection with unresolved legal and regulatory matters.

Reclassifications

Certain amounts in prior periods have been reclassified to conform to the current period presentation.

B-8

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

2.    SIGNIFICANT ACCOUNTING POLICIES AND PRONOUNCEMENTS

ASSETS

Fixed maturities, available-for-sale, at fair value are comprised of bonds, notes and redeemable preferred stock. Fixed maturities classified as “available-for-sale” are carried at fair value. See Note 5 for additional information regarding the determination of fair value. The associated unrealized gains and losses, net of tax, and the effect on DAC, VOBA, DSI, future policy benefits, policyholders’ account balances that would result from the realization of unrealized gains and losses, are included in “Accumulated other comprehensive income (loss)” (“AOCI”). The purchased cost of fixed maturities is adjusted for amortization of premiums and accretion of discounts to maturity or, if applicable, call date.

Interest income, and amortization of premium and accretion of discount are included in “Net investment income” under the effective yield method. Additionally, prepayment premiums are also included in “Net investment income”. For mortgage-backed and asset-backed securities, the effective yield is based on estimated cash flows, including interest rate and prepayment assumptions based on data from widely accepted third-party data sources or internal estimates. In addition to interest rate and prepayment assumptions, cash flow estimates also vary based on other assumptions regarding the underlying collateral including default rates and changes in value. These assumptions can significantly impact income recognition and the amount of OTTI recognized in earnings and other comprehensive income (loss) ("OCI"). For high credit quality mortgage-backed and asset-backed securities (those rated AA or above), cash flows are provided quarterly, and the amortized cost and effective yield of the securities are adjusted as necessary to reflect historical prepayment experience and changes in estimated future prepayments. The adjustments to amortized cost are recorded as a charge or credit to "Net investment income" in accordance with the retrospective method. For mortgage-backed and asset-backed securities rated below AA or those for which an OTTI has been recorded, the effective yield is adjusted prospectively for any changes in estimated cash flows. See the discussion below on realized investment gains and losses for a description of the accounting for impairments.

Fixed maturities, trading, at fair value consists of fixed maturities that are carried at fair value. Realized and unrealized gains and losses on these investments are reported in “Asset administration fees and other income”, and interest and dividend income from these investments is reported in “Net investment income”.

Equity securities, at fairvalue is comprised of common stock and mutual fund shares, which are carried at fair value. Realized and unrealized gains and losses on these investments are reported in “Asset administration fees and other income”, and dividend income is reported in “Net investment income” on the ex-dividend date.

Effective January 1, 2018, the Company adopted ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Liabilities using a modified retrospective method. Adoption of this ASU impacted the Company’s accounting and presentation related to equity investments. The most significant impact is that the changes in fair value of equity securities previously classified as “available-for-sale” are reported in net income within “Asset administration fees and other income” in the Statements of Operations. Prior to this, the changes in fair value on equity securities classified as “available-for-sale” were reported in AOCI. The impact of this standard resulted in an increase to retained earnings of $337 thousand, a reduction to AOCI of $3 thousand, and an increase to equity of $334 thousand upon adoption on January 1, 2018.

Commercial mortgage and other loans consist of commercial mortgage loans and agricultural property loans. Commercial mortgage and other loans held for investment are generally carried at unpaid principal balance, net of unamortized deferred loan origination fees and expenses and net of an allowance for losses. Commercial mortgage and other loans acquired, including those related to the acquisition of a business, are recorded at fair value when purchased, reflecting any premiums or discounts to unpaid principal balances. Interest income, and the amortization of the related premiums or discounts, are included in “Net investment income” under the effective yield method. Prepayment fees are also included in "Net investment income".

Impaired loans include those loans for which it is probable that amounts due will not all be collected according to the contractual terms of the loan agreement. The Company defines “past due” as principal or interest not collected at least 30 days past the scheduled contractual due date. Interest received on loans that are past due, including impaired and non-impaired loans, as well as, loans that were previously modified in a troubled debt restructuring, is either applied against the principal or reported as net investment income based on the Company’s assessment as to the collectability of the principal. See Note 3 for additional information about the Company’s past due loans.

The Company discontinues accruing interest on loans after the loans become 90 days delinquent as to principal or interest payments, or earlier when the Company has doubts about collectability. When the Company discontinues accruing interest on a loan, any accrued but uncollectible interest on the loan and other loans backed by the same collateral, if any, is charged to interest income in the same period. Generally, a loan is restored to accrual status only after all delinquent interest and principal are brought current and, in the case of loans where the payment of interest has been interrupted for a substantial period, or the loan has been modified, a regular payment performance has been established.

B-9

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The Company reviews the performance and credit quality of the commercial mortgage and other loan portfolio on an on-going basis. Loans are placed on watch list status based on a predefined set of criteria and are assigned one of two categories. Loans are classified as “closely monitored” when it is determined that there is a collateral deficiency or other credit events that may lead to a potential loss of principal or interest. Loans “not in good standing” are those loans where the Company has concluded that there is a high probability of loss of principal, such as when the loan is delinquent or in the process of foreclosure. As described below, in determining the allowance for losses, the Company evaluates each loan on the watch list to determine if it is probable that amounts due will not be collected according to the contractual terms of the loan agreement.

Loan-to-value and debt service coverage ratios are measures commonly used to assess the quality of commercial mortgage loans. The loan-to-value ratio compares the amount of the loan to the fair value of the underlying property collateralizing the loan, and is commonly expressed as a percentage. Loan-to-value ratios greater than 100% indicate that the loan amount exceeds the collateral value. A loan-to-value ratio less than 100% indicates an excess of collateral value over the loan amount. The debt service coverage ratio compares a property’s net operating income to its debt service payments. Debt service coverage ratios less than 1.0 times indicate that property operations do not generate enough income to cover the loan’s current debt payments. A debt service coverage ratio greater than 1.0 times indicates an excess of net operating income over the debt service payments. The values utilized in calculating these ratios are developed as part of the Company’s periodic review of the commercial mortgage loan and agricultural property loan portfolios, which includes an internal appraisal of the underlying collateral value. The Company’s periodic review also includes a quality re-rating process, whereby the internal quality rating originally assigned at underwriting is updated based on current loan, property and market information using a proprietary quality rating system. The loan-to-value ratio is the most significant of several inputs used to establish the internal credit rating of a loan which in turn drives the allowance for losses. Other key factors considered in determining the internal credit rating include debt service coverage ratios, amortization, loan term, and estimated market value growth rate and volatility for the property type and region. See Note 3 for additional information related to the loan-to-value ratios and debt service coverage ratios related to the Company’s commercial mortgage and agricultural loan portfolios.

The allowance for losses includes a loan specific reserve for each impaired loan that has a specifically identified loss and a portfolio reserve for probable incurred but not specifically identified losses. For impaired commercial mortgage and other loans the allowances for losses are determined based on the present value of expected future cash flows discounted at the loan’s effective interest rate, or based upon the fair value of the collateral if the loan is collateral dependent. The portfolio reserves for probable incurred but not specifically identified losses in the commercial mortgage and agricultural loan portfolios consider the current credit composition of the portfolio based on an internal quality rating as described above. The portfolio reserves are determined using past loan experience, including historical credit migration, loss probability and loss severity factors by property type. These factors are reviewed and updated as appropriate.

The allowance for losses on commercial mortgage and other loans can increase or decrease from period to period based on the factors noted above. “Realized investment gains (losses), net” includes changes in the allowance for losses. “Realized investment gains (losses), net” also includes gains and losses on sales, certain restructurings, and foreclosures.

When a commercial mortgage or other loan is deemed to be uncollectible, any specific valuation allowance associated with the loan is reversed and a direct write down of the carrying amount of the loan is made. The carrying amount of the loan is not adjusted for subsequent recoveries in value.

Commercial mortgage and other loans are occasionally restructured in a troubled debt restructuring. These restructurings generally include one or more of the following: full or partial payoffs outside of the original contract terms; changes to interest rates; extensions of maturity; or additions or modifications to covenants. Additionally, the Company may accept assets in full or partial satisfaction of the debt as part of a troubled debt restructuring. When restructurings occur, they are evaluated individually to determine whether the restructuring or modification constitutes a “troubled debt restructuring” as defined by authoritative accounting guidance. If the borrower is experiencing financial difficulty and the Company has granted a concession, the restructuring, including those that involve a partial payoff or the receipt of assets in full satisfaction of the debt is deemed to be a troubled debt restructuring. Based on the Company’s credit review process described above, these loans generally would have been deemed impaired prior to the troubled debt restructuring, and specific allowances for losses would have been established prior to the determination that a troubled debt restructuring has occurred.

B-10

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

In a troubled debt restructuring where the Company receives assets in full satisfaction of the debt, any specific valuation allowance is reversed and a direct write-down of the loan is recorded for the amount of the allowance, and any additional loss, net of recoveries, or any gain is recorded for the difference between the fair value of the assets received and the recorded investment in the loan. When assets are received in partial settlement, the same process is followed, and the remaining loan is evaluated prospectively for impairment based on the credit review process noted above. When a loan is restructured in a troubled debt restructuring, the impairment of the loan is remeasured using the modified terms and the loan’s original effective yield, and the allowance for loss is adjusted accordingly. Subsequent to the modification, income is recognized prospectively based on the modified terms of the loans in accordance with the income recognition policy noted above. Additionally, the loan continues to be subject to the credit review process noted above.

In situations where a loan has been restructured in a troubled debt restructuring and the loan has subsequently defaulted, this factor is considered when evaluating the loan for a specific allowance for losses in accordance with the credit review process noted above.

See Note 3 for additional information about commercial mortgage and other loans that have been restructured in a troubled debt restructuring.

Policy loans represent funds loaned to policyholders up to the cash surrender value of the associated insurance policies and are carried at the unpaid principal balances due to the Company from the policyholders. Interest income on policy loans is recognized in “Net investment income” at the contract interest rate when earned. Policy loans are fully collateralized by the cash surrender value of the associated insurance policies.

Short-term investmentsprimarily consist of highly liquid debt instruments with a maturity of twelve months or less and greater than three months when purchased. These investments are generally carried at fair value or amortized cost that approximates fair value and include certain money market investments, funds managed similar to regulated money market funds, short-term debt securities issued by government sponsored entities and other highly liquid debt instruments.

Other invested assets consist of the Company’s non-coupon investments in limited partnerships and limited liability companies ("LPs/LLCs") (other than operating joint ventures), derivative assets and other investments. LPs/LLCs interests are accounted for using either the equity method of accounting, or at fair value with changes in fair value reported in “Asset administration fees and other income”. The Company’s income from investments in LPs/LLCs accounted for using the equity method, other than the Company’s investments in operating joint ventures, is included in “Net investment income.” The carrying value of these investments is written down, or impaired, to fair value when a decline in value is considered to be other-than-temporary. In applying the equity method (including assessment for OTTI), the Company uses financial information provided by the investee, generally on a one to three-month lag. For the investments reported at fair value with changes in fair value reported in current earnings, the associated realized and unrealized gains and losses are reported in “Asset administration fees and other income”.

Realized investment gains (losses) are computed using the specific identification method. Realized investment gains and losses are generated from numerous sources, including the sales of fixed maturity securities, investments in joint ventures and limited partnerships and other types of investments, as well as adjustments to the cost basis of investments for net OTTI recognized in earnings. Realized investment gains and losses also reflect changes in the allowance for losses on commercial mortgage and other loans, and fair value changes on embedded derivatives and free-standing derivatives that do not qualify for hedge accounting treatment. See “Derivative Financial Instruments” below for additional information regarding the accounting for derivatives.

The Company’s available-for-sale securities with unrealized losses are reviewed quarterly to identify OTTI in value. In evaluating whether a decline in value is other-than-temporary, the Company considers several factors including, but not limited to the following: (1) the extent and the duration of the decline; (2) the reasons for the decline in value (credit event, currency or interest-rate related, including general credit spread widening); and (3) the financial condition of and near-term prospects of the issuer.

An OTTI is recognized in earnings for a debt security in an unrealized loss position when the Company either (1) has the intent to sell the debt security or (2) it is more likely than not will be required to sell the debt security before its anticipated recovery. For all debt securities in unrealized loss positions that do not meet either of these two criteria, the Company analyzes its ability to recover the amortized cost by comparing the net present value of projected future cash flows with the amortized cost of the security. The net present value is calculated by discounting the Company’s best estimate of projected future cash flows at the effective interest rate implicit in the debt security prior to impairment. The Company may use the estimated fair value of collateral as a proxy for the net present value if it believes that the security is dependent on the liquidation of collateral for recovery of its investment. If the net present value is less than the amortized cost of the investment an OTTI is recognized.

B-11

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

When an OTTI of a debt security has occurred, the amount of the OTTI recognized in earnings depends on whether the Company intends to sell the security or more likely than not will be required to sell the security before recovery of its amortized cost basis. If the debt security meets either of these two criteria, the OTTI recognized in earnings is equal to the entire difference between the security’s amortized cost basis and its fair value at the impairment measurement date. For OTTI of debt securities that do not meet these criteria, the net amount recognized in earnings is equal to the difference between the amortized cost of the debt security and its net present value calculated as described above. Any difference between the fair value and the net present value of the debt security at the impairment measurement date is recorded in OCI. Unrealized gains or losses on securities for which an OTTI has been recognized in earnings is tracked as a separate component of AOCI.

The split between the amount of an OTTI recognized in OCI and the net amount recognized in earnings for debt securities is driven principally by assumptions regarding the amount and timing of projected cash flows. For mortgage-backed and asset-backed securities, cash flow estimates consider the payment terms of the underlying assets backing a particular security, including interest rate and prepayment assumptions, based on data from widely accepted third-party data sources or internal estimates. In addition to interest rate and prepayment assumptions, cash flow estimates also include other assumptions regarding the underlying collateral including default rates and recoveries, which vary based on the asset type and geographic location, as well as the vintage year of the security. For structured securities, the payment priority within the tranche structure is also considered. For all other debt securities, cash flow estimates are driven by assumptions regarding probability of default and estimates regarding timing and amount of recoveries associated with a default. The Company has developed these estimates using information based on its historical experience as well as using market observable data, such as industry analyst reports and forecasts, sector credit ratings and other data relevant to the collectability of a security, such as the general payment terms of the security and the security’s position within the capital structure of the issuer.

The new cost basis of an impaired security is not adjusted for subsequent increases in estimated fair value. In periods subsequent to the recognition of an OTTI, the impaired security is accounted for as if it had been purchased on the measurement date of the impairment. For debt securities, the discount (or reduced premium) based on the new cost basis may be accreted into net investment income in future periods, including increases in cash flows on a prospective basis. In certain cases where there are decreased cash flow expectations, the security is reviewed for further cash flow impairments.

Unrealized investment gains and losses are also considered in determining certain other balances, including DAC, VOBA, DSI, certain future policy benefits and deferred tax assets or liabilities. These balances are adjusted, as applicable, for the impact of unrealized gains or losses on investments as if these gains or losses had been realized, with corresponding credits or charges included in AOCI. Each of these balances is discussed in greater detail below.

Cash and cash equivalents include cash on hand, amounts due from banks, certain money market investments, funds managed similar to regulated money market funds, other debt instruments with maturities of three months or less when purchased, other than cash equivalents that are included in "Fixed maturities, available-for-sale, at fair value", and receivables related to securities purchased under agreements to resell (see also "Securities sold under agreements to purchase" below). The Company also engages in overnight borrowing and lending of funds with Prudential Financial and affiliates which are considered cash and cash equivalents. These assets are generally carried at fair value or amortized cost which approximates fair value.

Deferred policy acquisition costs are directly related to the successful acquisition of new and renewal insurance and annuity business that have been deferred to the extent such costs are deemed recoverable from future profits. Such DAC primarily includes commissions, costs of policy issuance and underwriting, and certain other expenses that are directly related to successfully negotiated contracts. In each reporting period, capitalized DAC is amortized to “Amortization of DAC", net of the accrual of imputed interest on DAC balances. DAC is subject to periodic recoverability testing. DAC, for applicable products, is adjusted for the impact of unrealized gains or losses on investments as if these gains or losses had been realized, with corresponding credits or charges included in AOCI.

B-12

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

DAC related to fixed and variable deferred annuity products are generally deferred and amortized over the expected life of the contracts in proportion to gross profits arising principally from investment margins, mortality and expense margins, and surrender charges, based on historical and anticipated future experience, which is updated periodically. The Company uses a reversion to the mean approach for equities to derive future equity return assumptions. However, if the projected equity return calculated using this approach is greater than the maximum equity return assumption, the maximum equity return is utilized. Gross profits also include impacts from the embedded derivatives associated with certain of the optional living benefit features of variable annuity contracts, and index-linked crediting features of fixed indexed annuity contracts and related hedging activities. In calculating gross profits, profits and losses related to contracts issued by the Company that are reported in affiliated legal entities other than the Company as a result of, for example, reinsurance agreements with those affiliated entities, are also included. The Company is an indirect subsidiary of Prudential Financial, a United States Securities and Exchange Commission (the "SEC") registrant, and has extensive transactions and relationships with other subsidiaries of Prudential Financial, including reinsurance agreements, as described in Note 10. Incorporating all product-related profits and losses in gross profits, including those that are reported in affiliated legal entities, produces a DAC amortization pattern representative of the total economics of the products. Total gross profits include both actual gross profits and estimates of gross profits for future periods. The Company regularly evaluates and adjusts DAC balances with a corresponding charge or credit to current period earnings, representing a cumulative adjustment to all prior periods’ amortization, for the impact of actual gross profits and changes in the Company's projections of estimated future gross profits. Adjustments to DAC balances include: (i) annual review of assumptions that reflect the comprehensive review of the assumptions used in estimating gross profits for future periods, (ii) quarterly adjustments for current period experience (also referred to as “experience true-up” adjustments) that reflect the impact of differences between actual gross profits for a given period and the previously estimated expected gross profits for that period, and (iii) quarterly adjustments for market performance (also referred to as “experience unlocking”) that reflect the impact of changes to the Company's estimate of total gross profits to reflect actual fund performance and market conditions.

For some products, policyholders can elect to modify product benefits, features, rights or coverages by exchanging a contract for a new contract or by amendment, endorsement, or rider to a contract, or by the election of a feature or coverage within a contract. These transactions are known as internal replacements. For internal replacement transactions, except those that involve the addition of a nonintegrated contract feature that does not change the existing base contract, the unamortized DAC is immediately charged to expense if the terms of the new policies are not substantially similar to those of the former policies. If the new terms are substantially similar to those of the earlier policies, the DAC is retained with respect to the new policies and amortized over the expected life of the new policies. See Note 6 for additional information regarding DAC.

Accrued investment income primarily includes accruals of interest and dividend income from investments that have been earned but not yet received.

Reinsurance recoverables include corresponding receivables associated with reinsurance arrangements with affiliates. For additional information about these arrangements see Note 10.

Income taxes asset primarily represents the net deferred tax asset and the Company’s estimated taxes receivable for the current year and open audit years.

The Company is a member of the federal income tax return of Prudential Financial and primarily files separate company state and local tax returns. Pursuant to the tax allocation arrangement with Prudential Financial, total federal income tax expense is determined on a separate company basis. Members record tax benefits to the extent tax losses or tax credits are recognized in the consolidated federal tax provision.

Items required by tax regulations to be included in the tax return may differ from the items reflected in the financial statements. As a result, the effective tax rate reflected in the financial statements may be different than the actual rate applied on the tax return. Some of these differences are permanent such as expenses that are not deductible in the Company’s tax return, and some differences are temporary, reversing over time, such as valuation of insurance reserves. Temporary differences create deferred tax assets and liabilities. Deferred tax assets generally represent items that can be used as a tax deduction or credit in future years for which the Company has already recorded the tax benefit in the Company’s Statements of Operations. Deferred tax liabilities generally represent tax expense recognized in the Company’s financial statements for which payment has been deferred, or expenditures for which the Company has already taken a deduction in the Company’s tax return but have not yet been recognized in the Company’s financial statements.

Deferred income taxes are recognized, based on enacted rates, when assets and liabilities have different values for financial statement and tax reporting purposes. The application of U.S. GAAP requires the Company to evaluate the recoverability of the Company’s deferred tax assets and establish a valuation allowance if necessary to reduce the Company’s deferred tax assets to an amount that is more likely than not expected to be realized. Considerable judgment is required in determining whether a valuation allowance is necessary, and if so, the amount of such valuation allowance. See Note 11 for a discussion of factors considered when evaluating the need for a valuation allowance.

B-13

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

In December of 2017, SEC staff issued "SAB 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act" ("SAB 118"), which allowed registrants to record provisional amounts during a 'measurement period' not to extend beyond one year. Under the relief provided by SAB 118, a company could recognize provisional amounts when it did not have the necessary information available, prepared or analyzed in reasonable detail to complete its accounting for the change in tax law. See Note 11 for a discussion of provisional amounts related to The United States Tax Cuts and Jobs Act of 2017 ("Tax Act of 2017") recorded in 2017 and adjustments to provisional amounts recorded in 2018.

U.S. GAAP prescribes a comprehensive model for how a company should recognize, measure, present, and disclose in its financial statements uncertain tax positions that a company has taken or expects to take on tax returns. The application of this guidance is a two-step process. First, the Company determines whether it is more likely than not, based on the technical merits, that the tax position will be sustained upon examination. If a tax position does not meet the more likely than not recognition threshold, the benefit of that position is not recognized in the financial statements. The second step is measurement. The Company measures the tax position as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate resolution with a taxing authority that has full knowledge of all relevant information. This measurement considers the amounts and probabilities of the outcomes that could be realized upon ultimate settlement using the facts, circumstances, and information available at the reporting date.

The Company’s liability for income taxes includes a liability for unrecognized tax benefits, interest and penalties which relate to tax years still subject to review by the Internal Revenue Service (“IRS”) or other taxing jurisdictions. Audit periods remain open for review until the statute of limitations has passed. Generally, for tax years which produce net operating losses, capital losses or tax credit carryforwards (“tax attributes”), the statute of limitations does not close, to the extent of these tax attributes, until the expiration of the statute of limitations for the tax year in which they are fully utilized. The completion of review or the expiration of the statute of limitations for a given audit period could result in an adjustment to the liability for income taxes. The Company classifies all interest and penalties related to tax uncertainties as income tax expense. See Note 11 for additional information regarding income taxes.

Effective January 1, 2018, the Company adopted ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (Loss), which allowed a reclassification from AOCI to retained earnings for stranded effects resulting from the Tax Act of 2017. The Company elected to apply the ASU subsequent to recording the adoption impacts of ASU 2016-01 as described above. As a result, the Company reclassified stranded effects resulting from the Tax Act of 2017 by decreasing AOCI and increasing retained earnings, each by $36.7 million upon adoption on January 1, 2018. Stranded effects unrelated to the Tax Act of 2017 are generally released from AOCI when an entire portfolio of the type of item related to the stranded effect is liquidated, sold or extinguished (i.e., portfolio approach).

VOBA represents identifiable intangible assets to which a portion of the purchase price in a business acquisition is attributed under the application of purchase accounting. VOBA represents an adjustment to the stated value of in force insurance contract liabilities to present them at fair value, determined as of the acquisition date. VOBA balances are subject to recoverability testing, in the manner in which it was acquired. The Company has established a VOBA asset primarily for its acquisition of American Skandia Life Assurance Corporation. The Company amortizes VOBA over the anticipated life of the acquired contracts using the same methodology and assumptions used to amortize DAC. The Company records amortization of VOBA in “General, administrative, and other expenses.” See Note 7 for additional information regarding VOBA.

Deferred sales inducements representvarious types of sales inducements to contractholders related to fixed and variable deferred annuity contracts. The Company defers sales inducements and amortizes them over the expected life of the policy using the same methodology and assumptions used to amortize DAC. Sales inducement balances are subject to periodic recoverability testing. The Company records amortization of DSI in “Interest credited to policyholders’ account balances.” DSI for applicable products is adjusted for the impact of unrealized gains or losses on investments as if these gains or losses had been realized, with corresponding credits or charges included in AOCI. See Note 9 for additional information regarding sales inducements.

Other assets consist primarily of accruals for asset administration fees, deferred loss on reinsurance with an affiliate and receivables resulting from sales of securities that had not yet settled at the balance sheet date.

B-14

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Separate account assets represent segregated funds that are invested for certain contractholders. The contractholder has the option of directing funds to a wide variety of investment options, most of which invest in mutual funds. The investment risk on the variable portion of a contract is borne by the contractholder, except to the extent of minimum guarantees by the Company, which are not separate account liabilities. The assets of each account are legally segregated and are not subject to claims that arise out of any other business of the Company. The investment income and realized investment gains or losses from separate accounts generally accrue to the contractholders and are not included in the Company’s results of operations. Mortality, policy administration and surrender charges assessed against the accounts are included in “Policy charges and fee income”. Asset administration fees charged to the accounts are included in “Asset administration fees and other income”. See Note 9 for additional information regarding separate account arrangements with contractual guarantees. See also “Separate account liabilities” below.

LIABILITIES

Future policy benefits liability is primarily comprised of liabilities for guarantee benefits related to certain long-duration life and annuity contracts, which are discussed more fully in Note 9. These reserves represent reserves for the guaranteed minimum death and optional living benefit features on the Company’s variable annuity products. The optional living benefits are primarily accounted for as embedded derivatives, with fair values calculated as the present value of future expected benefit payments to customers less the present value of assessed rider fees attributable to the embedded derivative feature. For additional information regarding the valuation of these optional living benefit features, see Note 5.

The Company’s liability for future policy benefits also includes reserves based on the present value of estimated future payments to or on behalf of policyholders, where the timing and amount of payment depends on policyholder mortality. Expected mortality is generally based on Company experience, industry data, and/or other factors. Interest rate assumptions are based on factors such as market conditions and expected investment returns. Although mortality, morbidity and interest rate assumptions are “locked-in” upon the issuance of new insurance or annuity business with fixed and guaranteed terms, significant changes in experience or assumptions may require the Company to provide for expected future losses on a product by recognizing a premium deficiency. A premium deficiency exists when the liability for future policy benefits plus the present value of expected future gross premiums are determined to be insufficient to provide for expected future policy benefits and expenses. If a premium deficiency is recognized, the assumptions without a provision for the risk of adverse deviation as of the premium deficiency test date are locked-in and used in subsequent valuations. The net reserves continue to be subject to premium deficiency testing. Any adjustments to future policy benefit reserves related to net unrealized gains on securities classified as available-for-sale are included in AOCI. See Note 8 for additional information regarding future policy benefits.

Policyholders’ account balances liability represents the contract value that has accrued to the benefit of the policyholder as of the balance sheet date. This liability is primarily associated with the accumulated account deposits, plus interest credited, less policyholder withdrawals and other charges assessed against the account balance, as applicable. These policyholders’ account balances also include provision for benefits under non-life contingent payout annuities. See Note 8 for additional information regarding policyholders’ account balances.

Cash collateral for loaned securities represent liabilities to return cash proceeds from security lending transactions. Securities lending transactions are used primarily to earn spread income or to facilitate trading activity. As part of securities lending transactions, the Company transfers U.S. and foreign debt and equity securities, as well as U.S. government and government agency securities, and receives cash as collateral. Cash proceeds from securities lending transactions are primarily used to earn spread income, and are typically invested in cash equivalents, short-term investments or fixed maturities. Securities lending transactions are treated as financing arrangements and are recorded at the amount of cash received. The Company obtains collateral in an amount equal to 102% and 105% of the fair value of the domestic and foreign securities, respectively. The Company monitors the market value of the securities loaned on a daily basis with additional collateral obtained as necessary. Substantially all of the Company’s securities lending transactions are with large brokerage firms and large banks. Income and expenses associated with securities lending transactions used to earn spread income are reported as “Net investment income”.

Securities sold under agreements to repurchase represent liabilities associated with securities repurchase agreements whichare used primarily to earn spread income. As part of securities repurchase agreements, the Company transfers U.S. government and government agency securities to a third-party and receives cash as collateral. For securities repurchase agreements, the cash received is typically invested in cash equivalents, short-term investments or fixed maturities. Receivables associated with securities purchased under agreements to resell are generally reflected as cash equivalents (see also "Cash and cash equivalents" above). As part of securities resale agreements, the Company invests cash and receives as collateral U.S. government securities or other debt securities.

B-15

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Securities repurchase and resale agreements that satisfy certain criteria are treated as secured borrowing or secured lending arrangements. These agreements are carried at the amounts at which the securities will be subsequently resold or reacquired, as specified in the respective transactions. For securities purchased under agreements to resell, the Company’s policy is to take possession or control of the securities either directly or through a third-party custodian. These securities are valued daily and additional securities or cash collateral is received, or returned, when appropriate to protect against credit exposure. Securities to be resold are the same, or substantially the same, as the securities received. The majority of these transactions are with large brokerage firms and large banks. For securities sold under agreements to repurchase, the market value of the securities to be repurchased is monitored, and additional collateral is obtained where appropriate, to protect against credit exposure. The Company obtains collateral in an amount at least equal to 95% of the fair value of the securities sold. Securities to be repurchased are the same, or substantially the same, as those sold. The majority of these transactions are with highly rated money market funds. Income and expenses related to these transactions executed within the insurance companies used to earn spread income are reported as “Net investment income”.

Short-term and long-term debt liabilities are primarily carried at an amount equal to unpaid principal balance, net of unamortized discount or premium and debt issue costs. Original-issue discount or premium and debt-issue costs are recognized as a component of interest expense over the period the debt is expected to be outstanding, using the interest method of amortization. Interest expense is generally presented within “General, administrative and other expenses” in the Company’s Statements of Operations. Short-term debt is debt coming due in the next twelve months, including that portion of debt otherwise classified as long-term. The short-term debt caption may exclude short-term debt items for which the Company has the intent and ability to refinance on a long-term basis in the near term. See Note 14 for additional information regarding short-term and long-term debt.

Reinsurance payables include corresponding payables associated with reinsurance arrangements with affiliates. For additional information about these arrangements see Note 10.

Other liabilities consist primarily of accrued expenses, technical overdrafts, deferred gain on reinsurance, and payables resulting from purchases of securities that had not yet settled at the balance sheet date. Other liabilities may also include derivative instruments for which fair values are determined as described below under “Derivative Financial Instruments”.

Separate account liabilities primarily represent the contractholders’ account balance in separate account assets and to a lesser extent borrowings of the separate account, and will be equal and offsetting to total separate account assets. See also “Separate account assets” above.

Commitments and contingent liabilities are accrued if it is probable that a liability has been incurred and an amount is reasonably estimable. Management evaluates whether there are incremental legal or other costs directly associated with the ultimate resolution of the matter that are reasonably estimable and, if so, they are included in the accrual. These accruals are generally reported in “Other liabilities”.

REVENUES AND BENEFITS AND EXPENSES

Insurance Revenue and Expense Recognition

Revenues for variable deferred annuity contracts consist of charges against contractholder account values or separate accounts for mortality and expense risks, administration fees, surrender charges and an annual maintenance fee per contract. Revenues for mortality and expense risk charges and administration fees are recognized as assessed against the contractholder. Surrender charge revenue is recognized when the surrender charge is assessed against the contractholder at the time of surrender. Liabilities for the variable investment options on annuity contracts represent the account value of the contracts and are included in “Separate account liabilities”.

Revenues for variable immediate annuity and supplementary contracts with life contingencies consist of certain charges against contractholder account values including mortality and expense risks and administration fees. These charges and fees are recognized as revenue when assessed against the contractholder. Liabilities for variable immediate annuity contracts represent the account value of the contracts and are included in “Separate account liabilities”.

Revenues for fixed immediate annuity and fixed supplementary contracts with and without life contingencies consist of net investment income. In addition, revenues for fixed immediate annuity contracts with life contingencies also consist of single premium payments recognized as annuity considerations when received. Reserves for contracts without life contingencies are included in “Policyholders’ account balances” while reserves for contracts with life contingencies are included in “Future policy benefits.” Assumed interest rates ranged from 0.0% to 8.3% at December 31, 2019 and 2018.

B-16

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Revenues for variable life insurance contracts consist of charges against contractholder account values or separate accounts for expense charges, administration fees, cost of insurance charges and surrender charges. Certain contracts also include charges against premium to pay state premium taxes. All of these charges are recognized as revenue when assessed against the contractholder. Liabilities for variable life insurance contracts represent the account value of the contracts and are included in “Separate account liabilities”.

Certain individual annuity contracts provide the contractholder a guarantee that the benefit received upon death or annuitization will be no less than a minimum prescribed amount. These benefits are accounted for as insurance contracts and are discussed in further detail in Note 9. The Company also provides contracts with certain optional living benefits which are considered embedded derivatives. See Note 5 for information regarding the valuation of these embedded derivatives and Note 9 for additional information regarding these contracts.

Amounts received as payment for variable annuities and other contracts without life contingencies are reported as deposits to “Policyholders’ account balances” and/or “Separate account liabilities.” Revenues from these contracts are reflected in “Policy charges and fee income” consisting primarily of fees assessed during the period against the policyholders’ account balances for policy administration charges and surrender charges. In addition to fees, the Company earns investment income from the investments in the Company’s general account portfolio. Fees assessed that represent compensation to the Company for services to be provided in future periods and certain other fees are generally deferred and amortized into revenue over the life of the related contracts in proportion to estimated gross profits. Benefits and expenses for these products include claims in excess of related account balances, expenses of contract administration, interest credited to policyholders’ account balances and amortization of DAC, DSI and VOBA.

Policyholders’ account balances also include amounts representing the fair value of embedded derivative instruments associated with the index-linked features of certain fixed annuity products. For additional information regarding the valuation of these embedded derivatives, see Note 5.

Asset administration fees and other income principally includes asset-based asset management fees, which are recognized in the period in which the services are performed. This financial statement line also includes realized and unrealized gains or losses from investments reported as “Fixed maturities, trading, at fair value”, “Equity securities, at fair value”, and “Other invested assets” that are measured at fair value.

OTHER ACCOUNTING POLICIES

Derivative Financial Instruments

Derivatives are financial instruments whose values are derived from interest rates, foreign exchange rates, financial indices, values of securities or commodities, credit spreads, market volatility, expected returns, and liquidity. Values can also be affected by changes in estimates and assumptions, including those related to counterparty behavior and non-performance risk ("NPR") used in valuation models. Derivative financial instruments generally used by the Company include swaps, futures, forwards and options and may be exchange-traded or contracted in the over-the-counter ("OTC") market. Certain of the Company's OTC derivatives are cleared and settled through central clearing counterparties, while others are bilateral contracts between two counterparties. Derivative positions are carried at fair value, generally by obtaining quoted market prices or through the use of valuation models.

Derivatives are used to manage the interest rate and currency characteristics of assets or liabilities. Additionally, derivatives may be used to seek to reduce exposure to interest rate, credit, foreign currency and equity risks associated with assets held or expected to be purchased or sold, and liabilities incurred or expected to be incurred. As discussed in detail below and in Note 4, all realized and unrealized changes in fair value of derivatives are recorded in current earnings, with the exception of cash flow hedges. Cash flows from derivatives are reported in the operating, investing, or financing activities sections in the Statements of Cash Flows based on the nature and purpose of the derivative.

Derivatives are recorded either as assets, within “Other invested assets,” or as liabilities, within “Payables to parent and affiliates,” except for embedded derivatives which are recorded with the associated host contract. The Company nets the fair value of all derivative financial instruments with counterparties for which a master netting arrangement has been executed.

The Company designates derivatives as either (1) a hedge of a forecasted transaction or of the variability of cash flows to be received or paid related to a recognized asset or liability (“cash flow” hedge); or (2) a derivative that does not qualify for hedge accounting.

To qualify for hedge accounting treatment, a derivative must be highly effective in mitigating the designated risk of the hedged item. Effectiveness of the hedge is formally assessed at inception and throughout the life of the hedging relationship.

The Company formally documents at inception all relationships between hedging instruments and hedged items, as well as its risk-management objective and strategy for undertaking various hedge transactions. This process includes linking all derivatives designated as cash flow hedges to specific assets and liabilities on the balance sheet or to specific firm commitments or forecasted transactions.

B-17

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

When a derivative is designated as a cash flow hedge and is determined to be highly effective, changes in its fair value are recorded in AOCI until earnings are affected by the variability of cash flows being hedged (e.g., when periodic settlements on a variable-rate asset or liability are recorded in earnings). At that time, the related portion of deferred gains or losses on the derivative instrument is reclassified and reported in the Statements of Operations line item associated with the hedged item.

If it is determined that a derivative no longer qualifies as an effective cash flow hedge or management removes the hedge designation, the derivative will continue to be carried on the balance sheet at its fair value, with changes in fair value recognized currently in “Realized investment gains (losses), net.” The component of AOCI related to discontinued cash flow hedges is reclassified to the Statements of Operations line associated with the hedged cash flows consistent with the earnings impact of the original hedged cash flows.

When hedge accounting is discontinued because the hedged item no longer meets the definition of a firm commitment, or because it is probable that the forecasted transaction will not occur by the end of the specified time period, the derivative will continue to be carried on the balance sheet at its fair value, with changes in fair value recognized currently in “Realized investment gains (losses), net.” Any asset or liability that was recorded pursuant to recognition of the firm commitment is removed from the balance sheet and recognized currently in “Realized investment gains (losses), net.” Gains and losses that were in AOCI pursuant to the cash flow hedge of a forecasted transaction are recognized immediately in “Realized investment gains (losses), net”.

If a derivative does not qualify for hedge accounting, all changes in its fair value, including net receipts and payments, are included in “Realized investment gains (losses), net” without considering changes in the fair value of the economically associated assets or liabilities.

The Company is a party to financial instruments that contain derivative instruments that are “embedded” in the financial instruments. At inception, the Company assesses whether the economic characteristics of the embedded instrument are clearly and closely related to the economic characteristics of the remaining component of the financial instrument (i.e., the host contract) and whether a separate instrument with the same terms as the embedded instrument would meet the definition of a derivative instrument. When it is determined that (1) the embedded instrument possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract, and (2) a separate instrument with the same terms would qualify as a derivative instrument, the embedded instrument qualifies as an embedded derivative that is separated from the host contract, carried at fair value, and changes in its fair value are included in “Realized investment gains (losses), net.” For certain financial instruments that contain an embedded derivative that otherwise would need to be bifurcated and reported at fair value, the Company may elect to carry the entire instrument at fair value and report it within “Fixed maturities, trading, at fair value" or "Equity securities, at fair value".

The Company sold variable annuity contracts that include optional living benefit features that may be treated from an accounting perspective as embedded derivatives. The Company had reinsurance agreements to transfer the risks related to certain of these benefit features to affiliates, Pruco Re and Prudential Insurance through March 31, 2016. Effective April 1, 2016, the Company recaptured the risks related to its variable annuity optional living benefit guarantees that were previously reinsured to Pruco Re and Prudential Insurance. In addition, the Company reinsured the variable annuity base contracts, along with the living benefit guarantees, from Pruco Life, excluding the PLNJ business which was reinsured to Prudential Insurance, under a coinsurance and modified coinsurance agreement. See Note 1 and 10 for additional information. The embedded derivatives related to the living benefit features and the related reinsurance agreements are carried at fair value and included in “Future policy benefits” and “Reinsurance recoverables,” respectively. Changes in the fair value are determined using valuation models as described in Note 5, and are recorded in “Realized investment gains (losses), net.”

RECENT ACCOUNTING PRONOUNCEMENTS

Changes to U.S. GAAP are established by the Financial Accounting Standards Board ("FASB") in the form of Accounting Standards Updates ("ASUs") to the FASB Accounting Standards Codification ("ASC"). The Company considers the applicability and impact of all ASUs. ASUs listed below include those that have been adopted during the current fiscal year and/or those that have been issued but not yet adopted as of December 31, 2019 and as of the date of this filing. ASUs not listed below were assessed and determined to be either not applicable or not material.

B-18

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

ASU adopted during the year ended December 31, 2019

Standard	Description	Effective date and method of adoption	Effect on the financial statements or other significant matters
ASU 2017-08, Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20) Premium Amortization on Purchased Callable Debt Securities	This ASU requires certain premiums on callable debt securities to be amortized to the earliest call date.	January 1, 2019 using the modified retrospective method which included cumulative-effect adjustment on the balance sheet as of the beginning of the fiscal year of adoption.	Adoption of the ASU did not have a significant impact on the Financial Statements and Notes to the Financial Statements. The impact of the cumulative-effect adjustment to retained earnings was immaterial.
ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities	This ASU makes targeted changes to the existing hedge accounting model to better portray the economics of an entity’s risk management activities and to simplify the use of hedge accounting. The ASU eliminates separate measurement and recording of hedge ineffectiveness. It requires entities to present the earnings effect of the hedging instrument in the same income statement line item in which the hedged item is reported and also requires expanded disclosures.	January 1, 2019 using the modified retrospective method which included cumulative-effect adjustment on the balance sheet as of the beginning of the fiscal year of adoption.	Adoption of the ASU did not have a significant impact on the Financial Statements and Notes to the Financial Statements. The impact of the cumulative-effect adjustment to retained earnings and AOCI related to ineffectiveness of the hedge instruments outstanding at the date of the adoption was immaterial. See Note 4 for additional required disclosures.

B-19

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

ASU issued but not yet adopted as of December 31, 2019 — ASU 2018-12

ASU 2018-12, Financial Services - Insurance (Topic 944): Targeted Improvements to the Accounting for Long-Duration Contracts, was issued by the FASB on August 15, 2018 and is expected to have a significant impact on the Company’s Financial Statements and Notes to the Financial Statements. In October 2019, the FASB issued ASU 2019-09, Financial Services - Insurance (Topic 944): Effective Date to affirm its decision to defer the effective date of ASU 2018-12 to January 1, 2022 (with early adoption permitted), representing a one year extension from the original effective date of January 1, 2021. This ASU will impact, at least to some extent, the accounting and disclosure requirements for all long-duration insurance and investment contracts issued by the Company. Outlined below are four key areas of change, although there are other less significant changes not noted below. In addition to the impacts to the balance sheet upon adoption, the Company also expects an impact to how earnings emerge thereafter.

ASU 2018-12 Amended Topic	Description	Method of adoption	Effect on the financial statements or other significant matters
Cash flow assumptions used to measure the liability for future policy benefits for non-participating traditional and limited-pay insurance products	Requires an entity to review, and if necessary, update the cash flow assumptions used to measure the liability for future policy benefits, for both changes in future assumptions and actual experience, at least annually using a retrospective update method with a cumulative catch-up adjustment recorded in a separate line item in the Statements of Operations.	An entity may choose one of two adoption methods for the liability for future policy benefits: (1) a modified retrospective transition method whereby the entity will apply the amendments to contracts in force as of the beginning of the earliest period presented on the basis of their existing carrying amounts, adjusted for the removal of any related amounts in AOCI or (2) a full retrospective transition method.	The options for method of adoption and the impacts of such methods are under assessment.

B-20

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Discount rate assumption used to measure the liability for future policy benefits for non-participating traditional and limited-pay insurance products	Requires discount rate assumptions to be based on an upper-medium grade fixed income instrument yield and will be required to be updated each quarter with the impact recorded through OCI.	As noted above, an entity may choose either a modified retrospective transition method or full retrospective transition method for the liability for future policy benefits. Under either method, for balance sheet remeasurement purposes, the liability for future policy benefits will be remeasured using current discount rates as of the beginning of the earliest period presented with the impact recorded as a cumulative effect adjustment to AOCI.	Upon adoption, under either transition method, there will be an adjustment to AOCI as a result of remeasuring in force contract liabilities using current upper-medium grade fixed income instrument yields. The adjustment upon adoption will largely reflect the difference between the discount rate locked-in at contract inception versus current discount rates at transition. The magnitude of such adjustment is currently being assessed.
Amortization of DAC and other balances	Requires DAC and other balances, such as unearned revenue reserves and DSI, to be amortized on a constant level basis over the expected term of the related contract, independent of expected profitability.	An entity may apply one of two adoption methods: (1) a modified retrospective transition method whereby the entity will apply the amendments to contracts in force as of the beginning of the earliest period presented on the basis of their existing carrying amounts, adjusted for the removal of any related amounts in AOCI or (2) if an entity chooses a full retrospective transition method for its liability for future policy benefits, as described above, it is required to also use a retrospective transition method for DAC and other balances.	The options for method of adoption and the impacts of such methods are under assessment. Under the modified retrospective transition method, the Company would not expect a significant impact to the balance sheet, other than the impact of the removal of any related amounts in AOCI.

B-21

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Market Risk Benefits Requires an entity to measure all market risk benefits (e.g., living benefit and death benefit guarantees associated with variable annuities) at fair value, and record market risk benefit assets and liabilities separately on the Statements of Financial Position. Changes in fair value of market risk benefits are recorded in net income, except for the portion of the change that is attributable to changes in an entity’s non-performance risk ("NPR"), which is recognized in OCI. An entity shall adopt the guidance for market risk benefits using the retrospective transition method, which includes a cumulative-effect adjustment on the balance sheet as of the earliest period presented. An entity shall maximize the use of relevant observable information and minimize the use of unobservable information in determining the balance of the market risk benefits upon adoption. Upon adoption, the Company expects an impact to retained earnings for the difference between the fair value and carrying value of benefits not currently measured at fair value (e.g., Guaranteed Minimum Death Benefits ("GMDB") on variable annuities) and an impact from reclassifying the cumulative effect of changes in NPR from retained earnings to AOCI. The magnitude of such adjustments is currently being assessed.

Other ASUs issued but not yet adopted as of December 31, 2019

Standard	Description	Effective date and method of adoption	Effect on the financial statements or other significant matters
ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments	This ASU provides a new current expected credit loss model to account for credit losses on certain financial assets and off-balance sheet exposures (e.g., loans held for investment, debt securities held to maturity, reinsurance receivables, net investments in leases and loan commitments). The model requires an entity to estimate lifetime credit losses related to such financial assets and exposures based on relevant information about past events, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. The standard also modifies the current OTTI standard for available-for-sale debt securities to require the use of an allowance rather than a direct write down of the investment, and replaces existing standard for purchased credit deteriorated loans and debt securities.	January 1, 2020 using the modified retrospective method which will include a cumulative-effect adjustment on the balance sheet as of the beginning of the fiscal year of adoption. However, prospective application is required for purchased credit deteriorated assets previously accounted for under ASC 310-30 and for debt securities for which an OTTI was recognized prior to the date of adoption. Early adoption was permitted beginning January 1, 2019.	Adoption of this guidance will result in 1) the recognition of an allowance for credit losses based on the current expected credit loss model on financial assets carried at amortized cost and certain off-balance sheet credit exposures; and 2) related adjustments to retained earnings. We expect the cumulative impact of the adoption to retained earnings, primarily attributable to the reserves for commercial mortgage and other loans, to be immaterial.

B-22

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

3.    INVESTMENTS

Fixed Maturity Securities

The following tables set forth the composition of fixed maturity securities (excluding investments classified as trading), as of the dates indicated:

	December 31, 2019
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		OTTI in AOCI(3)
	(in thousands)
Fixed maturities, available-for-sale:
U.S. Treasury securities and obligations of U.S. government authorities and agencies	$	6,667,347	$	491,943	$	39,466	$	7,119,824	$	0
Obligations of U.S. states and their political subdivisions	252,304		7,814		436		259,682		0
Foreign government bonds	203,386		19,518		20		222,884		0
U.S. public corporate securities	1,615,060		126,947		1,331		1,740,676		0
U.S. private corporate securities	1,159,962		50,720		3,343		1,207,339		0
Foreign public corporate securities	321,111		16,989		113		337,987		0
Foreign private corporate securities	1,171,411		50,069		7,995		1,213,485		0
Asset-backed securities(1)	443,767		3,405		2,734		444,438		(20		)
Commercial mortgage-backed securities	557,584		20,941		236		578,289		0
Residential mortgage-backed securities(2)	73,814		3,960		13		77,761		0
Total fixed maturities, available-for-sale	$	12,465,746	$	792,306	$	55,687	$	13,202,365	$	(20	)

(1) Includes credit-tranched securities collateralized by loan obligations, sub-prime mortgages, auto loans, equipment leases and education loans.

(2) Includes publicly-traded agency pass-through securities and collateralized mortgage obligations.

(3) Represents the amount of unrealized losses remaining in AOCI, from the impairment measurement date. Amount excludes $14.3 million of net unrealized gains on impaired available-for-sale securities relating to changes in the value of such securities subsequent to the impairment measurement date.

	December 31, 2018
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		OTTI in AOCI(3)
	(in thousands)
Fixed maturities, available-for-sale:
U.S. Treasury securities and obligations of U.S. government authorities and agencies	$	5,240,519	$	20,065	$	376,493	$	4,884,091	$	0
Obligations of U.S. states and their political subdivisions	133,670		621		3,127		131,164		0
Foreign government bonds	199,044		4,748		4,156		199,636		0
U.S. public corporate securities	1,498,130		26,425		50,582		1,473,973		0
U.S. private corporate securities	1,070,400		15,430		22,877		1,062,953		0
Foreign public corporate securities	296,029		1,888		6,831		291,086		0
Foreign private corporate securities	829,588		10,415		27,771		812,232		0
Asset-backed securities(1)	505,862		3,147		3,765		505,244		(16		)
Commercial mortgage-backed securities	364,601		2,770		5,491		361,880		0
Residential mortgage-backed securities(2)	48,622		1,290		498		49,414		0
Total fixed maturities, available-for-sale	$	10,186,465	$	86,799	$	501,591	$	9,771,673	$	(16	)

(1) Includes credit-tranched securities collateralized by loan obligations, sub-prime mortgages, auto loans, equipment leases, education loans and other asset types.

B-23

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

(2) Includes publicly-traded agency pass-through securities and collateralized mortgage obligations.

(3) Represents the amount of unrealized losses remaining in AOCI, from the impairment measurement date. Amount excludes $3.3 million of net unrealized losses on impaired available-for-sale securities relating to changes in the value of such securities subsequent to the impairment measurement date.

The following tables set forth the fair value and gross unrealized losses aggregated by investment category and length of time that individual fixed maturity securities had been in a continuous unrealized loss position, as of the dates indicated:

	December 31, 2019
	Less Than Twelve Months				Twelve Months or More				Total
	Fair Value		Gross   Unrealized   Losses		Fair Value		Gross   Unrealized   Losses		Fair Value		Gross   Unrealized   Losses
	(in thousands)
Fixed maturities, available-for-sale:
U.S. Treasury securities and obligations of U.S. government authorities and agencies	$	1,336,007	$	39,456	$	5,855	$	10	$	1,341,862	$	39,466
Obligations of U.S. states and their political subdivisions	97,752		436		0		0		97,752		436
Foreign government bonds	804		13		132		7		936		20
U.S. public corporate securities	93,147		870		15,491		461		108,638		1,331
U.S. private corporate securities	82,709		2,111		59,797		1,232		142,506		3,343
Foreign public corporate securities	50,150		113		0		0		50,150		113
Foreign private corporate securities	97,414		1,652		91,863		6,343		189,277		7,995
Asset-backed securities	103,911		717		235,759		2,017		339,670		2,734
Commercial mortgage-backed securities	66,071		236		0		0		66,071		236
Residential mortgage-backed securities	633		12		7		1		640		13
Total fixed maturities, available-for-sale	$	1,928,598	$	45,616	$	408,904	$	10,071	$	2,337,502	$	55,687
	December 31, 2018
	Less Than Twelve Months				Twelve Months or More				Total
	Fair Value		Gross   Unrealized   Losses		Fair Value		Gross   Unrealized   Losses		Fair Value		Gross   Unrealized   Losses
	(in thousands)
Fixed maturities, available-for-sale:
U.S. Treasury securities and obligations of U.S. government authorities and agencies	$	367,796	$	4,844	$	3,304,663	$	371,649	$	3,672,459	$	376,493
Obligations of U.S. states and their political subdivisions	25,764		322		83,950		2,805		109,714		3,127
Foreign government bonds	98,437		2,346		58,975		1,810		157,412		4,156
U.S. public corporate securities	627,589		28,474		386,599		22,108		1,014,188		50,582
U.S. private corporate securities	269,545		7,755		422,498		15,122		692,043		22,877
Foreign public corporate securities	97,367		2,521		107,286		4,310		204,653		6,831
Foreign private corporate securities	373,891		19,217		116,743		8,554		490,634		27,771
Asset-backed securities	358,668		3,501		24,529		264		383,197		3,765
Commercial mortgage-backed securities	45,432		355		159,638		5,136		205,070		5,491
Residential mortgage-backed securities	34		1		13,775		497		13,809		498
Total fixed maturities, available-for-sale	$	2,264,523	$	69,336	$	4,678,656	$	432,255	$	6,943,179	$	501,591

B-24

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

As of December 31, 2019 and 2018, the gross unrealized losses on fixed maturity securities were composed of $52.5 million and $485.7 million, respectively, related to “1” highest quality or “2” high quality securities based on the National Association of Insurance Commissioners (“NAIC”) or equivalent rating and $3.2 million and $15.9 million, respectively, related to other than high or highest quality securities based on NAIC or equivalent rating. As of December 31, 2019, the $10.1 million of gross unrealized losses of twelve months or more were concentrated in the Company’s corporate securities within the consumer non-cyclical, utility and consumer cyclical sectors and in asset-backed securities. As of December 31, 2018, the $432.3 million of gross unrealized losses of twelve months or more were concentrated in U.S. government bonds and in the Company’s corporate securities within the finance, consumer non-cyclical and capital goods sectors. In accordance with its policy described in Note 2, the Company concluded that an adjustment to earnings for OTTI for these fixed maturity securities was not warranted at either December 31, 2019 or 2018. These conclusions were based on a detailed analysis of the underlying credit and cash flows on each security. Gross unrealized losses are primarily attributable to general credit spread widening, increases in interest rates and foreign currency exchange rate movements. As of December 31, 2019, the Company did not intend to sell these securities, and it was not more likely than not that the Company would be required to sell these securities before the anticipated recovery of the remaining amortized cost basis.

The following table sets forth the amortized cost and fair value of fixed maturities by contractual maturities, as of the date indicated:

	December 31, 2019
	Amortized Cost		Fair Value
	(in thousands)
Fixed maturities, available-for-sale:
Due in one year or less	$	90,826	$	91,258
Due after one year through five years	1,116,306		1,149,228
Due after five years through ten years	1,762,440		1,862,864
Due after ten years	8,421,009		8,998,527
Asset-backed securities	443,767		444,438
Commercial mortgage-backed securities	557,584		578,289
Residential mortgage-backed securities	73,814		77,761
Total fixed maturities, available-for-sale	$	12,465,746	$	13,202,365

Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations. Asset-backed, commercial mortgage-backed and residential mortgage-backed securities are shown separately in the table above, as they do not have a single maturity date.

The following table sets forth the sources of fixed maturity proceeds and related investment gains (losses), as well as losses on impairments of fixed maturities, for the periods indicated:

	Years Ended December 31,
	2019			2018			2017
	(in thousands)
Fixed maturities, available-for-sale:
Proceeds from sales(1)	$	384,592		$	2,126,886		$	517,743
Proceeds from maturities/prepayments	468,004			404,679			630,140
Gross investment gains from sales and maturities	3,259			21,129			8,992
Gross investment losses from sales and maturities	(3,364		)	(98,047		)	(3,047		)
OTTI recognized in earnings(2)	(3,826		)	(6,813		)	(9,122		)

(1) Includes $0.0 million, $(2.9) million and $2.5 million of non-cash related proceeds due to the timing of trade settlements for the years ended December 31, 2019, 2018 and 2017, respectively.

(2) Excludes the portion of OTTI amounts remaining in OCI, representing any difference between the fair value of the impaired debt security and the net present value of its projected future cash flows at the time of the impairment.

B-25

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The following table sets forth a rollforward of pre-tax amounts remaining in OCI related to fixed maturity securities with credit loss impairments recognized in earnings, for the periods indicated:

	Years Ended December 31,
	2019			2018
	(in thousands)
Credit loss impairments:
Balance in OCI, beginning of period	$	(209	)	$	792
New credit loss impairments	1,343			0
Increases due to the passage of time on previously recorded credit losses	10			3
Reductions for securities which matured, paid down, prepaid or were sold during the period	223			(40		)
Reductions for securities impaired to fair value during the period	(1,351		)	(963		)
Accretion of credit loss impairments previously recognized due to an increase in cash flows expected to be collected	(2		)	(1		)
Balance in OCI, end of period	$	14		$	(209	)

Equity Securities    

The net change in unrealized gains (losses) from equity securities still held at period end, recorded within “Asset administration fees and other income (loss),” was $2.0 million and $(1.9) million during the years ended December 31, 2019 and 2018, respectively. The net change in unrealized gains (losses) from equity securities still held at period end, recorded within “Other comprehensive income (loss),” was $0.4 million during the year ended December 31, 2017.

Commercial Mortgage and Other Loans

The following table sets forth the composition of “Commercial mortgage and other loans,” as of the dates indicated:

	December 31, 2019					December 31, 2018
	Amount (in thousands)			% of Total		Amount (in thousands)			% of Total
Commercial mortgage and agricultural property loans by property type:
Apartments/Multi-Family	$	272,150		18.5	%	$	304,644		22.4	%
Hospitality	16,819			1.1		3,633			0.3
Industrial	464,528			31.5		355,758			26.2
Office	372,823			25.3		305,537			22.5
Other	156,768			10.6		137,781			10.2
Retail	131,051			8.9		194,646			14.4
Total commercial mortgage loans	1,414,139			95.9		1,301,999			96.0
Agricultural property loans	60,046			4.1		54,375			4.0
Total commercial mortgage and agricultural property loans by property type	1,474,185			100.0	%	1,356,374			100.0	%
Allowance for credit losses	(2,663		)			(2,896		)
Total commercial mortgage and other loans	$	1,471,522				$	1,353,478

As of December 31, 2019, the commercial mortgage and agricultural property loans were secured by properties geographically dispersed throughout the United States (with the largest concentrations in California (27%), Texas (13%) and New York (7%)) and included loans secured by properties in Europe (16%) and Australia (4%).

B-26

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The following table sets forth the activity in the allowance for credit losses for commercial mortgage and other loans, as of the dates indicated:

	Commercial Mortgage Loans			Agricultural Property Loans		Total
	(in thousands)
Balance at December 31, 2016	$	2,267		$	22	$	2,289
Addition to (release of) allowance for credit losses	349			12		361
Charge-offs, net of recoveries	0			0		0
Balance at December 31, 2017	2,616			34		2,650
Addition to (release of) allowance for credit losses	245			1		246
Charge-offs, net of recoveries	0			0		0
Balance at December 31, 2018	2,861			35		2,896
Addition to (release of) allowance for credit losses	(239		)	6		(233		)
Charge-offs, net of recoveries	0			0		0
Balance at December 31, 2019	$	2,622		$	41	$	2,663

The following tables set forth the allowance for credit losses and the recorded investment in commercial mortgage and other loans, as of the dates indicated:

	December 31, 2019
	Commercial Mortgage Loans		Agricultural Property Loans		Total
	(in thousands)
Allowance for credit losses:
Individually evaluated for impairment	$	0	$	0	$	0
Collectively evaluated for impairment	2,622		41		2,663
Total ending balance(1)	$	2,622	$	41	$	2,663
Recorded investment(2):
Individually evaluated for impairment	$	0	$	0	$	0
Collectively evaluated for impairment	1,414,139		60,046		1,474,185
Total ending balance(1)	$	1,414,139	$	60,046	$	1,474,185

(1) As of December 31, 2019, there were no loans acquired with deteriorated credit quality.

(2) Recorded investment reflects the carrying value gross of related allowance.

	December 31, 2018
	Commercial Mortgage Loans		Agricultural Property Loans		Total
	(in thousands)
Allowance for credit losses:
Individually evaluated for impairment	$	0	$	0	$	0
Collectively evaluated for impairment	2,861		35		2,896
Total ending balance(1)	$	2,861	$	35	$	2,896
Recorded investment(2):
Individually evaluated for impairment	$	0	$	3,439	$	3,439
Collectively evaluated for impairment	1,301,999		50,936		1,352,935
Total ending balance(1)	$	1,301,999	$	54,375	$	1,356,374

(1) As of December 31, 2018, there were no loans acquired with deteriorated credit quality.

(2) Recorded investment reflects the carrying value gross of related allowance.

B-27

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The following tables set forth certain key credit quality indicators for commercial mortgage and agricultural property loans based upon the recorded investment gross of allowance for credit losses, as of the dates indicated:

	December 31, 2019
	Debt Service Coverage Ratio
	> 1.2X		1.0X to <1.2X		< 1.0X		Total
			(in thousands)
Loan-to-Value Ratio:
0%-59.99%	$	715,654	$	6,641	$	3,609	$	725,904
60%-69.99%	499,493		14,078		0		513,571
70%-79.99%	203,158		30,555		0		233,713
80% or greater	0		997		0		997
Total commercial mortgage and agricultural property loans	$	1,418,305	$	52,271	$	3,609	$	1,474,185

	December 31, 2018
	Debt Service Coverage Ratio
	> 1.2X		1.0X to <1.2X		< 1.0X		Total
			(in thousands)
Loan-to-Value Ratio:
0%-59.99%	$	709,342	$	14,814	$	345	$	724,501
60%-69.99%	442,308		23,260		0		465,568
70%-79.99%	156,049		7,236		0		163,285
80% or greater	2,000		1,020		0		3,020
Total commercial mortgage and agricultural property loans	$	1,309,699	$	46,330	$	345	$	1,356,374

The following tables set forth an aging of past due commercial mortgage and other loans based upon the recorded investment gross of allowance for credit losses, as well as the amount of commercial mortgage and other loans on non-accrual status, as of the dates indicated:

	December 31, 2019
	Current		30-59 Days Past Due		60-89 Days Past Due		90 Days or More Past Due(1)		Total Loans		Non-Accrual Status(2)
	(in thousands)
Commercial mortgage loans	$	1,414,139	$	0	$	0	$	0	$	1,414,139	$	0
Agricultural property loans	60,046		0		0		0		60,046		0
Total	$	1,474,185	$	0	$	0	$	0	$	1,474,185	$	0

(1) As of December 31, 2019, there were no loans in this category accruing interest.

(2) For additional information regarding the Company’s policies for accruing interest on loans, see Note 2.

	December 31, 2018
	Current		30-59 Days Past Due		60-89 Days Past Due		90 Days or More Past Due(1)		Total Loans		Non-Accrual Status(2)
	(in thousands)
Commercial mortgage loans	$	1,301,999	$	0	$	0	$	0	$	1,301,999	$	0
Agricultural property loans	54,375		0		0		0		54,375		0
Total	$	1,356,374	$	0	$	0	$	0	$	1,356,374	$	0

(1) As of December 31, 2018, there were no loans in this category accruing interest.

(2) For additional information regarding the Company’s policies for accruing interest on loans, see Note 2.

B-28

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

For the years ended December 31, 2019 and 2018, there were no commercial mortgage and other loans acquired, other than those through direct origination, and there were $206 million and $96 million, respectively, of commercial mortgage and other loans sold.

Other Invested Assets

The following table sets forth the composition of “Other invested assets,” as of the dates indicated:

	December 31,
	2019		2018
	(in thousands)
LPs/LLCs:
Equity method:
Private equity	$	23,414	$	23,844
Hedge funds	273,615		179,014
Real estate-related	166,492		94,738
Subtotal equity method	463,521		297,596
Fair value:
Private equity	4,115		4,142
Hedge funds	194		263
Real estate-related	6,181		3,562
Subtotal fair value	10,490		7,967
Total LPs/LLCs	474,011		305,563
Derivative instruments	2		42,978
Total other invested assets	$	474,013	$	348,541

As of both December 31, 2019 and 2018, the Company had no significant equity method investments.

Net Investment Income

The following table sets forth “Net investment income” by investment type, for the periods indicated:

	Years Ended December 31,
	2019			2018			2017
	(in thousands)
Fixed maturities, available-for-sale	$	389,165		$	317,726		$	332,148
Fixed maturities, trading	10,080			5,184			4,360
Equity securities, at fair value	568			678			567
Commercial mortgage and other loans	51,628			51,040			48,598
Policy loans	630			737			1,069
Short-term investments and cash equivalents	85,084			28,645			31,505
Other invested assets	34,422			13,733			20,626
Gross investment income	571,577			417,743			438,873
Less: investment expenses	(20,029		)	(14,935		)	(16,064		)
Net investment income	$	551,548		$	402,808		$	422,809

The carrying value of non-income producing assets included $4.1 million in available-for-sale fixed maturities as of December 31, 2019. Non-income producing assets represent investments that had not produced income for the twelve months preceding December 31, 2019.

B-29

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Realized Investment Gains (Losses), Net

The following table sets forth “Realized investment gains (losses), net” by investment type, for the periods indicated:

	Years Ended December 31,
	2019			2018			2017
	(in thousands)
Fixed maturities(1)	$	(3,931	)	$	(83,731	)	$	(3,177	)
Commercial mortgage and other loans	(753		)	128			(840		)
LPs/LLCs	0			0			(39		)
Derivatives	(2,677,559		)	967,503			(801,429		)
Other invested assets	164			123			0
Short-term investments and cash equivalents	759			50			85
Realized investment gains (losses), net	$	(2,681,320	)	$	884,073		$	(805,400	)

(1) Includes fixed maturity securities classified as available-for-sale and excludes fixed maturity securities classified as trading.

Net Unrealized Gains (Losses) on Investments within AOCI

The following table sets forth net unrealized gains (losses) on investments, as of the dates indicated:

	December 31,
	2019			2018			2017
	(in thousands)
Fixed maturity securities, available-for-sale — with OTTI	$	14,309		$	(3,334	)	$	12,311
Fixed maturity securities, available-for-sale — all other	722,310			(411,458		)	(46,791		)
Equity securities, available-for-sale(1)	0			0			4
Derivatives designated as cash flow hedges(2)	(287		)	(3,849		)	(25,851		)
Affiliated notes	598			658			829
Other investments	0			1,074			86
Net unrealized gains (losses) on investments	$	736,930		$	(416,909	)	$	(59,412	)

(1) Effective January 1, 2018, unrealized gains (losses) on equity securities are recorded within “Asset administration fees and other income (loss).”

(2) For more information on cash flow hedges, see Note 4.

Repurchase Agreements and Securities Lending

In the normal course of business, the Company sells securities under agreements to repurchase and enters into securities lending transactions. As of both December 31, 2019 and 2018, the Company had no repurchase agreements.

The following table sets forth the composition of “Cash collateral for loaned securities,” which represents the liability to return cash collateral received for the following types of securities loaned, as of the dates indicated:

	December 31, 2019						December 31, 2018
	Remaining Contractual Maturities of the Agreements						Remaining Contractual Maturities of the Agreements
	Overnight & Continuous		Up to 30 Days		Total		Overnight & Continuous		Up to 30 Days		Total
	(in thousands)
Foreign government bonds	$	0	$	0	$	0	$	0	$	0	$	0
U.S. public corporate securities	0		0		0		384		0		384
Total cash collateral for loaned securities(1)	$	0	$	0	$	0	$	384	$	0	$	384

(1) The Company did not have agreements with remaining contractual maturities of thirty days or greater, as of the dates indicated.

B-30

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Securities Pledged, Restricted Assets and Special Deposits

The Company pledges as collateral investment securities it owns to unaffiliated parties through certain transactions, including securities lending, securities sold under agreements to repurchase, collateralized borrowings and postings of collateral with derivative counterparties. The following table sets forth the carrying value of investments pledged to third parties and the carrying amount of the associated liabilities supported by the pledged collateral, as of the dates indicated:

	December 31,
	2019		2018
	(in thousands)
Pledged collateral:
Fixed maturity securities, available-for-sale	$	0	$	365
Total securities pledged	$	0	$	365
Liabilities supported by the pledged collateral:
Cash collateral for loaned securities	$	0	$	384
Total liabilities supported by the pledged collateral	$	0	$	384

In the normal course of its business activities, the Company accepts collateral that can be sold or repledged. The primary sources of this collateral are securities purchased under agreements to resell. As of December 31, 2019 and 2018, there was $302 million and $675 million, respectively, of such collateral.

As of December 31, 2019 and 2018, there were available-for-sale fixed maturities of $10.7 million and $8.4 million, respectively, on deposit with governmental authorities or trustees as required by certain insurance laws.

4.    DERIVATIVE INSTRUMENTS

Types of Derivative Instruments and Derivative Strategies

Interest Rate Contracts

Interest rate swaps, options and futures are used by the Company to reduce risks from changes in interest rates, manage interest rate exposures arising from mismatches between assets and liabilities and to hedge against changes in their values it owns or anticipates acquiring or selling.

Swaps may be attributed to specific assets or liabilities or to a portfolio of assets or liabilities. Under interest rate swaps, the Company agrees with counterparties to exchange, at specified intervals, the difference between fixed-rate and floating-rate interest amounts calculated by reference to an agreed upon notional principal amount.

The Company also uses interest rate swaptions, caps and floors to manage interest rate risk. A swaption is an option to enter into a swap with a forward starting effective date. The Company pays a premium for purchased swaptions and receives a premium for written swaptions. In an interest rate cap, the buyer receives payments at the end of each period in which the interest rate exceeds the agreed strike price. Similarly, in an interest rate floor, the buyer receives payments at the end of each period in which the interest rate is below the agreed strike price. Swaptions, caps and floors are included in interest rate options.

In standardized exchange-traded interest rate futures transactions, the Company purchases or sells a specified number of contracts, the values of which are determined by the daily market values of underlying referenced investments. The Company enters into exchange-traded futures with regulated futures commission's merchants who are members of a trading exchange.

Equity Contracts

Equity options, total return swaps, and futures are used by the Company to manage its exposure to the equity markets which impacts the value of assets and liabilities it owns or anticipates acquiring or selling.

Equity index options are contracts which will settle in cash based on differentials in the underlying indices at the time of exercise and the strike price. The Company uses combinations of purchases and sales of equity index options to hedge the effects of adverse changes in equity indices within a predetermined range.

Total return swaps are contracts whereby the Company agrees with counterparties to exchange, at specified intervals, the difference between the return on an asset (or market index) andLondon Inter-Bank Offered Rate ("LIBOR") plus an associated funding spread based on a notional amount. The Company generally uses total return swaps to hedge the effect of adverse changes in equity indices.

B-31

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

In standardized exchange-traded equity futures transactions, the Company purchases or sells a specified number of contracts, the values of which are determined by the daily market values underlying referenced equity indices. The Company enters into exchange-traded futures with regulated futures commission's merchants who are members of a trading exchange.

Foreign Exchange Contracts

Currency derivatives, including currency swaps and forwards, are used by the Company to reduce risks from changes in currency exchange rates with respect to investments denominated in foreign currencies that the Company either holds or intends to acquire or sell.

Under currency forwards, the Company agrees with counterparties to deliver a specified amount of an identified currency at a specified future date. Typically, the price is agreed upon at the time of the contract and payment for such a contract is made at the specified future date. The Company executes forward sales of the hedged currency in exchange for U.S. dollars at a specified exchange rate. The maturities of these forwards correspond with the future periods in which the non-U.S. dollar-denominated earnings are expected to be generated.

Under currency swaps, the Company agrees with counterparties to exchange, at specified intervals, the difference between one currency and another at an exchange rate and calculated by reference to an agreed principal amount. Generally, the principal amount of each currency is exchanged at the beginning and termination of the currency swap by each party.

Credit Contracts

The Company writes credit protection to gain exposure similar to investment in public fixed maturity cash instruments. With these credit derivatives the Company sells credit protection on a single name reference, or certain index reference, and in return receives a quarterly premium. This premium or credit spread generally corresponds to the difference between the yield on the referenced name (or an index's referenced names) public fixed maturity cash instruments and swap rates, at the time the agreement is executed. If there is an event of default by the referenced name or one of the referenced names in the index, as defined by the agreement, then the Company is obligated to pay the referenced amount of the contract to the counterparty and receive in return the referenced defaulted security or similar security or (in the case of a credit default index) pay the referenced amount less the auction recovery rate.

In addition to selling credit protection, the Company purchases credit protection using credit derivatives in order to hedge specific credit exposures in the Company’s investment portfolio.

Embedded Derivatives

The Company sells certain products (for example, variable annuities and fixed indexed annuities) which may include features that are accounted for as embedded derivatives. Effective April 1, 2016, the Company assumed variable annuities living benefit guarantees from Pruco Life, excluding PLNJ business. See Note 1 for additional information on the change to the reinsurance agreements.

Additionally, the Company reinsured the majority of its New York business to an affiliate, Prudential Insurance, as a result of surrendering its New York license, effective December 31, 2015. See Note 1 for additional information on these reinsurance agreements.

These embedded derivatives and certain elements of the associated reinsurance agreements, also accounted for as derivatives, are carried at fair value and marked to market through “Realized investment gains (losses), net” based on the change in value of the underlying contractual guarantees, which are determined using valuation models, as described in Note 5.

Primary Risks Managed by Derivatives

The table below provides a summary of the gross notional amount and fair value of derivative contracts by the primary underlying risks, excluding embedded derivatives and associated reinsurance recoverables. Many derivative instruments contain multiple underlying risks. The fair value amounts below represent the value of derivative contracts prior to taking into account the netting effects of master netting agreements and cash collateral.

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Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

	December 31, 2019							December 31, 2018
Primary Underlying Risk/Instrument Type	Gross Notional		Fair Value					Gross Notional		Fair Value
			Assets		Liabilities					Assets		Liabilities
	(in thousands)
Derivatives Designated as Hedge Accounting Instruments:
Currency/Interest Rate
Foreign Currency Swaps	$	1,172,899	$	39,019	$	(26,511	)	$	768,075	$	33,348	$	(21,794	)
Total Derivatives Designated as Hedge Accounting Instruments	$	1,172,899	$	39,019	$	(26,511	)	$	768,075	$	33,348	$	(21,794	)
Derivatives Not Qualifying as Hedge Accounting Instruments:
Interest Rate
Interest Rate Futures	$	3,857,700	$	638	$	(5,872	)	$	908,100	$	4,380	$	(664	)
Interest Rate Swaps	88,557,425		6,598,625		(1,997,944		)	82,172,825		3,344,033		(1,395,270		)
Interest Rate Options	12,583,000		283,386		(172,085		)	19,255,000		139,765		(245,523		)
Interest Rate Forwards	959,772		24,487		(4,185		)	1,713,947		56,562		(1,976		)
Foreign Currency
Foreign Currency Forwards	16,683		0		(394		)	19,467		287		(27		)
Currency/Interest Rate
Foreign Currency Swaps	234,767		11,482		(663		)	231,245		11,659		(2,850		)
Equity
Equity Futures	1,191,237		0		(2,638		)	860,718		0		(6,629		)
Total Return Swaps	16,314,165		36,692		(573,957		)	14,456,836		986,130		(53,235		)
Equity Options	12,866,043		329,722		(422,700		)	26,861,807		271,630		(412,821		)
Total Derivatives Not Qualifying as Hedge Accounting Instruments	$	136,580,792	$	7,285,032	$	(3,180,438	)	$	146,479,945	$	4,814,446	$	(2,118,995	)
Total Derivatives (1)(2)	$	137,753,691	$	7,324,051	$	(3,206,949	)	$	147,248,020	$	4,847,794	$	(2,140,789	)

(1) Excludes embedded derivatives and associated reinsurance recoverables which contain multiple underlying risks. The fair value of these embedded derivatives was a net liability of $11,823 million and $8,332 million as of December 31, 2019 and 2018, respectively included in “Future policy benefits” and $197 million and $42 million as of December 31, 2019 and 2018, respectively included in “Policyholders’ account balances". Other assets included $8 million and $0 million as of December 31, 2019 and 2018, respectively. The fair value of the related reinsurance, included in "Reinsurance recoverables" and/or "Reinsurance payables" was an asset of $350 million and $240 million as of December 31, 2019 and 2018, respectively.

(2) Recorded in “Other invested assets”, “Other liabilities”, and "Payables to parent and affiliates" on the Statements of Financial Position.

B-33

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Offsetting Assets and Liabilities

The following table presents recognized derivative instruments (excluding embedded derivatives and associated reinsurance recoverables), and repurchase and reverse repurchase agreements, that are offset in the Statements of Financial Position, and/or are subject to an enforceable master netting arrangement or similar agreement, irrespective of whether they are offset in the Statements of Financial Position.

	December 31, 2019
	Gross Amounts of Recognized Financial Instruments		Gross Amounts Offset in the Statement of Financial Position			Net Amounts Presented in the Statement of Financial Position		Financial Instruments/ Collateral(1)			Net Amount
	(in thousands)
Offsetting of Financial Assets:
Derivatives(1)	$	7,324,051	$	(7,324,049	)	$	2	$	0		$	2
Securities purchased under agreements to resell	302,000		0			302,000		(302,000		)	0
Total Assets	$	7,626,051	$	(7,324,049	)	$	302,002	$	(302,000	)	$	2
Offsetting of Financial Liabilities:
Derivatives(1)	$	3,206,949	$	(3,053,132	)	$	153,817	$	(820	)	$	152,997
Securities sold under agreements to repurchase	0		0			0		0			0
Total Liabilities	$	3,206,949	$	(3,053,132	)	$	153,817	$	(820	)	$	152,997
	December 31, 2018
	Gross Amounts of Recognized Financial Instruments		Gross Amounts Offset in the Statement of Financial Position			Net Amounts Presented in the Statement of Financial Position		Financial Instruments/ Collateral(1)			Net Amount
	(in thousands)
Offsetting of Financial Assets:
Derivatives(1)	$	4,847,794	$	(4,804,816	)	$	42,978	$	0		$	42,978
Securities purchased under agreements to resell	675,000		0			675,000		(675,000		)	0
Total Assets	$	5,522,794	$	(4,804,816	)	$	717,978	$	(675,000	)	$	42,978
Offsetting of Financial Liabilities:
Derivatives(1)	$	2,140,789	$	(2,134,160	)	$	6,629	$	(6,629	)	$	0
Securities sold under agreements to repurchase	0		0			0		0			0
Total Liabilities	$	2,140,789	$	(2,134,160	)	$	6,629	$	(6,629	)	$	0

(1) Amounts exclude the excess of collateral received/pledged from/to the counterparty.

For information regarding the rights of offset associated with the derivative assets and liabilities in the table above see “Credit Risk” below and Note 14. For securities purchased under agreements to resell and securities sold under agreements to repurchase, the Company monitors the value of the securities and maintains collateral, as appropriate, to protect against credit exposure. Where the Company has entered into repurchase and resale agreements with the same counterparty, in the event of default, the Company would generally be permitted to exercise rights of offset. For additional information on the Company’s accounting policy for securities repurchase and resale agreements, see Note 2 to the Financial Statements.

Cash Flow Hedges

The primary derivative instruments used by the Company in its cash flow hedge accounting relationships are currency swaps. These instruments are only designated for hedge accounting in instances where the appropriate criteria are met. The Company does not use futures, options, credit, and equity derivatives in any of its cash flow hedge accounting relationships.

B-34

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The following tables provide the financial statement classification and impact of derivatives used in qualifying and non-qualifying hedge relationships, excluding the offset of the hedged item in an effective hedge relationship.

	Year Ended December 31, 2019
	Realized Investment Gains (Losses)			Net Investment Income		Other Income			AOCI(1)
	(in thousands)
Derivatives Designated as Hedge Accounting Instruments:
Cash flow hedges
Currency/Interest Rate	$	(1,257	)	$	12,104	$	(3,793	)	$	3,520
Total cash flow hedges	(1,257		)	12,104		(3,793		)	3,520
Derivatives Not Qualifying as Hedge Accounting Instruments:
Interest Rate	3,309,573			0		0			0
Currency	(153		)	0		0			0
Currency/Interest Rate	11,964			0		15			0
Credit	1,775			0		0			0
Equity	(3,730,006		)	0		0			0
Embedded Derivatives	(2,269,455		)	0		0			0
Total Derivatives Not Qualifying as Hedge Accounting Instruments	(2,676,302		)	0		15			0
Total	$	(2,677,559	)	$	12,104	$	(3,778	)	$	3,520
	Year Ended December 31, 2018(2)
	Realized Investment Gains (Losses)			Net Investment Income		Other Income			AOCI(1)
	(in thousands)
Derivatives Designated as Hedge Accounting Instruments:
Cash flow hedges
Currency/Interest Rate	$	(845	)	$	8,285	$	13,321		$	22,002
Total cash flow hedges	(845		)	8,285		13,321			22,002
Derivatives Not Qualifying as Hedge Accounting Instruments:
Interest Rate	(1,021,687		)	0		0			0
Currency	1,022			0		0			0
Currency/Interest Rate	21,888			0		91			0
Credit	0			0		0			0
Equity	995,958			0		0			0
Embedded Derivatives	971,167			0		0			0
Total Derivatives Not Qualifying as Hedge Accounting Instruments	968,348			0		91			0
Total	$	967,503		$	8,285	$	13,412		$	22,002

B-35

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

	Year Ended December 31, 2017(2)
	Realized Investment Gains (Losses)			Net Investment Income		Other Income			AOCI(1)
	(in thousands)
Derivatives Designated as Hedge Accounting Instruments:
Cash flow hedges
Currency/Interest Rate	$	3,052		$	6,152	$	(11,043	)	$	(37,596	)
Total cash flow hedges	3,052			6,152		(11,043		)	(37,596		)
Derivatives Not Qualifying as Hedge Accounting Instruments:
Interest Rate	550,797			0		0			0
Currency	(454		)	0		0			0
Currency/Interest Rate	(33,225		)	0		(183		)	0
Credit	0			0		0			0
Equity	(2,000,297		)	0		0			0
Embedded Derivatives	678,698			0		0			0
Total Derivatives Not Qualifying as Hedge Accounting Instruments	(804,481		)	0		(183		)	0
Total	$	(801,429	)	$	6,152	$	(11,226	)	$	(37,596	)

(1) Net change in AOCI.

(2) Prior period amounts have been updated to conform to current period presentation.

B-36

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Presented below is a rollforward of current period cash flow hedges in AOCI before taxes:

	(in thousands)
Balance, December 31, 2016	$	11,745
Amount recorded in AOCI
Currency/Interest Rate	(39,434		)
Total amount recorded in AOCI	(39,434		)
Amount reclassified from AOCI to income
Currency/Interest Rate	1,838
Total amount reclassified from AOCI to income	1,838
Balance, December 31, 2017	$	(25,851	)
Amount recorded in AOCI
Currency/Interest Rate	42,763
Total amount recorded in AOCI	42,763
Amount reclassified from AOCI to income
Currency/Interest Rate	(20,761		)
Total amount reclassified from AOCI to income	(20,761		)
Balance, December 31, 2018	$	(3,849	)
Cumulative-effect adjustment from the adoption of ASU 2017-12(1)	42
Amount recorded in AOCI
Currency/Interest Rate	10,574
Total amount recorded in AOCI	10,574
Amount reclassified from AOCI to income
Currency/Interest Rate	(7,054		)
Total amount reclassified from AOCI to income	(7,054		)
Balance, December 31, 2019	$	(287	)

(1) See Note 2 for details.

The changes in fair value of cash flow hedges are deferred in AOCI and are included in “Net unrealized investment gains (losses)” in the Statements of Operations and Comprehensive Income (Loss); these amounts are then reclassified to earnings when the hedged item affects earnings. Using December 31, 2019 values, it is estimated that a pre-tax gain of approximately $16 million is expected to be reclassified from AOCI to earnings during the subsequent twelve months ending December 31, 2020.

The exposures the Company is hedging with these qualifying cash flow hedges include the variability of the payment or receipt of interest or foreign currency amounts on existing financial instruments.

There were no material amounts reclassified from AOCI into earnings relating to instances in which the Company discontinued cash flow hedge accounting because the forecasted transaction did not occur by the anticipated date or within the additional time period permitted by the authoritative guidance for the accounting for derivatives and hedging.

Credit Derivatives

The Company has no exposure from credit derivative positions where it has written or purchased credit protection as of December 31, 2019 and 2018.

Credit Risk

The Company is exposed to credit-related losses in the event of non-performance by counterparty to financial derivative transactions with a positive fair value. The Company manages credit risk by entering into derivative transactions with its affiliate, Prudential Global Funding, LLC (“PGF”), related to its OTC derivatives. PGF, in turn, manages its credit risk by: (i) entering into derivative transactions with highly rated major international financial institutions and other creditworthy counterparties governed by master netting agreement, as applicable; (ii) trading through central clearing and OTC parties; (iii) obtaining collateral, such as cash and securities, when appropriate; and (iv) setting limits on single party credit exposures which are subject to periodic management review.

B-37

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Substantially all of the Company’s derivative agreements have zero thresholds which require daily full collateralization by the party in a liability position.

5.    FAIR VALUE OF ASSETS AND LIABILITIES

Fair Value Measurement – Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The authoritative fair value guidance establishes a framework for measuring fair value that includes a hierarchy used to classify the inputs used in measuring fair value. The level in the fair value hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement. The levels of the fair value hierarchy are as follows:

Level 1 - Fair value is based on unadjusted quoted prices in active markets that are accessible to the Company for identical assets or liabilities. The Company’s Level 1 assets and liabilities primarily include certain cash equivalents, equity securities, and derivative contracts that trade on an active exchange market.

Level 2 - Fair value is based on significant inputs, other than quoted prices included in Level 1, that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability through corroboration with observable market data. Level 2 inputs include quoted market prices in active markets for similar assets and liabilities, quoted market prices in markets that are not active for identical or similar assets or liabilities, and other market observable inputs. The Company’s Level 2 assets and liabilities include: fixed maturities (corporate public and private bonds, most government securities, certain asset-backed and mortgage-backed securities, etc.), certain equity securities (mutual funds, which do not trade in active markets because they are not publicly available), certain short-term investments, certain cash equivalents and certain OTC derivatives.

Level 3 - Fair value is based on at least one significant unobservable input for the asset or liability. The assets and liabilities in this category may require significant judgment or estimation in determining the fair value. The Company’s Level 3 assets and liabilities primarily include: certain private fixed maturities and equity securities, certain manually priced fixed maturities, certain highly structured OTC derivative contracts and embedded derivatives resulting from reinsurance or certain products with guaranteed benefits.

B-38

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Assets and Liabilities by Hierarchy Level – The tables below present the balances of assets and liabilities reported at fair value on a recurring basis, as of the dates indicated.

	As of December 31, 2019
	Level 1		Level 2		Level 3		Netting(1)			Total
	(in thousands)
Fixed maturities, available-for-sale:
U.S Treasury securities and obligations of U.S. government authorities and agencies	$	0	$	7,109,277	$	10,547	$	0		$	7,119,824
Obligations of U.S. states and their political subdivisions	0		259,682		0		0			259,682
Foreign government bonds	0		222,884		0		0			222,884
U.S. corporate public securities	0		1,732,632		8,044		0			1,740,676
U.S. corporate private securities	0		1,155,464		51,875		0			1,207,339
Foreign corporate public securities	0		337,800		187		0			337,987
Foreign corporate private securities	0		1,169,324		44,161		0			1,213,485
Asset-backed securities(2)	0		425,613		18,825		0			444,438
Commercial mortgage-backed securities	0		578,289		0		0			578,289
Residential mortgage-backed securities	0		77,761		0		0			77,761
Subtotal	0		13,068,726		133,639		0			13,202,365
Fixed maturities, trading	0		378,734		4,464		0			383,198
Equity securities	5,314		46,942		5,247		0			57,503
Short-term investments	0		260,354		0		0			260,354
Cash equivalents	150,631		1,654,974		0		0			1,805,605
Other invested assets(3)	639		7,323,412		0		(7,324,049		)	2
Other assets	0		0		8,059		0			8,059
Reinsurance recoverables	0		47,006		302,814		0			349,820
Receivables from parent and affiliates	0		2,573		0		0			2,573
Subtotal excluding separate account assets	156,584		22,782,721		454,223		(7,324,049		)	16,069,479
Separate account assets(4)	0		32,665,431		0		0			32,665,431
Total assets	$	156,584	$	55,448,152	$	454,223	$	(7,324,049	)	$	48,734,910
Future policy benefits(5)	$	0	$	0	$	11,822,998	$	0		$	11,822,998
Policyholders' account balances	0		0		196,892		0			196,892
Payables to parent and affiliates	0		3,198,440		0		(3,052,493		)	145,947
Other liabilities	8,509		260		0		(639		)	8,130
Total liabilities	$	8,509	$	3,198,700	$	12,019,890	$	(3,053,132	)	$	12,173,967

B-39

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

	As of December 31, 2018
	Level 1		Level 2		Level 3		Netting (1)			Total
	(in thousands)
Fixed maturities, available-for-sale:
U.S Treasury securities and obligations of U.S. government authorities and agencies	$	0	$	4,875,959	$	8,132	$	0		$	4,884,091
Obligations of U.S. states and their political subdivisions	0		131,164		0		0			131,164
Foreign government bonds	0		199,636		0		0			199,636
U.S. corporate public securities	0		1,473,973		0		0			1,473,973
U.S. corporate private securities	0		1,008,632		54,321		0			1,062,953
Foreign corporate public securities	0		291,086		0		0			291,086
Foreign corporate private securities	0		781,101		31,131		0			812,232
Asset-backed securities(2)	0		495,908		9,336		0			505,244
Commercial mortgage-backed securities	0		361,880		0		0			361,880
Residential mortgage-backed securities	0		49,414		0		0			49,414
Subtotal	0		9,668,753		102,920		0			9,771,673
Fixed maturities, trading	0		289,752		0		0			289,752
Equity securities	4,896		12		5,705		0			10,613
Short-term investments	0		29,818		0		0			29,818
Cash equivalents	1,098,903		2,593,456		0		0			3,692,359
Other invested assets(3)	4,380		4,843,414		0		(4,804,816		)	42,978
Other assets	0		0		0		0			0
Reinsurance recoverables	0		0		239,911		0			239,911
Receivables from parent and affiliates	0		37,193		0		0			37,193
Subtotal excluding separate account assets	1,108,179		17,462,398		348,536		(4,804,816		)	14,114,297
Separate account assets(4)	0		31,210,346		0		0			31,210,346
Total assets	$	1,108,179	$	48,672,744	$	348,536	$	(4,804,816	)	$	45,324,643
Future policy benefits(5)	$	0	$	0	$	8,332,474	$	0		$	8,332,474
Policyholders' account balances	0		0		42,350		0			42,350
Payables to parent and affiliates	0		2,133,496		0		(2,133,496		)	0
Other liabilities	7,293		0		0		(664		)	6,629
Total liabilities	$	7,293	$	2,133,496	$	8,374,824	$	(2,134,160	)	$	8,381,453

(1) “Netting” amounts represent cash collateral of $4,271 million and $2,671 million as of December 31, 2019 and 2018, respectively.

(2) Includes credit-tranched securities collateralized by syndicated bank loans, sub-prime mortgages, auto loans, credit cards, education loans and other asset types.

(3) Other invested assets excluded from the fair value hierarchy include certain hedge funds, private equity funds and other funds for which fair value is measured at net asset value ("NAV") per share (or its equivalent) as a practical expedient. At December 31, 2019 and 2018, the fair values of such investments were $10.5 million and $8.0 million, respectively.

(4) Separate account assets represent segregated funds that are invested for certain customers. Investment risks associated with market value changes are borne by the customers, except to the extent of minimum guarantees made by the Company with respect to certain accounts. Separate account liabilities are not included in the above table as they are reported at contract value and not fair value in Statements of Financial Position.

(5) As of December 31, 2019, the net embedded derivative liability position of $11,823 million includes $583 million of embedded derivatives in an asset position and $12,406 million of embedded derivatives in a liability position. As of December 31, 2018, the net embedded derivative liability position of $8,332 million includes $625 million of embedded derivatives in an asset position and $8,957 million of embedded derivatives in a liability position.

B-40

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The methods and assumptions the Company uses to estimate the fair value of assets and liabilities measured at fair value on a recurring basis are summarized below.

Fixed Maturity Securities – The fair values of the Company’s public fixed maturity securities are generally based on prices obtained from independent pricing services. Prices for each security are generally sourced from multiple pricing vendors, and a vendor hierarchy is maintained by asset type based on historical pricing experience and vendor expertise. The Company ultimately uses the price from the pricing service highest in the vendor hierarchy based on the respective asset type. The pricing hierarchy is updated for new financial products and recent pricing experience with various vendors. Consistent with the fair value hierarchy described above, securities with validated quotes from pricing services are generally reflected within Level 2, as they are primarily based on observable pricing for similar assets and/or other market observable inputs. Typical inputs used by these pricing services include but are not limited to reported trades, benchmark yields, issuer spreads, bids, offers, and/or estimated cash flow, prepayment speeds and default rates. If the pricing information received from third-party pricing services is deemed not reflective of market activity or other inputs observable in the market, the Company may challenge the price through a formal process with the pricing service or classify the securities as Level 3. If the pricing service updates the price to be more consistent with the presented market observations, the security remains within Level 2.

Internally-developed valuations or indicative broker quotes are also used to determine fair value in circumstances where vendor pricing is not available, or where the Company ultimately concludes that pricing information received from the independent pricing services is not reflective of market activity. If the Company concludes the values from both pricing services and brokers are not reflective of market activity, it may override the information with an internally developed valuation. As of December 31, 2019 and 2018, overrides on a net basis were not material. Pricing service overrides, internally-developed valuations and indicative broker quotes are generally included in Level 3 in the fair value hierarchy.

The Company conducts several specific price monitoring activities. Daily analyses identify price changes over predetermined thresholds defined at the financial instrument level. Various pricing integrity reports are reviewed on a daily and monthly basis to determine if pricing is reflective of market activity or if it would warrant any adjustments. Other procedures performed include, but are not limited to, reviews of third-party pricing services methodologies, reviews of pricing trends, and back testing.

The fair values of private fixed maturities, which are originated by internal private asset managers, are primarily determined using discounted cash flow models. These models primarily use observable inputs that include Treasury or similar base rates plus estimated credit spreads to value each security. The credit spreads are obtained through a survey of private market intermediaries who are active in both primary and secondary transactions, and consider, among other factors, the credit quality and the reduced liquidity associated with private placements. Internal adjustments are made to reflect variation in observed sector spreads. Since most private placements are valued using standard market observable inputs and inputs derived from, or corroborated by, market observable data including, but not limited to observed prices and spreads for similar publicly or privately traded issues, they have been reflected within Level 2. For certain private fixed maturities, the discounted cash flow model may incorporate significant unobservable inputs, which reflect the Company’s own assumptions about the inputs that market participants would use in pricing the asset. To the extent management determines that such unobservable inputs are significant to the price of a security, a Level 3 classification is made.

Equity Securities – Equity securities consist principally of investments in common of publicly traded companies, privately traded securities, as well as mutual fund shares. The fair values of most publicly traded equity securities are based on quoted market prices in active markets for identical assets and are classified within Level 1 in the fair value hierarchy. Estimated fair values for most privately traded equity securities are determined using discounted cash flow, earnings multiple and other valuation models that require a substantial level of judgment around inputs and therefore are classified within Level 3. The fair values of mutual fund shares that transact regularly (but do not trade in active markets because they are not publicly available) are based on transaction prices of identical fund shares and are classified within Level 2 in the fair value hierarchy.

Derivative Instruments – Derivatives are recorded at fair value either as assets, within "Other invested assets", or as liabilities, within “Payables to parent and affiliates” or "Other liabilities", except for embedded derivatives which are recorded with the associated host contract. The fair values of derivative contracts can be affected by changes in interest rates, foreign exchange rates, credit spreads, market volatility, expected returns, NPR, liquidity and other factors.

The Company's exchange-traded futures and options include treasury and equity futures. Exchange-traded futures and options are valued using quoted prices in active markets and are classified within Level 1 in the fair value hierarchy.

B-41

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The majority of the Company’s derivative positions are traded in the OTC derivative market and are classified within Level 2 in the fair value hierarchy. OTC derivatives classified within Level 2 are valued using models that utilize actively quoted or observable market input values from external market data providers, third-party pricing vendors and/or recent trading activity. The Company’s policy is to use mid-market pricing in determining its best estimate of fair value. The fair values of most OTC derivatives, including interest rate and cross-currency swaps, currency forward contracts and single name credit default swaps are determined using discounted cash flow models. The fair values of European style option contracts are determined using Black-Scholes option pricing models. These models’ key inputs include the contractual terms of the respective contract, along with significant observable inputs, including interest rates, currency rates, credit spreads, equity prices, index dividend yields, NPR, volatility and other factors.

The Company’s cleared interest rate swaps and credit derivatives linked to an index are valued using models that utilize actively quoted or observable market inputs, including Overnight Indexed Swap discount rates, obtained from external market data providers, third-party pricing vendors, and/or recent trading activity. These derivatives are classified as Level 2 in the fair value hierarchy.

Cash Equivalents and Short-Term Investments – Cash equivalents and short-term investments include money market instruments and other highly liquid debt instruments. Certain money market instruments are valued using unadjusted quoted prices in active markets that are accessible for identical assets and are primarily classified as Level 1. The remaining instruments in this category are generally fair valued based on market observable inputs and these investments have primarily been classified within Level 2.

Separate Account Assets – Separate account assets include mutual fixed maturity securities, treasuries, equity securities, mutual funds and commercial mortgage loans for which values are determined consistent with similar instruments described above under “Fixed Maturity Securities” and “Equity Securities”.

Receivables from Parent and Affiliates – Receivables from parent and affiliates carried at fair value include affiliated bonds within the Company’s legal entity where fair value is determined consistent with similar securities described above under “Fixed Maturity Securities” managed by affiliated asset managers.

Reinsurance Recoverables – Reinsurance recoverables carried at fair value include the reinsurance of the Company’s living benefit guarantees on certain variable annuity contracts. These guarantees are accounted for as embedded derivatives and are recorded in “Reinsurance recoverables” or “Reinsurance payables” when fair value is in an asset or liability position, respectively. The methods and assumptions used to estimate the fair value are consistent with those described below in “Future policy benefits”. The reinsurance agreements covering these guarantees are derivatives with fair value determined in the same manner as the living benefit guarantee.

Future Policy Benefits – The liability for future policy benefits is related to guarantees primarily associated with the living benefit features of certain variable annuity contracts, including guaranteed minimum accumulation benefits ("GMAB"), guaranteed withdrawal benefits ("GMWB") and guaranteed minimum income and withdrawal benefits ("GMIWB"), accounted for as embedded derivatives. The fair values of these liabilities are calculated as the present value of future expected benefit payments to customers less the present value of future expected rider fees attributable to the embedded derivative feature. This methodology could result in either a liability or contra-liability balance, given changing capital market conditions and various actuarial assumptions. Since there is no observable active market for the transfer of these obligations, the valuations are calculated using internally developed models with option pricing techniques. The models are based on a risk neutral valuation framework and incorporate premiums for risks inherent in valuation techniques, inputs, and the general uncertainty around the timing and amount of future cash flows. The determination of these risk premiums requires the use of management's judgment.

The significant inputs to the valuation models for these embedded derivatives include capital market assumptions, such as interest rate levels and volatility assumptions, the Company’s market-perceived NPR, as well as actuarially determined assumptions, including contractholder behavior, such as lapse rates, benefit utilization rates, withdrawal rates, and mortality rates. Since many of these assumptions are unobservable and are considered to be significant inputs to the liability valuation, the liability included in future policy benefits has been reflected within Level 3 in the fair value hierarchy.

Capital market inputs and actual policyholders’ account values are updated each quarter based on capital market conditions as of the end of the quarter, including interest rates, equity markets and volatility. In the risk neutral valuation, the initial swap curve drives the total return used to grow the policyholders’ account values. The Company’s discount rate assumption is based on the LIBOR swap curve adjusted for an additional spread relative to LIBOR to reflect NPR.

Actuarial assumptions, including contractholder behavior and mortality, are reviewed at least annually, and updated based upon emerging experience, future expectations and other data, including any observable market data. These assumptions are generally updated annually unless a material change that the Company feels is indicative of a long-term trend is observed in an interim period.

B-42

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Policyholders' Account Balances -The liability for policyholders’ account balances is related to certain embedded derivative instruments associated with certain fixed annuity products that provide the policyholders with the index-linked interest credited over contract specified term periods. The fair values of these liabilities are determined using discounted cash flow models which include capital market assumptions such as interest rates and equity index volatility assumptions, the Company’s market-perceived NPR and actuarially determined assumptions for mortality, lapses and projected hedge costs.

As there is no observable active market for these liabilities, the fair value is determined as the present value of account balances paid to policyholders in excess of contractually guaranteed minimums using option pricing techniques for index term periods that contain deposits as of the valuation date, and the expected option budget for future index term periods, where the terms of index crediting rates have not yet been declared by the company. Premiums for risks inherent in valuation techniques, inputs, and the general uncertainty around the timing and amount of future cash flows are also incorporated in the fair value of these liabilities. The determination of these risk premiums requires the use of management’s judgment, and hence these liabilities are reflected within Level 3 in the fair value hierarchy.

Capital market inputs, including interest rates and equity markets volatility, and actual policyholders’ account values are updated each quarter. Actuarial assumptions are reviewed at least annually and updated based upon emerging experience, future expectations and other data, including any observable market data. Aside from these annual updates, assumptions are generally updated only if a material change is observed in an interim period that the Company believes is indicative of a long-term trend.

Quantitative Information Regarding Internally-Priced Level 3 Assets and Liabilities – The tables below present quantitative information on significant internally-priced Level 3 assets and liabilities.

	As of December 31, 2019
	Fair Value		Valuation Techniques	Unobservable Inputs	Minimum		Maximum		Weighted Average		Impact of Increase in Input on Fair Value(1)
	(in thousands)
Assets:
Corporate securities(2)	$	17,149	Discounted cash flow	Discount rate	4.79	%	20	%	8.66	%	Decrease
			Market Comparables	EBITDA multiples(3)	6.7	X	6.7	X	6.7	X	Increase
Reinsurance recoverables	$	302,814	Fair values are determined using the same unobservable inputs as future policy benefits.
Liabilities:
Future policy benefits(4)	$	11,822,998	Discounted cash flow	Lapse rate(6)	1	%	18	%			Decrease
				Spread over LIBOR(7)	0.10	%	1.23	%			Decrease
				Utilization rate(8)	43	%	97	%			Increase
				Withdrawal rate	See table footnote (9) below.
				Mortality rate(10)	0	%	15	%			Decrease
				Equity volatility curve	13	%	23	%			Increase
Policyholders' account balances(5)	$	196,892	Discounted cash flow	Lapse rate(6)	1	%	42	%			Decrease
				Spread over LIBOR(7)	0.10	%	1.23	%			Decrease
				Equity volatility curve	6	%	25	%			Increase

B-43

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

	As of December 31, 2018
	Fair Value		Valuation Techniques	Unobservable Inputs	Minimum		Maximum		Weighted Average		Impact of Increase in Input on Fair Value (1)
	(in thousands)
Assets:
Corporate securities(2)	$	18,609	Discounted cash flow	Discount rate	7	%	20	%	11.30	%	Decrease
			Market Comparables	EBITDA multiples(3)	6.7	X	6.7	X	6.7	X	Increase
			Liquidation	Liquidation value	41	%	41	%	41	%	Increase
Reinsurance recoverables	$	239,911	Fair values are determined using the same unobservable inputs as future policy benefits.
Liabilities:
Future policy benefits(4)	$	8,332,474	Discounted cash flow	Lapse rate(6)	1	%	13	%			Decrease
				Spread over LIBOR(7)	0.36	%	1.60	%			Decrease
				Utilization rate(8)	50	%	97	%			Increase
				Withdrawal rate	See table footnote (9) below.
				Mortality rate(10)	0	%	15	%			Decrease
				Equity volatility curve	18	%	22	%			Increase

(1) Conversely, the impact of a decrease in input would have the opposite impact on fair value as that presented in the table.

(2) Includes assets classified as fixed maturities, available-for-sale and fixed maturities trading.

(3) Represents multiples of earnings before interest, taxes, depreciation and amortization ("EBITDA"), and are amounts used when the Company has determined that market participants would use such multiples when valuing the investments.

(4) Future policy benefits primarily represent general account liabilities for the living benefit features of the Company’s variable annuity contracts which are accounted for as embedded derivatives. Since the valuation methodology for these liabilities uses a range of inputs that vary at the contract level over the cash flow projection period, presenting a range, rather than a weighted average, is a more meaningful representation of the unobservable inputs used in the valuation.

(5) Policyholders’ account balances primarily represent general account liabilities for the index-linked interest credited on certain of the Company’s annuity products that are accounted for as embedded derivatives. Since the valuation methodology for these liabilities uses a range of inputs that vary at the contract level over the cash flow projection period, presenting a range, rather than a weighted average, is a more meaningful representation of the unobservable inputs used in the valuation.

(6) Lapse rates for contracts with living benefit guarantees are adjusted at the contract level based on the in-the-moneyness of the living benefit and reflect other factors, such as the applicability of any surrender charges. Lapse rates are reduced when contracts are more in-the-money. Lapse rates for contracts with index-linked crediting guarantees may be adjusted at the contract level based on the applicability of any surrender charges, product type, and market related factors such as interest rates. Lapse rates are also generally assumed to be lower for the period where surrender charges apply. For any given contract, lapse rates vary throughout the period over which cash flows are projected for the purposes of valuing these embedded derivatives.

(7) The spread over the LIBOR swap curve represents the premium added to the proxy for the risk-free rate (LIBOR) to reflect the Company's estimates of rates that a market participant would use to value the living benefits in both the accumulation and payout phases and index-linked interest crediting guarantees. This spread includes an estimate of NPR, which is the risk that the obligation will not be fulfilled by the Company. NPR is primarily estimated by utilizing the credit spreads associated with issuing funding agreements, adjusted for any illiquidity risk premium. In order to reflect the financial strength ratings of the Company, credit spreads associated with funding agreements, as opposed to credit spread associated with debt, are utilized in developing this estimate because funding agreements, living benefit guarantees, and index-linked interest crediting guarantees are insurance liabilities and are therefore senior to debt.

(8) The utilization rate assumption estimates the percentage of contracts that will utilize the benefit during the contract duration and begin lifetime withdrawals at various time intervals from contract inception. The remaining contractholders are assumed to either begin lifetime withdrawals immediately or never utilize the benefit. Utilization assumptions may vary by product type, tax status and age. The impact of changes in these assumptions is highly dependent on the product type, the age of the contractholder at the time of the sale, and the timing of the first lifetime income withdrawal. Range reflects the utilization rate for the vast majority of business with living benefits.

(9) The withdrawal rate assumption estimates the magnitude of annual contractholder withdrawals relative to the maximum allowable amount under the contract. These assumptions vary based on the age of the contractholder, the tax status of the contract and the duration since the contractholder began lifetime withdrawals.As of both December 31, 2019 and 2018, the minimum withdrawal rate assumption is 78% and the maximum withdrawal rate assumption may be greater than 100%. The fair value of the liability will generally increase the closer the withdrawal rate is to 100% and decrease as the withdrawal rate moves further away from 100%.

(10) The range reflects the mortality rates for the vast majority of business with living benefits, with policyholders ranging from 45 to 90 years old. While the majority of living benefits have a minimum age requirement, certain other contracts do not have an age restriction. This results in contractholders with mortality rates approaching 0% for certain benefits. Mortality rates may vary by product, age, and duration. A mortality improvement assumption is also incorporated into the overall mortality table.

B-44

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Interrelationships Between Unobservable Inputs– In addition to the sensitivities of fair value measurements to changes in each unobservable input in isolation, as reflected in the table above, interrelationships between these inputs may also exist, such that a change in one unobservable input may give rise to a change in another, or multiple, inputs. Examples of such interrelationships for significant internally-priced Level 3 assets and liabilities are as follows:

Corporate Securities – The rate used to discount future cash flows reflects current risk-free rates plus credit and liquidity spread requirements that market participants would use to value an asset. The discount rate may be influenced by many factors, including market cycles, expectations of default, collateral, term and asset complexity. Each of these factors can influence discount rates, either in isolation, or in response to other factors.

Future Policy Benefits – The Company expects efficient benefit utilization and withdrawal rates to generally be correlated with lapse rates. However, behavior is generally highly dependent on the facts and circumstances surrounding the individual contractholder, such as their liquidity needs or tax situation, which could drive lapse behavior independent of other contractholder behavior assumptions. To the extent more efficient contractholder behavior results in greater in-the-moneyness at the contract level, lapse rates may decline for those contracts. Similarly, to the extent that increases in equity volatility are correlated with overall declines in the capital markets, lapse rates may decline as contracts become more in-the-money.

Changes in Level 3 Assets and Liabilities – The following tables describe changes in fair values of Level 3 assets and liabilities as of the dates indicated, as well as the portion of gains or losses included in income attributable to unrealized gains or losses related to those assets and liabilities still held at the end of their respective periods. When a determination is made to classify assets and liabilities within Level 3, the determination is based on significance of the unobservable inputs in the overall fair value measurement. All transfers are based on changes in the observability of the valuation inputs, including the availability of pricing service information that the Company can validate. Transfers into Level 3 are generally the result of unobservable inputs utilized within valuation methodologies and the use of indicative broker quotes for assets that were previously valued using observable inputs. Transfers out of Level 3 are generally due to the use of observable inputs in valuation methodologies as well as the availability of pricing service information for certain assets that the Company can validate.

B-45

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

	Year Ended December 31, 2019
	Fair Value, beginning of period			Total realized and unrealized gains (losses)(1)			Purchases		Sales			Issuances			Settlements			Other(2)		Transfers into Level 3		Transfers out of Level 3			Fair Value, end of period			Unrealized gains (losses) for assets still held(3)
	(in thousands)
Fixed maturities, available-for-sale:
U.S. Government	$	8,132		$	0		$	2,415	$	0		$	0		$	0		$	0	$	0	$	0		$	10,547		$	0
Corporate Securities(4)	85,452			(1,123		)	61,563		0			0			(43,724		)	0		4,655		(2,556		)	104,267			(3,797		)
Structured Securities(5)	9,336			502			44,273		0			0			(5,259		)	0		551		(30,578		)	18,825			(2		)
Other assets:
Fixed maturities, trading	0			(557		)	0		0			0			0			0		5,021		0			4,464			(543		)
Equity securities	5,705			471			0		(929		)	0			0			0		0		0			5,247			482
Other invested assets	0			0			0		0			0			0			0		0		0			0			0
Short-term investments	0			0			0		0			0			0			0		0		0			0			0
Cash equivalents	0			0			0		0			0			0			0		0		0			0			0
Other assets	0			441			7,618		0			0			0			0		0		0			8,059			441
Reinsurance recoverables	239,911			70,063			17,950		0			0			0			21,896		0		(47,006		)	302,814			57,652
Liabilities:
Future policy benefits	(8,332,474		)	(2,409,958		)	0		0			(1,080,566		)	0			0		0		0			(11,822,998		)	(2,710,167		)
Policyholders' account balances(6)	(42,350		)	(32,247		)	0		0			(122,295		)	0			0		0		0			(196,892		)	(22,699		)

B-46

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

	Year Ended December 31, 2019
	Total realized and unrealized gains (losses)											Unrealized gains (losses) for assets still held(3)
	Realized investment gains (losses), net(1)			Asset administration fees and other income			Included in other comprehensive income (losses)		Net investment income			Realized investment gains (losses), net			Asset administration fees and other income
	(in thousands)
Fixed maturities, available-for-sale	$	(3,562	)	$	0		$	2,690	$	251		$	(3,799	)	$	0
Other assets:
Fixed maturities, trading	0			(543		)	0		(14		)	0			(543		)
Equity securities	0			471			0		0			0			482
Other invested assets	0			0			0		0			0			0
Short-term investments	0			0			0		0			0			0
Cash equivalents	0			0			0		0			0			0
Other assets	441			0			0		0			441			0
Reinsurance recoverables	70,063			0			0		0			57,652			0
Liabilities:
Future policy benefits	(2,409,958		)	0			0		0			(2,710,167		)	0
Policyholders' account balances	(32,247		)	0			0		0			(22,699		)	0

	Year Ended December 31, 2018
	Fair Value, beginning of period			Total realized and unrealized gains (losses)(1)			Purchases		Sales			Issuances			Settlements			Other(2)			Transfers into Level 3		Transfers out of Level 3			Fair Value, end of period			Unrealized gains (losses) for assets still held(3)
	(in thousands)
Fixed maturities, available-for-sale:
U.S. Government	$	5,237		$	0		$	2,895	$	0		$	0		$	0		$	0		$	0	$	0		$	8,132		$	0
Corporate Securities(4)	95,206			(10,922		)	15,268		(275		)	0			(22,332		)	24			9,969		(1,486		)	85,452			(6,627		)
Structured Securities(5)	185,358			(724		)	84,810		(14,236		)	0			(37,672		)	0			51,979		(260,179		)	9,336			0
Other assets:
Fixed maturities, trading	0			0			0		0			0			0			0			0		0			0			0
Equity securities	9,758			(591		)	0		(3,609		)	0			0			147			0		0			5,705			(1,208		)
Other invested assets	147			0			0		0			0			0			(147		)	0		0			0			0
Short-term investments	87			(20		)	0		0			0			(43		)	(24		)	0		0			0			(55		)
Cash equivalents	0			13			0		0			0			(13		)	0			0		0			0			0
Other assets	0			0			0		0			0			0			0			0		0			0			0
Reinsurance recoverables	244,006			(28,757		)	19,061		0			0			0			5,601			0		0			239,911			(19,962		)
Liabilities:
Future policy benefits	(8,151,902		)	843,914			0		0			(1,024,486		)	0			0			0		0			(8,332,474		)	529,804
Policyholders' account balances(6)	0			6,051			0		0			(48,401		)	0			0			0		0			(42,350		)	6,051

B-47

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

	Year Ended December 31, 2018
	Total realized and unrealized gains (losses)											Unrealized gains (losses) for assets still held(3)
	Realized investment gains (losses), net(1)			Asset administration fees and other income			Included in other comprehensive income (losses)			Net investment income		Realized investment gains (losses), net			Asset administration fees and other income
	(in thousands)
Fixed maturities, available-for-sale	$	(6,693	)	$	0		$	(5,194	)	$	241	$	(6,627	)	$	0
Other assets:
Fixed maturities, trading	0			0			0			0		0			0
Equity securities	0			(591		)	0			0		0			(1,208		)
Other invested assets	0			0			0			0		0			0
Short-term investments	(20		)	0			0			0		(55		)	0
Cash equivalents	13			0			0			0		0			0
Other assets	0			0			0			0		0			0
Reinsurance recoverables	(28,757		)	0			0			0		(19,962		)	0
Liabilities:
Future policy benefits	843,914			0			0			0		529,804			0
Policyholders' account balances	6,051			0			0			0		6,051			0

The following tables summarize the portion of changes in fair values of Level 3 assets and liabilities included in earnings and OCI for the year ended December 31, 2017, as well as the portion of gains or losses included in income attributable to unrealized gains or losses related to those assets and liabilities still held as of December 31, 2017.

	Year Ended December 31, 2017
	Total realized and unrealized gains (losses)										Unrealized gains (losses) for assets still held(3)
	Realized investment gains (losses), net(1)			Asset administration fees and other income		Included in other comprehensive income (losses)			Net investment income		Realized investment gains (losses), net			Asset administration fees and other income
	(in thousands)
Fixed maturities, available-for-sale	$	(6,301	)	$	0	$	(3,410	)	$	8,057	$	(6,506	)	$	0
Other assets:
Fixed maturities, trading	0			0		0			0		0			0
Equity securities	0			689		351			0		0			338
Other invested assets	(7		)	0		0			0		(7		)	0
Short-term investments	0			0		0			0		0			0
Cash equivalents	0			0		0			0		0			0
Other assets	0			0		0			0		0			0
Reinsurance recoverables	(18,240		)	0		0			0		(10,303		)	0
Liabilities:
Future policy benefits	552,047			0		0			0		307,529			0
Policyholders' account balances	0			0		0			0		0			0

(1) Realized investment gains (losses) on future policy benefits and reinsurance recoverables primarily represent the change in the fair value of the Company's living benefit guarantees on certain of its variable annuity contracts.

(2) Other includes reclassifications of certain assets and liabilities between reporting categories.

(3) Unrealized gains or losses related to assets still held at the end of the period do not include amortization or accretion of premiums and discounts.

(4) Includes U.S. corporate public, U.S. corporate private, foreign corporate public and foreign corporate private securities.

(5) Includes asset-backed, commercial mortgage-backed and residential mortgage-backed securities.

(6) Issuances and settlements for Policyholders' account balances are presented net in the rollforward.

B-48

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Fair Value of Financial Instruments

The table below presents the carrying amount and fair value by fair value hierarchy level of certain financial instruments that are not reported at fair value. The financial instruments presented below are reported at carrying value on the Statements of Financial Position. In some cases, as described below, the carrying amount equals or approximates fair value.

	December 31, 2019
	Fair Value								Carrying Amount(1)
	Level 1		Level 2		Level 3		Total		Total
	(in thousands)
Assets:
Commercial mortgage and other loans	$	0	$	0	$	1,512,283	$	1,512,283	$	1,471,522
Policy loans	0		0		12,366		12,366		12,366
Short-term investments	75,004		0		0		75,004		75,004
Cash and cash equivalents	687,558		302,000		0		989,558		989,558
Accrued investment income	0		102,724		0		102,724		102,724
Reinsurance recoverables	0		0		56,171		56,171		55,796
Receivables from parent and affiliates	0		10,192		50,587		60,779		60,192
Other assets	0		1,893		63,106		64,999		64,999
Total assets	$	762,562	$	416,809	$	1,694,513	$	2,873,884	$	2,832,161
Liabilities:
Policyholders’ account balances - investment contracts	$	0	$	0	$	1,445,486	$	1,445,486	$	1,438,742
Cash collateral for loaned securities	0		0		0		0		0
Short-term debt	0		245,617		0		245,617		242,094
Long-term debt	0		446,105		0		446,105		419,418
Reinsurance Payables	0		0		50,035		50,035		50,035
Payables to parent and affiliates	0		39,209		0		39,209		39,209
Other liabilities	0		205,988		0		205,988		205,988
Separate account liabilities - investment contracts	0		54		0		54		54
Total liabilities	$	0	$	936,973	$	1,495,521	$	2,432,494	$	2,395,540

B-49

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

	December 31, 2018
	Fair Value								Carrying Amount(1)
	Level 1		Level 2		Level 3		Total		Total
	(in thousands)
Assets:
Commercial mortgage and other loans	$	0	$	0	$	1,339,707	$	1,339,707	$	1,353,478
Policy loans	0		0		12,805		12,805		12,805
Short-term investments	7,750		0		0		7,750		7,750
Cash and cash equivalents	136,175		675,000		0		811,175		811,175
Accrued investment income	0		90,895		0		90,895		90,895
Reinsurance recoverables	0		0		55,236		55,236		55,236
Receivables from parent and affiliates	0		9,188		0		9,188		9,188
Other assets	0		3,735		0		3,735		3,735
Total assets	$	143,925	$	778,818	$	1,407,748	$	2,330,491	$	2,344,262
Liabilities:
Policyholders’ account balances - investment contracts	$	0	$	0	$	560,548	$	560,548	$	565,903
Cash collateral for loaned securities	0		384		0		384		384
Short-term debt	0		139,843		0		139,843		140,569
Long-term debt	0		791,670		0		791,670		787,596
Reinsurance payables	0		0		55,236		55,236		55,236
Payables to parent and affiliates	0		30,846		0		30,846		30,846
Other liabilities	0		554,162		0		554,162		554,162
Separate account liabilities - investment contracts	0		71		0		71		71
Total liabilities	$	0	$	1,516,976	$	615,784	$	2,132,760	$	2,134,767

(1) Carrying values presented herein differ from those in the Company’s Statements of Financial Position because certain items within the respective financial statement captions are not considered financial instruments or out of scope under authoritative guidance relating to disclosures of the fair value of financial instruments.

The fair values presented above have been determined by using available market information and by applying market valuation methodologies, as described in more detail below.

Commercial Mortgage and Other Loans

The fair value of most commercial mortgage loans is based upon the present value of the expected future cash flows discounted at the appropriate U.S. Treasury rate or foreign government bond rate (for non-U.S. dollar-denominated loans) plus an appropriate credit spread for loans of similar quality, average life and currency. The quality ratings for these loans, a primary determinant of the credit spreads and a significant component of the pricing process, are based on an internally-developed methodology. Certain commercial mortgage loans are valued incorporating other factors, including the terms of the loans, the principal exit strategies for the loans, prevailing interest rates and credit risk.

Policy Loans

Policy loans carrying value approximates fair value.

Short-Term Investments, Cash and Cash Equivalents, Accrued Investment Income and Receivables from Parent and Affiliates

The Company believes that due to the short-term nature of certain assets, the carrying value approximates fair value. These assets include: certain short-term investments which are not securities, are recorded at amortized cost; cash and cash equivalent instruments; and accrued investment income.

Other Assets

Other assets primarily consist of deposit assets related to a reinsurance agreement that does not transfer significant insurance risk. In addition, there are other assets that meet the definition of financial instruments, including receivables such as unsettled trades and accounts receivable.

B-50

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Reinsurance Recoverables and Reinsurance Payables

Reinsurance recoverables and reinsurance payables include corresponding receivables and payables associated with reinsurance arrangements between the Company and related parties. See Note 10 for additional information about the Company's reinsurance arrangements.

Policyholders’ Account Balances - Investment Contracts

Only the portion of policyholders’ account balances related to products that are investment contracts (those without significant mortality or morbidity risk) are reflected in the table above. For fixed deferred annuities, payout annuities and other similar contracts without life contingencies, fair values are generally derived using discounted projected cash flows based on interest rates that are representative of the Company’s financial strength ratings, and hence reflect the Company’s own NPR. For those balances that can be withdrawn by the customer at any time without prior notice or penalty, the fair value is the amount estimated to be payable to the customer as of the reporting date, which is generally the carrying value.

Cash Collateral for Loaned Securities

Cash collateral for loaned securities represents the collateral received or paid in connection with loaning or borrowing securities. Due to the short-term nature of these transactions, the carrying value approximates fair value.

Debt

The fair value of short-term and long-term debt is generally determined by either prices obtained from independent pricing services, which are validated by the Company, or discounted cash flow models. Discounted cash flow models predominately use market observable inputs such as the borrowing rates currently available to the Company for debt and financial instruments with similar terms and remaining maturities. For debt with a maturity of less than 90 days, the carrying value approximates fair value.

Other Liabilities and Payables to Parent and Affiliates

Other liabilities and payables to parent and affiliates are primarily payables, such as unsettled trades, drafts, escrow deposits and accrued expense payables. Due to the short-term until settlement of most of these liabilities, the Company believes that carrying value approximates fair value.

Separate Account Liabilities - Investment Contracts

Only the portion of separate account liabilities related to products that are investment contracts are reflected in the table above. Separate account liabilities are recorded at the amount credited to the contractholder, which reflects the change in fair value of the corresponding separate account assets including contractholder deposits less withdrawals and fees; therefore, carrying value approximates fair value.

6.    DEFERRED POLICY ACQUISITION COSTS

The balances of and changes in DAC as of and for the years ended December 31, are as follows:

	2019			2018			2017
	(in thousands)
Balance, beginning of year	$	4,447,505		$	4,596,565		$	4,344,361
Capitalization of commissions, sales and issue expenses	412,627			372,996			277,586
Amortization-Impact of assumption and experience unlocking and true-ups	245,276			(113,534		)	288,974
Amortization-All other	(518,129		)	(476,261		)	(275,028		)
Change in unrealized investment gains and losses	(131,596		)	67,739			(39,328		)
Balance, end of year	$	4,455,683		$	4,447,505		$	4,596,565

B-51

7.    VALUE OF BUSINESS ACQUIRED

The balances of and changes in VOBA as of and for the years ended December 31, are as follows:

	2019			2018			2017
	(in thousands)
Balance, beginning of year	$	33,222		$	35,109		$	30,287
Amortization-Impact of assumption and experience unlocking and true-ups	2,093			1,485			10,035
Amortization-All other	(6,376		)	(7,348		)	(7,422		)
Interest	1,778			1,983			2,001
Change in unrealized investment gains and losses	(692		)	1,993			208
Balance, end of year	$	30,025		$	33,222		$	35,109

The following table provides estimated future amortization, net of interest, for the periods indicated:

	2020		2021		2022		2023		2024
	(in thousands)
Estimated future VOBA amortization	$	4,610	$	3,976	$	3,421	$	2,926	$	2,491

8.    POLICYHOLDERS’ LIABILITIES

Future Policy Benefits

Future policy benefits at December 31 for the years indicated are as follows:

	2019		2018
	(in thousands)
Life insurance – domestic	$	71	$	74
Individual and group annuities and supplementary contracts(1)	1,087,060		1,021,854
Other contract liabilities(1)	11,845,330		8,347,058
Total future policy benefits	$	12,932,461	$	9,368,986

(1) Includes assumed reinsurance business.

Individual and group annuities and supplementary contract liabilities include reserves for life contingent immediate annuities and life contingent group annuities. Other contract liabilities include unearned premiums and certain other reserves for annuities and individual life products.

Future policy benefits for domestic life insurance policies reflect in course of settlement amounts.

Future policy benefits for individual and group annuities and supplementary contracts with life contingencies are generally equal to the present value of expected future payments. Assumptions as to mortality are based on the Company’s experience, industry data, and/or other factors, when the basis of the reserve is established. The interest rates used in the determination of the present values generally range from 0.0% to 8.3%, with less than 1.0% of the reserves based on an interest rate in excess of 8.0%.

The Company’s liability for future policy benefits are primarily liabilities for guaranteed benefits related to certain long-duration life and annuity contracts. Liabilities for guaranteed benefits with embedded derivative features are primarily in "Other contract liabilities" in the table above. The remaining liabilities for guaranteed benefits are primarily reflected with the underlying contract. The interest rates used in the determination of the present values range from 1.9% to 3.3%. See Note 9 for additional information regarding liabilities for guaranteed benefits related to certain long-duration contracts.

Premium deficiency reserves included in “Future policy benefits” are established, if necessary, when the liability for future policy benefits plus the present value of expected future gross premiums are determined to be insufficient to provide for expected future policy benefits and expenses. Premium deficiency reserves have been recorded for the individual annuity business, which consists of single premium immediate annuities with life contingencies.

B-52

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Policyholders’ Account Balances

Policyholders’ account balances at December 31 for the years indicated are as follows:

	2019		2018
	(in thousands)
Interest-sensitive life contracts	$	14,391	$	15,049
Individual annuities(1)	5,716,052		4,729,973
Guaranteed interest accounts	449,916		608,574
Total policyholders’ account balances	$	6,180,359	$	5,353,596

(1) Includes assumed reinsurance business from Pruco Life.

Policyholders’ account balances represent an accumulation of account deposits plus credited interest less withdrawals, expenses and mortality charges, if applicable. These policyholders’ account balances also include provisions for benefits under non-life contingent payout annuities. Interest crediting rates range from 3.5% to 6.0% for interest-sensitive life contracts. Interest crediting rates for individual annuities range from 0.0% to 6.5%. Interest crediting rates for guaranteed interest accounts range from 0.1% to 5.8%.

9.    CERTAIN LONG-DURATION CONTRACTS WITH GUARANTEES

The Company issued variable annuity contracts through its separate accounts for which investment income and investment gains and losses accrue directly to, and investment risk is borne by, the contractholder. The Company also issued variable annuity contracts with general and separate account options where the Company contractually guarantees to the contractholder a return of no less than total deposits made to the contract adjusted for any partial withdrawals ("return of net deposits"). In certain of these variable annuity contracts, the Company also contractually guarantees to the contractholder a return of no less than (1) total deposits made to the contract adjusted for any partial withdrawals plus a minimum return ('minimum return"), and/or (2) the highest contract value on a specified date adjusted for any withdrawals (“contract value”). These guarantees include benefits that are payable in the event of death, annuitization or at specified dates during the accumulation period and withdrawal and income benefits payable during specified periods. The Company also issued annuity contracts with market value adjusted investment options (“MVAs”), which provide for a return of principal plus a fixed-rate of return if held to maturity, or, alternatively, a “market adjusted value” if surrendered prior to maturity or if funds are reallocated to other investment options. The market value adjustment may result in a gain or loss to the Company, depending on crediting rates or an indexed rate at surrender, as applicable. The Company also issued fixed deferred annuity contracts without MVA that have a guaranteed credited rate and annuity benefit.

The assets supporting the variable portion of all variable annuities are carried at fair value and reported as “Separate account assets” with an equivalent amount reported as “Separate account liabilities.” Amounts assessed against the contractholders for mortality, administration, and other services are included within revenue in “Policy charges and fee income” and changes in liabilities for minimum guarantees are generally included in “Policyholders’ benefits” or "Realized investment gains (losses), net".

For those guarantees of benefits that are payable in the event of death, the net amount at risk is generally defined as the current guaranteed minimum death benefit in excess of the current account balance at the balance sheet date. The Company’s primary risk exposures for these contracts relates to actual deviations from, or changes to, the assumptions used in the original pricing of these products, including fixed income and equity market returns, contract lapses and contractholder mortality.

For guarantees of benefits that are payable at annuitization, the net amount at risk is generally defined as the present value of the minimum guaranteed annuity payments available to the contractholder determined in accordance with the terms of the contract in excess of the current account balance. The Company’s primary risk exposures for these contracts relates to actual deviations from, or changes to, the assumptions used in the original pricing of these products, including fixed income and equity market returns, timing of annuitization, contract lapses and contractholder mortality.

For guarantees of benefits that are payable at withdrawal, the net amount at risk is generally defined as the present value of the minimum guaranteed withdrawal payments available to the contractholder determined in accordance with the terms of the contract in excess of the current account balance. For guarantees of accumulation balances, the net amount at risk is generally defined as the guaranteed minimum accumulation balance minus the current account balance. The Company’s primary risk exposures for these contracts relates to actual deviations from, or changes to, the assumptions used in the original pricing of these products, including equity market returns, interest rates, market volatility and contractholder behavior.

B-53

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The Company’s contracts with guarantees may offer more than one type of guarantee in each contract; therefore, the amounts listed may not be mutually exclusive. The liabilities related to the net amount at risk are reflected within “Future policy benefits.” As of December 31, 2019 and 2018, the Company had the following guarantees associated with these contracts, by product and guarantee type:

	December 31, 2019				December 31, 2018
	In the Event of Death(1)		At Annuitization/ Accumulation(1)(2)		In the Event of Death(1)		At Annuitization/ Accumulation (1)(2)
Annuity Contracts	(in thousands)
Return of net deposits
Account value	$	120,240,930	N/A		$	106,779,202	N/A
Net amount at risk	$	229,080	N/A		$	843,419	N/A
Average attained age of contractholders	68 years		N/A		67 years		N/A
Minimum return or contract value
Account value	$	23,563,604	$	129,812,105	$	22,184,537	$	115,822,894
Net amount at risk	$	2,254,621	$	3,989,437	$	4,322,406	$	7,252,486
Average attained age of contractholders	70 years		69 years		70 years		68 years
Average period remaining until earliest expected annuitization	N/A		0 years		N/A		0 years

(1) Amounts include assumed reinsurance business.

(2) Includes income and withdrawal benefits.

Account balances of variable annuity contracts with guarantees were invested in separate account investment options as follows:

	December 31, 2019(1)		December 31, 2018(1)
	(in thousands)
Equity funds	$	82,506,787	$	69,686,791
Bond funds	53,763,563		51,855,361
Money market funds	2,877,135		2,542,219
Total	$	139,147,485	$	124,084,371

(1) Amounts include assumed reinsurance business.

In addition to the amounts invested in separate account investment options above, $4.7 billion at December 31, 2019 and $4.9 billion at December 31, 2018 of account balances of variable annuity contracts with guarantees, inclusive of contracts with MVA features, were invested in general account investment options. For the years ended December 31, 2019, 2018 and 2017, there were no transfers of assets, other than cash, from the general account to any separate account, and accordingly no gains or losses recorded.

Liabilities for Guarantee Benefits

The table below summarizes the changes in general account liabilities for guarantees. The liabilities for GMDB and GMIB are included in “Future policy benefits” and the related changes in the liabilities are included in “Policyholders’ benefits.” GMAB, GMWB and GMIWB are accounted for as embedded derivatives and are recorded at fair value within “Future policy benefits.” Changes in the fair value of these derivatives, including changes in the Company’s own risk of non-performance, along with any fees attributed or payments made relating to the derivative are recorded in “Realized investment gains (losses), net.” See Note 5 for additional information regarding the methodology used in determining the fair value of these embedded derivatives. The Company maintains a portfolio of derivative investments that serve as a partial hedge of the risks associated with these products, for which the changes in fair value are also recorded in “Realized investment gains (losses), net.” This portfolio of derivative investments does not qualify for hedge accounting treatment under U.S. GAAP.

B-54

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

	GMDB			GMAB/GMWB/ GMIWB		GMIB			Totals
Variable Annuity	(in thousands)
Balance at December 31, 2016	$	637,319		$	7,707,333	$	37,893		$	8,382,545
Incurred guarantee benefits(1)(2)	29,605			444,569		(11,686		)	462,488
Paid guarantee benefits(2)	(57,053		)	0		(3,798		)	(60,851		)
Change in unrealized investment gains and losses(2)	12,931			0		117			13,048
Balance at December 31, 2017	622,802			8,151,902		22,526			8,797,230
Incurred guarantee benefits(1)(2)	103,596			180,572		2,679			286,847
Paid guarantee benefits(2)	(67,887		)	0		(2,915		)	(70,802		)
Change in unrealized investment gains and losses(2)	(20,108		)	0		(230		)	(20,338		)
Balance at December 31, 2018	638,403			8,332,474		22,060			8,992,937
Incurred guarantee benefits(1)(2)	68,142			3,490,524		3,539			3,562,205
Paid guarantee benefits(2)	(51,418		)	0		(3,477		)	(54,895		)
Change in unrealized investment gains and losses(2)	26,377			0		274			26,651
Balance at December 31, 2019	$	681,504		$	11,822,998	$	22,396		$	12,526,898

(1) Incurred guarantee benefits include the portion of assessments established as additions to reserves as well as changes in estimates affecting the reserves. Also includes changes in the fair value of features considered to be derivatives.

(2) Amounts include assumed reinsurance business.

The GMDB and GMIB liability are established when associated assessments (which include all policy charges including charges for administration, mortality, expense, surrender, and other, regardless of how characterized) are recognized. This liability is established using current best estimate assumptions and is based on the ratio of the present value of total expected excess payments (e.g., payments in excess of account value) over the life of the contract divided by the present value of total expected assessments (i.e., benefit ratio). The liability equals the current benefit ratio multiplied by cumulative assessments recognized to date, plus interest, less cumulative excess payments to date. Similar to as described above for DAC, the reserves are subject to adjustments based on annual reviews of assumptions and quarterly adjustments for experience, including market performance. These adjustments reflect the impact on the benefit ratio of using actual historical experience from the issuance date to the balance sheet date plus updated estimates of future experience. The updated benefit ratio is then applied to all prior periods’ assessments to derive an adjustment to the reserve recognized through a benefit or charge to current period earnings.

The GMAB features provide the contractholder with a guaranteed return of initial account value or an enhanced value if applicable. The most significant of the Company’s GMAB features are the guaranteed return option features, which includes an automatic rebalancing element that reduces the Company’s exposure to these guarantees. The GMAB liability is calculated as the present value of future expected payments in excess of the account balance less the present value of future expected rider fees attributable to the embedded derivative feature.

The GMWB features provide the contractholder with access to a guaranteed remaining balance if the account value is reduced to zero through a combination of market declines and withdrawals. The guaranteed remaining balance is generally equal to the protected value under the contract, which is initially established as the greater of the account value or cumulative deposits when withdrawals commence, less cumulative withdrawals. The contractholder also has the option, after a specified time period, to reset the guaranteed remaining balance to the then-current account value, if greater. The contractholder accesses the guaranteed remaining balance through payments over time, subject to maximum annual limits. The GMWB liability is calculated as the present value of future expected payments to customers less the present value of future expected rider fees attributable to the embedded derivative feature.

B-55

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The GMIWB features, taken collectively, provide a contractholder two optional methods to receive guaranteed minimum payments over time, a “withdrawal” option or an “income” option. The withdrawal option (which was available under only one of the GMIWBs and is no longer offered) guarantees that a contractholder can withdraw an amount each year until the cumulative withdrawals reach a total guaranteed balance. The income option (which varies among the Company’s GMIWBs) in general guarantees the contractholder the ability to withdraw an amount each year for life (or for joint lives, in the case of any spousal version of the benefit) where such amount is equal to a percentage of a protected value under the benefit. The contractholder also has the potential to increase this annual amount, based on certain subsequent increases in account value that may occur. The GMIWB can be elected by the contractholder upon issuance of an appropriate deferred variable annuity contract or at any time following contract issue prior to annuitization. Certain GMIWB features include an automatic rebalancing element that reduces the Company’s exposure to these guarantees. The GMIWB liability is calculated as the present value of future expected payments to customers less the present value of future expected rider fees attributable to the embedded derivative feature.

Sales Inducements

The Company defers sales inducements and amortizes them over the anticipated life of the policy using the same methodology and assumptions used to amortize DAC. DSI is included in “Deferred sales inducements”. The Company has offered various types of sales inducements, including: (1) a bonus whereby the policyholder’s initial account balance is increased by an amount equal to a specified percentage of the customer’s initial deposit and (2) additional credits after a certain number of years a contract is held. Changes in DSI, reported as “Interest credited to policyholders’ account balances”, are as follows:

	Sales Inducements
	(in thousands)
Balance at December 31, 2016	$	978,823
Capitalization	1,551
Amortization - Impact of assumption and experience unlocking and true-ups	145,141
Amortization - All other	(94,014		)
Change in unrealized investment gains and losses	(10,715		)
Balance at December 31, 2017	1,020,786
Capitalization	2,888
Amortization - Impact of assumption and experience unlocking and true-ups	(5,713		)
Amortization - All other	(149,236		)
Change in unrealized investment gains and losses	20,873
Balance at December 31, 2018	889,598
Capitalization	797
Amortization - Impact of assumption and experience unlocking and true-ups	100,222
Amortization - All other	(146,620		)
Change in unrealized investment gains and losses	(31,273		)
Balance at December 31, 2019	$	812,724

10.    REINSURANCE

The Company uses reinsurance as part of its risk management and capital management strategies for certain of its living benefit guarantees and variable annuity base contracts. Effective April 1, 2016, the Company recaptured the risks related to its variable annuity living benefit guarantees that were previously reinsured to affiliates. In addition, the Company reinsured variable annuity base contracts, along with the living benefit guarantees, from Pruco Life, excluding the PLNJ business which was reinsured to Prudential Insurance. This reinsurance covers new and in force business and excludes business reinsured externally.

Effective December 31, 2015, the Company surrendered its New York license and reinsured the majority of its New York business, both the living benefit guarantees and base contracts, to Prudential Insurance. See Note 1 for additional information. Reinsurance ceded arrangements do not discharge the Company as the primary insurer. Ceded balances would represent a liability of the Company in the event the reinsurers were unable to meet their obligations to the Company under the terms of the reinsurance agreements. The Company believes a material reinsurance liability resulting from such inability of reinsurers to meet their obligations is unlikely.

B-56

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Realized investment gains and losses include the impact of reinsurance agreements, particularly reinsurance agreements involving living benefit guarantees. These reinsurance agreements are derivatives and have been accounted for in the same manner as embedded derivatives and the changes in the fair value of these derivatives are recognized through "Realized investment gains (losses), net". See Note 4 for additional information related to the accounting for embedded derivatives.

Reinsurance amounts included in the Company's Statements of Financial Position as of December 31, were as follows:

	2019			2018
	(in thousands)
Reinsurance recoverables	$	621,510		$	572,102
Deferred policy acquisition costs	3,725,719			3,703,166
Deferred sales inducements	437,594			476,608
Value of business acquired	(2,275		)	(2,431		)
Other assets	65,819			79,992
Policyholders’ account balances	3,253,474			3,098,537
Future policy benefits	8,328,777			5,680,939
Reinsurance payables(1)	235,318			232,937
Other liabilities	337,909			290,330

(1) Includes $0.1 million of unaffiliated activity as of both December 31, 2019 and 2018.

The reinsurance recoverables by counterparty are broken out below:

	December 31, 2019		December 31, 2018
	(in thousands)
Prudential Insurance	$	387,355	$	335,349
Pruco Life	233,933		236,716
Unaffiliated	222		37
Total reinsurance recoverables	$	621,510	$	572,102

B-57

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Reinsurance amounts, included in the Company’s Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, were as follows:

	2019			2018			2017
	(in thousands)
Premiums:
Direct	$	29,022		$	37,895		$	33,908
Assumed	31,570			31,989			32,890
Ceded	(1,042		)	(2,619		)	(3,225		)
Net premiums	59,550			67,265			63,573
Policy charges and fee income:
Direct	477,478			549,500			622,099
Assumed	1,638,023			1,661,484			1,632,132
Ceded(1)	(34,455		)	(39,706		)	(44,652		)
Net policy charges and fee income	2,081,046			2,171,278			2,209,579
Asset administration fees and other income:
Direct	141,884			96,743			129,847
Assumed	306,945			301,549			293,275
Ceded	(8,346		)	(9,136		)	(9,747		)
Net asset administration fees and other income	440,483			389,156			413,375
Realized investment gains (losses), net:
Direct	(1,137,422		)	81,120			(1,335,253		)
Assumed	(1,584,764		)	823,129			554,686
Ceded	40,866			(20,176		)	(24,833		)
Realized investment gains (losses), net	(2,681,320		)	884,073			(805,400		)
Policyholders' benefits (including change in reserves):
Direct	58,308			81,045			52,477
Assumed	89,284			110,358			46,375
Ceded(2)	(3,667		)	(4,315		)	15,216
Net policyholders' benefits (including change in reserves)	143,925			187,088			114,068
Interest credited to policyholders’ account balances:
Direct	82,444			127,018			9,834
Assumed	84,182			132,324			24,708
Ceded	(5,417		)	(10,167		)	(4,262		)
Net interest credited to policyholders’ account balances	161,209			249,175			30,280
Reinsurance expense allowances and general and administrative expenses, net of capitalization and amortization	988,951			1,131,351			725,749

(1) Includes $(1) million, $(1) million and $(2) million of unaffiliated activity for the years ended December 31, 2019, 2018 and 2017, respectively.

(2) Includes $(0.1) million, $(0.3) million and $(0.1) million of unaffiliated activity for the years ended December 31, 2019, 2018 and 2017, respectively.

B-58

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

11.    INCOME TAXES

The following schedule discloses significant components of income tax expense (benefit) for each year presented:

	Year Ended December 31,
	2019			2018			2017
				(in thousands)
Current tax expense (benefit):
U.S. federal	$	14,381		$	(422,999	)	$	501,088
State and local	0			0			1,349
Total	14,381			(422,999		)	502,437
Deferred tax expense (benefit):
U.S. federal	(305,482		)	584,503			698,662
State and local	0			0			0
Total	(305,482		)	584,503			698,662
Income tax expense (benefit)	(291,101		)	161,504			1,201,099
Total income tax expense (benefit) reported in equity related to:
Other comprehensive income (loss)	200,447			(52,510		)	98,644
Additional paid-in capital	0			0			0
Total income tax expense (benefit)	$	(90,654	)	$	108,994		$	1,299,743

Reconciliation of Expected Tax at Statutory Rates to Reported Income Tax Expense (Benefit)

The differences between income taxes expected at the U.S. federal statutory income tax rate of 21% applicable for 2019 and 2018 and 35% applicable for 2017, and the reported income tax expense (benefit) are summarized as follows:

	Year Ended December 31,
	2019			2018			2017
	(in thousands)
Expected federal income tax expense (benefit)	$	(268,890	)	$	387,286		$	391,158
Non-taxable investment income	(12,019		)	(18,954		)	(46,625		)
Tax credits	(11,708		)	(13,694		)	(10,358		)
Changes in tax law	0			(193,306		)	882,175
Other	1,516			172			(15,251		)
Reported income tax expense (benefit)	$	(291,101	)	$	161,504		$	1,201,099
Effective tax rate	22.7		%	8.8		%	107.5		%

B-59

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The effective tax rate is the ratio of “Income tax expense (benefit)” divided by “Income (loss) from operations before income taxes”. The Company’s effective tax rate for fiscal years 2019, 2018 and 2017 was 22.7%, 8.8% and 107.5%, respectively. The following is a description of items that had the most significant impact on the difference between the Company’s statutory U.S. federal income tax rate of 21% applicable for 2019 and 2018 and 35% applicable for 2017, and the Company’s effective tax rate during the periods presented:

Changes in Tax Law. The following is a list of notable changes in tax law that impacted the Company’s effective tax rate for the periods presented:

Tax Act of 2017 - On December 22, 2017, the Tax Act of 2017 was enacted into U.S. law. As a result, the Company recognized a $882 million tax expense in “Income tax expense (benefit)” in the Company’s Statement of Operations for the year ended December 31, 2017. In accordance with SEC Staff Accounting Bulletin 118, in 2017 the Company recorded the effects of the Tax Act of 2017 using reasonable estimates due to the need for further analysis of the provisions within the Tax Act of 2017 and collection, preparation and analysis of relevant data necessary to complete the accounting. During 2018, the Company completed the collection, preparation and analysis of data relevant to the Tax Act of 2017, and interpreted any additional guidance issued by the IRS, U.S. Department of the Treasury, or other standard-setting organizations, and recognized a $0.2 million increase in income tax expense for a total of $882.3 million recognized from the reduction in net deferred tax assets to reflect the reduction in the U.S. tax rate from 35% to 21%.

2018 Industry Issue Resolution (IIR) - In August 2018, the IRS released a Directive to provide guidance on the tax reserving for guaranteed benefits within variable annuity contracts and principle-based reserves on certain life insurance contracts. Adopting the methodology specified in the Directive resulted in an accelerated deduction for the Company’s 2017 tax return, that would have otherwise been deductible in future years. Prior to the adoption of this Directive, the Company accounted for these future deductions as deferred tax assets measured using the current 21% corporate income tax rate. Upon adoption of the Directive, the tax benefits were revalued using the 35% tax rate applicable for the 2017 tax year and resulted in a reduction in income tax expense of $193 million.

Non-Taxable Investment Income. The U.S. Dividends Received Deduction (“DRD”) reduces the amount of dividend income subject to U.S. tax and accounts for most of the non-taxable investment income shown in the table above. More specifically, the U.S. DRD constitutes $11 million of the total $12 million of 2019 non-taxable investment income, $15 million of the total $19 million of 2018 non-taxable investment income, and $46 million of the total $47 million of 2017 non-taxable investment income. The DRD for the current period was estimated using information from 2018, current year investment results, and current year’s equity market performance. The actual current year DRD can vary based on factors such as, but not limited to, changes in the amount of dividends received that are eligible for the DRD, changes in the amount of distributions received from fund investments, changes in the account balances of variable life and annuity contracts, and the Company’s taxable income before the DRD.

Other. This line item represents insignificant reconciling items that are individually less than 5% of the computed expected federal income tax expense (benefit) and have therefore been aggregated for purposes of this reconciliation in accordance with relevant disclosure guidance.

B-60

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Schedule of Deferred Tax Assets and Deferred Tax Liabilities

	As of December 31,
	2019		2018
	(in thousands)
Deferred tax assets:
Insurance reserves	$	1,716,039	$	1,521,729
Investments	411,788		276,880
Net unrealized loss on securities	0		86,742
Other	2,002		638
Deferred tax assets	2,129,829		1,885,989
Deferred tax liabilities:
VOBA and deferred policy acquisition cost	929,882		929,849
Deferred sales inducements	170,672		186,816
Net unrealized gain on securities	154,815		0
Deferred tax liabilities	1,255,369		1,116,665
Net deferred tax asset (liability)	$	874,460	$	769,324

The application of U.S. GAAP requires the Company to evaluate the recoverability of deferred tax assets and establish a valuation allowance if necessary to reduce the deferred tax asset to an amount that is more likely than not expected to be realized. Considerable judgment is required in determining whether a valuation allowance is necessary, and if so, the amount of such valuation allowance. In evaluating the need for a valuation allowance, the Company considers many factors, including: (1) the nature of the deferred tax assets and liabilities; (2) whether they are ordinary or capital; (3) in which tax jurisdictions they were generated and the timing of their reversal; (4) taxable income in prior carryback years as well as projected taxable earnings exclusive of reversing temporary differences and carryforwards; (5) the length of time that carryovers can be utilized in the various taxing jurisdictions; (6) any unique tax rules that would impact the utilization of the deferred tax assets; and (7) any tax planning strategies that the Company would employ to avoid a tax benefit from expiring unused. Although realization is not assured, management believes it is more likely than not that the deferred tax assets, net of valuation allowances, will be realized.

The company had no valuation allowance as of December 31, 2019 and 2018. Adjustments to the valuation allowance will be made if there is a change in management’s assessment of the amount of deferred tax asset that is realizable.

The Company’s income (loss) from operations before income taxes includes income (loss) from domestic operations of $(1,280) million, $1,844 million, and $1,118 million for the years ended December 31, 2019, 2018 and 2017, respectively.

Tax Audit and Unrecognized Tax Benefits

The Company’s liability for income taxes includes the liability for unrecognized tax benefits and interest that relate to tax years still subject to review by the IRS or other taxing authorities. The completion of review or the expiration of the Federal statute of limitations for a given audit period could result in an adjustment to the liability for income taxes.

The Company had no unrecognized tax benefits as of December 31, 2019, 2018, and 2017. The Company does not anticipate any significant changes within the next twelve months to its total unrecognized tax benefits related to tax years for which the statute of limitations has not expired.

At December 31, 2019, the Company remains subject to examination in the U.S. for tax years 2015 through 2019.

The Company participates in the IRS’s Compliance Assurance Program. Under this program, the IRS assigns an examination team to review completed transactions as they occur in order to reach agreement with the Company on how they should be reported in the relevant tax returns. If disagreements arise, accelerated resolution programs are available to resolve the disagreements in a timely manner.

B-61

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

12.    EQUITY

Accumulated Other Comprehensive Income (Loss)

AOCI represents the cumulative OCI items that are reported separate from net income and detailed on the Statements of Comprehensive Income. Each of the components that comprise OCI are described in further detail in Note 2 (Foreign Currency Translation Adjustment and Net Unrealized Investment Gains (Losses)). The balance of and changes in each component of AOCI as of and for the years ended December 31, are as follows:

	Accumulated Other Comprehensive Income (Loss)
	Foreign Currency Translation Adjustment			Net Unrealized Investment Gains (Losses)(1)			Total Accumulated Other Comprehensive Income (Loss)
	(in thousands)
Balance, December 31, 2016	$	(78	)	$	(314,870	)	$	(314,948	)
Change in OCI before reclassifications	109			320,182			320,291
Amounts reclassified from AOCI	0			3,177			3,177
Income tax benefit (expense)	(38		)	(98,606		)	(98,644		)
Balance, December 31, 2017	(7		)	(90,117		)	(90,124		)
Change in OCI before reclassifications	(1,354		)	(311,658		)	(313,012		)
Amounts reclassified from AOCI	0			62,970			62,970
Income tax benefit (expense)	285			52,225			52,510
Cumulative effect of adoption of ASU 2016-01	0			(3		)	(3		)
Cumulative effect of adoption of ASU 2018-02	(2		)	(36,712		)	(36,714		)
Balance, December 31, 2018	(1,078		)	(323,295		)	(324,373		)
Change in OCI before reclassifications	182			956,373			956,555
Amounts reclassified from AOCI	0			(3,123		)	(3,123		)
Income tax benefit (expense)	(38		)	(200,409		)	(200,447		)
Balance, December 31, 2019	$	(934	)	$	429,546		$	428,612

(1) Includes cash flow hedges of $0 million, $(4) million and $(26) millionas of December 31, 2019, 2018, and 2017, respectively.

Reclassifications out of Accumulated Other Comprehensive Income (Loss)

	Year Ended December 31, 2019			Year Ended December 31, 2018			Year Ended December 31, 2017
	(in thousands)
Amounts reclassified from AOCI(1)(2):
Net unrealized investment gains (losses):
Cash flow hedges - Currency/Interest rate(3)	$	7,054		$	20,761		$	(1,838	)
Net unrealized investment gains (losses) on available-for-sale securities	(3,931		)	(83,731		)	(1,339		)
Total net unrealized investment gains (losses)(4)	3,123			(62,970		)	(3,177		)
Total reclassifications for the period	$	3,123		$	(62,970	)	$	(3,177	)

(1) All amounts are shown before tax.

(2) Positive amounts indicate gains/benefits reclassified out of AOCI. Negative amounts indicate losses/costs reclassified out of AOCI.

(3) See Note 4 for additional information on cash flow hedges.

(4) See table below for additional information on unrealized investment gains (losses), including the impact on deferred policy acquisition and other costs and future policy benefits.

B-62

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Net Unrealized Investment Gains (Losses)

Net unrealized investment gains (losses) on securities classified as available-for-sale and certain other invested assets and other assets are included in the Company’s Statements of Financial Position as a component of AOCI. Changes in these amounts include reclassification adjustments to exclude from “Other comprehensive income (loss)” those items that are included as part of “Net income” for a period that had been part of “Other comprehensive income (loss)” in earlier periods. The amounts for the periods indicated below, split between amounts related to fixed maturity securities on which an OTTI loss has been recognized, and all other net unrealized investment gains (losses), are as follows:

Net Unrealized Investment Gains (Losses) on Fixed Maturity Securities on which an OTTI loss has been recognized

	Net Unrealized Gains (Losses) on Investments			Deferred Policy Acquisition Costs and Other Costs(2)			Future Policy Benefits and Other Liabilities(3)			Deferred Income Tax (Liability) Benefit			Accumulated Other Comprehensive Income (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in thousands)
Balance, December 31, 2016	$	(1,261	)	$	(2,133	)	$	(522	)	$	1,387		$	(2,529	)
Net investment gains (losses) on investments arising during the period	11,328			0			0			(3,481		)	7,847
Reclassification adjustment for (gains) losses included in net income	2,172			0			0			(667		)	1,505
Reclassification adjustment for OTTI losses excluded from net income(1)	72			0			0			(22		)	50
Impact of net unrealized investment (gains) losses on deferred policy acquisition costs and other costs	0			1,125			0			(352		)	773
Impact of net unrealized investment (gains) losses on future policy benefits and other liabilities	0			0			365			(128		)	237
Balance, December 31, 2017	12,311			(1,008		)	(157		)	(3,263		)	7,883
Net investment gains (losses) on investments arising during the period	(15,199		)	0			0			3,192			(12,007		)
Reclassification adjustment for (gains) losses included in net income	(205		)	0			0			43			(162		)
Reclassification adjustment for OTTI losses excluded from net income(1)	(241		)	0			0			51			(190		)
Impact of net unrealized investment (gains) losses on deferred policy acquisition costs and other costs	0			(111		)	0			23			(88		)
Impact of net unrealized investment (gains) losses on future policy benefits and other liabilities	0			0			89			(19		)	70
Balance, December 31, 2018	(3,334		)	(1,119		)	(68		)	27			(4,494		)
Net investment gains (losses) on investments arising during the period	17,795			0			0			(3,741		)	14,054
Reclassification adjustment for (gains) losses included in net income	(100		)	0			0			21			(79		)
Reclassification adjustment for OTTI losses excluded from net income(1)	(52		)	0			0			11			(41		)
Impact of net unrealized investment (gains) losses on deferred policy acquisition costs and other costs	0			(80		)	0			17			(63		)
Impact of net unrealized investment (gains) losses on future policy benefits and other liabilities	0			0			(51		)	11			(40		)
Balance, December 31, 2019	$	14,309		$	(1,199	)	$	(119	)	$	(3,654	)	$	9,337

(1) Represents "transfers in" related to the portion of OTTI losses recognized during the period that were not recognized in earnings for securities with no prior OTTI loss.

(2) "Other costs" primarily includes reinsurance recoverables, DSI and VOBA.

(3) "Other liabilities" primarily includes reinsurance payables and deferred reinsurance gains.

B-63

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

All Other Net Unrealized Investment Gains (Losses) in AOCI

	Net Unrealized Gains (Losses) on Investments (1)			Deferred Policy Acquisition Costs and Other Costs(3)			Future Policy Benefits and Other Liabilities(4)			Deferred Income Tax (Liability) Benefit			Accumulated Other Comprehensive Income (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in thousands)
Balance, December 31, 2016	$	(442,314	)	$	(31,251	)	$	(5,664	)	$	166,888		$	(312,341	)
Net investment gains (losses) on investments arising during the period	376,012			0			0			(115,538		)	260,474
Reclassification adjustment for (gains) losses included in net income	(5,349		)	0			0			1,644			(3,705		)
Reclassification adjustment for OTTI losses excluded from net income(2)	(72		)	0			0			22			(50		)
Impact of net unrealized investment (gains) losses on deferred policy acquisition costs and other costs	0			(50,961		)	0			15,949			(35,012		)
Impact of net unrealized investment (gains) losses on future policy benefits and other liabilities	0			0			(11,333		)	3,967			(7,366		)
Balance, December 31, 2017	(71,723		)	(82,212		)	(16,997		)	72,932			(98,000		)
Net investment gains (losses) on investments arising during the period	(405,264		)	0			0			85,105			(320,159		)
Reclassification adjustment for (gains) losses included in net income	63,175			0			0			(13,267		)	49,908
Reclassification adjustment for OTTI losses excluded from net income(2)	241			0			0			(51		)	190
Impact of net unrealized investment (gains) losses on deferred policy acquisition costs and other costs	0			90,717			0			(19,049		)	71,668
Impact of net unrealized investment (gains) losses on future policy benefits and other liabilities	0			0			18,110			(3,803		)	14,307
Cumulative effect of adoption of ASU 2016-01	(4		)	0			0			1			(3		)
Cumulative effect of adoption of ASU 2018-02	0			0			0			(36,712		)	(36,712		)
Balance, December 31, 2018	(413,575		)	8,505			1,113			85,156			(318,801		)
Net investment gains (losses) on investments arising during the period	1,139,167			0			0			(239,496		)	899,671
Reclassification adjustment for (gains) losses included in net income	(3,023		)	0			0			636			(2,387		)
Reclassification adjustment for OTTI losses excluded from net income(2)	52			0			0			(11		)	41
Impact of net unrealized investment (gains) losses on deferred policy acquisition costs and other costs	0			(163,481		)	0			34,369			(129,112		)
Impact of net unrealized investment (gains) losses on future policy benefits and other liabilities	0			0			(36,977		)	7,774			(29,203		)
Balance, December 31, 2019	$	722,621		$	(154,976	)	$	(35,864	)	$	(111,572	)	$	420,209

(1) Includes cash flow hedges. See Note 4 for information on cash flow hedges.

(2) Represents "transfers out" related to the portion of OTTI losses recognized during the period that were not recognized in earnings for securities with no prior OTTI loss.

(3) "Other costs" primarily includes reinsurance recoverables, DSI and VOBA.

(4) "Other liabilities" primarily includes reinsurance payables and deferred reinsurance gains.

B-64

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

13.    STATUTORY NET INCOME AND SURPLUS AND DIVIDEND RESTRICTIONS

The Company is required to prepare statutory financial statements in accordance with accounting practices prescribed or permitted by the AZDOI. Prescribed statutory accounting practices include publications of the NAIC, as well as state laws, regulations and general administrative rules. Statutory accounting practices primarily differ from U.S. GAAP by charging policy acquisition costs to expense as incurred, establishing future policy benefit liabilities using different actuarial assumptions and valuing investments, deferred taxes and certain assets on a different basis.

Statutory net income (loss) of the Company amounted to $(2,052) million, $(852) million and $3,911 million for the years ended December 31, 2019, 2018 and 2017, respectively. Statutory surplus of the Company amounted to $4,748 million and $6,396 million at December 31, 2019 and 2018, respectively.

The Company does not utilize prescribed or permitted practices that vary materially from the statutory accounting practices prescribed by the NAIC.

The Company is subject to Arizona law, which limits the amount of dividends that insurance companies can pay to stockholders. The maximum dividend, which may be paid in any twelve-month period without notification or approval, is limited to the lesser of 10% of statutory surplus, as of December 31 of the preceding year, or the net gain from operations of the preceding calendar year. Cash dividends may only be paid out of surplus derived from realized net profits. Based on these limitations, the Company is not permitted to pay a dividend in 2020 without prior notification.

In December, September, June and March 2019, the Company paid an extra-ordinary dividend of $241 million, $245 million, $247 million and $245 million, respectively, to its parent, PAI, which was recorded as a return of capital. In December, September, June and March 2018, the Company paid an extra-ordinary dividend of $225 million, $250 million, $250 million and $300 million, respectively to PAI, which was recorded as a return of capital. In December, September, and June 2017, the Company paid an extra-ordinary dividend of $650 million, $200 million and $100 million, respectively to PAI, which was recorded as a return of capital.

14.    RELATED PARTY TRANSACTIONS

The Company has extensive transactions and relationships with Prudential Insurance and other affiliates. Although we seek to ensure that these transactions and relationships are fair and reasonable, it is possible that the terms of these transactions are not the same as those that would result from transactions among unrelated parties.

Expense Charges and Allocations

The majority of the Company’s expenses are allocations or charges from Prudential Insurance or other affiliates. These expenses can be grouped into general and administrative expenses and agency distribution expenses.

The Company’s general and administrative expenses are charged to the Company using allocation methodologies based on business production processes. Management believes that the methodology is reasonable and reflects costs incurred by Prudential Insurance to process transactions on behalf of the Company. The Company operates under service and lease agreements whereby services of officers and employees, supplies, use of equipment and office space are provided by Prudential Insurance. The Company reviews its allocation methodology periodically which it may adjust accordingly. General and administrative expenses include allocations of stock compensation expenses related to a stock-based awards program and a deferred compensation program issued by Prudential Financial. The expense charged to the Company for the stock-based awards program was $0.1 million for each of the years ended December 31, 2019, 2018 and 2017. The expense charged to the Company for the deferred compensation program was $0.6 million, $0.5 million and $0.9 million for the years ended December 31, 2019, 2018 and 2017, respectively.

The Company is charged for its share of employee benefit expenses. These expenses include costs for funded and non-funded, non-contributory defined benefit pension plans. Some of these benefits are based on final earnings and length of service while others are based on an account balance, which takes into consideration age, service and earnings during a career. The Company’s share of net expense for the pension plans was $2 million, $2 million and $1 million for the years ended December 31, 2019, 2018 and 2017, respectively.

The Company is also charged for its share of the costs associated with welfare plans issued by Prudential Insurance. These expenses include costs related to medical, dental, life insurance and disability. The Company's share of net expense for the welfare plans was $2 million for each of the years ended December 31, 2019, 2018 and 2017.

Prudential Insurance sponsors voluntary savings plans for its employee 401(k) plans. The plans provide for salary reduction contributions by employees and matching contributions by the Company of up to 4% of annual salary. The Company's expense for its share of the voluntary savings plan was $0.9 million, $0.7 million and $0.5 million for the years ended December 31, 2019, 2018 and 2017, respectively.

B-65

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The Company pays commissions and certain other fees to PAD in consideration for PAD’s marketing and underwriting of the Company’s products. Commissions and fees are paid by PAD to broker-dealers who sell the Company’s products. Commissions and fees paid by the Company to PAD were $97 million, $122 million and $109 million for the years ended December 31, 2019, 2018 and 2017, respectively.

The Company is charged for its share of corporate expenses incurred by Prudential Financial to benefit its businesses, such as advertising, executive oversight, external affairs and philanthropic activity.  The Company’s share of corporate expenses was $25 million, $15 million and $14 million for the years ended December 31, 2019, 2018 and 2017, respectively.

Affiliated Investment Management Expenses

In accordance with an agreement with PGIM, Inc. (“PGIM”), the Company pays investment management expenses to PGIM who acts as investment manager to certain Company general account and separate account assets. Investment management expenses paid to PGIM related to this agreement were $14 million, $12 million and $13 million for the years ended December 31, 2019, 2018 and 2017, respectively. These expenses are recorded as “Net investment income” in the Statements of Operations and Comprehensive Income (Loss).

Derivative Trades

In its ordinary course of business, the Company enters into OTC derivative contracts with an affiliate, PGF. For these OTC derivative contracts, PGF has a substantially equal and offsetting position with an external counterparty. See Note 4 for additional information.

Joint Ventures

The Company has made investments in joint ventures with certain subsidiaries of Prudential Financial. "Other invested assets" includes $391 million and $228 million as of December 31, 2019 and 2018, respectively. "Net investment income" related to these ventures includes a gain of $17 million, $1 million and $9 million for the years ended December 31, 2019, 2018 and 2017, respectively.

Affiliated Asset Administration Fee Income

The Company has a revenue sharing agreement with AST Investment Services, Inc. (“ASTISI”) and PGIM Investments LLC (“PGIM Investments”) whereby the Company receives fee income based on policyholders' separate account balances invested in the Advanced Series Trust and The Prudential Series Fund. Income received from ASTISI and PGIM Investments related to this agreement was $96 million, $105 million and $111 million for the years ended December 31, 2019, 2018 and 2017, respectively. These revenues are recorded as “Asset administration fees and other income” in the Statements of Operations and Comprehensive Income (Loss).

Affiliated Notes Receivable

Affiliated notes receivable included in "Receivables from parent and affiliates" at December 31, were as follows:

	Maturity Dates			Interest Rates				2019		2018
								(in thousands)
U.S. dollar floating rate notes			2028	3.83%	-	4.25	%	$	0	$	34,008
U.S. dollar fixed rate notes	2026	-	2027	2.62%	-	14.85	%	52,573		3,184
Total long-term notes receivable - affiliated(1)								$	52,573	$	37,192

(1) All long-term notes receivable may be called for prepayment prior to the respective maturity dates under specified circumstances.

The affiliated notes receivable shown above are classified as available-for-sale securities carried at fair value. The Company monitors the internal and external credit ratings of these loans and loan performance. The Company also considers any guarantees made by Prudential Insurance for loans due from affiliates.

Accrued interest receivable related to these loans was $0.0 million and $0.3 million as of December 31, 2019 and 2018, respectively, and is included in “Other assets”. Revenues related to these loans were $0.1 million, $0.4 million and $0.7 million for the years ended December 31, 2019, 2018 and 2017, respectively, and are included in “Asset administration fees and other income”.

B-66

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Affiliated Asset Transfers

The Company participates in affiliated asset trades with parent and sister companies. Book and market value differences for trades with a parent and sister are recognized within "Additional paid-in-capital" ("APIC") and "Realized investment gains (losses), net", respectively. The table below shows affiliated asset trades for the years ended December 31, 2019 and 2018:

Affiliate	Date	Transaction	Security Type	Fair Value		Book Value		APIC, Net of Tax Increase/ (Decrease)		Realized Investment Gain/ (Loss), Net of Tax
				(in thousands)
Prudential Insurance	February 2018	Purchase	Fixed Maturities	$	136,963	$	136,963	$	0	$	0
Pruco Life Insurance Company of Arizona	April 2018	Sale	Fixed Maturities	$	64,313	$	64,514	$	0	$	(159	)
Prudential Insurance	April 2018	Sale	Fixed Maturities	$	57,747	$	43,434	$	0	$	11,308
Prudential Insurance	May 2018	Sale	Fixed Maturity & Commercial Mortgages	$	162,111	$	159,237	$	0	$	2,271
Passaic Fund LLC	June 2018	Transfer Out	Other Invested Assets - Privates	$	15,281	$	15,281	$	0	$	0
Prudential Insurance	July 2018	Sale	Fixed Maturities	$	11,160	$	9,277	$	0	$	1,488
Prudential Insurance	August 2018	Sale	Commercial Mortgages	$	13,414	$	13,165	$	0	$	196
Prudential Insurance	December 2018	Purchase	Fixed Maturities	$	33,256	$	33,166	$	0	$	(71	)
Prudential Agricultural Investors LP	December 2018	Transfer Out	Other Invested Assets - Privates	$	7,324	$	7,324	$	0	$	0
Prudential Insurance	January 2019	Sale	Fixed Maturities	$	20,504	$	20,781	$	0	$	(277	)
Prudential Insurance	February 2019	Sale	Commercial Mortgages	$	97,953	$	98,506	$	0	$	(554	)
Prudential Insurance	March 2019	Purchase	Fixed Maturities	$	141,476	$	141,476	$	0	$	7,776
Prudential Insurance	April 2019	Purchase	Equity Securities	$	4,300	$	4,300	$	0	$	0
Prudential Retirement Insurance and Annuity Company	April 2019	Purchase	Equity Securities	$	1,258	$	1,258	$	0	$	0
Pruco Life Insurance Company	April 2019	Purchase	Equity Securities	$	14,525	$	14,525	$	0	$	0
Prudential Insurance	June 2019	Transfer out	Fixed Maturities	$	23,066	$	23,002	$	0	$	64

B-67

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Prudential Insurance	June 2019	Transfer In	Fixed Maturities	$	19,919	$	19,919	$	0	$	0
Prudential Insurance	August 2019	Sale	Fixed Maturities	$	66,346	$	64,735	$	0	$	1,611
Prudential Insurance	August 2019	Sale	Commercial Mortgages	$	106,307	$	104,733	$	0	$	1,574
Prudential Insurance	November 2019	Sale	Other Invested Assets	$	2,289	$	2,362	$	0	$	(73	)
Prudential Insurance	November 2019	Sale	Fixed Maturity	$	6,517	$	8,550	$	0	$	(2,033	)
Prudential Insurance	December 2019	Purchase	Fixed Maturity	$	5,271	$	5,271	$	0	$	0
Prudential Insurance	December 2019	Purchase	Fixed Maturity	$	85,261	$	85,261	$	0	$	0
Prudential Insurance	December 2019	Sale	Fixed Maturity	$	21,425	$	20,628	$	0	$	797

B-68

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

Debt Agreements

The Company is authorized to borrow funds up to $9 billion from Prudential Financial and its affiliates to meet its capital and other funding needs. The following table provides the breakout of the Company's short and long-term debt to affiliates:

Affiliate	Date Issued	Amount of Notes - December 31, 2019		Amount of Notes - December 31, 2018		Interest Rate			Date of Maturity
		(in thousands)
Prudential Insurance	4/20/2016	$	0	$	46,835		2.80	%		6/20/2019
Prudential Insurance	4/20/2016	0		18,734			2.80	%		6/20/2019
Prudential Insurance	4/20/2016	37,468		37,468			3.64	%		12/6/2020
Prudential Insurance	4/20/2016	93,671		93,671			3.64	%		12/15/2020
Prudential Insurance	4/20/2016	103,039		103,039			3.64	%		12/15/2020
Prudential Insurance	4/20/2016	93,671		93,671			3.47	%		6/20/2021
Prudential Insurance	4/20/2016	93,671		93,671			4.39	%		12/15/2023
Prudential Insurance	4/20/2016	28,102		28,102			4.39	%		12/15/2023
Prudential Insurance	4/20/2016	37,468		37,468			3.95	%		6/20/2024
Prudential Insurance	4/20/2016	93,671		93,671			3.95	%		6/20/2024
Prudential Insurance	4/20/2016	46,835		46,835			3.95	%		6/20/2024
Prudential Insurance	6/28/2016	0		30,000			2.08	%		6/28/2019
Prudential Insurance	6/28/2016	0		50,000			3.49	%		6/28/2026
Prudential Insurance	6/28/2016	0		25,000			3.49	%		6/28/2026
Prudential Insurance	6/28/2016	26,000		26,000			2.59	%		6/28/2021
Prudential Insurance	6/28/2016	0		25,000			2.08	%		6/28/2019
Prudential Insurance	6/28/2016	0		20,000			2.08	%		6/28/2019
Prudential Insurance	6/28/2016	0		25,000			3.49	%		6/28/2026
Prudential Retirement Insurance & Annuity	6/28/2016	0		34,000			3.09	%		6/28/2023
Prudential Funding LLC	12/16/2019	1,298		0			2.02	%		1/16/2020
Prudential Funding LLC	12/17/2019	1,478		0			2.02	%		1/15/2020
Prudential Funding LLC	12/17/2019	502		0			2.02	%		1/16/2020
Prudential Funding LLC	12/18/2019	4,638		0			2.02	%		1/16/2020
Total Loans Payable to Affiliates		$	661,512	$	928,165

The total interest expense to the Company related to loans and other payables to affiliates was $107 million, $58 million and $66 million for the years ended December 31, 2019, 2018 and 2017, respectively.

Contributed Capital and Dividends

Through December 31, 2019, 2018 and 2017, the Company did not receive any capital contributions.

In March, June, September and December of 2019, there was a $245 million$247 million, $245 million and $241 million return of capital, respectively, to PAI. In March, June, September and December of 2018, there was a $300 million, $250 million, $250 million and $225 million return of capital, respectively, to PAI. In June, September and December of 2017, there was a $100 million, $200 million and $650 million return of capital, respectively, to PAI.

Reinsurance with Affiliates

As discussed in Note 10, the Company participates in reinsurance transactions with certain affiliates.

B-69

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

15.    COMMITMENTS AND CONTINGENT LIABILITIES

Commitments

The Company has made commitments to fund commercial mortgage loans. As of December 31, 2019 and 2018, the outstanding balances on these commitments were $43 million and $4 million, respectively. The Company also made commitments to purchase or fund investments, mostly private fixed maturities. As of December 31, 2019 and 2018, $207 million and $271 million, respectively, of these commitments were outstanding.

Contingent Liabilities

On an ongoing basis, the Company and its regulators review its operations including, but not limited to, sales and other customer interface procedures and practices, and procedures for meeting obligations to its customers and other parties. These reviews may result in the modification or enhancement of processes or the imposition of other action plans, including concerning management oversight, sales and other customer interface procedures and practices, and the timing or computation of payments to customers and other parties. In certain cases, if appropriate, the Company may offer customers or other parties remediation and may incur charges, including the cost of such remediation, administrative costs and regulatory fines.

The Company is subject to the laws and regulations of states and other jurisdictions concerning the identification, reporting and escheatment of unclaimed or abandoned funds, and is subject to audit and examination for compliance with these requirements. For additional discussion of these matters, see “Litigation and Regulatory Matters” below.

It is possible that the results of operations or the cash flows of the Company in a particular quarterly or annual period could be materially affected as a result of payments in connection with the matters discussed above or other matters depending, in part, upon the results of operations or cash flows for such period. Management believes, however, that ultimate payments in connection with these matters, after consideration of applicable reserves and rights to indemnification, should not have a material adverse effect on the Company’s financial position.

Litigation and Regulatory Matters

The Company is subject to legal and regulatory actions in the ordinary course of its business. Pending legal and regulatory actions include proceedings specific to the Company and proceedings generally applicable to business practices in the industry in which it operates. The Company is subject to class action lawsuits and other litigation involving a variety of issues and allegations involving sales practices, claims payments and procedures, premium charges, policy servicing and breach of fiduciary duty to customers. The Company is also subject to litigation arising out of its general business activities, such as its 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. In addition, the Company, along with other participants in the businesses in which it engages, 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 the Company’s pending legal and regulatory actions, parties are seeking large and/or indeterminate amounts, including punitive or exemplary damages. The outcome of litigation or a regulatory matter, and the amount or range of potential loss at any particular time, is often inherently uncertain.

The Company establishes accruals for litigation and regulatory matters when it is probable that a loss has been incurred and the amount of that loss can be reasonably estimated. For litigation and regulatory matters where a loss may be reasonably possible, but not probable, or is probable but not reasonably estimable, no accrual is established, but the matter, if material, is disclosed. The Company estimates that as of December 31, 2019, the aggregate range of reasonably possible losses in excess of accruals established for those litigation and regulatory matters for which such an estimate currently can be made is less than $150 million. This estimate is not an indication of expected loss, if any, or the Company’s maximum possible loss exposure on such matters. The Company reviews relevant information with respect to its litigation and regulatory matters on a quarterly and annual basis and updates its accruals, disclosures and estimates of reasonably possible loss based on such reviews.

Securities Lending and Foreign Tax Reclaim Matter

In 2016, Prudential Financial self-reported to the SEC and the U.S. Department of Labor ("DOL"), and notified other regulators, that in some cases it failed to maximize securities lending income for the benefit of certain separate account investments due to a long-standing restriction benefiting Prudential Financial that limited the availability of loanable securities. Prudential Financial has removed the restriction and implemented a remediation plan for the benefit of customers. As part of Prudential Financial’s review of this matter, in 2018 it further self-reported to the SEC, and notified other regulators, that in some cases it failed to timely process foreign tax reclaims for the separate account investments. Prudential Financial has corrected the foreign tax reclaim process and has implemented a remediation plan for the benefit of customers.

B-70

Prudential Annuities Life Assurance Corporation

Notes to Financial Statements - (Continued)

The DOL’s review of the securities lending matter is closed. In September 2019, Prudential Financial reached a settlement of these matters with the SEC. As part of the settlement Prudential Financial agreed to pay a fine of $5 million and disgorgement of $27.6 million, and consented to the entry of an Administrative Order containing findings that two of its subsidiaries violated certain sections of the Investment Advisers Act of 1940 and the Investment Advisers Act Rules and ordering the subsidiaries to cease and desist from committing or causing any violations and any future violations of those provisions. In reaching this settlement, Prudential Financial neither admitted nor denied the SEC’s findings.

Summary

The Company’s litigation and regulatory matters are subject to many uncertainties, and given their complexity and scope, their outcome cannot be predicted. It is possible that the Company’s results of operations or cash flows in a particular quarterly or annual period could be materially affected by an ultimate unfavorable resolution of pending litigation and regulatory matters depending, in part, upon the results of operations or cash flows for such period. In light of the unpredictability of the Company’s litigation and regulatory matters, it is also possible that in certain cases an ultimate unfavorable resolution of one or more pending litigation or regulatory matters could have a material adverse effect on the Company’s financial position. Management believes, however, that, based on information currently known to it, the ultimate outcome of all pending litigation and regulatory matters, after consideration of applicable reserves and rights to indemnification, is not likely to have a material adverse effect on the Company’s financial position.

16.    CONTRACT WITHDRAWAL PROVISIONS

Most of the Company’s separate account liabilities are subject to discretionary withdrawal by contractholders at market value. Separate account assets, which are carried at fair value, are adequate to pay such withdrawals, which are generally subject to surrender charges ranging from 9% to 1% for contracts held less than 10 years.

17.    QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

The unaudited quarterly results of operations for the years ended December 31, 2019 and 2018 are summarized in the table below:

	Three Months Ended
	March 31			June 30			September 30			December 31
	(in thousands)
2019
Total revenues	$	(582,563	)	$	(103,779	)	$	272,685		$	864,964
Total benefits and expenses	296,641			404,277			558,773			472,044
Income (loss) from operations before income taxes	(879,204		)	(508,056		)	(286,088		)	392,920
Net income (loss)	$	(900,024	)	$	(168,770	)	$	(227,512	)	$	306,979
2018
Total revenues	$	1,331,262		$	769,260		$	826,028		$	988,030
Total benefits and expenses	539,327			517,619			561,865			451,549
Income (loss) from operations before income taxes	791,935			251,641			264,163			536,481
Net income (loss)	$	635,679		$	202,546		$	412,236		$	432,255

B-71

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholder of

Prudential Annuities Life Assurance Corporation:

Opinion on the Financial Statements

We have audited the accompanying statements of financial position of Prudential Annuities Life Assurance Corporation (the "Company") as of December 31, 2019 and 2018, and the related statements of operations and comprehensive income, of equity and of cash flows for each of the three years in the period ended December 31, 2019, including the related notes and financial statement schedule listed in the index appearing under Item 15(a)(2) (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2019 in conformity with accounting principles generally accepted in the United States of America.

Changes in Accounting Principles

As discussed in Note 2 to the financial statements, the Company changed the manner in which it accounts for certain financial assets and liabilities and the manner in which it accounts for certain tax effects originally recognized in accumulated other comprehensive income in 2018.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Significant Transactions with Related Parties

As discussed in Note 14 to the financial statements, the Company has entered into significant transactions with The Prudential Insurance Company of America, and other affiliates, who are related parties.

/s/ PricewaterhouseCoopers LLP

New York, New York

March 5, 2020

We have served as the Company's auditor since 2003.

B-72

PART C

OTHER INFORMATION

ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS:

(a) (1) Financial Statements of the subaccounts of Prudential Annuities Life Assurance Corporation Variable Account B (Registrant) consisting of the Statements of Net Assets as of the dates presented, and the Statements of Operations and the Statements of Changes in Net Assets for each of the periods presented, and Notes relating thereto appear in the Statement of Additional Information (Part B of the Registration Statement).

(2) Financial Statements of Prudential Annuities Life Assurance Corporation (Depositor) consisting of the Statements of Financial Position as of December 31, 2019 and 2018, and the related Statements of Operations and Comprehensive Income, of Equity and of Cash Flows for each of the three years in the period ended December 31, 2019, including the related Notes and Financial Statement Schedule appear at the end of the Statement of Additional Information (Part B of the Registration Statement).

(b) Exhibits are attached as indicated (all previously filed exhibits, as noted below, are incorporated herein by reference).

(1) Resolution of the board of directors of Depositor authorizing the establishment of the Registrant for Separate Account B filed via EDGAR with Post-Effective Amendment No. 6 to Registration Statement No. 33-87010, filed March 2, 1998.

(2) Not applicable. Prudential Annuities Life Assurance Corporation maintains custody of all assets.

(3) (a) Principal Underwriting Agreement. Filed via EDGAR with Post-Effective Amendment No. 14 to Registration Statement No. 333-96577 filed April 21, 2006.

(b) Specimen Revised Dealer Agreement (Filed Herewith).

(c) First Amendment to Principal Underwriting Agreement. Filed via EDGAR with Post-Effective Amendment No. 49 to Registration Statement No. 333-96577 filed September 23, 2011.

(4) (a) Variable Annuity B Contract (RILA/IND)(11/19). (Filed Herewith).

(b) Beneficiary Annuity Schedule Page for B Contract RILA-SCH-DCD(11/19). (Filed Herewith)

(c) Variable Annuity I Contract (RILA/IND)(11/19). (Filed Herewith).

(d) Beneficiary Annuity Schedule Page for I Contract RILA-SCH-I-DCD(11/19) (Filed Herewith)

(e) Return of Purchase Payments Death Benefit Rider RID-RILA-ROP(11/19). (Filed Herewith)

(f) Medically Related Surrender Endorsement END-RILA-MRS(11/19). (Filed Herewith)

(g) Point to Point with Cap Index Strategy Endorsement END-RILA-P2P(11/19). (Filed Herewith)

(h) Step Rate Plus Index Strategy Endorsement END-RILA-SRP(11/19). (Filed Herewith)

(i) Tiered Participation Rate Index Strategy Endorsement END-RILA-TPAR(11/19). (Filed Herewith)

(5) (a) Prudential FlexGuard B Series Variable Annuity Application RILA-APP(6/20). (Filed Herewith)

(b) Prudential FlexGuard B Series Beneficiary Variable Annuity Application RILA-IBAPP(6/20). (Filed Herewith)

(c) Prudential FlexGuard I Series Variable Annuity Application RILA-APP-I(6/20). (Filed Herewith)

(d) Prudential FlexGuard I Series Beneficiary Variable Annuity Application RILA-IBAPP-I(6/20). (Filed Herewith)

(6) (a) Copy of the amended certificate of incorporation of Prudential Annuities Life Assurance Corporation filed via EDGAR with Registration Statement No. 33-44202, filed March 14, 2008.

(b) Articles of Domestication of Prudential Annuities Life Assurance Corporation, effective August 31, 2013. Filed via EDGAR with Post-Effective Amendment No. 26 to Registration Statement No. 333-150220, filed August 30, 2013.

(c) Copy of the amended and restated By-Laws of Prudential Annuities Life Assurance Corporation filed via EDGAR with Registration Statement No. 33-44202, filed March 14, 2008.

(d) Amended and Restated By-Laws of Prudential Annuities Life Assurance Corporation, effective August 30, 2013. Filed via EDGAR with Post-Effective Amendment No. 26 to Registration Statement No. 333-150220, filed August 30, 2013.

(7) Not Applicable.

(8) Agreements between Depositor and:

(a) The Prudential Series Fund, Inc. Filed via EDGAR with Post-Effective Amendment No. 15 to Registration Statement No. 33-87010, filed April 26, 2001.

(b) Rule 22c-2 Agreement via EDGAR with Post-Effective Amendment No. 20 to Registration Statement No. 333-96577, filed April 20, 2007.

(c) Notice re change of Depositor name to Prudential Annuities Life Assurance Corporation via EDGAR with Post-Effective Amendment No. 26 to Registration Statement No. 333-96577, filed April 17, 2008.

(d) Participation Agreement made and entered into April 1, 2020 among MFS Variable Insurance Trust, MFS Variable Insurance Trust II, MFS Variable Insurance Trust III, Prudential Annuities Life Assurance Corporation, and MFS Fund Distributors, Inc. (Filed Herewith)

(9) Opinion and Consent of Counsel. (Filed Herewith)

(10) Written Consent of Independent Registered Public Accounting Firm. (Filed Herewith)

(11) Not applicable.

(12) Not applicable.

(13) (a) Power of Attorney for Dylan J. Tyson. (Filed Herewith)

(13) (b) Power of Attorney for Caroline A. Feeney. (Filed Herewith)

(13) (c) Power of Attorney for Susan M. Mann. (Filed Herewith)

(13) (d) Power of Attorney for Candace J. Woods. (Filed Herewith)

(13) (e) Power of Attorney for Nandini Mongia. (Filed Herewith)

ITEM 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR (ENGAGED DIRECTLY OR INDIRECTLY, IN REGISTRANT’S VARIABLE ANNUITY BUSINESS:

NAME AND PRINCIPAL BUSINESS ADDRESS	POSITION AND OFFICES WITH DEPOSITOR
Timothy S. Cronin One Corporate Drive Shelton, Connecticut 06484-6208	Senior Vice President
Caroline A. Feeney 213 Washington Street Newark, New Jersey 07102-2917	Director
Susan M. Mann 213 Washington Street Newark, New Jersey 07102-2917	Chief Financial Officer, Executive Vice President and Director
Dylan J. Tyson One Corporate Drive Shelton, Connecticut 06484-6208	President, Chief Executive Officer and Director
Lynn K. Stone One Corporate Drive Shelton, Connecticut 06484-6208	Senior Vice President, Chief Legal Officer, and Corporate Secretary
Nandini Mongia 280 Trumbull Street Hartford, Connecticut 06103	Director and Treasurer
Elizabeth K. Dietrich 213 Washington Street Newark, New Jersey 07102-2917	Senior Vice President and Chief Actuary
Candace J. Woods 751 Broad Street Newark, New Jersey 07102-3714	Director

ITEM 26. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE DEPOSITOR OR REGISTRANT:

The Registrant separate account may be deemed to be under common control (or where indicated, identical to) the following separate accounts that are sponsored either by the depositor or an insurer that is an affiliate of the depositor: The Prudential Discovery Premier Group Variable Contract Account, The Prudential Variable Appreciable Account, The Prudential Individual Variable Contract Account, The Prudential Variable Contract Account GI-2, The Prudential Qualified Individual Variable Contract Account, The Prudential Variable Contract Account-24, The Prudential Discovery Select Group Variable Annuity Contract Account (separate accounts of Prudential); the Pruco Life Flexible Premium Variable Annuity Account; the Pruco Life PRUvider Variable Appreciable Account; the Pruco Life Variable Universal Account, the Pruco Life Variable Insurance Account, the Pruco Life Variable Appreciable Account, the Pruco Life Single Premium Variable Life Account, the Pruco Life Single Premium Variable Annuity Account (separate accounts of Pruco Life Insurance Company ("Pruco Life"); the Pruco Life of New Jersey Flexible Premium Variable Annuity Account; the Pruco Life of New Jersey Variable Insurance Account, the Pruco Life of New Jersey Variable Appreciable Account, the Pruco Life of New Jersey Single Premium Variable Life Account, and the Pruco Life of New Jersey Single Premium Variable Annuity Account (separate accounts of Pruco Life Insurance Company of New Jersey ("Pruco Life of New Jersey"). Pruco Life, a life insurance company organized under the laws of Arizona, is a direct wholly-owned subsidiary of The Prudential Insurance Company of America and an indirect wholly-owned subsidiary of Prudential Financial, Inc. Pruco Life of New Jersey, a life insurance company organized under the laws of New Jersey, is a direct wholly-owned subsidiary of Pruco Life, and an indirect wholly-owned subsidiary of Prudential Financial, Inc.

The subsidiaries of Prudential Financial Inc. ("PFI") are listed under Exhibit 21.1 of the Annual Report on Form 10-K of PFI (Registration No. 001-16707), filed on February 14, 2020, the text of which is hereby incorporated by reference. In addition to those subsidiaries, Prudential holds all of the voting securities of Prudential's Gibraltar Fund, Inc., a Maryland corporation, in three of its separate accounts. Prudential's Gibraltar Fund, Inc. is

registered as an open-end, diversified, management investment company under the Investment Company Act of 1940 (the "Act"). The separate accounts listed above are registered as unit investment trusts under the Act. Registrant may also be deemed to be under common control with The Prudential Variable Contract Account-2, The Prudential Variable Contract Account-10, and The Prudential Variable Account Contract Account-11, (separate accounts of The Prudential Insurance Company of America which are registered as open-end, diversified management investment companies).

ITEM 27. NUMBER OF CONTRACT OWNERS: As of this date, the Registrant has not commenced sales of the contracts under this Registration Statement. Therefore, there are no contract owners of contracts offered by the Registrant under this Registration Statement.

ITEM 28. INDEMNIFICATION:

The Registrant, in conjunction with certain of its affiliates, maintains insurance on behalf of any person who is or was a trustee, director, officer, employee, or agent of the Registrant, or who is or was serving at the request of the Registrant as a trustee, director, officer, employee or agent of such other affiliated trust or corporation, against any liability asserted against and incurred by him or her arising out of his or her position with such trust or corporation.

Arizona, the state of organization of Prudential Annuities Life Assurance Corporation ("Prudential Annuities"), permits entities organized under its jurisdiction to indemnify directors and officers with certain limitations. The relevant provisions of Arizona law permitting indemnification can be found in Section 10-850 et. seq. of the Arizona Statutes Annotated. The text of Prudential Annuities’ By-law, Article VI, which relates to indemnification of officers and directors.

Insofar as indemnification for liabilities arising under the Securities Act of 1933, as amended (the "Securities Act") may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions 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 Securities 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 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 Securities Act and will be governed by the final adjudication of such issue.

ITEM 29. PRINCIPAL UNDERWRITERS

(a) Prudential Annuities Distributors, Inc. (PAD)

PAD serves as principal underwriter for variable annuities issued by each of Pruco Life Insurance Company, Pruco Life Insurance Company of New Jersey, and Prudential Annuities Life Assurance Corporation. Each of those insurers is part of Prudential Annuities, a business unit of Prudential Financial, that primarily issues individual variable annuity contracts. The separate accounts of those insurance companies, through which the bulk of the variable annuities are issued, are the Pruco Life Flexible Premium Variable Annuity Account, the Pruco Life of New Jersey Flexible Premium Variable Annuity Account, and Prudential Annuities Life Assurance Corporation Variable Account B.

(b) Information concerning the directors and officers of PAD is set forth below:

NAME	POSITIONS AND OFFICES WITH UNDERWRITER
James F. Mullery One Corporate Drive Shelton, Connecticut 06484-6208	President & CEO and Director
Ann Nanda One Corporate Drive Shelton, Connecticut 06484-6208	Senior Vice President and Director
Susan M. Mann 213 Washington Street Newark, New Jersey 07102-2917	Senior Vice President and Director
Dianne D. Bogoian One Corporate Drive Shelton, Connecticut 06484-6208	Senior Vice President and Director
Elizabeth Guerrera One Corporate Drive Shelton, Connecticut 06484-6208	Chief Operating Officer, Vice President and Director
Kevin M. Brayton 280 Trumbull Street Hartford, Connecticut 06103-3509	Senior Vice President and Director
Christopher J. Hagan 2101 Welsh Road Dresher, Pennsylvania 19025-5000	Vice President
Francine B. Boucher 751 Broad Street Newark, New Jersey 07102-3714	Chief Legal Officer, Vice President and Secretary
Matthew Sun 213 Washington Street Newark, New Jersey 07102-2917	Treasurer
Robert P. Smit Three Gateway Center Newark, New Jersey 07102-4061	Chief Financial Officer and Controller
William Wilcox 280 Trumbull Street Hartford, Connecticut 06103-3509	Vice President and Chief Compliance Officer
Lynn K. Stone One Corporate Drive Shelton, Connecticut 06484-6208	Vice President
Charles H. Smith 751 Broad Street Newark, New Jersey 07102-3714	AML Officer
Scott P. Haggerty One Corporate Drive Shelton, Connecticut 06484-6208	Vice President

ITEM 29. PRINCIPAL UNDERWRITERS:

(c) Commissions received by PAD during 2019 with respect to all individual annuities issued by PALAC.

NAME OF PRINCIPAL UNDERWRITER	NET UNDERWRITING DISCOUNTS AND COMMISSIONS	COMPENSATION ON REDEMPTION	BROKERAGE COMMISSIONS	COMPENSATION
Prudential Annuities Distributors, Inc.*	$97,485,195.74	$-0-	$-0-	$-0-

* PAD did not retain any of these commissions.

ITEM 30. LOCATION OF ACCOUNTS AND RECORDS:

Accounts and records are maintained by PALAC at its offices in Shelton, Connecticut and Fort Washington, Pennsylvania.

ITEM 31. MANAGEMENT SERVICES

None.

ITEM 32. UNDERTAKINGS

(a) Registrant hereby undertakes to file a post-effective amendment to this Registrant Statement as frequently as is 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 annuity contracts may be accepted and allocated to the Sub-accounts of Separate Account B.

(b) Registrant undertakes to include either (1) as part of any enrollment form or application to purchase a contract offered by the prospectus, a space that an applicant or enrollee can check to request a Statement of Additional Information, or (2) a postcard or 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.

(d) Prudential Annuities Life Assurance Corporation (“Depositor”) hereby represents that the fees and charges deducted under the contracts described in this Registration Statement are in the aggregate reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by Prudential Annuities Life Assurance Corporation.

(e) With respect to the restrictions on withdrawals for Texas Optional Retirement Programs and Section 403(b) plans, we are relying upon: 1) a no-action letter dated November 28, 1988 from the staff of the Securities and Exchange Commission to the American Council of Life Insurance with respect to annuities issued under Section 403(b) of the Code, the requirements of which have been complied with by us; and 2) Rule 6c-7 under the 1940 Act with respect to annuities made available through the Texas Optional Retirement Program, the requirements of which have been complied with by us.

EXHIBITS

(1)	Copy of the resolution of the board of directors of Depositor authorizing the establishment of the Registrant for Separate Account B filed via EDGAR with Post-Effective Amendment No. 6 to Registration Statement No. 33-87010, filed March 2, 1998.
(3) (a)	Principal Underwriting Agreement. Filed via EDGAR with Post-Effective Amendment No. 14 to Registration Statement No 333-96577 filed April 21, 2006.
(b)	Specimen Revised Dealer Agreement (Filed Herewith).
(c)	First Amendment to Principal Underwriting Agreement. Filed via EDGAR with Post-Effective Amendment No. 49 to Registration Statement No. 333-96577 filed September 23, 2011.
(4) (a)	Variable Annuity B Contract (RILA/IND)(11/19). (Filed Herewith).
(b)	Beneficiary Annuity Schedule Page for B Contract RILA-SCH-DCD(11/19). (Filed Herewith)
(c)	Variable Annuity I Contract (RILA/IND)(11/19). (Filed Herewith).
(d)	Beneficiary Annuity Schedule Page for I Contract RILA-SCH-I-DCD(11/19) (Filed Herewith)
(e)	Return of Purchase Payments Death Benefit Rider RID-RILA-ROP(11/19). (Filed Herewith)
(f)	Medically Related Surrender Endorsement END-RILA-MRS(11/19). (Filed Herewith)
(g)	Point to Point with Cap Index Strategy Endorsement END-RILA-P2P(11/19). (Filed Herewith)
(h)	Step Rate Plus Index Strategy Endorsement END-RILA-SRP(11/19). (Filed Herewith)
(i)	Tiered Participation Rate Index Strategy Endorsement END-RILA-TPAR(11/19). (Filed Herewith)
(5) (a)	Prudential FlexGuard B Series Variable Annuity Application RILA-APP(6/20). (Filed Herewith)
(b)	Prudential FlexGuard B Series Beneficiary Variable Annuity Application RILA-IBAPP(6/20). (Filed Herewith)
(c)	Prudential FlexGuard I Series Variable Annuity Application RILA-APP-I(6/20). (Filed Herewith)
(d)	Prudential FlexGuard I Series Beneficiary Variable Annuity Application RILA-IBAPP-I(6/20). (Filed Herewith)
(6) (a)	Copy of the amended certificate of incorporation of Prudential Annuities Life Assurance Corporation filed via EDGAR with Registration Statement No. 33-44202, filed March 14, 2008.
(b)	Articles of Domestication of Prudential Annuities Life Assurance Corporation, effective August 31, 2013. Filed via EDGAR with Post-Effective Amendment No. 26 to Registration Statement No. 333-150220, filed August 30, 2013.
(c)	Copy of the amended and restated By-Laws of Prudential Annuities Life Assurance Corporation filed via EDGAR with Registration Statement No. 33-44202, filed March 14, 2008.
(d)	Amended and Restated By-Laws of Prudential Annuities Life Assurance Corporation, effective August 30, 2013. Filed via EDGAR with Post-Effective Amendment No. 26 to Registration Statement No. 333-150220, filed August 30, 2013.
(8)	Copies of Agreements between Depositor and:
(a)	The Prudential Series Fund, Inc. Filed via EDGAR with Post-Effective Amendment No. 15 to Registration Statement No. 33-87010, filed April 26, 2001
(b)	Rule 22c-2 Agreement via EDGAR with Post-Effective Amendment No. 20 to Registration Statement No. 333-96577, filed April 20, 2007.
(c)	Notice re change of Depositor name to Prudential Annuities Life Assurance Corporation via EDGAR with Post-Effective Amendment No. 26 to Registration Statement No. 333-96577, filed April 17, 2008.
(d)	Participation Agreement made and entered into April 1, 2020 among MFS Variable Insurance Trust, MFS Variable Insurance Trust II, MFS Variable Insurance Trust III, Prudential Annuities Life Assurance Corporation, and MFS Fund Distributors, Inc. (Filed Herewith)
(9)	Opinion and Consent of Counsel. (Filed Herewith)

(10)	Written Consent of Independent Registered Public Accounting Firm. (Filed Herewith)
(13) (a)	Power of Attorney for Dylan J. Tyson (Filed Herewith)
(13) (b)	Power of Attorney for Caroline A. Feeney. (Filed Herewith)
(13) (c)	Power of Attorney for Susan M. Mann (Filed Herewith)
(13) (d)	Power of Attorney for Candace J. Woods. (Filed Herewith)
(13) (e)	Power of Attorney for Nandini Mongia. (Filed Herewith)

SIGNATURES

As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant has caused this Registration Statement to be signed on its behalf in the City of Newark and the State of New Jersey on this 7th day of May 2020.

PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B

REGISTRANT

BY: PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION

DEPOSITOR

Dylan J. Tyson*

Dylan J. Tyson

President and Chief Executive Officer

PRUDENTIAL ANNUITIES LIFE ASSURANCE CORPORATION

DEPOSITOR

Dylan J. Tyson*

Dylan J. Tyson

President and Chief Executive Officer

SIGNATURES

As required by the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

SIGNATURE	TITLE
Dylan J. Tyson*	Director, President and Chief Executive Officer	May 7, 2020
Dylan J. Tyson
Susan M. Mann*	Chief Financial Officer, Executive Vice President and Director (Principal Accounting Officer)	May 7, 2020
Susan M. Mann
Caroline A. Feeney*	Director	May 7, 2020
Caroline A. Feeney
Nandini Mongia*	Director	May 7, 2020
Nandini Mongia
Candace J. Woods*	Director	May 7, 2020
Candace J. Woods

By:	/s/ Douglas E. Scully
	Douglas E. Scully

* Executed by Douglas E. Scully on behalf of those indicated pursuant to Power of Attorney.