485BPOS 1 four85b_filing.htm JNL PII RELAUNCH JNL Separate Account I (PII)- 485(b)

As filed with the Securities and Exchange Commission on August 11, 2003.

1933 Act File No: 333-70472
1940 Act File No: 811-8664

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

           Pre-Effective Amendment No. [  ]

           Post-Effective Amendment No. 7 [X]

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

           Amendment No. 39 [X]

Jackson National Separate Account - I
(Exact Name of Registrant)

Jackson National Life Insurance Company
(Name of Depositor)

1 Corporate Way, Lansing, Michigan 48951
(Address of Depositor's Principal Executive Offices)

Depositor's Telephone Number, including Area Code:
(517) 381-5500



 
With a copy to:
Susan S. Rhee, Esq.
Jackson National Life Insurance Company
1 Corporate Way
Lansing, MI 48951
(Name and Address of Agent for Service)
Joan E. Boros, Esq.
Jorden Burt LLP
Suite 400 East
1025 Thomas Jefferson St. NW
Washington, DC 20007-5201

It is proposed that this filing will become effective

____     immediately upon filing pursuant to paragraph (b)

_X_     on August 18, 2003, pursuant to paragraph (b)

____    60 days after filing pursuant to paragraph (a)(1)

____    on (date) pursuant to paragraph (a)(1) of Rule 485

If appropriate, check the following box:

_____    This post-effective amendment designates a new effective date for a previously filed post-effective amendment.



Title of Securities Being Registered
    Variable Portion of Individual Deferred Variable Annuity Contracts

JACKSON NATIONAL SEPARATE ACCOUNT - I
REFERENCE TO ITEMS REQUIRED BY FORM N-4

N-4 Item Caption in Prospectus or Statement of Additional Information Relating to Each Item

Part A.



Information Required in a Prospectus


Prospectus

1. Cover Page Cover Page
2. Definitions Not Applicable
3. Synopsis Key Facts; Fee Tables
4. Condensed Financial Information Not Applicable
5. General Description of Registrant, Depositor and Portfolio Companies Jackson National; The Separate Account; Investment Divisions
6. Deductions and Expenses Contract Charges
7. General Description of Variable Annuity Contracts The Annuity Contract; Purchases; Transfers; Access To Your Money; Income Payments (The Income Phase); Death Benefit; Other Information
8. Annuity Period Income Payments (The Income Phase)
9. Death Benefit Death Benefit
10. Purchases Purchases
11. Redemptions Access To Your Money
12. Taxes Taxes; Additional Tax Information
13. Legal Proceedings Other Information
14. Table of Contents of the Statement of Additional Information Table of Contents of the Statement of Additional Information


Part B. Information Required in Statement of Additional Information Statement of Additional Information


15. Cover Page Cover Page
16. Table of Contents Table of Contents
17. General Information and History General Information and History
18. Services Services
19. Purchase of Securities Being Offered Purchase of Securities Being Offered
20. Underwriters Underwriters
21. Calculation of Performance Data Calculation of Performance
22. Annuity Payments Net Investment Factor
23. Financial Statements Financial Statements

Part C.

Information required to be included in Part C is set forth under the appropriate item, so numbered, in Part C of this Amendment to Registration Statement.



This Registration Statement contains 45 Funds of the JNL Series Trust and 5 Funds of the JNL Variable Fund LLC. The Registrant undertakes to update this Explanatory Note, as needed, each time a Post-Effective Amendment is filed.


PERSPECTIVE IISM

FIXED AND VARIABLE ANNUITY

Issued by
Jackson National Life Insurance Company® and

Jackson National Separate Account - I

The Contracts offered in this prospectus are the variable portions of individual and group, flexible premium, fixed and variable deferred annuity Contracts with:

>> 7 Fixed Accounts, including 4 Guaranteed Fixed Accounts (with guaranteed periods of 1, 3, 5 and 7 years), 2 DCA+ Fixed Accounts (used for certain dollar cost averaging transfers), and an Indexed Fixed Option (see accompanying brochure – not part of the prospectus), each of which offers a minimum interest rate that is guaranteed by Jackson National Life Insurance Company (“we” or “us”), as may be made available by us, or as may be otherwise limited by us;

>> 49 Investment Divisions of Jackson National Separate Account - I (the “Separate Account”) each of which purchases shares of one Fund of JNL Series Trust or JNL Variable Fund LLC, mutual funds with a full range of investment objectives;

>> A base Contract designed to facilitate your retirement savings or other long-term investment purposes by permitting you to:

  • accumulate savings for your retirement on a tax-deferred basis during the accumulation phase on a fixed, variable, or fixed and variable basis;
  • receive income payments in the income phase on a fixed, variable, or fixed and variable basis;
  • receive a basic death benefit, if you die before the income phase, that will never be less than the total premiums (minus withdrawals, charges and taxes) you have paid us; and
  • have significant access to your contract values without incurring a withdrawal charge in the event of certain serious health-related emergencies;

>> A variety of optional features that, for additional charges, give you the flexibility to add additional benefits to your base Contract, according to your personal preferences, including:

  • 6 types of optional death benefits;
  • 3 types of “Contract Enhancements” (under which we credit your contract values with 2%, 3% or 4% of each premium payment you make in the first Contract year);
  • a Guaranteed Minimum Income Benefit (that guarantees a minimum fixed income benefit under certain life contingent options after a period of at least 10 Contract years, subject to specific conditions);
  • a Guaranteed Minimum Withdrawal Benefit (that permits you to make partial withdrawals, prior to the Income Date that, in total, equal the amount of net premium payments made (if elected after issue, the contract value, less any recapture charges, will be used instead of the net premium payment at issue)). Currently, you may elect this benefit after issue, however we reserve the right to limit availability to the issue date. The guarantee is effective if gross partial withdrawals taken within any one Contract year do not exceed 7% of net premium payments);
  • 2 types of shortened withdrawal charge periods (3 or 5 years instead of the Contract’s usual 7 year period); and
  • a 20% additional free withdrawal feature (that permits you greater access to your contract values without a withdrawal charge).

This prospectus describes a variety of optional features, not all of which may be available at the time you are interested in purchasing a Contract, as we reserve the right to prospectively restrict availability of the optional features. In addition, not all optional features may be available in combination with other optional features, as we also reserve the right to prospectively restrict the availability to elect certain features if certain other optional features have been elected. Please confirm that you have the most current prospectus and supplements to the prospectus that describe the current availability and any restrictions on the optional features.

Expenses for a Contract with a Contract Enhancement will be higher than those for a Contract without a Contract Enhancement, and in some cases the amount of a Contract Enhancement may be more than offset by those expenses.

We offer other variable annuity products that offer different product features, benefits and charges.


Please read this prospectus before you purchase a Contract. It contains important information about the Contract that you should know before investing. You should keep this prospectus for future reference.
To learn more about the Perspective II Fixed and Variable Annuity, you can obtain a free copy of the Statement of Additional Information (SAI) dated May 1, 2003, by calling us at (800) 766-4683 or by writing us at: Annuity Service Center, P.O. Box 378002, Denver, Colorado 80237-8002. The SAI has been filed with the Securities and Exchange Commission (SEC) and is legally a part of this prospectus. The Table of Contents of the SAI appears at the end of this prospectus. The SEC maintains a website (http://www.sec.gov) that contains the SAI, material incorporated by reference and other information regarding registrants that file electronically with the SEC.


        The SEC has not approved or disapproved the Perspective II Fixed and Variable Annuity or
passed upon the adequacy of this prospectus. It is a criminal offense to represent otherwise.


• Not FDIC/NCUA insured • Not Bank/CU guaranteed • May lose value • Not a deposit • Not insured by any federal agency


"JNL(R)," "Jackson National(R)" and "Jackson National Life(R)" are trademarks of Jackson National Life Insurance Company.

August 18, 2003


TABLE OF CONTENTS

KEY FACTS 1
FEE TABLE 4
THE ANNUITY CONTRACT 25
JACKSON NATIONAL 25
THE FIXED ACCOUNTS 25
THE SEPARATE ACCOUNT 27
INVESTMENT DIVISIONS 27
CONTRACT CHARGES 35
PURCHASES 41
TRANSFERS 45
TELEPHONE AND INTERNET TRANSACTIONS 46
ACCESS TO YOUR MONEY 47
INCOME PAYMENTS (THE INCOME PHASE) 53
DEATH BENEFIT 57
TAXES 63
OTHER INFORMATION 66
PRIVACY POLICY 68
TABLE OF CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION 70
APPENDIX A A-1
APPENDIX B B-1
APPENDIX C C-1
APPENDIX D D-1

(This page intentionally left blank.)


KEY FACTS

The Annuity Contract Your Contract permits you to accumulate your contract values  
  on a fixed basis through allocations to one of our fixed accounts (the “Fixed Accounts”), including four Guaranteed Fixed Accounts (with guaranteed periods of 1, 3, 5, or 7 years), two DCA+ Fixed Accounts (used in connection with certain dollar cost averaging transfers) and an Indexed Fixed Option (with a minimum guaranteed return and additional possible returns based on the performance of the S&P 500 Index), as may be made available by us, or as may be otherwise limited by us. There may be periods when we do not offer any Fixed Accounts, or impose special transfer requirements on the Fixed Accounts; or
  on a variable basis, by allocations to one or more of the Investment Divisions of our Separate Account (the “Investment Divisions”). (We refer to the Fixed Accounts and the Investment Divisions together as “Allocation Options.”)
  Regardless of which Allocation Option(s) you select, investment earnings on your premiums for non-qualified Contracts will be tax deferred. Tax deferral on qualified Contracts is derived from their status as qualified Contracts. See “ Taxes” for information on the tax treatment of investment earnings. Your Contract is intended to help you save for your retirement or other long-term investment purposes and provides for a death benefit during the accumulation phase (when you make premium payments to us) and a variety of income options during the income phase (when we make income payments to you). We generally will not issue a Contract to anyone over age 90.

Optional Features Optional features of your Contract include:  
  an Earnings Protection Benefit Endorsement (a form of optional death benefit that may add up to 40% of your Contract’s earnings to the death benefit otherwise payable at your death);
  five types of Optional Death Benefit Endorsements (you may select only one of these five optional death benefits) that permit you to protect your Contract’s minimum death benefit values and/or to protect all or a portion of any investment gains under your Contract from subsequent investment losses during the accumulation phase;
  a Contract Enhancement Endorsement (a credit to your contract value from our general account equal to 2%, 3% or 4% of your premium payments in the first Contract year) that provides net contract value benefits under selected circumstances. If you purchased your Contract between March 18, 2003 and June 3, 2003, the 3% and 4% Contract Enhancements were not available.
  For Contracts purchased between June 4, 2003 and August 17, 2003, the 3 year, 5 year and 7 year Guaranteed Fixed Accounts are unavailable if you select the 3% or 4% Contract Enhancements. The 1 year Guaranteed Fixed Account is available but will be subject to transfer requirements. These restrictions applied to the 2% contract enhancement for Contracts purchased between July 14, 2003 and August 17, 2003. See “Optional Contract Enhancements” at page 42;
  a Guaranteed Minimum Income Benefit (guarantees a minimum fixed income benefit under certain life contingent options after a period of at least 10 Contract years, subject to specific conditions, regardless of the Allocation Option(s) you select during the accumulation phase);
  a Guaranteed Minimum Withdrawal Benefit (that permits you to make partial withdrawals, prior to the Income Date that, in total, equal the amount of net premium payments made (if elected after issue (availability may be limited to the issue date), the contract value, less any recapture charges, will be used instead of the net premium payment at issue)). The guarantee is effective if partial withdrawals taken within any one Contract year do not exceed 7% of net premium payments;
  a 20% Additional Free Withdrawal Endorsement (permits you to withdraw 20% of premium (excluding premium in the Indexed Fixed Option) still subject to a withdrawal charge minus earnings during each Contract year without a withdrawal charge);
  a Three-Year Withdrawal Charge Period Endorsement (reduces the withdrawal charge applicable through the third contribution year and eliminates it in years four through seven); and
  a Five-Year Withdrawal Charge Period Endorsement (reduces the withdrawal charge applicable through the fifth contribution year and eliminates it in years six and seven).
  These optional features may not be available in your state or there may be state variations in the terms of your benefits as reflected in the Contract issued in your state. Moreover, the benefits of certain options may be limited when combined with other available options.

Allocation Options You may not allocate your contract values to more than 18 options (Investment Divisions and Fixed Accounts) at any one time. Each Investment Division invests in a single Fund (investment portfolio) of an underlying mutual fund.

Purchases Under most circumstances, you must make an initial premium payment of at least $5,000 ($2,000 for a qualified plan Contract). You are permitted to make subsequent premium payments at any time during the accumulation phase. Each subsequent payment must be at least $500 ($50 under an automatic payment plan). The Indexed Fixed Option has initial and subsequent allocation minimums of $5,000. The Investment Divisions and Guaranteed Fixed Accounts have initial and subsequent allocation minimums of $100. We reserve the right to refuse any premium payment. We reserve the right to restrict availability or impose restrictions on the Indexed Fixed Option and the Guaranteed Fixed Accounts.

Access to Your Money You can withdraw all or a portion of your contract values during the accumulation phase. The Contract offers two programs for taking periodic withdrawals, as distinguished from scheduled partial withdrawals. Withdrawals may be subject to a withdrawal charge and an “excess interest adjustment.” We may also deduct any withholding taxes imposed from the amount payable or your remaining values under the Contract. You may also have to pay taxes and a tax penalty on money you withdraw.

Income Payments You may choose to receive regular income payments from us (most typically, when you retire). During this “income phase,” you have the same variable allocation options as during the accumulation phase.

Death Benefit If you die before moving to the income phase, the person you have chosen as your beneficiary will receive a death benefit of at least the greater of your contract value on the date we receive proof of death and completed claim forms from your beneficiary or the total premiums you have paid since your Contract was issued minus prior withdrawals (including any applicable charges and adjustments), annual contract maintenance charges, transfer charges, any applicable charges due under any optional endorsement and premium taxes. If you select the Earnings Protection Benefit Endorsement, the death benefit may be enhanced if there is positive investment performance, and if you select one of the five optional death benefit endorsements, the death benefit may be protected from poor investment performance.

Free Look If you cancel your Contract within ten days after receiving it (or any longer period required in your state), we will return to you the amount your Contract is worth on the day we receive your request or the Contract is returned to your selling agent, minus any Contract Enhancement recapture charge. This may be more or less than your original payment. If required by your state, we instead will return your premium.

Taxes Under the Internal Revenue Code, you generally will not be taxed on the earnings on your contract value until you make a withdrawal (this is referred to as tax-deferral). There are different rules as to how you will be taxed depending on how you take the money out and whether your Contract is non-qualified or purchased as part of a qualified plan. Earnings are taxed as ordinary income when withdrawn and, if withdrawn prior to age 59½, may be subject to a tax penalty.

Expenses Your Contract has insurance features and investment features, and there are costs related to each. Each Fund has its own expenses. The Contract’s charges and Fund expenses are described in the following Fee Table:

FEE TABLE

The information below describes the fees and expenses that you will pay when buying, owning and surrendering the Contract. The information describes the fees and expenses that you will pay at the time that you buy and surrender the Contract, receive income payments or transfer cash value between investment options. State premium taxes may also be deducted.

Owner Transaction Expenses

  Maximum Withdrawal Charge (as a percentage of premium payments):   8.5%                
  Completed Years Since Receipt of Premium1 0 1 2 3 4 5 6 7+

  Withdrawal Charge 8.5% 8% 7% 6% 5% 4% 2% 0

  Withdrawal Charge if Five-Year Period is elected 8% 7% 6% 4% 2% 0 0 0

  Withdrawal Charge if Three-Year Period is elected 7.5% 6.5% 5% 0 0 0 0 0

  Contract Enhancement Recapture Charge (as a percentage of the corresponding first year premium payments withdrawn if an optional Contract Enhancement is selected):                
  Completed Years Since Receipt of Premium2 0 1 2 3 4 5 6 7+

  Recapture Charge (2% Credit) 2% 2% 1.25% 1.25% 0.5% 0 0 0

  Recapture Charge (3% Credit) 3% 3% 2% 2% 2% 1% 1% 0

  Recapture Charge (4% Credit) 4% 4% 2.5% 2.5% 2.5% 1.25% 1.25% 0
  Transfer Charge:   $25 for each transfer in excess of 15 in a Contract year3                
  Optional Guaranteed Minimum Income Benefit Charge ("GMIB"):   .40% of GMIB Benefit Base4                
  Commutation Fee:    If you make a total withdrawal from your Contract after income payments have commenced under income option 4, or if after your death during the period for which payments are guaranteed to be made under income option 3 your beneficiary elects to receive a lump sum payment, the amount received will be reduced by an amount equal to the difference between the present value of any remaining guaranteed payments (as of the date of calculation) calculated using a (a) discount rate that is equal to the rate assumed in calculating the initial income payment and (b) discount rate that is no more than 1% higher than (a).                

The information below describes the fees and expenses that you will pay periodically during the time that you own the Contract, not including the Funds’ fees and expenses.

Annual Contract Maintenance Charge:  $355

Separate Account Annual Expenses (as an annual percentage of average daily account value)

  Base Contract Charges  
  Mortality and Expense Risk Charges 1.00%
  Administration Charge .15%6
  Total Separate Account Annual Expenses (with No Optional Benefits) 1.15%
     
  Charges for Optional Endorsements  
  Earnings Protection Benefit .30%
  Optional Death Benefit .55%7
  20% Additional Free Withdrawal .30%
  Three-Year Withdrawal Charge Period .45%
  Five-Year Withdrawal Charge Period .30%
  Contract Enhancement (2% Credit) .395%8
  Contract Enhancement (3% Credit) .42%9
  Contract Enhancement (4% Credit) .56%9
  Guaranteed Minimum Withdrawal Benefit ("GMWB") .70%10
  Guaranteed Minimum Withdrawal Benefit ("GMWB") .70%10
  Total Separate Account Annual Expenses (with Maximum Optional Endorsements without the GMIB) 3.71%11

The information below shows the minimum and maximum total operating expenses charged by the Funds and a full table of the expenses charged by all of the Funds, which you will pay during the time your money is allocated to the corresponding Investment Division.

Total Annual Fund Operating Expenses (expenses that are deducted from Fund assets, including management and administration fees, distribution (12b-1) fees and other expenses)

Minimum:   .60%

Maximum:   1.41%

Fund Name Management and Administrative Fee12 Estimated Distribution (12B-1) Fees13 Other Expenses Total Fund Annual Expenses
AIM/JNL Large Cap Growth Fund 1.10% .05% 0% 1.15%
AIM/JNL Small Cap Growth Fund 1.15% .02% 0% 1.17%
AIM/JNL Premier Equity II Fund 1.05% .04% 0% 1.09%
Alger/JNL Growth Fund 1.08% 0% 0% 1.08%
Alliance Capital/JNL Growth Fund 0.88% .01% 0% 0.89%
Eagle/JNL Core Equity Fund 0.97% .03% 0% 1.00%
Eagle/JNL SmallCap Equity Fund 1.05% .03% 0% 1.08%
JPMorgan/JNL Enhanced S&P 500 Stock Index Fund 0.89% .01% 0% 0.90%
JPMorgan/JNL International Value Fund 1.08% 0% 0% 1.08%
Janus/JNL Aggressive Growth Fund 1.02% .08% 0% 1.10%
Janus/JNL Balanced Fund 1.05% .02% 0% 1.07%
Janus/JNL Capital Growth Fund 1.04% .05% 0% 1.09%
Janus/JNL Global Equities Fund14 1.07% .03% 0% 1.10%
Lazard/JNL Mid Cap Value Fund 1.08% .04% 0% 1.12%
Lazard/JNL Small Cap Value Fund 1.14% .03% 0% 1.17%
Mellon Capital Management/JNL S&P 500 Index Fund 0.60% .01% 0% 0.61%
Mellon Capital Management/JNL S&P 400 Mid Cap Index Fund 0.60% .01% 0% 0.61%
Mellon Capital Management/JNL Small Cap Index Fund 0.60% .02% 0% 0.62%
Mellon Capital Management/JNL International Index Fund 0.65% 0% 0% 0.65%
Mellon Capital Management/JNL Bond Index Fund 0.60% 0% 0% 0.60%
Oppenheimer/JNL Global Growth Fund 1.05% 0% 0% 1.05%
Oppenheimer/JNL Growth Fund 1.00% 0% 0% 1.00%
PIMCO/JNL Total Return Bond Fund 0.80% 0% 0% 0.80%
PPM America/JNL Balanced Fund 0.81% .01%15 0% 0.82%
PPM America/JNL High Yield Bond Fund 0.82% 0% 0% 0.82%
PPM America/JNL Money Market Fund 0.69% 0% 0% 0.69%
PPM America/JNL Value Fund 0.85% .13% 0% 0.98%
Putnam/JNL Equity Fund 0.99% .06% 0% 1.05%
Putnam/JNL International Equity Fund 1.18% .03% 0% 1.21%
Putnam/JNL Midcap Growth Fund 1.05% .05% 0% 1.10%
Putnam/JNL Value Equity Fund 0.98% .03% 0% 1.01%
Salomon Brothers/JNL Global Bond Fund 0.95% 0% 0% 0.95%
Salomon Brothers/JNL U.S. Government & Quality Bond Fund 0.78% 0% 0% 0.78%
S&P/JNL Conservative Growth Fund I16 0.20% 0% 0% 0.20%
S&P/JNL Moderate Growth Fund I16 0.20% 0% 0% 0.20%
S&P/JNL Aggressive Growth Fund I16 0.20% 0% 0% 0.20%
S&P/JNL Very Aggressive Growth Fund I16 0.20% 0% 0% 0.20%
S&P/JNL Equity Growth Fund I16 0.20% 0% 0% 0.20%
S&P/JNL Equity Aggressive Growth Fund I16 0.20% 0% 0% 0.20%
S&P/JNL Core Index 50 Fund16 0.20% 0% 0% 0.20%
S&P/JNL Core Index 75 Fund16 0.20% 0% 0% 0.20%
S&P/JNL Core Index 100 Fund16 0.20% 0% 0% 0.20%
T. Rowe Price/JNL Established Growth Fund 0.92% .02% 0% 0.94%
T. Rowe Price/JNL Mid-Cap Growth Fund 1.03% .01% 0% 1.04%
T. Rowe Price/JNL Value Fund 1.00% .02% 0% 1.02%
First Trust/JNL The DowSM Target 10 Fund17 0.83% 0% 0% 0.83%
First Trust/JNL The S&P®Target 10 Fund18 0.83% 0% 0% 0.83%
First Trust/JNL Global Target 15 Fund 0.88% 0% 0% 0.88%
First Trust/JNL Target Small-Cap Fund 0.83% 0% 0% 0.83%
First Trust/JNL Target 25 Fund 0.82% 0% 0% 0.82%

Examples. These examples are intended to help you compare the cost of investing in the Contract with the cost of investing in other variable annuity Contracts. These costs include Contract owner transaction expenses, Contract fees, Separate Account annual expenses and Fund fees and expenses.

The examples assume that you invest $10,000 in the Contract for the time periods indicated. Neither transfer fees nor premium tax charges are reflected in the examples. The examples also assume that your investment has a 5% annual return on assets each year. Your actual costs may be higher or lower than the costs shown in the examples.

The following examples include maximum Fund fees and expenses and the cost if you select the optional Earnings Protection Benefit Endorsement, the three-year withdrawal charge period, the most expensive Optional Death Benefit Endorsement, the Guaranteed Minimum Withdrawal Benefit (using the maximum possible charge), and the 4% Contract Enhancement Endorsement. Based on these assumptions, your costs would be:

If you do not surrender your Contract or if you begin receiving income payments from your Contract after the first year:

1 year 3 years 5 years 10 years
$512 $1,533 $2,552 $5,089

If you surrender your Contract at the end of each time period:

1 year 3 years 5 years 10 years
$587 $1,583 $2,552 $5,089

The following examples include minimum Fund fees and expenses and include no optional endorsements. Based on these assumptions, your costs would be:

If you do not surrender your Contract or if you begin receiving income payments from your Contract after the first year:

1 year 3 years 5 years 10 years
$178 $551 $949 $2,062

If you surrender your Contract at the end of each time period:

1 year 3 years 5 years 10 years
$263 $621 $999 $2,062

Explanation of Fee Table and Examples. The purpose of the Fee Table and examples is to assist you in understanding the various costs and expenses that you will bear directly or indirectly. The examples reflect the expenses of the Separate Account and the Funds. Premium taxes may also apply. The examples reflect the annual contract maintenance charge, which is determined by dividing the total amount of such charges collected during the calendar year by the total market value of the Investment Divisions and the guaranteed fixed accounts.

A withdrawal charge is imposed on income payments which occur within one year of the date the Contract is issued.

The examples do not represent past or future expenses. The actual expenses that you incur may be greater or less than those shown.

Financial Statements. An accumulation unit value history is provided below. It shows values for the following Contracts:

  • Contracts with no endorsements (or a Contract with the compounding death benefit and the administrative fee waiver)
  • Contracts with optional endorsements.

Accumulation Unit Values
Contract - M&E&A 1.15% with the following possible combinations of benefits:
Base Contract
Compounding Death Benefit and $1 Million Premium Administrative Fee Waiver

The following table shows accumulation unit values at the beginning and end of the periods indicated as well as the number of accumulation units outstanding for each division as of the end of the periods indicated. This information has been taken from the Separate Account’s financial statements. This information should be read together with the Separate Account’s financial statements and related notes which are in the SAI.

Investment Divisions   December 31, 2002

AIM/JNL Large Cap Growth Division (c)    
  Accumulation unit value:    
    Beginning of period   $10.72
    End of period   $8.07
Accumulation units outstanding at the end of period   110,104

AIM/JNL Premier Equity II Division (k)    
  Accumulation unit value:    
    Beginning of period   $10.44
    End of period   $7.82
Accumulation units outstanding at the end of period   60,212

AIM/JNL Small Cap Growth Division (c)    
  Accumulation unit value:    
    Beginning of period   $11.20
    End of period   $8.32
Accumulation units outstanding at the end of period   115,709

Alger/JNL Growth Division (h)    
  Accumulation unit value:    
    Beginning of period   $18.09
    End of period   $12.86
Accumulation units outstanding at the end of period   70,730

Alliance Capital/JNL Growth Division (i)    
  Accumulation unit value:    
    Beginning of period   $10.64
    End of period   $7.82
Accumulation units outstanding at the end of period   167,394

Eagle/JNL Core Equity Division (l)    
  Accumulation unit value:    
    Beginning of period   $6.51
    End of period   $13.56
Accumulation units outstanding at the end of period   143,943

Eagle/JNL SmallCap Equity Division (i)    
  Accumulation unit value:    
    Beginning of period   $15.89
    End of period   $12.30
Accumulation units outstanding at the end of period   110,384

Janus/JNL Aggressive Growth Division (i)    
  Accumulation unit value:    
    Beginning of period   $24.60
    End of period   $18.10
Accumulation units outstanding at the end of period   36,898

Janus/JNL Balanced Division (g)    
  Accumulation unit value:    
    Beginning of period   $8.99
    End of period   $8.48
Accumulation units outstanding at the end of period   231,323

Janus/JNL Capital Growth Division (n)    
  Accumulation unit value:    
    Beginning of period   $17.82
    End of period   $13.76
Accumulation units outstanding at the end of period   26,363

JPMorgan/JNL Enhanced S&P 500 Stock Index Division (g)    
  Accumulation unit value:    
    Beginning of period   $7.54
    End of period   $6.01
Accumulation units outstanding at the end of period   93,034

JPMorgan/JNL International Value Division (r)    
  Accumulation unit value:    
    Beginning of period   $6.32
    End of period   $6.38
Accumulation units outstanding at the end of period   1,450

Lazard/JNL Mid Cap Value Division (c)    
  Accumulation unit value:    
    Beginning of period   $13.26
    End of period   $11.17
Accumulation units outstanding at the end of period   198,629

Lazard/JNL Small Cap Value Division (c)    
  Accumulation unit value:    
    Beginning of period   $11.63
    End of period   $9.51
Accumulation units outstanding at the end of period   216,551

Mellon Capital Management/JNL Bond Index Division (c)    
  Accumulation unit value:    
    Beginning of period   $9.95
    End of period   $10.74
Accumulation units outstanding at the end of period   221,612

Mellon Capital Management/JNL International Index Division (c)    
  Accumulation unit value:    
    Beginning of period   $9.76
    End of period   $8.54
Accumulation units outstanding at the end of period   175,966

Mellon Capital Management/JNL S&P 400 Mid Cap Index Division (c)    
  Accumulation unit value:    
    Beginning of period   $10.05
    End of period   $8.51
Accumulation units outstanding at the end of period   251,940

Mellon Capital Management/JNL S&P 500 Index Division (c)    
  Accumulation unit value:    
    Beginning of period   $9.83
    End of period   $7.70
Accumulation units outstanding at the end of period   508,853

Mellon Capital Management/JNL Small Cap Index Division (c)    
  Accumulation unit value:    
    Beginning of period   $9.93
    End of period   $7.93
Accumulation units outstanding at the end of period   203,149

Oppenheimer/JNL Global Growth Division (c)    
  Accumulation unit value:    
    Beginning of period   $8.90
    End of period   $7.06
Accumulation units outstanding at the end of period   321,692

Oppenheimer/JNL Growth Division (c)    
  Accumulation unit value:    
    Beginning of period   $9.01
    End of period   $6.90
Accumulation units outstanding at the end of period   111,024

PIMCO/JNL Total Return Bond Division (c)    
  Accumulation unit value:    
    Beginning of period   $12.53
    End of period   $13.28
Accumulation units outstanding at the end of period   813,642

PPM America/JNL Balanced Division (j)    
  Accumulation unit value:    
    Beginning of period   $18.58
    End of period   $17.91
Accumulation units outstanding at the end of period   206,144

PPM America/JNL High Yield Bond Division (g)    
  Accumulation unit value:    
    Beginning of period   $13.27
    End of period   $13.50
Accumulation units outstanding at the end of period   291,239

PPM America/JNL Money Market Division (l)    
  Accumulation unit value:    
    Beginning of period   $12.67
    End of period   $12.66
Accumulation units outstanding at the end of period   540,701

PPM America/JNL Value Division (s)    
  Accumulation unit value:    
    Beginning of period   $10.92
    End of period   $10.94
Accumulation units outstanding at the end of period   1,938

Putnam/JNL Equity Division (c)    
  Accumulation unit value:    
    Beginning of period   $18.84
    End of period   $14.71
Accumulation units outstanding at the end of period   22,207

Putnam/JNL International Equity Division (p)    
  Accumulation unit value:    
    Beginning of period   $12.12
    End of period   $9.45
Accumulation units outstanding at the end of period   98,850

Putnam/JNL Midcap Growth Division (c)    
  Accumulation unit value:    
    Beginning of period   $6.83
    End of period   $4.95
Accumulation units outstanding at the end of period   96,014

Putnam/JNL Value Equity Division (c)    
  Accumulation unit value:    
    Beginning of period   $18.74
    End of period   $15.20
Accumulation units outstanding at the end of period   69,138

S&P/JNL Aggressive Growth Division I(a)    
  Accumulation unit value:    
    Beginning of period   $11.31
    End of period   $9.24
Accumulation units outstanding at the end of period   703,200

S&P/JNL Conservative Growth Division I (b)    
  Accumulation unit value:    
    Beginning of period   $11.31
    End of period   $9.24
Accumulation units outstanding at the end of period   703,200

S&P/JNL Core Index 100 Division (b)    
  Accumulation unit value:    
    Beginning of period   $9.76
    End of period   $8.57
Accumulation units outstanding at the end of period   324,746

S&P/JNL Core Index 50 Division (o)    
  Accumulation unit value:    
    Beginning of period   $10.05
    End of period   $7.75
Accumulation units outstanding at the end of period   57,017

S&P/JNL Core Index 75 Division (m)    
  Accumulation unit value:    
    Beginning of period   $9.90
    End of period   $8.16
Accumulation units outstanding at the end of period   129,059

S&P/JNL Equity Aggressive Growth Division I (i)    
  Accumulation unit value:    
    Beginning of period   $10.48
    End of period   $8.31
Accumulation units outstanding at the end of period   173,536

S&P/JNL Equity Growth Division I (f)    
  Accumulation unit value:    
    Beginning of period   $10.02
    End of period   $8.15
Accumulation units outstanding at the end of period   418,949

S&P/JNL Moderate Growth Division I (f)    
  Accumulation unit value:    
    Beginning of period   $10.98
    End of period   $9.91
Accumulation units outstanding at the end of period   2,128,050

S&P/JNL Very Aggressive Growth Division I (d)    
  Accumulation unit value:    
    Beginning of period   $10.78
    End of period   $8.66
Accumulation units outstanding at the end of period   165,737

Salomon Brothers/JNL Global Bond Division (h)    
  Accumulation unit value:    
    Beginning of period   $15.17
    End of period   $16.09
Accumulation units outstanding at the end of period   82,513

Salomon Brothers/JNL U.S. Government & Quality Bond Division (e)    
  Accumulation unit value:    
    Beginning of period   $14.31
    End of period   $15.55
Accumulation units outstanding at the end of period   461,407

T. Rowe Price/JNL Established Growth Division (c)    
  Accumulation unit value:    
    Beginning of period   $23.82
    End of period   $18.84
Accumulation units outstanding at the end of period   118,105

T. Rowe Price/JNL Mid-Cap Growth Division (c)    
  Accumulation unit value:    
    Beginning of period   $26.73
    End of period   $21.45
Accumulation units outstanding at the end of period   118,982

T. Rowe Price/JNL Value Division (c)    
  Accumulation unit value:    
    Beginning of period   $10.98
    End of period   $9.15
Accumulation units outstanding at the end of period   440,080

First Trust/JNL The DowSM Target 10 Division (h)    
  Accumulation unit value:    
    Beginning of period   $8.46
    End of period   $7.72
Accumulation units outstanding at the end of period   952,638

First Trust/JNL The S&P® Target 10 Division (q)    
  Accumulation unit value:    
    Beginning of period   $9.80
    End of period   $7.41
Accumulation units outstanding at the end of period   740,159

First Trust/JNL The Global Target 15 Division (q)    
  Accumulation unit value:    
    Beginning of period   $8.97
    End of period   $7.19
Accumulation units outstanding at the end of period   690,608

First Trust/JNL Target 25 Division (q)    
  Accumulation unit value:    
    Beginning of period   $9.73
    End of period   $7.69
Accumulation units outstanding at the end of period   736,121

First Trust/JNL Target Small-Cap Division (q)    
  Accumulation unit value:    
    Beginning of period   $15.23
    End of period   $11.50
Accumulation units outstanding at the end of period   481,052


(a)  Commencement of operations January 25, 2002.
(b)  Commencement of operations January 29, 2002.
(c)  Commencement of operations February 1, 2002.
(d)  Commencement of operations February 4, 2002.
(e)  Commencement of operations February 5, 2002.
(f)  Commencement of operations February 6, 2002.
(g)  Commencement of operations February 7, 2002.
(h)  Commencement of operations February 8, 2002.
(i)  Commencement of operations February 11, 2002.
(j)  Commencement of operations February 12, 2002.
(k)  Commencement of operations February 13, 2002.
(l)  Commencement of operations February 19, 2002.
(m)  Commencement of operations March 1, 2002.
(n)  Commencement of operations March 4, 2002.
(o)  Commencement of operations March 5, 2002.
(p)  Commencement of operations March 18, 2002.
(q)  Commencement of operations May 6, 2002.
(r)  Commencement of operations November 1, 2002.
(s)  Commencement of operations November 4, 2002.

Accumulation Unit Values
Contract - M&e 2.395% with the following possible combinations of benefits:
Combination Death Benefit and Earnings Protection and Premium Credit 2% and 20% Additional Withdrawal
Combination Death Benefit and Earnings Protection and Premium Credit 2% and Five Year Withdrawal Charge Period
Combination Death Benefit and Premium Credit 2% and Five Year Withdrawal Charge Period and 20% Additional Withdrawal

The following table shows accumulation unit values at the beginning and end of the periods indicated as well as the number of accumulation units outstanding for each division as of the end of the periods indicated. This information has been taken from the Separate Account's financial statements. This information should be read together with the Separate Account's financial statements and related notes which are in the SAI.

INVESTMENT DIVISIONS   DECEMBER 31, 2002

AIM/JNL Large Cap Growth Division    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

AIM/JNL Premier Equity II Division (a)    
  Accumulation unit value:    
    Beginning of period   $8.01
    End of period   $7.71
Accumulation units outstanding at the end of period   3,581

AIM/JNL Small Cap Growth Division (a)    
  Accumulation unit value:    
    Beginning of period   $8.07
    End of period   $8.20
Accumulation units outstanding at the end of period   4,314

Alger/JNL Growth Division (e)    
  Accumulation unit value:    
    Beginning of period   $16.41
    End of period   $11.76
Accumulation units outstanding at the end of period   4,707

Alliance Capital/JNL Growth Division (a)    
  Accumulation unit value:    
    Beginning of period   $7.99
    End of period   $7.36
Accumulation units outstanding at the end of period   1,794

Eagle/JNL Core Equity Division (e)    
  Accumulation unit value:    
    Beginning of period   $15.88
    End of period   $12.54
Accumulation units outstanding at the end of period   4,607

Eagle/JNL SmallCap Equity Division (e)    
  Accumulation unit value:    
    Beginning of period   $15.67
    End of period   $11.37
Accumulation units outstanding at the end of period   526

Janus/JNL Aggressive Growth Division    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

Janus/JNL Balanced Division (c)    
  Accumulation unit value:    
    Beginning of period   $8.31
    End of period   $8.20
Accumulation units outstanding at the end of period   461

Janus/JNL Capital Growth Division    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

JPMorgan/JNL Enhanced S&P 500 Stock Index Division    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

JPMorgan/JNL International Value Division (a)    
  Accumulation unit value:    
    Beginning of period   $5.98
    End of period   $6.00
Accumulation units outstanding at the end of period   3,358

Lazard/JNL Mid Cap Value Division (e)    
  Accumulation unit value:    
    Beginning of period   $12.92
    End of period   $10.51
Accumulation units outstanding at the end of period   4,872

Lazard/JNL Small Cap Value Division (e)    
  Accumulation unit value:    
    Beginning of period   $11.75
    End of period   $8.95
Accumulation units outstanding at the end of period   4,585

Mellon Capital Management/JNL Bond Index Division (d)    
  Accumulation unit value:    
    Beginning of period   $10.48
    End of period   $10.61
Accumulation units outstanding at the end of period   232

Mellon Capital Management/JNL International Index Division (d)    
  Accumulation unit value:    
    Beginning of period   $8.46
    End of period   $8.44
Accumulation units outstanding at the end of period   287

Mellon Capital Management/JNL S&P 400 Mid Cap Index Division (d)    
  Accumulation unit value:    
    Beginning of period   $8.57
    End of period   $8.41
Accumulation units outstanding at the end of period   284

Mellon Capital Management/JNL S&P 500 Index Division (d)    
  Accumulation unit value:    
    Beginning of period   $7.74
    End of period   $7.61
Accumulation units outstanding at the end of period   314

Mellon Capital Management/JNL Small Cap Index Division (g)    
  Accumulation unit value:    
    Beginning of period   $8.14
    End of period   $7.84
Accumulation units outstanding at the end of period   955

Oppenheimer/JNL Global Growth Division (e)    
  Accumulation unit value:    
    Beginning of period   $9.10
    End of period   $6.92
Accumulation units outstanding at the end of period   3,945

Oppenheimer/JNL Growth Division    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

PIMCO/JNL Total Return Bond Division (e)    
  Accumulation unit value:    
    Beginning of period   $11.89
    End of period   $12.51
Accumulation units outstanding at the end of period   3,013

PPM America/JNL Balanced Division (e)    
  Accumulation unit value:    
    Beginning of period   $17.79
    End of period   $16.28
Accumulation units outstanding at the end of period   1,000

PPM America/JNL High Yield Bond Division (c)    
  Accumulation unit value:    
    Beginning of period   $11.89
    End of period   $12.28
Accumulation units outstanding at the end of period   6,392

PPM America/JNL Money Market Division (e)    
  Accumulation unit value:    
    Beginning of period   $11.62
    End of period   $11.52
Accumulation units outstanding at the end of period   3,289

PPM America/JNL Value Division    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

Putnam/JNL Equity Division    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

Putnam/JNL International Equity Division (a)    
  Accumulation unit value:    
    Beginning of period   $8.43
    End of period   $8.59
Accumulation units outstanding at the end of period   5,444

Putnam/JNL Midcap Growth Division (e)    
  Accumulation unit value:    
    Beginning of period   $6.50
    End of period   $4.79
Accumulation units outstanding at the end of period   11,129

Putnam/JNL Value Equity Division    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

S&P/JNL Aggressive Growth Division I (e)    
  Accumulation unit value:    
    Beginning of period   $10.74
    End of period   $8.71
Accumulation units outstanding at the end of period   494

S&P/JNL Conservative Growth Division I (e)    
  Accumulation unit value:    
    Beginning of period   $10.63
    End of period   $9.59
Accumulation units outstanding at the end of period   5,769

S&P/JNL Core Index 100 Division    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

S&P/JNL Core Index 50 Division    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

S&P/JNL Core Index 75 Division    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

S&P/JNL Equity Aggressive Growth Division I (e)    
  Accumulation unit value:    
    Beginning of period   $10.08
    End of period   $7.83
Accumulation units outstanding at the end of period   2,601

S&P/JNL Equity Growth Division I    
  Accumulation unit value:    
    Beginning of period   N/A (f)
    End of period   N/A (f)
Accumulation units outstanding at the end of period   N/A (f)

S&P/JNL Moderate Growth Division I (e)    
  Accumulation unit value:    
    Beginning of period   $10.86
    End of period   $9.34
Accumulation units outstanding at the end of period   7,332

S&P/JNL Very Aggressive Growth Division I (e)    
  Accumulation unit value:    
    Beginning of period   $10.51
    End of period   $8.16
Accumulation units outstanding at the end of period   6,814

Salomon Brothers/JNL Global Bond Division (c)    
  Accumulation unit value:    
    Beginning of period   $14.08
    End of period   $14.63
Accumulation units outstanding at the end of period   1,096

Salomon Brothers/JNL U.S. Government & Quality Bond Division (c)    
  Accumulation unit value:    
    Beginning of period   $13.91
    End of period   $14.14
Accumulation units outstanding at the end of period   717

T. Rowe Price/JNL Established Growth Division (e)    
  Accumulation unit value:    
    Beginning of period   $21.52
    End of period   $17.14
Accumulation units outstanding at the end of period   1,621

T. Rowe Price/JNL Mid-Cap Growth Division (e)    
  Accumulation unit value:    
    Beginning of period   $25.38
    End of period   $19.50
Accumulation units outstanding at the end of period   1,779

T. Rowe Price/JNL Value Division (c)    
  Accumulation unit value:    
    Beginning of period   $8.93
    End of period   $8.85
Accumulation units outstanding at the end of period   2,901

First Trust/JNL The DowSM Target 10 Division (b)    
  Accumulation unit value:    
    Beginning of period   $6.70
    End of period   $7.40
Accumulation units outstanding at the end of period   3,724

First Trust/JNL The S&P® Target 10 Division (b)    
  Accumulation unit value:    
    Beginning of period   $7.41
    End of period   $7.09
Accumulation units outstanding at the end of period   3,373

First Trust/JNL The Global Target 15 Division (b)    
  Accumulation unit value:    
    Beginning of period   $7.22
    End of period   $6.88
Accumulation units outstanding at the end of period   3,440

First Trust/JNL Target 25 Division (b)    
  Accumulation unit value:    
    Beginning of period   $7.28
    End of period   $7.37
Accumulation units outstanding at the end of period   3,434

First Trust/JNL Target Small-Cap Division (b)    
  Accumulation unit value:    
    Beginning of period   $10.39
    End of period   $11.01
Accumulation units outstanding at the end of period   2,747


(a)  Commencement of operations October 22, 2002.
(b)  Commencement of operations July 22, 2002.
(c)  Commencement of operations September 6, 2002.
(d)  Commencement of operations September 16, 2002.
(e)  Commencement of operations May 17, 2002.
(f)  These investment divisions had not commenced operations at December 31, 2002.
(g)  Commencement of operations June 17, 2002.

All other accumulation unit value history can be found in the SAI.

The consolidated balanced sheets of Jackson National Life Insurance Company and subsidiaries as of December 31, 2002 and 2001, and the related consolidated statements of income, stockholder’s equity and comprehensive income, and cash flows for each of the years in the three year period ended December 31, 2002, and the financial statements of Jackson National Life Insurance Company’s Jackson National Separate Account - I as of December 31, 2002, are included in the SAI.

The Separate Account’s financial and the financial statements of Jackson National have been audited by KPMG LLP, independent accountants.


       
     

THE ANNUITY CONTRACT

       
You may choose among fixed and variable allocation options in both the accumulation and income phases of your Contract, as then currently available.   Your Contract is a Contract between you, the owner, and us. Your Contract is intended to help facilitate your retirement savings on a tax-deferred basis, or other long-term investment purposes, and provides for a death benefit. Purchases under tax-qualified plans should be made for other than tax deferral reasons. Tax-qualified plans provide tax deferral that does not rely on the purchase of an annuity Contract. We will generally not issue a Contract to someone older than 90. You may allocate your contract values to  
       
      • our Guaranteed Fixed Accounts, as may be made available by us, or as may be otherwise limited by us,

      • our Indexed Fixed Option, as may be made available by us, or as may be otherwise limited by us, or to

      • Investment Divisions of the Separate Account that invest in underlying Funds.

    Your Contract, like all deferred annuity Contracts, has two phases:

 
      • the accumulation phase, when you make premium payments to us, and

      • the income phase, when we make income payments to you.

    As the owner, you can exercise all the rights under your Contract. You can assign your Contract at any time during your lifetime, but we will not be bound until we receive written notice of the assignment. An assignment may be a taxable event.

 
    The Contract is a flexible premium fixed and variable deferred annuity and may be issued as either an individual or a group Contract. In those states where Contracts are issued as group Contracts, references throughout the prospectus to “Contract(s)” shall also mean “certificate(s).”  

       
     

JACKSON NATIONAL

We are a life insurance company and issue annuities and life insurance Contracts.   We are a stock life insurance company organized under the laws of the state of Michigan in June 1961. Our legal domicile and principal business address is 1 Corporate Way, Lansing, Michigan 48951. We are admitted to conduct life insurance and annuity business in the District of Columbia and all states except New York. We are ultimately a wholly owned subsidiary of Prudential plc (London, England).

 
    We issue the Contracts and administer the Contracts and the Separate Account. We maintain records of the name, address, taxpayer identification number and other pertinent information for each owner, the number and type of Contracts issued to each owner, and records with respect to the value of each Contract.  
       
     

THE FIXED ACCOUNTS

    Contract value that you allocate to a Fixed Account option will be placed with other assets in our general account. The Fixed Account options are not registered with the SEC, and the SEC does not review the information we provide to you about them. Disclosures regarding the Fixed Account options, however, may be subject to the general provisions of the federal securities laws relating to the accuracy and completeness of statements made in prospectuses. Both the availability of Fixed Account options, and transfers into and out of the Fixed Account options, may be subject to contractual and administrative requirements. Accordingly, before purchasing a Contract, you should consult your JNL representative with respect to the current availability of Fixed Accounts and their limitations.

 

       
The Fixed Accounts are not securities. Your allocations to any Fixed Account will accumulate at least at the minimum guaranteed rate of that Fixed Account.   Each available Guaranteed Fixed Account offers a minimum interest rate that we guarantee for a specified period (for example, one, three, five or seven years). We guarantee principal and interest of any contract values while they are allocated to a Guaranteed Fixed Account if amounts allocated to the account are not withdrawn until the end of the chosen duration. The value of a Guaranteed Fixed Account may be reduced by an “excess interest adjustment” and a withdrawal charge if you make a withdrawal prior to the end of the Guaranteed Fixed Account period, but will never be less than the premium payments, minus any applicable premium tax and transfers allocated to the Guaranteed Fixed Accounts, minus transfers, withdrawals, and charges from the Guaranteed Fixed Account, accumulated at 2% for the first 10 years and 3% thereafter (3% in all years for contracts issued prior to August 18, 2003 or issued in the following states: Connecticut, Indiana, Oregon, Texas, Washington), minus any withdrawal charges or any tax due. Your Contract contains a more complete description of the Guaranteed Fixed Accounts, as supplemented by our administrative requirements relating to transfers.  

       
Both the availability of Fixed Account options, and transfers into and out of the Fixed Account options, may be subject to contractual and administrative limitations.   For Contract owners who purchased their Contract between June 4, 2003 and August 17, 2003, the three, five and seven year Guaranteed Fixed Accounts were not available if the 3% or 4% contract enhancement was selected (for the 2% contract enhancement, these restrictions were in place between July 14, 2003 and August 17, 2003). You may allocate premiums to the 1 year Guaranteed Fixed Account, but the amount in the 1 year Guaranteed Fixed Account will be automatically transferred on a monthly basis in equal installments to your choice of investment division within 12 months of the date the Company receives the premium. At the end of the period, all amounts in the 1 year Guaranteed Fixed Account will have been transferred, The amount will be determined based on the amount allocated to the 1 year Guaranteed Fixed Account and the interest rate guaranteed for that option. Charges, withdrawals and additional transfers taken from the 1 year Guaranteed Fixed Account will shorten the length of time it takes to deplete the account. These automatic transfers will not count against the 15 free transfers in a Contract year.  
       
    Interest will continue to be credited daily on the account balance remaining in the 1year Guaranteed Fixed Account as funds are automatically transferred into your choice of investment division options. However, the effective yield over the 12 month automatic transfer period will be less than the interest rate declared, as it will be applied to a declining balance in the 1 year Guaranteed Fixed Account.  
       
    The DCA+ Fixed Accounts, if available, each offer a fixed interest rate that we guarantee for a period of up to one year in connection with dollar-cost-averaging transfers to one or more of the Investment Divisions or systematic transfers to other Fixed Accounts. From time to time, we will offer special enhanced rates on the DCA+ Fixed Accounts. DCA+ Fixed Accounts are only available for new premiums.  
       
    The Indexed Fixed Option, if available, offers an interest rate that is guaranteed to be at least 3% per year and may be higher based on changes in the S&P 500 Composite Stock Price Index. If you make a withdrawal prior to the end of the specified term, however, the value of your Indexed Fixed Option will be the amount allocated to the Indexed Fixed Option accumulated at 3% per year, less any amounts cancelled or withdrawn for charges, deductions or withdrawals, any tax due, and any withdrawal charges. The Indexed Fixed Option is described in your Contract and supplementary materials your agent can provide you. The Indexed Fixed Option is not available if you select the Three-Year Withdrawal Charge Period option.  
       
     

THE SEPARATE ACCOUNT

    We established the Separate Account on June 14, 1993, pursuant to the provisions of Michigan law. The Separate Account is registered as an investment company with the SEC.

 
    The assets of the Separate Account legally belong to us and the obligations under the Contracts are our obligations. However, we are not allowed to use the Contract assets in the Separate Account to pay our liabilities arising out of any other business we may conduct. All of the income, gains and losses resulting from these assets are credited to or charged against the Contracts and not against any other Contracts we may issue.

 
    The Separate Account is divided into Investment Divisions. We do not guarantee the investment performance of the Separate Account or any of its Investment Divisions.  
       
     

INVESTMENT DIVISIONS

Your allocations to Investment Divisions are invested in underlying Funds and whether you make or lose money depends on the investment performance of those Funds.   You can allocate your contract value to any or all of the Investment Divisions; however, you may not allocate to more than 18 Allocation Options at any one time. Each Investment Division purchases the shares of one underlying Fund (mutual fund portfolio) that has its own investment objective. The Investment Divisions are designed to offer the potential for a higher return than the Guaranteed Fixed Accounts. However, this is not guaranteed. It is possible for you to lose your money allocated to any of the Investment Divisions. If you allocate contract values to the Investment Divisions, the amounts you are able to accumulate in your Contract during the accumulation phase depends upon the performance of the Investment Divisions you select. The amount of the income payments you receive during the income phase also will depend, in part, on the performance of the Investment Divisions you choose for the income phase.  

The Funds, Investment Objectives and Advisers
Name of Fund
  Investment Objective
  Investment Adviser (and Sub-Adviser)
JNL Series Trust

       
AIM/JNL Large Cap Growth   Seeks long-term growth of capital by investing in securities of large-capitalization companies.

  Jackson National Asset Management, LLC (and AIM Capital Management, Inc.)

AIM/JNL Small Cap Growth   Seeks long-term growth of capital by normally investing at least 80% of its assets (net assets plus the amount of any borrowings for investment purposes) in securities of small-cap companies.

  Jackson National Asset Management, LLC (and AIM Capital Management, Inc.)

AIM/JNL Premier Equity II   Seeks to achieve long-term growth by investing primarily in equity securities, including convertible securities.

  Jackson National Asset Management, LLC (and AIM Capital Management, Inc.)

Alger/JNL Growth   Seeks long-term capital appreciation by investing at least 65% of its total assets in a diversified portfolio of equity securities - common stock, preferred stock, and securities convertible into or exchangeable for common stock - of large companies which trade on U.S. exchanges or in the U.S. over-the-counter market.

  Jackson National Asset Management, LLC (and Fred Alger Management, Inc.)

Alliance Capital/JNL Growth   Seeks long-term growth of capital by investing primarily in a diversified portfolio of common stocks or securities with common stock characteristics that the sub-adviser believes have the potential for capital appreciation, which include securities convertible into or exchangeable for common stock.

  Jackson National Asset Management, LLC (and Alliance Capital Management L.P.)

Eagle/JNL Core Equity   Seeks long-term capital appreciation and, secondarily, current income by investing at least 80% of its assets (net assets plus the amount of any borrowings for investment purposes) in a diversified portfolio of common stock of U.S. companies that meet the criteria for one of three separate equity strategies: the growth equity strategy, the value equity strategy and the equity income strategy.

  Jackson National Asset Management, LLC (and Eagle Asset Management, Inc.)

Eagle/JNL SmallCap Equity   Seeks long-term capital appreciation by investing at least 80% of its assets (net assets plus the amount of any borrowings for investment purposes) in a diversified portfolio of equity securities of U.S. companies with market capitalizations in the range of securities represented by the Russell 2000.

  Jackson National Asset Management, LLC (and Eagle Asset Management, Inc.)

JPMorgan/JNL Enhanced S&P 500 Stock Index   Seeks high total return from a broadly diversified portfolio of equity securities by investing in a diversified portfolio of large- and medium-capitalization U.S. companies.

  Jackson National Asset Management, LLC (and J.P. Morgan Investment Management, Inc.)

JPMorgan/JNL International Value   Seeks high total return from a portfolio of equity securities of foreign companies in developed and, to a lesser extent, developing markets.

  Jackson National Asset Management, LLC (and J.P. Morgan Investment Management, Inc.)

Janus/JNL Aggressive Growth   Seeks long-term growth of capital by investing primarily in a diversified portfolio of common stocks of U.S. and foreign companies selected for their growth potential.

  Jackson National Asset Management, LLC (and Janus Capital Management, LLC)

Janus/JNL Balanced   Seeks long-term capital growth, consistent with preservation of capital and balanced by current income normally investing 40-60% of its assets in securities selected primarily for their growth potential and 40-60% of its assets in securities selected primarily for their income potential.

  Jackson National Asset Management, LLC (and Janus Capital Management, LLC)

Janus/JNL Capital Growth   Seeks long-term growth of capital in a manner consistent with the preservation of capital through a non-diversified portfolio consisting primarily of common stocks of U.S. and foreign companies selected for their growth potential and normally invests at least 50% of its equity assets in medium-sized companies.

  Jackson National Asset Management, LLC (and Janus Capital Management, LLC)

Janus/JNL Global Equities   Seeks long-term growth of capital in a manner consistent with the preservation of capital through a diversified portfolio of equity securities of foreign and domestic issuers.

  Jackson National Asset Management, LLC (and Janus Capital Management, LLC)

Lazard/JNL Mid Cap Value   Seeks capital appreciation by investing at least 80% of its assets (net assets plus the amount of any borrowings for investment purposes) in a non-diversified portfolio of equity securities of U.S. companies with market capitalizations in the range of companies represented in the Russell Mid Cap Index and that the sub-adviser believes are undervalued based on their return on equity.

  Jackson National Asset Management, LLC (and Lazard Asset Management)

Lazard/JNL Small Cap Value   Seeks capital appreciation by investing at least 80% of its assets (net assets plus the amount of any borrowings for investment purposes) in a non-diversified portfolio of equity securities of U.S. companies with market capitalizations in the range of companies represented by the Russell 2000® Index that the sub-adviser believes are undervalued based on their return on equity.

  Jackson National Asset Management, LLC (and Lazard Asset Management)

Mellon Capital Management/JNL S&P 500 Index   Seeks to match the performance of the S&P 500® Index to provide long-term capital growth by investing in large-capitalization company securities.

  Jackson National Asset Management, LLC (and Mellon Capital Management Corporation)

Mellon Capital Management/JNL S&P 400 Mid Cap Index   Seeks to match the performance of the S&P 400® Index to provide long-term capital growth by investing in equity securities of medium capitalization weighted domestic corporations.

  Jackson National Asset Management, LLC (and Mellon Capital Management Corporation)

Mellon Capital Management/JNL Small Cap Index   Seeks to match the performance of the Russell 2000® Index to provide long-term growth of capital by investing in equity securities of small to mid-size domestic corporations.

  Jackson National Asset Management, LLC (and Mellon Capital Management Corporation)

Mellon Capital Management/JNL International Index   Seeks to match the performance of the Morgan Stanley Capital International Europe Australasia Far East Free Index to provide long-term capital growth by investing in international equity securities attempting to match the characteristics of each country within the index.

  Jackson National Asset Management, LLC (and Mellon Capital Management Corporation)

Mellon Capital Management/JNL Bond Index   Seeks to match the performance of the Lehman Brothers Aggregate Bond Index to provide a moderate rate of income by investing in domestic fixed-income investments.

  Jackson National Asset Management, LLC (and Mellon Capital Management Corporation)

Oppenheimer/JNL Global Growth   Seeks capital appreciation by investing primarily in common stocks of companies in the U.S. and foreign countries. The Fund can invest without limit in foreign securities and can invest in any country, including countries with developed or emerging markets.

  Jackson National Asset Management, LLC (and OppenheimerFunds, Inc.)

Oppenheimer/JNL Growth   Seeks capital appreciation by investing mainly in common stocks of “growth companies.” The Fund currently focuses on stocks of companies having a large capitalization (currently more than $12 billion) or mid-capitalization ($2 billion to $12 billion), but this focus could change over time as well as the companies the Fund considers to be currently large and mid-capitalization.

  Jackson National Asset Management, LLC (and OppenheimerFunds, Inc.)

PIMCO/JNL Total Return Bond   Seeks maximum total return, consistent with the preservation of capital and prudent investment management, by normally investing at least 80% of its assets (net assets plus the amount of any borrowings for investment purposes) in a diversified portfolio of investment-grade, fixed-income securities of U.S. and foreign issuers such as government, corporate, mortgage- and other asset-backed securities and cash equivalents.

  Jackson National Asset Management, LLC (and Pacific Investment Management Company LLC)

PPM America/JNL Balanced   Seeks reasonable income, long-term capital growth and preservation of capital by investing primarily in a diversified portfolio of common stock and fixed-income securities of U.S. companies, but may also invest in securities convertible into common stocks, deferred debt obligations and zero coupon bonds.

  Jackson National Asset Management, LLC (and PPM America, Inc.)

PPM America/JNL High Yield Bond   Seeks to provide a high level of current income, with capital appreciation as a secondary investment objective, by investing substantially in a diversified portfolio of long-term (over 10 years to maturity) and intermediate-term (3 to 10 years to maturity) fixed-income securities of U.S. and foreign issuers, with an emphasis on higher-yielding, higher-risk, lower-rated or unrated bonds.

  Jackson National Asset Management, LLC (and PPM America, Inc.)

PPM America/JNL Money Market   Seeks a high level of current income as is consistent with the preservation of capital and maintenance of liquidity by investing in high quality, short-term money market instruments.

  Jackson National Asset Management, LLC (and PPM America, Inc.)

PPM America/JNL Value   Seeks long-term growth of capital by investing at least 65% of its total assets in common stocks of domestic companies.

  Jackson National Asset Management, LLC (and PPM America, Inc.)

Putnam/JNL Equity   Seeks long-term capital growth by investing primarily in a diversified portfolio of common stock of domestic, large-capitalization companies. However, the Fund may also invest in preferred stocks, bonds, convertible preferred stock and convertible debentures if the sub-adviser believes that they offer the potential for capital appreciation.

  Jackson National Asset Management, LLC (and Putnam Investment Management, Inc.)

Putnam/JNL International Equity   Seeks long-term growth of capital by investing at least 80% of its assets (net assets plus the amount of any borrowings for investment purposes) in a diversified portfolio consisting primarily of common stocks of non-U.S. companies. The Fund invests in foreign securities that the sub-adviser believes offer significant potential for long-term appreciation.

  Jackson National Asset Management, LLC (and Putnam Investment Management, Inc.)

Putnam/JNL Midcap Growth   Seeks capital appreciation by investing mainly in common stocks of U.S. companies with a focus on growth stocks which are stocks whose earnings the sub-adviser believes are likely to grow faster than the economy as a whole.

  Jackson National Asset Management, LLC (and Putnam Investment Management, Inc.)

Putnam/JNL Value Equity   Seeks capital growth, with income as a secondary objective, by investing primarily in a diversified portfolio of equity securities of domestic, large-capitalization companies. At least 80% of its assets (net assets plus the amount of any borrowings for investment purposes) will be invested, under normal market conditions, in equity securities.

  Jackson National Asset Management, LLC (and Putnam Investment Management, Inc.)

Salomon Brothers/JNL Global Bond   Seeks a high level of current income, with capital appreciation as a secondary objective, by investing at least 80% of its assets (net assets plus the amount of any borrowings for investment purposes) in a globally diverse portfolio of fixed-income investments.

  Jackson National Asset Management, LLC (and Salomon Brothers Asset Management Inc.)

Salomon Brothers/JNL U.S. Government & Quality Bond   Seeks a high level of current income by investing at least 80% of its assets (net assets plus the amount of any borrowings for investment purposes) in: (i) U.S. Treasury obligations; (ii) obligations issued or guaranteed by agencies or instrumentalities of the U.S. Government which are backed by their own credit and may not be backed by the full faith and credit of the U.S. Government; and (iii) mortgage-backed securities guaranteed by the Government National Mortgage Association that are supported by the full faith and credit of the U.S. Government.

  Jackson National Asset Management, LLC (and Salomon Brothers Asset Management Inc.)

S&P/JNL Conservative Growth I   Seeks capital growth and current income by investing in a diversified group of other Funds of the Trust that invest in equity and fixed income securities.

  Jackson National Asset Management, LLC (and Standard & Poor's Investment Advisory Services, Inc.)

S&P/JNL Moderate Growth I   Seeks capital growth with current income as a secondary objective by investing in a diversified group of other Funds of the Standard & Poor’s Trust that invest in equity and fixed income securities.

  Jackson National Asset Management, LLC (and Standard & Poor's Investment Advisory Services, Inc.)

S&P/JNL Aggressive Growth I   Seeks capital growth by investing in a diversified group of other Funds of the Trust that invest in equity and fixed income securities.

  Jackson National Asset Management, LLC (and Standard & Poor's Investment Advisory Services, Inc.)

S&P/JNL Very Aggressive Growth I   Seeks capital growth by investing in a diversified group of other Funds of the Trust that invest in equity securities.

  Jackson National Asset Management, LLC (and Standard & Poor's Investment Advisory Services, Inc.)

S&P/JNL Equity Growth I   Seeks capital growth by investing in a diversified group of other Funds of the Trust that invest primarily in equity securities.

  Jackson National Asset Management, LLC (and Standard & Poor's Investment Advisory Services, Inc.)

S&P/JNL Equity Aggressive Growth I   Seeks capital growth by investing in a diversified group of other Funds of the Trust that invest primarily in equity securities.

  Jackson National Asset Management, LLC (and Standard & Poor's Investment Advisory Services, Inc.)

S&P/JNL Core Index 50   Seeks capital growth and current income by investing 50% of the Fund’s assets in the index funds of the Trust and 50% in a diversified group of other Funds of the Trust that invest in equity and fixed income securities.

  Jackson National Asset Management, LLC (and Standard & Poor's Investment Advisory Services, Inc.)

S&P/JNL Core Index 75   Seeks capital growth and current income by investing 75% of the Fund’s assets in the index funds of the Trust and 25% in a diversified group of other Funds of the Trust that invest in equity and fixed income securities.

  Jackson National Asset Management, LLC (and Standard & Poor's Investment Advisory Services, Inc.)

S&P/JNL Core Index 100   Seeks capital growth and current income by investing in the index funds of the Trust and the money market fund.

  Jackson National Asset Management, LLC (and Standard & Poor's Investment Advisory Services, Inc.)

T. Rowe Price/JNL Established Growth   Seeks long-term growth of capital and increasing dividend income by investing primarily in a diversified portfolio of common stocks of well-established U.S. growth companies.

  Jackson National Asset Management, LLC (and T. Rowe Price Associates, Inc.)

T. Rowe Price/JNL Mid-Cap Growth   Seeks long-term growth of capital by normally investing at least 80% of its assets (net assets plus the amount of any borrowings for investment purposes) in a diversified portfolio of common stocks of medium-sized (mid-cap) U.S. companies which the sub-adviser expects to grow at a faster rate than the average company.

  Jackson National Asset Management, LLC (and T. Rowe Price Associates, Inc.)

T. Rowe Price/JNL Value   Seeks long-term capital appreciation by investing in common stocks believed to be undervalued. Income is a secondary objective. In taking a value approach to investment selection, at least 65% of its total assets will be invested in common stocks the portfolio manager regards as undervalued.

  Jackson National Asset Management, LLC (and T. Rowe Price Associates, Inc.)

JNL Variable Fund LLC        

First Trust/JNL The DowSM Target 10   Seeks a high total return through a combination of capital appreciation and dividend income by investing approximately equal amounts in the common stock of the ten companies included in the Dow Jones Industrial AverageSM which have the highest dividend yields on a pre-determined selection date.

  Jackson National Asset Management, LLC (and First Trust Advisors L.P.)

First Trust/JNL The S&P® Target 10   Seeks a high total return through a combination of capital appreciation and dividend income by investing approximately equal amounts in the common stocks of 10 companies selected from a pre-screened subset of the stocks listed in The S&P 500 Index on a pre-determined selection date.

  Jackson National Asset Management, LLC (and First Trust Advisors L.P.)

First Trust/JNL Global Target 15   Seeks a high total return through a Asset combination of capital appreciation and dividend income by investing in the common stocks of the five companies with the lowest per share stock price of the ten companies in each of The Dow Jones Industrial AverageSM, the Financial Times Industrial Ordinary Share Index and the Hang Seng Index, respectively, that have the highest dividend yields in the respective index on a pre-determined selection date.

  Jackson National Asset Management, LLC (and First Trust Advisors L.P.)

First Trust/JNL Target 25   Seeks a high total return through a combination of capital appreciation and dividend income by investing in the common stocks of 25 companies selected from a pre-screened subset of the stocks listed on the New York Stock Exchange on a pre-determined selection date.

  Jackson National Asset Management, LLC (and First Trust Advisors L.P.)

First Trust/JNL Target Small-Cap   Seeks a high total return through capital appreciation by investing in a portfolio of common stocks of 40 small capitalization companies selected from a pre-screened subset of the common stocks listed on the New York Stock Exchange, the American Stock Exchange or the Nasdaq Stock Market on a pre-determined selection date.

  Jackson National Asset Management, LLC (and First Trust Advisors L.P.)

       
    The investment objectives and policies of certain of the Funds are similar to the investment objectives and policies of other mutual funds that the Fund’s investment sub-advisers also manage. Although the objectives and policies may be similar, the investment results of the Funds may be higher or lower than the result of those other mutual funds. We cannot guarantee, and make no representation, that the investment results of similar funds will be comparable even though the funds have the same investment advisers. The Funds described are available only through variable annuity Contracts issued by Jackson National. They are NOT offered or made available to the general public directly.

 
    A Fund’s performance may be affected by risks specific to certain types of investments, such as foreign securities, derivative investments, non-investment grade debt securities, initial public offerings (IPOs) or companies with relatively small market capitalizations. IPOs and other investment techniques may have a magnified performance impact on a Fund with a small asset base. A Fund may not experience similar performance as its assets grow.

 
    You should read the prospectuses for the JNL Series Trust and the JNL Variable Fund LLC carefully before investing. Additional Funds and Investment Divisions may be available in the future.

 
    Voting Privileges. To the extent required by law, we will obtain instructions from you and other owners about how to vote our shares of a Fund when there is a vote of shareholders of a Fund. We will vote all the shares we own in proportion to those instructions from owners.

 
    Substitution. We reserve the right to substitute a different Fund or a different mutual fund for the one in which any Investment Division is currently invested, or transfer money to the General Account. We will not do this without any required approval of the SEC. We will give you notice of any substitution.  
       
     

CONTRACT CHARGES

    There are charges associated with your Contract that reduce the investment return of your Contract. These charges may be a lesser amount where required by state law or as described below, but will not be increased. These charges (and certain other expenses) are as follows:

 
Your Contract’s charges compensate us for our expenses of selling and administering your Contract and for the services and benefits we provide and the mortality and expense risks we assume under the Contracts.   Mortality and Expense Risk Charges. Each day, as part of our calculation of the value of the accumulation units and annuity units, we make a deduction for mortality and expense risk charges. On an annual basis, these charges equal 1.00% of the average daily net asset value of your allocations to the Investment Divisions. This charge does not apply to the Fixed Accounts.

 
    This charge compensates us for the risks we assume in connection with all the Contracts, not just your Contract. Our mortality risks under the Contracts arise from our obligations:

 
      • to make income payments for the life of the annuitant during the income phase;

      • to waive the withdrawal charge in the event of the owner's death; and

      •to provide a basic death benefit prior to the Income Date.

    Our expense risks under the Contracts include the risk that our actual cost of administering the Contracts and the Investment Divisions may exceed the amount that we receive from the administration charge and the annual contract maintenance charge. Included among these expense risks are those that we assume in connection with waivers of withdrawal charges under the Terminal Illness Benefit, the Specified Conditions Benefit and the Extended Care Benefit.

 
    Annual Contract Maintenance Charge. During the accumulation phase, we deduct a $35 ($30 in Washington) annual contract maintenance charge on each anniversary of the Issue Date (the date your Contract was issued). We will also deduct the annual contract maintenance charge if you make a total withdrawal. This charge is for administrative expenses. The annual contract maintenance charge will be assessed on the Contract anniversary or upon full withdrawal and is taken from the Investment Divisions and Fixed Account options based on the proportion their respective value bears to the contract value less the sum of the Indexed Fixed Option Minimum Values. This charge will be deducted from the Indexed Fixed Options only when the charge exceeds the value of the funds in the Investment Divisions and the Fixed Account options. We will not deduct this charge if, when the deduction is to be made, the value of your Contract is $50,000 or more.

 
    Administration Charge. Each day, as part of our calculation of the value of the accumulation units and annuity units, we make a deduction for administration charges. On an annual basis, these charges equal 0.15% of the average daily net asset value of your allocations to the Investment Divisions. This charge does not apply to the Fixed Accounts. This charge compensates us for our expenses incurred in administering the Contracts and the Separate Account. If the initial premium equals $1,000,000 or more, we will waive the Administration Charge. However, we reserve the right to reverse this waiver and reinstate the Administration Charge if withdrawals are made in the first Contract year that result in the contract value falling substantially below $1,000,000, as determined by us.

 
    Transfer Charge. You must pay $25 for each transfer in excess of 15 in a Contract year. This charge is deducted from the amount that is transferred prior to the allocation to the new Allocation Option. We waive the transfer charge in connection with dollar cost averaging, rebalancing transfers and any transfers we require and we may charge a lesser fee where required by state law.

 
•Withdrawal charges apply to partial withdrawals in excess of free withdrawal amounts and to any total withdrawal.
•Free withdrawals do not reduce the total withdrawal charges applicable to a total withdrawal.
•Withdrawal charges also apply at the Income Date if it is within one year of your Issue Date.
  Withdrawal Charge. At any time during the accumulation phase (if and to the extent that contract value is sufficient to pay any remaining withdrawal charges that remain after a withdrawal), you may withdraw the following with no withdrawal charge:

 
      premiums that are no longer subject to a withdrawal charge (premiums in your annuity for at least seven (three for the three-year withdrawal charge option or five for the five-year withdrawal charge option) years without being withdrawn), plus

      earnings (excess of your contract value allocated to the Investment Divisions and the Guaranteed Fixed Accounts over your remaining premiums allocated to those accounts)

      • during each Contract year 10% (20% if you have elected the 20% Additional Free Withdrawal endorsement) of premium (excluding premium in the Indexed Fixed Option) that remains subject to withdrawal charges and has not been previously withdrawn (this can be withdrawn at once or in segments throughout the Contract year), minus earnings.

    We will deduct a withdrawal charge on:

 
      • withdrawals in excess of the free withdrawal amounts, or

      • amounts withdrawn in a total withdrawal, or

      • amounts applied to income payments on an Income Date that is within one year of the issue date.

    The amount of the withdrawal charge deducted varies (depending upon whether you have elected the Three-Year Withdrawal Charge Period or the Five-Year Withdrawal Charge Period endorsement and how many years prior to the withdrawal you made the premium payment(s) you are withdrawing) according to the following schedule:  

Withdrawal Charge (as a percentage of premium payments):

Completed Years since Receipt of Premium 0   1   2   3   4   5   6   7+  
Withdrawal Charge 8.5%   8%   7%   6%   5%   4%   2%   0  
Withdrawal Charge if Five-Year Period is Elected 8%   7%   6%   4%   2%   0   0   0  
Withdrawal Charge if Three-Year Period is Elected 7.5% 6.5% 5% 0 0 0 0 0

       
    For purposes of the withdrawal charge, we treat withdrawals as coming first from earnings and then from the oldest remaining premium. If you make a full withdrawal, or elect to commence income payments within one year of the date your Contract was issued, the withdrawal charge is based on premiums remaining in the Contract and no free withdrawal amount applies. If you withdraw only part of the value of your Contract, we deduct the withdrawal charge from the remaining value in your Contract. The withdrawal charge compensates us for costs associated with selling the Contracts.  
       
    Amounts allocated to an Indexed Fixed Option are not subject to this withdrawal charge. The withdrawal charge applicable to amounts held in that option is described on page 48 and in the supplementary materials and your Contract.  
       
    Note: Withdrawals under a non-qualified Contract will be taxable on an “income first” basis. This means that any withdrawal from a non-qualified Contract that does not exceed the accumulated income under the Contract will be taxable in full. Any withdrawals under a tax-qualified Contract will be taxable except to the extent that they are allocable to an investment in the Contract (any after-tax contributions). In most cases, there will be little or no investment in the Contract for a tax-qualified Contract because contributions will have been made on a pre-tax or tax-deductible basis.

 
    We do not assess the withdrawal charge on any amounts paid out as:

 
      • income payments (but the withdrawal charge is deducted at the Income Date if income payments are commenced in the first Contract year);

      • death benefits;

      •withdrawals necessary to satisfy the minimum distribution requirements of the Internal Revenue Code;

      • if permitted by your state, withdrawals of up to $250,000 from the Separate Account or from the Fixed Accounts (excluding amounts in the Indexed Fixed Option) if you incur a terminal illness or if you need extended hospital or nursing home care as provided in your Contract; or

      • if permitted by your state, withdrawals of up to 25% of your contract value from the Separate Account or the Fixed Account (excluding amounts in the Indexed Fixed Option) (12½% for each of two joint owners) if you incur certain serious medical conditions specified in your Contract.
       
    We may reduce or eliminate the amount of the withdrawal charge when the Contract is sold under circumstances that reduce our sales expense. Some examples are: the purchase of a Contract by a large group of individuals or an existing relationship between us and a prospective purchaser. We may not deduct a withdrawal charge under a Contract issued to an officer, director, agent or employee of Jackson National or any of our affiliates. For internal exchanges we will waive the withdrawal charge on existing contracts that have a surrender charge of 7% or less.  
       
    Earnings Protection Benefit Charge. If you select the Earnings Protection Benefit Endorsement, you will pay us a charge that equals 0.30% on an annual basis of the average daily net asset value of your allocations to the Investment Divisions. We stop deducting this charge on the date you annuitize.

 
Charges for benefits provided in optional endorsements only apply if you elect those endorsements.   Contract Enhancement Charge. If you select one of the Contract Enhancements, then for a period of seven Contract years (five for the 2% Contract Enhancement) a charge will be imposed based upon the average daily net asset value of your allocations to the Investment Divisions. These charges will also be assessed against any amounts you have allocated to the Guaranteed Fixed Accounts by reducing credited rates (but not below 3%, assuming no withdrawals). The amounts of these charges (or reductions in credited rates) depends upon which of the Contract Enhancements you select:

  Contract Enhancement 2% 3% 4%
  Charge (on an annual basis) 0.395% 0.42% 0.56%


       
    Contract Enhancement Recapture Charge. If you select a Contract Enhancement and then make a partial or total withdrawal from your Contract in the first seven years (five years for the 2% Contract Enhancement) since the premium payment withdrawn was made, you will pay a Contract Enhancement recapture charge that reimburses us for all or part of the Contract Enhancements that we credited to your Contract based on your first year payments. The amounts of these charges are as follows:

Contract Enhancement Recapture Charge (as a percentage of the corresponding first year premium payment withdrawn if an optional Contract Enhancement is selected)
Completed Years Since Receipt of Premium19 0 1 2 3 4 5 6 7+


Recapture Charge (2% Credit)
2% 2% 1.25% 1.25% 0.5% 0 0 0


Recapture Charge (3% Credit)
3% 3% 2% 2% 2% 1% 1% 0


Recapture Charge (4% Credit)
4% 4% 2.5% 2.5% 2.5% 1.25% 1.25% 0
       
    We do not assess the recapture charge on any amounts paid out as:

 
      • death benefits;

      • withdrawals taken under the additional free withdrawal provision;

      • withdrawals necessary to satisfy the minimum distribution requirements of the Internal Revenue Code;

      • if permitted by your state, additional withdrawals of up to $250,000 from the Separate Account or from the Fixed Accounts (excluding amounts in the Indexed Fixed Option) if you incur a terminal illness or if you need extended hospital or nursing home care as provided in your Contract; or

      • if permitted by your state, additional withdrawals of up to 25% of your contract value from the Separate Account or the Fixed Accounts (excluding amounts in the Indexed Fixed Option) (12½% for each of two joint owners) if you incur certain serious medical conditions specified in your Contract.
       
    Guaranteed Minimum Income Benefit Charge. If you select the Guaranteed Minimum Income Benefit, on a calendar quarter basis, you will pay .10% of the Guaranteed Minimum Income Benefit (GMIB) Benefit Base. This charge is deducted from the contract value at the end of each calendar quarter and upon termination of the GMIB on a pro-rata basis using the GMIB Benefit Base as of the date of termination and the number of days since the last deduction. The first GMIB charge will be deducted on a pro-rata basis from the issue date to the end of the first calendar quarter after the issue date. The GMIB Benefit Base is explained on page 54 below. You should be aware that the GMIB charge will be deducted even if you never use the benefit, and it only applies to certain optional income payments.

    Guaranteed Minimum Withdrawal Benefit Charge. If you select the Guaranteed Minimum Withdrawal Benefit, you will pay .35% on an annual basis of the average daily net asset value of your allocations to the Investment Divisions. This charge will increase to .55% upon the first election of a “step-up.” We reserve the right to prospectively increase the charge on new issues, upon election of the benefit after issue or upon any election of any “step-up” subject to a maximum charge of .70%. The “step-up” is explained on page 51 below. We stop deducting this charge upon the earliest of either the date you annuitize or if your contract value falls to zero.

 

       
    Optional Death Benefit Charges. If you select one of the five optional death benefits available under your Contract, you will pay 0.25%, 0.30%, 0.40%, 0.45% or 0.55% on an annual basis of the average daily net asset value of your allocations to the Investment Divisions, depending on which of the five death benefit options you select. For Contracts issued prior to August 18, 2003, you will pay 0.15% or 0.25% on an annual basis of the average daily net asset value of your allocations to the Investment Divisions, depending on which of the three death benefit options you select. We stop deducting this charge on the date you annuitize.

 

    Three-Year Withdrawal Charge Period. If you select the optional three-year withdrawal charge period feature, you will pay 0.45% on an annual basis of the average daily net asset value of your allocations to the Investment Divisions. We stop deducting this charge on the date you annuitize.

 

    Five-Year Withdrawal Charge Period. If you select the optional five-year withdrawal charge period feature, you will pay 0.30% on an annual basis of the average daily net asset value of your allocations to the Investment Divisions. We stop deducting this charge on the date you annuitize.

 

    20% Additional Free Withdrawal Charge. If you select the optional feature that permits you to withdraw up to 20% of premiums (excluding premiums allocated to the Indexed Fixed Option) that are still subject to a withdrawal charge minus earnings during a Contract year without a withdrawal charge, you will pay 0.30% on an annual basis of the average daily net asset value of your allocations to the Investment Divisions. We stop deducting this charge on the date you annuitize.

 

    Commutation Fee. If you make a total withdrawal from your Contract after income payments have commenced under income option 4, or if after your death during the period for which payments are guaranteed to be made under income option 3 your beneficiary elects to receive a lump sum payment, the amount received will be reduced by (a) minus (b) where:

 

      • (a) = the present value of the remaining income payments (as of the date of calculation) for the period for which payments are guaranteed to be made, discounted at the rate assumed in calculating the initial payment; and

      • (b) = the present value of the remaining income payments (as of the date of calculation) for the period for which payments are guaranteed to be made, discounted at a rate no more than 1.00% higher than the rate used in (a).

    Other Expenses. We pay the operating expenses of the Separate Account, including those not covered by the mortality and expense and administrative charge. There are deductions from and expenses paid out of the assets of the Funds. These expenses are described in the attached prospectuses for the JNL Series Trust and the JNL Variable Fund LLC.

 

    Certain Funds pay Jackson National Asset Management, LLC, the adviser, an administrative fee for certain services provided to the Fund by the adviser. The Janus/JNL Global Equities Fund, JPMorgan/JNL International Value Fund, the Mellon Capital Management/JNL International Index Fund, the Oppenheimer/JNL Global Growth Fund, the Putnam/JNL International Equity Fund and all of the First Trust/JNL Funds except the First Trust/JNL Global Target 15 Fund pay an administrative fee of .15%; the First Trust/JNL Global Target 15 Fund pays an administrative fee of .20%; the nine S&P/JNL Funds pay an administrative fee of .05%; the other Funds pay a .10% administrative fee. The Management and Administrative Fee and the Total Fund Annual Expenses columns in the Fund Annual Expenses table reflect the inclusion of any applicable administrative fee.

 

If your state or the federal government tax us because of your Contract, we charge you for those taxes.   Premium Taxes. Some states and other governmental entities charge premium taxes or other similar taxes. We pay these taxes and may make a deduction from your contract values for them. Premium taxes generally range from 0% to 3.5% (the amount of state premium tax, if any, will vary from state to state), depending on the state.  

    Income Taxes. We reserve the right, when calculating unit values, to deduct a credit or charge with respect to any taxes we have paid or reserved for during the valuation period that we determine to be attributable to the operation of an Investment Division. No federal income taxes are applicable under present law and we are not presently making any such deduction.

 

    Distribution of Contracts. Jackson National Life Distributors, Inc., located at 401 Wilshire Boulevard, Suite 1200, Santa Monica, California 90401, serves as the distributor of the Contracts. Jackson National Life Distributors, Inc. is a wholly owned subsidiary of Jackson National.

 

       
We pay brokers commissions for selling Contracts.   Commissions are paid to broker-dealers who sell the Contracts. While commissions may vary, they are not expected to exceed 8% of any premium payment. Where lower commissions are paid, we may also pay trail commissions. We may also pay commissions on the Income Date if the annuity option selected involves a life contingency or a payout over a period of ten or more years. Under certain circumstances, we may pay bonuses, overrides, and marketing allowances, in addition to the standard commissions. We may, under certain circumstances where permitted by applicable law, pay a bonus to a Contract purchaser to the extent the broker-dealer waives its commission. Contract purchasers should inquire of the representative if such bonus is available to them and its compliance with applicable law. If you elect the optional Three Year Withdrawal Charge Period endorsement, a lower commission will be paid to the registered representative who sells you your contract than if you elect to purchase the product without that endorsement. We may use any of our corporate assets to cover the cost of distribution, including any profit from the Contract’s mortality and expense risk charge and other charges. We are affiliated with the following broker-dealers:

       
      • National Planning Corporation,

      • SII Investments, Inc.,

      • IFC Holdings, Inc. D/B/A Invest Financial Corporation, and

      • Investment Centers of America, Inc.


       
     

PURCHASES

    Minimum Initial Premium:

 
      • $5,000 under most circumstances.

      • $2,000 for a qualified plan Contract.

    Minimum Additional Premiums:

 
      • $500 for a qualified or non-qualified plan.

      • $50 for an automatic payment plan.

      • You can pay additional premiums at any time during the accumulation phase.

    These minimums apply to purchases, but do not preclude subsequent partial withdrawals that would reduce contract values below the minimum initial purchase amounts, as long as the amount left in the account is sufficient to pay the withdrawal charge. The minimum you may allocate to a Guaranteed Fixed Account or Investment Division is $100. There is a $100 minimum balance requirement for each Guaranteed Fixed Account and Investment Division. The Indexed Fixed Option has initial and subsequent allocation minimums of $5,000. We reserve the right to restrict availability or impose restrictions on the Guaranteed Fixed Accounts and Indexed Fixed Account.

 
    Maximum Premiums:

 
      • The maximum aggregate premiums you may make without our prior approval is $1 million.

    The payment of subsequent premium payments relative to market conditions at the time they are made may or may not contribute to the various benefits under your Contract, including the enhanced death benefit, the GMIB and the GMWB.

 
You may select no more than 18 Allocation Options (Investment Divisions plus the Fixed Accounts) at any one time.   Allocations of Premium. You may allocate your premiums to one or more of the Allocation Options. Each allocation must be a whole percentage between 0% and 100%. We will allocate any additional premiums you pay in the same way unless you instruct us otherwise. These allocations will be subject to our minimum allocation rules.

 
    Although more than 18 Investment Divisions are available under your Contract, you may not allocate your contract values among more than 18 Allocation Options at any one time.

 
    We will issue your Contract and allocate your first premium within two business days (days when the New York Stock Exchange is open) after we receive your first premium and all information that we require for the purchase of a Contract. If we do not receive all of the information that we require, we will contact you to get the necessary information. If for some reason we are unable to complete this process within five business days, we will either return your money or get your permission to keep it until we receive all of the required information.

 
    Each business day ends when the New York Stock Exchange closes, usually 4:00 p.m. Eastern time.

 
Optional Contract Enhancements are most suitable if you intend to make only your initial premium payment.   Optional Contract Enhancements. If you elect one of our optional Contract Enhancement endorsements, then at the end of any business day in the first Contract year when we receive a premium payment, we will credit your contract values with an additional 2%, 3% or 4% of your payment, depending upon which Contract Enhancement you have selected. There is a charge that is assessed against the Investment Divisions and the Guaranteed Fixed Accounts for the Contract Enhancements whose amount depends upon which Contract Enhancement you elect. Allocations to the Indexed Fixed Option are not permitted in the first seven years (five years for the 2% Contract Enhancement). We will also impose a Contract Enhancement recapture charge if you

 
      • make withdrawals in excess of the free withdrawals permitted by your Contract (or an additional free withdrawal endorsement if elected),

      • elect to receive payment under an income option, or

      • return your Contract during the Free Look period.

    The amount and duration of the recapture charge depends upon which Contract Enhancement you elect. We will not impose the Contract Enhancement recapture charge if your withdrawal is made for certain health-related emergencies, withdrawals of earnings, withdrawals in accordance with an additional free withdrawal, amounts paid out as death benefits or to satisfy minimum distribution requirements of the Internal Revenue Code. We expect to make a profit on these charges for the Contract Enhancements. Examples in Appendix B may assist you in understanding how recapture charges for the Contract Enhancement options work.

    Your contract value will reflect any gains or losses attributable to a Contract Enhancement described above. Contract Enhancements, and any gains or losses attributable to a Contract Enhancement, distributed under your Contract will be considered earnings under the Contract for tax purposes.

    Asset-based charges are deducted from the total value of the Separate Account. In addition, for the Guaranteed Fixed Accounts, the Contract Enhancement charge lowers the credited rate that would apply if the Contract Enhancement had not been elected. Therefore, your Contract incurs charges on the entire amounts included in your Contract, which includes premium payments made in the first seven Contract years (five for the 2% Contract Enhancement), the Contract Enhancement and the earnings, if any, on such amounts for the first seven Contract years (five for the 2% Contract Enhancement). As a result, the aggregate charges assessed will be higher than those that would be charged if you did not elect a Contract Enhancement. Accordingly, it is possible that upon surrender, you will receive less money back than you would have if you had not elected a Contract Enhancement. We will impose a Contract Enhancement recapture charge if you make withdrawals in the first seven years (five years for the 2% Contract Enhancement) after a first year premium payment. We expect to profit from certain charges assessed under the Contract, including the withdrawal charge, the mortality and expense risk charge and the Contract Enhancement charge.

    If you elect the Contract Enhancement and then make more than relatively small premium payments during Contract years two through seven (five for the 2% Contract Enhancement), you would likely have lower account values than if you had not elected the Contract Enhancement. Thus, the Contract Enhancement is suitable only for those who expect to make substantially all of their premium payments in the first Contract year. Charges for the Contract Enhancement are not assessed after the seventh Contract year (fifth for the 2% Contract Enhancement).

    The increased contract value resulting from a Contract Enhancement is reduced during the first seven Contract years (five for the 2% Contract Enhancement) by the operation of the Contract Enhancement Charge. If you make premium payments only in the first Contract year and do not make a withdrawal during the first seven years (five for the 2% Contract Enhancement), at the end of the seven-year period (five for the 2% Contract Enhancement) that the Contract Enhancement Charge is applicable, the contract value will be equal to or slightly higher than if you had not selected the Contract Enhancement endorsement, regardless of investment performance. Contract values may also be higher if you pay additional premium payments in the first Contract year, because those additional amounts will be subject to the Contract Enhancement charge for less than seven full years (five for the 2% Contract Enhancement).

    In the first seven Contract years (five for the 2% Contract Enhancement), the Contract Enhancement typically will be beneficial (even in circumstances where cash surrender value may not be higher than Contracts without the Contract Enhancement) in the following circumstances:

 
      • death benefits computed on the basis of contract value;

      • withdrawals taken under the 10% additional free withdrawal provision (or the 20% Additional Free Withdrawal Endorsement, if elected);

      • withdrawals necessary to satisfy the minimum distribution requirements of the Internal Revenue Code;

      • if permitted by your state, withdrawals under our:

       
           • Terminal Illness Benefit;
     • Specified Conditions Benefit; or
     • Extended Care Benefit. (See pages 47-48 below.)

       
    You may not elect the 3% or 4% Contract Enhancement Endorsements with the 20% Additional Free Withdrawal option.

    If you purchased your Contract between March 18, 2003 and June 3, 2003, the 3% and 4% Contract Enhancements were not available and the Five- Year Withdrawal Charge Period endorsement could not be elected with the 2% Contract Enhancement.

    If you purchased your Contract between June 4, 2003 and August 17, 2003, the three, five and seven year Guaranteed Fixed Accounts were not available if the 3% or 4% contract enhancement was selected.

    If you purchased your Contract between July 14, 2003 and August 17, 2003, the three, five and seven year Guaranteed Fixed Accounts were not available if the 2% contract enhancement was selected.

       
    Capital Protection Program. If you select our Capital Protection Program, we will allocate enough of your premium to the Guaranteed Fixed Account you select to assure that the amount so allocated will equal, at the end of a selected period of 1, 3, 5, or 7 years, your total original premium paid. You may allocate the rest of your premium to any Investment Division(s). If any part of the Guaranteed Fixed Account value is surrendered or transferred before the end of the selected guaranteed period, the value at the end of that period will not equal the original premium. This program is available only if Guaranteed Fixed Account Options are available. You should consult your JNL representative with respect to the current availability of Guaranteed Fixed Accounts, their limitations, and the availability of the Capital Protection program.

 
    For an example of Capital Protection, assume you made a premium payment of $10,000 when the interest rate for the three-year guaranteed period was 3.00% per year. We would allocate $9,152 to that guarantee period because $9,152 would increase at that interest rate to $10,000 after three years, assuming no withdrawals are taken. The remaining $848 of the payment would be allocated to the Investment Division(s) you selected.

 
    Alternatively, assume Jackson National receives a premium payment of $10,000 when the interest rate for the 7-year period is 6.75% per year. Jackson National will allocate $6,331 to that guarantee period because $6,331 will increase at that interest rate to $10,000 after 7 years. The remaining $3,669 of the payment will be allocated to the Investment Division(s) you selected.

 
    Thus, as these examples demonstrate, the shorter guarantee periods require allocation of substantially all your premium to achieve the intended result. In each case, the results will depend on the interest rate declared for the guarantee period.

       
    If you purchased your Contract between June 4, 2003 and August 17, 2003 and you purchased the 3% or 4% Contract Enhancement, the Capital Protection Program is not available.

       
The value of your allocations to Investment Divisions is measured in “accumulation units.”   Accumulation Units. Your contract value allocated to the Investment Divisions will go up or down depending on the performance of the Investment Divisions you select. In order to keep track of the value of your Contract during the accumulation phase, we use a unit of measure called an “accumulation unit.” During the income phase we use a measure called an “annuity unit.”

 
    Every business day, we determine the value of an accumulation unit for each of the Investment Divisions by:

 
      • determining the total amount of assets held in the particular Investment Division;

      • subtracting any charges and taxes chargeable under the Contract; and

      • dividing this amount by the number of outstanding accumulation units.

    The value of an accumulation unit may go up or down from day to day and may be different for different charges.

 
    When you make a premium payment, we credit your Contract with accumulation units. The number of accumulation units we credit is determined at the close of that business day by dividing the amount of the premium allocated to any Investment Division by the value of the accumulation unit for that Investment Division.

 
     

TRANSFERS

You may make up to 15 free transfers per Contract year.   You may transfer your contract value among the Investment Divisions at any time, but transfers between an available Fixed Account option and an Investment Division must occur prior to the Income Date. Transfers from the Fixed Account will be subject to any applicable excess interest adjustment, and transfers from the Indexed Fixed Option are not permitted until the end of the Indexed Fixed Option period. There may be periods when we do not offer any Fixed Accounts, or when we impose special transfer requirements on the Fixed Accounts. If a renewal occurs within one year of the Income Date, the Company will credit interest up to the Income Date at the then Current Interest Rate for the Guaranteed Fixed Account Option. You can make 15 transfers every Contract year during the accumulation phase without charge.

 
We reserve the right to modify your transfer rights if we believe it is necessary to prevent disadvantage to other owners.   A transfer will be effective as of the end of the business day when we receive your transfer request in good order, subject to guidelines related to transfers in and out of the Indexed Fixed Option as described in the Contract and the supplementary materials.  
       
    If you purchased your Contract between June 4, 2003 and August 17, 2003 and you purchased the 3% or 4% Contract Enhancement, transfers are not allowed from the investment divisions to the Guaranteed Fixed Accounts.

 
    If you purchased your Contract between July 14, 2003 and August 17, 2003 and you purchased the 2% Contract Enhancement, transfers are not allowed from the investment divisions to the Guaranteed Fixed Accounts.

       
    Restrictions on Transfers. To the extent permitted by applicable law, we reserve the right to restrict the number of transfers per year that you can request and to restrict you from making transfers on consecutive business days. In addition, your right to make transfers among Investment Divisions may be modified if we determine that the exercise by one or more Contract owners is, or would be, to the disadvantage of other owners. Restrictions may be applied in any manner reasonably designed to prevent any use of the transfer right which we consider to be to the disadvantage of other owners. A modification could be applied to transfers to or from one or more of the Investment Divisions, and could include, but are not limited to:

 

      • requiring a minimum time period between each transfer;

      • limiting transfer requests from an agent acting on behalf of one or more Contract owners or under a power of attorney on behalf of one or more Contract owners; or

      • limiting the dollar amount that you may transfer at any one time.

      TELEPHONE AND INTERNET TRANSACTIONS

You may transfer your contract values among allocation options by telephone or via the Internet, but withdrawal requests and income payment elections must be in writing.   The Basics. You can request certain transactions by telephone or at www.jnl.com, our Internet Web site. Our Customer Service representatives are available during business hours to provide you with information about your account. We require that you provide proper identification before performing transactions over the telephone or through our Internet Web site. For Internet transactions, this will include a Personal Identification Number (PIN). You may establish or change your PIN at www.jnl.com.

    What You Can Do and How. You may make transfers by telephone or through the Internet unless you elect not to have this privilege. Any authorization you provide to us in an application, at our Web site, or through other means will authorize us to accept transaction instructions, including Investment Division transfers/allocations, by you and your financial representative unless you notify us to the contrary. To notify us, please call us at the Service Center number referenced in your Contract or on your quarterly statement.

    What You Can Do and When. When authorizing a transfer, you must complete your telephone call by the close of the New York Stock Exchange (usually 4:00 p.m. Eastern time) in order to receive that day’s accumulation unit value for an Investment Division.

    Transfer instructions you send electronically are considered to be received by us at the time and date stated on the electronic acknowledgement we return to you. If the time and date indicated on the acknowledgement is before the close of the New York Stock Exchange, the instructions will be carried out that day. Otherwise the instructions will be carried out the next business day. We will retain permanent records of all Web-based transactions by confirmation number. If you do not receive an electronic acknowledgement, you should telephone our Service Center immediately.

    How to Cancel a Transaction. Telephone or Internet transfer requests may currently only be cancelled by calling the Service Center before the close of the New York Stock Exchange on the day the transaction will be processed.

    Our Procedures. Our procedures are designed to provide reasonable assurance that telephone or any other electronic authorizations are genuine. Our procedures include requesting identifying information and tape-recording telephone communications. We and our affiliates disclaim all liability for any claim, loss or expense resulting from any alleged error or mistake in connection with a transaction requested by telephone or other electronic means that you did not authorize. However, if we fail to employ reasonable procedures to ensure that all requested transactions are properly authorized, we may be held liable for such losses.

    We do not guarantee access to telephonic and electronic information or that we will be able to accept transaction instructions via the telephone or electronic means at all times. We also reserve the right to modify, limit, restrict, or discontinue at any time and without notice the acceptance of instruction from someone other than you and/or this telephonic and electronic transaction privilege. Elections of any optional benefit or program must be in writing and will be effective upon receipt of the request in good order.

     

ACCESS TO YOUR MONEY

      You can have access to the money in your Contract:

      • by making either a partial or complete withdrawal,

      • by electing the Systematic Withdrawal Program,

      • by electing the Guaranteed Minimum Withdrawal Benefit, or

      • by electing to receive income payments.

    Your beneficiary can have access to the money in your Contract when a death benefit is paid.

    When you make a complete withdrawal you will receive the value of your Contract on the day your request is received by us, minus any applicable tax, annual contract maintenance charge, charges due under any optional endorsement and all applicable withdrawal charges, adjusted for any applicable Excess Interest Adjustment.

    Your withdrawal request must be in writing. We will accept withdrawal requests submitted via facsimile. There are risks associated with not requiring original signatures in order to disburse Contract-owner monies.

       
    Except in connection with the systematic withdrawal program, you must withdraw at least $500 or, if less, the entire amount in the Guaranteed Fixed Account or Investment Division from which you are making the withdrawal. After your withdrawal, you must have at least $100 left in the Guaranteed Fixed Account or Investment Division. Amounts may not be withdrawn from the Indexed Fixed Option until all other amounts under the Contract have been withdrawn.  
       
    Income taxes, tax penalties and certain restrictions may apply to any withdrawal you make. There are limitations on withdrawals from qualified plans. See “Taxes.”

 

Withdrawals may be taxed, including a possible penalty tax if you are under age 59½.   Waiver of Withdrawal Charges for Certain Emergencies. We will waive the withdrawal charge (withdrawals from the Investment Divisions and the Guaranteed Fixed Account), but not any excess interest adjustment that would otherwise apply in certain circumstances by providing you, at no charge, the following:

      Terminal Illness Benefit, under which we will waive any withdrawal charges on amounts of up to $250,000 of your contract value from the Separate Account and from the Fixed Accounts (excluding amounts in the Indexed Fixed Option) that you withdraw after providing us with a physician’s statement that you have been diagnosed with an illness that will result in your death within 12 months;

      Specified Conditions Benefit, under which you may make a one-time withdrawal of up to 25% (for joint owners, this benefit applies to each of them for 12½%) of your contract value from the Separate Account and from the Fixed Accounts (excluding amounts in the Indexed Fixed Option) with no withdrawal charge after having provided us with a physician’s statement that you have been diagnosed with one of the following conditions:

We will waive withdrawal charges in several situations where you need money for health care.          • Heart attack

           • Stroke

           • Coronary artery surgery

           • Life-threatening cancer

           • Renal failure or

           • Alzheimer's disease; and

      Extended Care Benefit, under which we will waive any withdrawal charges on amounts of up to $250,000 of your contract value from the Separate Account and from the Fixed Account (excluding amounts in the Indexed Fixed Option) that you withdraw after providing us with a physician’s statement that you have been confined to a nursing home or hospital for 90 consecutive days, beginning at least 30 days after your Contract was issued.

    You may exercise these benefits once under your Contract.  
       
    Optional Three-Year Withdrawal Charge Period. You may elect an endorsement to your Contract that substitutes for the Contract’s usual seven-year withdrawal period a three-year withdrawal period with withdrawal charges in contribution years one through three of 7.5%, 6.5% and 5%, respectively, and 0% thereafter. The charge for this optional feature on an annualized basis is 0.45% of average daily net asset value of your allocations to the Investment Divisions. If you elect the optional Three Year Withdrawal Charge Period endorsement, a lower commission will be paid to the registered representative who sells you your contract than if you elect to purchase the product without that endorsement. You may not elect this option if you elect the Five-Year Withdrawal Charge endorsement or the 20% Additional Free Withdrawal endorsement. In addition, the Indexed Fixed Option is not available if you select the Three-year Withdrawal Charge period.

 
    Optional Five-Year Withdrawal Charge Period. You may elect an endorsement to your Contract that substitutes for the Contract’s usual seven-year withdrawal period a five-year withdrawal period with withdrawal charges in contribution years one through five of 8%, 7%, 6%, 4% and 2%, respectively, and 0% thereafter. The charge for this optional feature on an annualized basis is 0.30% of average daily net asset value of your allocations to the Investment Divisions. If you elect the Optional Five- Year Withdrawal Charge Period and the Indexed Fixed Option, the withdrawal charge for the Indexed Fixed Option which normally has a 7-year schedule (8.5, 8, 7, 6, 5, 4, 2) will be modified to a 5-year schedule (8, 7, 6, 4, 2, 0). We reserve the right to restrict the percent of premium that may be allocated to the IFO. You may not elect this option if you elect the Three-Year Withdrawal Charge endorsement.  
       
    The charges for the Five-year or Three-year Withdrawal Charge Period options continue for as long as one holds the Contract. The potential benefits of those options normally will persist for no more than four-to-six years, depending on performance (the greater the performance the less the benefit) and payment patterns (large subsequent payments in relation to the initial payment make the benefits persist for a longer time than for a Contract where only the initial payment is made). In the case of some surrenders in the third contact year, the Five-year Withdrawal Charge Period does not provide a benefit and may even impose a small detriment.

 
       
    If you purchased your Contract between March 18, 2003 and August 17, 2003, the Five- Year Withdrawal Charge Period endorsement could not be elected with the 2% Contract Enhancement.  
       
    20% Additional Free Withdrawal. If you elect the 20% Additional Free Withdrawal endorsement, you may withdraw an additional 20% of premiums that are subject to a withdrawal charge (excluding premiums allocated to the Indexed Fixed Option), minus earnings, during a Contract year without a withdrawal charge and you will pay 0.30% on an annual basis of the average daily net asset value of your allocations to the Investment Divisions. This endorsement will replace the 10% Additional Free Withdrawal. In addition, the 20% Free Withdrawal Endorsement is a liquidity feature that provides a benefit if you contemplate or need to take large withdrawals. The 20% Free Withdrawal Endorsement provides extra liquidity in any market environment but, when it is elected in combination with the GMWB, taking full advantage of the benefit in a declining market will have an adverse effect on the GMWB if your contract value falls below your Guaranteed Withdrawal Balance. Any time you use the 20% Free Withdrawal Endorsement when the amount of the withdrawal exceeds the GAWA and the contract value is less than the GWB, it is disadvantageous. You may not elect this option if you elect the 3% or 4% Contract Enhancement Endorsements or if you elect the Three-year Withdrawal Charge Period.
       
The GMWB permits you to make partial withdrawals, prior to the income date, that in total, equal the amount of net premium payments made. Read carefully the timing restrictions on election and the values that are used in calculating this benefit.   Guaranteed Minimum Withdrawal Benefit. The following description of the GMWB is supplemented by some examples in Appendix C that may assist you in understanding how the GMWB calculations are made in certain circumstances. The GMWB permits you to make partial withdrawals, prior to the Income Date that, in total, are guaranteed to equal the amount of net premium payments made (if elected after issue the contract value, less any recapture charges that would be paid were you to make a full withdrawal, will be used instead of the net premium payment at issue). The GMWB can be elected after issue during the 30 calendar day period prior to any Contract anniversary and will be effective as of the Contract anniversary following receipt of the request in good order. Once elected, the GMWB may not be terminated. We will continue to deduct the charge until the earliest of either annuitization or the date on which the contract value falls to zero. If you elect the GMWB when you purchase your Contract, your net premium payment will be used as the basis for determining the guaranteed amount available for partial withdrawals (the Guaranteed Withdrawal Balance (“GWB”)). If you elect the GMWB at a later date your contract value, less any recapture charges that would be paid were you to make a full withdrawal, on the date we add the endorsement will be used to determine the GWB. The GWB can never be more than $5 million. The GWB is reduced with each withdrawal you take. This will not be available for owners older than age 80 on the issue or election date. Availability may be limited to the issue date.  
       
    Once the GWB has been determined, we calculate the maximum annual partial withdrawal amount (Guaranteed Annual Withdrawal Amount (“GAWA”)). Upon election, the GAWA is equal to 7% of the GWB. The GAWA will not be reduced if partial withdrawals taken within any one Contract year do not exceed 7%. If you do not take 7% in one Contract year, you may not take more than 7% the next Contract year. If you withdraw more than the 7%, the guaranteed amount available may be less than the total premium payments and the GAWA may be reduced. The GAWA can be divided up and taken on a payment schedule that you request. You can continue to take the GAWA each Contract year until the GWB has been depleted.

 
    Although any withdrawal charges or adjustments are part of the amount of the partial withdrawals that are counted toward the 7% permissible annual withdrawals, the annual 10% free withdrawal feature will eliminate any withdrawal charges on those partial withdrawals. Any adjustments only apply if the partial withdrawals are from the Guaranteed Fixed Accounts.

 
    Any time a subsequent premium payment is made, we recalculate the GWB and the GAWA. Each time you make a premium payment, the GWB is increased by the amount of the net premium payment. When you make a subsequent premium payment, the GAWA will increase by 7% of the increase in the GWB. We reserve the right to restrict subsequent premium payments and the total GWB.

 
    If you withdraw more than the GAWA in any one Contract year, the GWB may be reduced by more than the amount of the withdrawal, and may be reset to equal the then current contract value. The GAWA may also be reduced.

 
    If the total of your partial withdrawals made in the current Contract year are greater than the GAWA, we will recalculate your GWB and your GAWA may be lower in the future. Recalculation of the GWB and GAWA may result in reducing or extending the payout period. Please refer to the examples in Appendix C for supplemental information about the impact of partial withdrawals.

 
    If the partial withdrawal plus all prior partial withdrawals made in the current Contract year is less than or equal to the GAWA, the GWB is equal to the greater of:

 
      • the GWB prior to the partial withdrawal less the partial withdrawal; or
      • zero.

    If the partial withdrawal plus all prior partial withdrawals made in the current Contract year is greater than the GAWA, the GWB is equal to the lesser of:

 
      • the contract value after the partial withdrawal, less any applicable recapture charges remaining after the partial withdrawal; or
      • the GWB prior to the partial withdrawal less the partial withdrawal, or zero, if greater.

    If all your partial withdrawals made in the current Contract year are less than or equal to the GAWA, the GAWA is the lesser of:

      • the GAWA prior to the partial withdrawal; or
      • the GWB after the partial withdrawal.

    If the partial withdrawal plus all prior partial withdrawals made in the current Contract year is greater than the GAWA, the GAWA is equal to the lesser of:

 
      • the GAWA prior to the partial withdrawal, or
      • the GWB after the partial withdrawal, or
      • 7% of the greater of:
           1.  the contract value after the partial withdrawal, less any applicable recapture charges remaining after the partial withdrawal; or
           2.  the GWB after the partial withdrawal.

    For purposes of these calculations, all partial withdrawals are assumed to be the total amount withdrawn, including any applicable charges and adjustments.

 
    Withdrawals made under the guarantee of this endorsement are considered to be the same as any other partial withdrawals for the purposes of calculating any other values under the Contract and any other endorsements. They are subject to the same restrictions and processing rules as described in the Contract.

 
    On or during the seven calendar day period following certain Contract anniversaries, you may choose to “step-up” the GWB to equal your contract value. The request will be processed and effective on the day we receive the request in good order. No request for a “step-up” will be processed after the seventh calendar day following the Contract anniversary. Your GAWA then becomes the greater of: (i) 7% of the contract value on the effective date of the “step-up” or (ii) the GAWA prior to the “step-up.” You would not choose a “step-up” if your current GWB is higher than your contract value.

 
    If you choose this benefit after your Contract is issued (availability may be limited to the issue date), the first “step-up” must be at least five years after the effective date of the endorsement. Subsequent “step-ups” may not be elected until the fifth Contract anniversary after the previous “step-up” and must be elected during the 7 calendar days following a Contract anniversary. On the first “step-up,” the GMWB charge will increase. Please see page 39. Before you decide to “step-up,” you should contact your JNL representative or the Annuity Service Center.

 
    Spousal Continuation. If the Contract is continued by the spouse the spouse retains all rights previously held by the owner and therefore may elect to add the GMWB feature to the Contract within the 30 days prior to any Contract anniversary following the continuation date of the original Contract’s issue date. The GMWB endorsement becomes effective on the Contract anniversary following receipt of the request in good order.

 
    If the spouse continues the Contract and the GMWB endorsement already applies to the Contract, the GMWB will continue and no adjustment will be made to the GWB or the GAWA at the time of continuation. Your spouse may elect to “step-up” on the continuation date. If the Contract is continued under the Special Spousal Continuation Option, the value applicable upon “step-up” is the contract value, including any adjustments applied on the continuation date. Any subsequent “step-up” must follow the “step-up” restrictions listed above (Contract anniversaries will continue to be based on the anniversary of the original Contract’s issue date).

 
    Surrender. If your Contract is surrendered, you will receive your Contract's contract value less any applicable charges and adjustments and not the GWB or the GAWA you would have received under the GMWB Endorsement. The GMWB is terminated.

 
    Contract Value Is Zero. If your contract value is reduced to zero as the result of a partial withdrawal or poor fund performance and the GWB after the withdrawal is greater than zero, the GWB will be paid to you on a periodic basis elected by you, which will be no less frequently than annually. The total annual payment will equal the GAWA, but will not exceed the current GWB. The total payments will not exceed the current GWB.

 
    All other rights under your Contract cease and we will no longer accept subsequent premium payments and all optional endorsements are terminated without value. Upon your death as the owner, your beneficiary will receive the scheduled payments. No other death benefit or Earnings Protection Benefit will be paid.

 
    Annuitization. If you decide to annuitize your Contract, you may choose the following income option instead of one of the other income options listed in your Contract:

 
    Fixed Payment Income Option. This income option provides payments in a fixed dollar amount for a specific number of years. The actual number of years that payments will be made is determined on the calculation date by dividing the GWB by the GAWA. Upon each payment, the GWB will be reduced by the payment amount. The total annual amount payable will equal the GAWA but will never exceed the current GWB. This annualized amount will be paid over the specific number of years in the frequency (no less frequently than annually) that you select. If you should die before the payments have been completed, the remaining payments will be made to the beneficiary.

 
    This income option may not be available if the Contract is issued to qualify under Sections 401, 403, 408 or 457 of the Internal Revenue Code. For such Contracts, this income option will only be available if the guaranteed period is less than the life expectancy of the annuitant at the time the option becomes effective.

 
    Effect of GMWB on Tax Deferral. The purchase of a GMWB may not be appropriate for the Owners of Contracts who have as a primary objective taking maximum advantage of the tax deferral that is available to them under an annuity Contract. Please consult your tax and financial advisors on this and other matters prior to electing the GMWB.

 
    You may NOT elect both the GMWB and the GMIB. If you have allocated funds to the Indexed Fixed Option, you may NOT elect the GMWB.

 
    Systematic Withdrawal Program. You can arrange to have money automatically sent to you periodically while your Contract is still in the accumulation phase. You will have to pay taxes on money you receive. You may be subject to a withdrawal charge and an excess interest adjustment.

 
    Suspension of Withdrawals or Transfers. We may be required to suspend or delay withdrawals or transfers to or from an Investment Division when:

 
      • the New York Stock Exchange is closed (other than customary weekend and holiday closings);

      • under applicable SEC rules, trading on the New York Stock Exchange is restricted;

      • under applicable SEC rules, an emergency exists so that it is not reasonably practicable to dispose of securities in an Investment Division or determine the value of its assets; or

      • the SEC, by order, may permit for the protection of owners.

    We have reserved the right to defer payment for a withdrawal or transfer from the Guaranteed Fixed Accounts and the Indexed Fixed Option for the period permitted by law, but not more than six months.

 
      INCOME PAYMENTS (THE INCOME PHASE)

In your Contract’s income phase, we make regular payments to you.   The income phase of your Contract occurs when you begin receiving regular income payments from us. The Income Date is the day those payments begin. Once income payments begin, the Contract cannot be returned to the accumulation phase. You can choose the Income Date and an income option. The income options are described below.

 
    you do not choose an income option, we will assume that you selected option 3, which provides a life annuity with 120 months of guaranteed payments.

 
    You can change the Income Date or income option at any time before the Income Date, but changes of the Income Date may only be to a later date. You must give us written notice at least seven days before the scheduled Income Date. Income payments must begin by your 90th birthday under a non-qualified Contract or the calendar year in which you attain age 70½ under a traditional Individual Retirement Annuity (or such other age as required by law). Distributions under qualified plans and Tax-Sheltered Annuities must begin by the later of the calendar year in which you attain age 70½ or the calendar year in which you retire. Distributions from Roth IRAs are not required prior to your death.

 
    At the Income Date, you can choose to receive fixed payments or variable payments based on the Investment Divisions. Unless you tell us otherwise, your income payments will be based on the Allocation Options that were in place on the Income Date.

 
    You can choose to have income payments made monthly, quarterly, semi-annually, or annually. However, if you have less than $5,000 to apply toward an income option and state law permits, we may provide your payment in a single lump sum. Likewise, if your first income payment would be less than $50 and state law permits, we may set the frequency of payments so that the first payment would be at least $50.

 
The amount of your income payments can be guaranteed or can vary based on the performance of the Investment Divisions you select.   Variable Income Payments. If you choose to have any portion of your income payments based upon one or more Investment Divisions, the dollar amount of your initial annuity payment will depend primarily upon the following:

 
      • the amount of your contract value you allocate to the Investment Division(s) on the Income Date;

      • the amount of any applicable premium taxes, recapture charges or withdrawal charges deducted from your contract value on the Income Date;

      • which income option you select; and

      • the investment factors listed in your Contract that translate the amount of your contract value (as adjusted for applicable charges, frequency of payment and commencement date) into initial payment amounts that are measured by the number of annuity units of the Investment Division(s) you select credited to your Contract.

    The investment factors in your Contract are calculated based upon a variety of factors, including an assumed investment rate of 3% for option 4 or 4.5% for options 1-3 and, if you select an income option with a life contingency, the age and gender of the annuitant.

    We calculate the dollar amount of subsequent income payments that you receive based upon the performance of the Investment Divisions you select. If that performance (measured by changes in the value of annuity units) exceeds the assumed investment rate, then your income payments will increase; if that performance is less than the assumed investment rate, then your income payments will decrease.

    Income Options. The annuitant is the person whose life we look to when we make income payments (each description assumes that you are the owner and annuitant). The following income options may not be available in all states.

    Option 1 - Life Income. This income option provides monthly payments for your life.

 
    Option 2 - Joint and Survivor. This income option provides monthly payments for your life and for the life of another person (usually your spouse) selected by you.

 
    Option 3 - Life Annuity With at Least 120 or 240 Monthly Payments. This income option provides monthly payments for the annuitant’s life, but with payments continuing to the beneficiary for the remainder of 10 or 20 years (as you select) if the annuitant dies before the end of the selected period. If the beneficiary does not want to receive the remaining scheduled payments, a single lump sum may be requested, which will be equal to the present value of the remaining payments (as of the date of calculation) discounted at an interest rate that will be no more than 1% higher than the rate used to calculate the initial payment.

 
    Option 4 - Income for a Specified Period. This income option provides monthly payments for any number of years from 5 to 30. If the beneficiary does not want to receive the remaining scheduled payments, a single lump sum may be requested, which will be equal to the present value of the remaining payments (as of the date of calculation) discounted at an interest rate that will be no more than 1% higher than the rate used to calculate the initial payment.

 
    Additional Options - We may make other income options available.

 
The optional GMIB lets you plan your retirement with greater certainty about the minimum amounts that will be available as fixed income payments on an exercise date at least 10 years after the issue date. Read carefully the age and timing restrictions on issuance and exercise of the GMIB.   Guaranteed Minimum Income Benefit. The optional Guaranteed Minimum Income Benefit (“GMIB”) endorsement guarantees a minimum fixed income benefit (under certain life contingent options) after a period of at least 10 Contract years, subject to specific conditions, regardless of the Allocation Option(s) you select during the accumulation phase. This benefit is only available if

      • you elect it prior to your Contract's issue date;

      • the annuitant is not older than age 75 on the issue date; and

      • you exercise it on or within 30 calendar days of your 10th, or any subsequent, Contract anniversary but in no event later than the Contract anniversary immediately following the annuitant’s 85th birthday.

    The GMIB will terminate and will not be payable at the earliest of:

      • the Income Date (if prior to the effective date of the GMIB);

      • the 31st calendar day following the Contract anniversary immediately after the annuitant's 85th birthday;

      • the date you make a total withdrawal from the Contract;

      • upon your death (unless your spouse is your beneficiary, elects to continue the Contract and is eligible for this benefit); or

      • if the owner is not a natural person, upon the death of the annuitant.

    Once elected, the GMIB cannot be terminated in any other way while your Contract is in force.

 
    You have the option of taking the GMIB instead of the other income options described above. Your monthly income option payments will be calculated by applying the “GMIB Benefit Base” (described below) to the annuity rates in the table of guaranteed purchase rates attached to the GMIB endorsement. The only types of income payments available under the GMIB are life contingent fixed annuity income payments. The fixed annuity payment income options currently available are:

 
    Option 1 - Life Income,

    Option 2 - Joint and Survivor,

 
    Option 3 - Life Annuity with 120 Monthly Periods Fixed, and

 
    Option 4 - Joint and Survivor Life Annuity with 120 Monthly Periods Fixed.

 
    No other income options will be available.

 
    After the 10th Contract anniversary or any subsequent Contract anniversary, the Contract owner must exercise this option prior to the Income Date. The GMIB may not be appropriate for Owners who will be subject to any minimum distribution requirements under an IRA or other qualified plan prior to the expiration of 10 Contract years. Please consult a tax advisor on this and other matters of selecting income options.

 
    The GMIB only applies to the determination of income payments under the income options specified above. It is not a guarantee of contract value or performance. This benefit does not enhance the amounts paid in partial withdrawals, surrenders or death benefits. If you surrender your Contract, you will not receive any benefit under this endorsement.

 
    Both the amount of the GMIB and the quarterly charge for the GMIB (described above in the Charges section) are based upon an amount called the “GMIB Benefit Base.” The GMIB Benefit Base is the greater of (a) or (b), where (a) is:

 
      • all premiums you have paid (net of any applicable premium taxes); plus

      • any Contract Enhancements credited on or before the business day the GMIB Benefit Base is being calculated; minus

      • an adjustment (described below) for any withdrawals (including any applicable charges and excess interest adjustments to those withdrawals); minus

      • annual contract maintenance charges, transfer charges and any applicable non-asset based Contract charges due (other than the GMIB charge) under any optional endorsement; and minus

      • any taxes incurred, or chargeable under the Contract;

    compounded at an annual interest rate of 6% from the date your Contract was issued until the earlier of the date the charge is assessed, the annuitant’s 80th birthday or the date the GMIB is exercised;

 
    and (b) is:

      • the greatest contract value on any Contract anniversary prior to the annuitant's 81st birthday; minus

      • an adjustment (described below) for any withdrawals after that Contract anniversary (including any applicable charges and excess interest adjustments for those withdrawals); plus

      • any premiums paid (net of any applicable premium taxes) after that Contract anniversary; minus

      • any annual contract maintenance charge, transfer charge, and any applicable non-asset based charges due (other than the GMIB charge) under any optional endorsement deducted after that Contract anniversary; and minus

      • any taxes deducted after that Contract anniversary.  
       
    All adjustments to the GMIB Benefit Base will be deemed to occur at the time of the withdrawal, premium payment, or the deduction of the specified charges or taxes chargeable under the Contract (charges are deducted on a dollar-for-dollar basis). Adjustments for withdrawals (including related charges and excess interest adjustments) will reduce the GMIB Benefit Base in the same proportion that contract value was reduced on the date of that withdrawal. When (a) is greater than (b), not deducting the GMIB charge from (a) increases the GMIB Benefit Base and potentially the monthly income payments, while slightly increasing the GMIB charge.  
       
    The GMIB Benefit Base will never exceed:

 
      • 200% of premiums paid (net of any applicable premium taxes and excluding premiums paid in the 12 months prior to the date the GMIB is exercised); minus

      • any withdrawals (including related charges and excess interest adjustments); minus

      • annual contract maintenance charges, transfer charges and any applicable non-asset based charges due under any optional endorsement; and minus

      • taxes incurred since that was issued.

    If you are the annuitant under your Contract and your spouse continues the Contract after your death, your spouse will become the annuitant and will continue to be eligible for the GMIB as long as he or she would have been eligible as an annuitant when your Contract was issued and is age 84 or younger. If your spouse does not satisfy those criteria, then the GMIB will terminate and the charge for the GMIB discontinued. Similarly, if an owner who is a natural person is not the annuitant and the annuitant dies, you (the owner) may select a new annuitant (who must be a person eligible to be an annuitant on the issue date and is age 84 or younger). If the new annuitant in that situation does not satisfy those criteria then the GMIB will terminate and the GMIB charge discontinued. In the event of joint annuitants, the age of the youngest annuitant will be used for all these determinations.

 
    Among other requirements applicable to Contracts issued to entities/owners, the use of multiple Contracts by related entities to avoid maximum premium limits is not permitted. Selection of the GMIB is subject to our administrative rules designed to assure its appropriate use. We may update these rules as necessary.

 
    You may NOT elect both the GMIB and the GMWB.

 
       
     

DEATH BENEFIT

       
    The death benefit paid to your beneficiary upon your death is calculated as of the date we receive completed claim forms and proof of death from the beneficiary of record (if there are multiple beneficiaries, we will calculate the death benefit when we receive completed claim forms and due proof of death from the first beneficiary). The death benefit paid will be the basic death benefit unless you have selected the Earnings Protection Benefit and/or one of the other death benefit endorsements. If you have a guaranteed minimum death benefit, the difference between the account value and the guaranteed minimum death benefit will be put into your account as of the date we receive completed claim forms and proof of death from the beneficiary of record and will be allocated among investment options according to future allocations on file for your account as of that date. Each beneficiary will receive their portion of the remaining value, subject to market fluctuations, when their option election form is received.  
       
If you die before your Contract’s income phase, your beneficiary will be paid at least the greater of your contract value or your net premium payments.   Basic Death Benefit. If you die before moving to the income phase, the person you have chosen as your beneficiary will receive a death benefit. If you have a joint owner, the death benefit will be paid when the first joint owner dies. The surviving joint owner will be treated as the beneficiary. Any other beneficiary designated will be treated as a contingent beneficiary. Only a spousal beneficiary has the right to continue the Contract in force upon your death.

 
    The death benefit equals the greater of:

 
      • your contract value on the date we receive proof of death and completed claim forms from your beneficiary; or

      • the total premiums you have paid since your Contract was issued minus prior withdrawals (including any applicable charges and adjustments), annual contract maintenance charges, transfer charges, any applicable charges due under any optional endorsement and premium taxes.

 
    The basic death benefit and the optional death benefits, described below can be paid under one of the following death benefit options:

 
      • single lump sum payment; or

      • payment of entire death benefit within 5 years of the date of death; or

      • payment of the entire death benefit under an income option over the beneficiary’s lifetime or for a period not extending beyond the beneficiary’s life expectancy; or payment of a portion of the death benefit under an income option over the beneficiary’s lifetime or for a period not extending beyond the beneficiary’s life expectancy, with the balance of the death benefit payable to the beneficiary.

 
    Under these income options, the beneficiary may also elect to receive additional lump sums at any time. The receipt of any additional lump sums will reduce the future income payments to the beneficiary.

 
    Unless the beneficiary chooses to receive the entire death benefit in a single sum, the beneficiary must elect an income option within the 60-day period beginning with the date we receive proof of death and payments must begin within one year of the date of death. If the beneficiary chooses to receive some or all of the death benefit in a single sum and all the necessary requirements are met, we will pay the death benefit within seven days. If your beneficiary is your spouse, he/she may elect to continue the Contract in his/her own name. The Special Spousal Continuation option is one way to continue your Contract. See “Special Spousal Continuation Option” below.

 
    As owner, you may also make a predetermined selection of the death benefit option to be paid if your death occurs before the Income Date. If this Preselected Death Benefit Option Election is in force at the time of your death, the payment of the death benefit may not be postponed, nor can the Contract be continued under any other provisions of this Contract. This restriction applies even if the beneficiary is your spouse, unless such restriction is prohibited by the Internal Revenue Code. The Preselected Death Benefit Option may not be available in your state.

 
    Earnings Protection Benefit. The Earnings Protection Benefit is an optional benefit that may increase the amount of the death benefit payable at your death. If you are 75 years of age or younger when your Contract is issued, you may elect the Earnings Protection Benefit when the Contract is issued.

 
    If you are under the age of 70 when your Contract is issued and you elect the Earnings Protection Benefit then, the amount that will be added to the death benefit that is otherwise payable is 40% of the earnings in your Contract, subject to the limit described below.

 
    If you are age 70 – 75 when your Contract is issued and you elect the Earnings Protection Benefit, the amount that will be added to the death benefit that is otherwise payable is 25% of the earnings in your Contract, subject to the limit described below.

 
An optional Earnings Protection Benefit endorsement (for a charge at an annual rate of 0.30%) adds up to 40% of your Contract’s “earnings” to your death benefit. Earnings cannot exceed 250% of the remaining premiums.   For purposes of this benefit, we define earnings as the amount by which the sum of your contract value exceeds the remaining premiums (premiums not previously withdrawn). For purposes of this calculation, your Indexed Fixed Option value will be the amount allocated to the Indexed Fixed Option accumulated at 3% annually, and adjusted for any amounts cancelled or withdrawn for charges, deductions, withdrawals or any taxes due. If the earnings amount is negative, i.e., the total remaining premiums are greater than your contract value, no Earnings Protection Benefit will be paid. In determining the maximum amount of earnings on which we will calculate your Earnings Protection Benefit, earnings shall never exceed 250% of the remaining premiums, excluding remaining premiums paid in the 12 months prior to the date of your death (other than your initial premium if you die in the first Contract year).

 
    As described below, if your spouse exercises the Special Spousal Continuation Option upon your death, the Earnings Protection Benefit will be paid upon your death and your spouse may then discontinue the Earnings Protection Benefit. If your spouse fails to make such an election, the Earnings Protection Benefit will remain in force and upon your spouse’s death we will pay an Earnings Protection Benefit if the Contract has accrued additional earnings since your death. In calculating that benefit, we will not take into consideration earnings accrued on or prior to the Continuation Date (as defined in “Special Spousal Continuation Option” below). In addition, the maximum earnings on which we calculate the Earnings Protection Benefit is 250% of the contract value after application of the Continuation Adjustment plus remaining premiums paid on or after the Continuation Date (excluding remaining premiums paid within 12 months of your spouse’s death).

 
    You must elect the Earnings Protection Benefit when you apply for your Contract. Once elected, the benefit may not be terminated. However, if the Contract is continued under the Special Spousal Continuation Option, your spouse may then elect to discontinue the Earnings Protection Benefit.

 
    No Earnings Protection Benefit (other than a “Continuation Adjustment” described below in “Special Spousal Continuation”) will be paid:

 
      • if your Contract is in the income phase at the time of your death;

      • if there are no earnings in your Contract; or

      • if your spouse exercises the Special Spousal Continuation Option (described below) and either

           • is age 76 or older at the Continuation Date or

           • elects to discontinue the Earnings Protection Benefit.

    If you elect this benefit, we will deduct an additional annualized charge of .30% of the average daily asset value of your allocations to the Investment Divisions during the accumulation phase of the Contract.

 
    This charge continues if your spouse elects to continue the Contract under the Special Spousal Continuation Option unless your spouse elects to discontinue it. The Earnings Protection Benefit may not be available in your state. See your financial advisor for information regarding the availability of the Earnings Protection Benefit.  
       
    Optional Death Benefits. If You purchased your Contract on or after August 18, 2003, You may elect to protect your Contract’s death benefit from certain types of poor investment performance by selecting (in lieu of or in addition to any Earnings Protection Benefit) one of five optional death benefits:  
       
    I.   4% Roll-up Death Benefit, changes your basic death benefit to the greatest of:

 
      (a)   Your "contract value" on the date we receive proof of death and completed claim forms from your beneficiary; or

      (b)   Total "Net Premiums" (premiums you paid net of premium taxes minus any withdrawals (including any applicable charges and adjustments), annual contract maintenance charges, transfer charges, any applicable charges due under any optional endorsement and taxes we have paid); or

      (c)   Total Net Premiums since your Contract was issued, compounded at 4% (3% if you are age 70 or older on the date your Contract is issued); or

      (d)   Your contract value at the end of your seventh Contract year, plus Net Premiums you paid after the seventh Contract year, compounded at 4% (3% if you are age 70 or older on the date your Contract is issued).

For additional fees, we offer 3 optional endorsements that make your death benefit no less than a variety of values under the Contract based either on net premiums or contract value.   Amounts in (c) and (d) are limited to 250% of net premiums paid under your Contract.

 
    II.  5% Roll-up Death Benefit, changes your basic death benefit to the greatest of:

 
      (a)   Your "contract value" on the date we receive proof of death and completed claim forms from your beneficiary; or

      (b)   Total Net Premiums since your Contract was issued; or

      (c)   Total Net Premiums since your Contract was issued, compounded at 5% (4% if you are age 70 or older on the date your Contract is issued); or

      (d)  Your contract value at the end of your seventh Contract year, plus Net Premiums you paid after the seventh Contract year, compounded at 5% (4% if you are age 70 or older on the date your Contract is issued).

    Amounts in (c) and (d) are limited to 250% of net premiums paid under your Contract.

 
    III.   Highest Anniversary Value Death Benefit, changes your basic death benefit to the greatest of:

 
      (a)   Your "contract value" on the date we receive proof of death and completed claim forms from your beneficiary; or

 
      (b)   Total Net Premiums since your Contract was issued; or

 
      (c)   Your greatest contract value on any Contract anniversary prior to your 81st birthday, reduced by any withdrawals (including any applicable withdrawal charges and adjustments), annual contract maintenance charges, transfer charges, and any applicable charges due under any optional endorsement subsequent to that Contract anniversary, plus any premiums paid (net of any applicable premium taxes) subsequent to that Contract anniversary, minus taxes deducted subsequent to that Contract anniversary.

    IV.  IV. Combination 4% Roll-up and Highest Anniversary Value Death Benefit, changes your basic death benefit to the greatest of:

 
      (a)   Your "contract value" on the date we receive proof of death and completed claim forms from your beneficiary; or

 
      (b)   Total Net Premiums since your Contract was issued; or (c)   Total Net Premiums since your Contract was issued, compounded at 4% (3% if you are age 70 or older on the date your Contract is issued); or

 
      (d)  Your contract value at the end of your seventh Contract year, plus Net Premiums you paid after the seventh Contract year, compounded at 4% (3% if you are age 70 or older on the date your Contract is issued); or

 
      (e)   Your greatest contract value on any Contract anniversary prior to your 81st birthday, reduced by any withdrawals (including any applicable withdrawal charges and adjustments), annual contract maintenance charges, transfer charges and any applicable charges due under any optional endorsement subsequent to that Contract anniversary, plus any premiums paid (net of any applicable premium taxes) subsequent to that Contract anniversary, minus taxes deducted subsequent to that Contract anniversary).

    Amounts in (c) and (d) are limited to 250% of net premiums paid under your Contract.

 
    V.   Combination 5% Roll-up and Highest Anniversary Value Death Benefit, changes your basic death benefit to the greatest of:

 
      (a)   Your "contract value" on the date we receive proof of death and completed claim forms from your beneficiary; or

      (b)   Total Net Premiums since your Contract was issued; or

      (c)   Total Net Premiums since your Contract was issued, compounded at 5% (4% if you are age 70 or older on the date your Contract is issued); or

      (d)   Your contract value at the end of your seventh Contract year, plus Net Premiums you paid after the seventh Contract year, compounded at 5% (4% if you are age 70 or older on the date your Contract is issued); or

      (e)   Your greatest contract value on any Contract anniversary prior to your 81st birthday, reduced by any withdrawals (including any applicable withdrawal charges and adjustments), annual contract maintenance charges, transfer charges and any applicable charges due under any optional endorsement subsequent to that Contract anniversary, plus any premiums paid (net of any applicable premium taxes) subsequent to that Contract anniversary, minus taxes deducted subsequent to that Contract anniversary).

    Amounts in (c) and (d) are limited to 250% of net premiums paid under your Contract.

 
    For purposes of calculating I. (c), (d), II. (c), (d), III (c), IV. (c), (d) and (e) and V (c), (d) and (e), all adjustments to the Net Premiums will occur at the time of the withdrawal, premium payment, or deduction of the annual contract maintenance charges, transfer charges, any applicable charges due to optional endorsement or taxes and all adjustments for amounts withdrawn will reduce the Net Premiums in items I. (c), (d), II. (c), (d), III (c), IV. (c), (d) and (e) and V (c), (d) and (e) above in the same proportion that the contract value was reduced on the date of that withdrawal.
       
    For purposes of determining “contract value,” the amount attributable to the Indexed Fixed Option will be the value of the Indexed Fixed Option on the Index Determination Date (each Friday that the JNL Service Center and the New York Stock Exchange are open for business) immediately preceding the date we receive a completed request for payment in good order.

 
       
    You may not elect any of the optional death benefits if you are older than age 80 when your Contract is issued. The closer to age 81 you are when your Contract is issued, the less advantageous it would be for you to select these options. The optional death benefits may not be available in all states.

 
    If the 4% Roll-up Death Benefit, the 5% Roll-up Death Benefit, the Combination 4% Roll-up & Highest Anniversary Value Death Benefit or the Combination 5% Roll-up & Highest Anniversary Value Death Benefit is selected, the use of multiple Contracts by related entities/owners to avoid the 250% premium limit will not be permitted. Selection of these Optional Benefits are subject to our administrative rules designed to assure their appropriate use. We may update these rules as necessary.

 
    Each of the five optional death benefits is designed to increase your death benefit from that provided by the base death benefit only if the investment performance and credited rates of the allocation options to which you have allocated your contract values has not been sufficient to make your contract value the applicable death benefit. Normally, each of the five optional death benefits would be greater than your Contract’s base death benefit if your contract value is not greater than net payments. If you make substantial withdrawals, however, it is possible in some circumstances for your Contract’s base death benefit to be greater than any of the optional death benefits, even if your contract value is not greater than your net payments.  
       
    If you purchased your Contract prior to August 18, 2003 or if you reside in Connecticut, Indiana, Oregon, Texas or Washington, please see Appendix D for a description of your optional death benefits.  

       
When permitted, a beneficiary who is the spouse of the Contract owner may elect to continue the Contract rather than receive a death benefit payment. In that case, the contract value will be increased by the amount (if any) that the death benefit that would have been paid exceeds contract value at the death of the owner.   Special Spousal Continuation Option. If your spouse is the beneficiary and elects to continue the Contract in his or her own name after your death, pursuant to the Special Spousal Continuation Option, no death benefit will be paid at that time. Instead, we will contribute to the Contract a Continuation Adjustment, which is the amount by which the death benefit that would have been payable (including the Earnings Protection Benefit and Optional Death Benefit, if any) exceeds the contract value. We calculate this amount using the contract value and death benefit as of the date we receive completed forms and due proof of death from the beneficiary of record and the spousal beneficiary’s written request to continue the Contract (the “Continuation Date”). We will add this amount to the Contract based on the current allocation instructions at the time of your death, subject to any minimum allocation restrictions, unless we receive other allocation instructions from your spouse. The Special Spousal Continuation Option may not be available in your state. See your financial advisor for information regarding the availability of the Special Spousal Continuation Option.

 
    If you have contract values allocated to the Indexed Fixed Option on the Continuation Date, we will transfer your Indexed Fixed Option value to the one-year Guaranteed Fixed Account option. Once the transfer is completed, the Guaranteed Fixed Account may be subject to restrictions. Your spouse may then transfer this amount to any available Investment Division or Guaranteed Fixed Account options, but your spouse may not transfer this amount back into the Indexed Fixed Option. If your spouse subsequently withdraws any of the amount transferred, we may charge a withdrawal charge on any portion of the amount withdrawn attributable to premiums. We will base the withdrawal charge on the number of years since the premium originally was allocated to the Indexed Fixed Option. Contract value may remain in the Indexed Fixed Option if your spouse continues the Contract other than under the Special Spousal Continuation Option. This means spousal continuation of the Contract does not include a Continuation Adjustment.

 
    If your spouse continues the Contract in his/her own name under the Special Spousal Continuation Option, the new contract value will be considered the initial premium for purposes of determining any future death benefit including any Earnings Protection Benefit under the Contract. The age of the surviving spouse at the time of the continuation of the Contract will be used to determine all benefits under the Contract.

 
    If your spouse elects to continue the Contract, your spouse, as new owner, cannot terminate most of the optional benefits you elected. However, your spouse may then terminate the Earnings Protection Benefit and no further Earnings Protection Benefit charges will be deducted and no Earnings Protection Benefit will be paid upon your spouse’s death. The Contract, and its optional benefits, remain the same, except as described above. Your spouse will also be subject to the same fees, charges and expenses under the Contract as you were.

 
    Unless your spouse discontinues the Earnings Protection Benefit on the Continuation Date, charges for the benefit will be deducted even though no Enhanced Earnings Benefit will apply if your spouse is 76 or older when the Contract is continued.

 
    If you have elected the Preselected Death Benefit Option the Contract cannot be continued under the Special Spousal Continuation Option, unless preventing continuation would be prohibited by the Internal Revenue Code. The Preselected Death Benefit Option may not be available in your state.

 
    Death of Owner On or After the Income Date. If you or a joint owner dies, and is not the annuitant, on or after the Income Date, any remaining payments under the income option elected will continue at least as rapidly as under the method of distribution in effect at the date of death. If you die, the beneficiary becomes the owner. If the joint owner dies, the surviving joint owner, if any, will be the designated beneficiary. Any other beneficiary designation on record at the time of death will be treated as a contingent beneficiary. A contingent beneficiary is entitled to receive payment only after the beneficiary dies.

 
    Death of Annuitant. If the annuitant is not an owner or joint owner and the annuitant dies before the Income Date, you can name a new annuitant. If you do not name a new annuitant within 30 days of the death of the annuitant, you will become the annuitant. However, if the owner is a non-natural person (for example, a corporation), then the death of the annuitant will be treated as the death of the owner, and a new annuitant may not be named.

 
    If the annuitant dies on or after the Income Date, any remaining guaranteed payment will be paid to the beneficiary as provided for in the income option selected. Any remaining guaranteed payment will be paid at least as rapidly as under the method of distribution in effect at the annuitant’s death.

 
      TAXES

    The following is only general information and is not intended as tax advice to any individual. Additional tax information is included in the SAI. You should consult your own tax adviser as to how these general rules will apply to you if you purchase a Contract.

 
Taxes on earnings under a non-qualified Contract are deferred until distributed in a withdrawal, income payment or loan. Earnings are assumed to be the first amount withdrawn but income payments are assumed to be part earnings and part return of premium.   Tax-Qualified and Non-Qualified Contracts. If you purchase your Contract as a part of a tax-qualified plan such as an Individual Retirement Annuity (IRA), Tax-Sheltered Annuity (sometimes referred to as a 403(b) Contract), or pension or profit-sharing plan (including a 401(k) Plan or H.R. 10 Plan) your Contract will be what is referred to as a qualified Contract. Tax deferral under a tax-qualified Contract arises under the specific provisions of the Internal Revenue Code (Code) governing the tax-qualified plan, so a tax-qualified Contract should be purchased only for the features and benefits other than tax deferral that are available under a tax-qualified Contract, and not for the purpose of obtaining tax deferral. You should consult your own adviser regarding these features and benefits of the Contract prior to purchasing a tax-qualified Contract.

 
    If you do not purchase your Contract as a part of any tax-qualified pension plan, specially sponsored program or an individual retirement annuity, your Contract will be what is referred to as a non-qualified Contract.

 
    The amount of your tax liability on the earnings under and the amounts received from either a tax-qualified or a non-qualified Contract will vary depending on the specific tax rules applicable to your Contract and your particular circumstances.

 
    Non-Qualified Contracts - General Taxation. Increases in the value of a non-qualified Contract attributable to undistributed earnings are generally not taxable to the Contract owner or the annuitant until a distribution (either a withdrawal or an income payment) is made from the Contract. This tax deferral is generally not available under a non-qualified Contract owned by a non-natural person (e.g., a corporation or certain other entities other than a trust holding the Contract as an agent for a natural person). Loans based on a non-qualified Contract are treated as distributions.

 
Withdrawals prior to age 59½ may be subject to a penalty tax.   Non-Qualified Contracts – Withdrawals and Income Payments. Any withdrawal from a non-qualified Contract is taxable as ordinary income to the extent it does not exceed the accumulated earnings under the Contract. A part of each income payment under a non-qualified Contract is generally treated as a non-taxable return of premium. The balance of each income payment is taxable as ordinary income. The amounts of the taxable and non-taxable portions of each income payment are determined based on the amount of the investment in the Contract and the length of the period over which income payments are to be made. Income payments received after all of your investment in the Contract is recovered are fully taxable as ordinary income. Additional information is provided in the SAI.

 
    The Code also imposes a 10% penalty on certain taxable amounts received under a non-qualified Contract. This penalty tax will not apply to any amounts:

 
      • paid on or after the date you reach age 59 1/2;

      • paid to your beneficiary after you die;

      • paid if you become totally disabled (as that term is defined in the Code);

      • paid in a series of substantially equal periodic payments made annually (or more frequently) for your life or for a period not exceeding your life expectancy or the life expectancy of a beneficiary;

      • paid under an immediate annuity; or

      • which come from premiums made prior to August 14, 1982.
       
Withdrawals from tax-qualified Contracts are taxable (other than after-tax contributions, if any).   Tax-Qualified Contracts – Withdrawals and Income Payments. The Code imposes limits on loans, withdrawals, and income payments under tax-qualified Contracts. The Code also imposes minimum distribution requirements for tax-qualified Contracts and a 10% penalty on certain taxable amounts received prematurely under a tax-qualified Contract. These limits, required minimum distributions, tax penalties and the tax computation rules are summarized in the SAI. Any withdrawals under a tax-qualified Contract will be taxable except to the extent they are allocable to an investment in the Contract (any after-tax contributions). In most cases, there will be little or no investment in the Contract for a tax-qualified Contract because contributions will have been made on a pre-tax or tax-deductible basis.  
       
    Withdrawals - Tax-Sheltered Annuities. The Code limits the withdrawal of amounts attributable to purchase payments made under a salary reduction agreement from Tax-Sheltered Annuities. Withdrawals can only be made when an owner:

 
      • reaches age 59 1/2;

      • leaves his/her job;

      • dies;

      • becomes disabled (as that term is defined in the Code); or

      • in the case of hardship. However, in the case of hardship, the owner can only withdraw the premium and not any earnings.

    Withdrawals - Roth IRAs. Subject to certain limitations, individuals may also purchase a type of non-deductible IRA annuity known as a Roth IRA annuity. Qualified distributions from Roth IRA annuities are entirely federal income tax free. A qualified distribution requires that the individual has held the Roth IRA annuity for at least five years and, in addition, that the distribution is made either after the individual reaches age 59½, on account of the individual’s death or disability, or as a qualified first-time home purchase, subject to $10,000 lifetime maximum, for the individual, or for a spouse, child, grandchild, or ancestor.

    Constructive Withdrawals - Investment Adviser Fees. Withdrawals from non-qualified Contracts for the payment of investment adviser fees will be considered taxable distributions from the Contract. In a series of Private Letter Rulings, however, the Internal Revenue Service has held that the payment of investment adviser fees from a tax-qualified Contract need not be considered a distribution for income tax purposes. Under the facts in these Rulings:

 
      • there was a written agreement providing for payments of the fees solely from the annuity Contract,

      • the Contract owner had no liability for the fees, and

      • the fees were paid solely from the annuity Contract to the adviser.

    Extension of Latest Income Date. If you do not annuitize your Contract on or before the latest Income Date, it is possible that the IRS could challenge the status of your Contract as an annuity Contract for tax purposes.  The result of such a challenge could be that you would be viewed as either constructively receiving the increase in the account value each year from the inception of the Contract or the entire increase in the account value would be taxable in the year you attain age 90.  In either situation, you could realize taxable income even if the Contract proceeds are not distributed to you at that time.  Accordingly, before purchasing a Contract, you should consult your tax advisor with respect to these issues.

 
Death benefits are not life insurance. Estate or gift taxes may also apply.   Death Benefits. None of the death benefits paid under the Contract to the beneficiary will be tax-exempt life insurance benefits. The rules governing the taxation of payments from an annuity Contract, as discussed above, generally apply to the payment of death benefits and depend on whether the death benefits are paid as a lump sum or as annuity payments. Estate or gift taxes may also apply.

 
    IRS Approval. The Contract and all death benefit riders attached thereto have been approved by the IRS for use as an Individual Retirement Annuity prototype.

 
    Assignment. An assignment of your Contract will generally be a taxable event. Assignments of a tax-qualified Contract may also be limited by the Code and the Employee Retirement Income Security Act of 1974, as amended. These limits are summarized in the SAI. You should consult your tax adviser prior to making any assignment of your Contract.

 
    Diversification. The Code provides that the underlying investments for a non-qualified variable annuity must satisfy certain diversification requirements in order to be treated as an annuity Contract. We believe that the underlying investments are being managed so as to comply with these requirements.  
       
    Owner Control. In a Revenue Ruling issued in 2003, the Internal Revenue Service (IRS) considered certain variable annuity and variable life insurance contracts and held that the types of actual and potential control that the contract owners could exercise over the investment assets held by the insurance company under these variable contracts was not sufficient to cause the contract owners to be treated as the owners of those assets and thus to be subject to current income tax on the income and gains produced by those assets. Under the Contract, like the contracts described in the Revenue Ruling, there will be no arrangement, plan, contract or agreement between the contract owner and Jackson National regarding the availability of a particular investment option and other than the contract owner’s right to allocate premiums and transfer funds among the available sub-accounts, all investment decisions concerning the sub-accounts will be made by the insurance company or an advisor in its sole and absolute discretion.

 
    The Contract will differ from the contracts described in the Revenue Ruling, in two respects. The first difference is that the contract in the Revenue Ruling provided only twelve investment options with the insurance company having the ability to add an additional eight options whereas a Contract offers 49 Investment Divisions and 7 Fixed Accounts, although a Contract owner can select no more than 18 Allocation Options at any one time. The second difference is that the owner of a contract in the Revenue Ruling could only make one transfer per 30-day period without a fee whereas during the accumulation phase, a Contract owner will be permitted to make up to 15 transfers in any one year without a charge.

 
    The Revenue Ruling states that whether the owner of a variable contract is to be treated as the owner of the assets held by the insurance company under the contract will depend on all of the facts and circumstances. Jackson National does not believe that the differences between the Contract and the contracts described in the Revenue Ruling with respect to the number of investment choices and the number of investment transfers that can be made under the contract without an additional charge should prevent the holding in the Revenue Ruling from applying to the owner of a Contract. At this time, however, it cannot be determined whether additional guidance will be provided by the IRS on this issue and what standards may be contained in such guidance. We reserve the right to modify the Contract to the extent required to maintain favorable tax treatment.

 
       
      OTHER INFORMATION

Systematic transfers facilitate a dollar cost averaging strategy and do not count against your 15 free transfers per year.   Dollar Cost Averaging. If the amount allocated to the Investment Divisions plus the amount allocated to Fixed Accounts (other than the Indexed Fixed Option) is at least $15,000, you can arrange to have a regular amount of money periodically transferred automatically into the Investment Divisions and other Guaranteed Fixed Accounts from the one-year Guaranteed Fixed Account or any of the Investment Divisions. If the Guaranteed Fixed Accounts are not available or otherwise restricted, dollar cost averaging will be exclusively from the Investment Divisions. In the case of transfers from the one-year Guaranteed Fixed Accounts or Investment Divisions with a stable unit value to the Investment Divisions, this can let you pay a lower average cost per unit over time than you would receive if you made a one-time purchase. Transfers from the more volatile Investment Divisions may not result in lower average costs and such Investment Divisions may not be an appropriate source of dollar cost averaging transfers in volatile markets. Certain restrictions may apply.  
       
    Dollar Cost Averaging Plus (DCA+). DCA+ Fixed Accounts are “source accounts” designed for dollar cost averaging transfers to Investment Divisions or systematic transfers to other Guaranteed Fixed Accounts. DCA+ Fixed Accounts are credited with an enhanced interest rate. If a DCA+ Fixed Account is selected, monies in the DCA+ Fixed Accounts will be systematically transferred to the Investment Divisions or other Guaranteed Fixed Accounts chosen over the DCA+ term selected. You should consult your JNL representative with respect to the current availability of the Guaranteed Fixed Accounts and the availability of DCA+. If you purchased your Contract between June 4, 2003 and August 17, 2003, the Guaranteed Fixed Account may not be used as a source account.  
       
    Earnings Sweep. You can choose to move your earnings from the source accounts (only applicable from the one year Guaranteed Fixed Account Option, if currently available, and the Money Market -Investment Division).  

       
    If you purchased your Contract between June 4, 2003 and August 17, 2003 and you purchased the 3% or 4% Contract Enhancement, earnings may be transferred only from PPM America/JNL Money Market Fund into the investment divisions.  

       
    Rebalancing. You can arrange to have us automatically reallocate your contract value among Investment Divisions and the one-year Guaranteed Fixed Account (if currently available) periodically to maintain your selected allocation percentages. Rebalancing is consistent with maintaining your allocation of investments among market segments, although it is accomplished by reducing your contract value allocated to the better performing Investment Divisions.

 
    If you purchased your Contract between June 4, 2003 and August 17, 2003 and you purchased the 3% or 4% Contract Enhancement, rebalancing may only include the investment divisions.

 
    You may cancel a Dollar Cost Averaging, Earnings Sweep or Rebalancing program using whatever methods that you use to change your allocation instructions.

 
Your Contract has a free look period of 10 days (or longer, if required by your state).   Free Look. You may return your Contract to the selling agent or us within ten days (or longer if required by your state) after receiving it. We will return

 
      • the contract value, plus
      • any fees (other than asset-based fees) and expenses deducted from the premiums,minus
      • any applicable Contract Enhancement recapture charges.

    We will determine the contract value in the Investment Divisions as of the date we receive your Contract we receive the Contract or the date you return it to the selling agent. We will return premium payments where required by law.

 
    Advertising. From time to time, we may advertise several types of performance of the Investment Divisions.

 
      Total return is the overall change in the value of an investment in an Investment Division over a given period of time.

      Standardized average annual total return is calculated in accordance with SEC guidelines.

      Non-standardized total return may be for periods other than those required by, or may otherwise differ from, standardized average annual total return. For example, if a Fund has been in existence longer than the Investment Division, we may show non-standardized performance for periods that begin on the inception date of the Fund, rather than the inception date of the Investment Division.

      Yield refers to the income generated by an investment over a given period of time.

    Performance will be calculated by determining the percentage change in the value of an accumulation unit by dividing the increase (decrease) for that unit by the value of the accumulation unit at the beginning of the period. Performance will reflect the deduction of the mortality and expense risk and administration charges and may reflect the deduction of annual contract maintenance and withdrawal charges, but will not reflect charges for optional features except in performance data used in sales materials that promote those optional features. The deduction of withdrawal charges and/or the charges for optional features would reduce the percentage increase or make greater any percentage decrease.

 
We reserve the right to limit market timing transfers that we believe will disadvantage other Contract owners.   Market Timing and Asset Allocation Services. Market timing and asset allocation services must comply with our administrative systems, rules and procedures. Prior to utilizing the market timing and asset allocation services, a market timing agreement, which sets forth certain conditions, must be signed. Because excessive trades in an underlying Fund can hurt the performance of the Fund and corresponding Investment Division and harm Contract owners, we reserve the right to refuse any transfer requests from a market timing and asset allocation service or other non-Contract owners that we believe will disadvantage the Fund or the Contract owners.

 
    Market timing or asset allocation services may conflict with transactions under JNL’s dollar cost averaging program, earnings sweep program, automatic rebalancing program or systematic withdrawal program (the “Programs”). Accordingly, when JNL receives notice that you have authorized a market timing or asset allocation service to effect transactions on your behalf, JNL will automatically terminate your participation in any Program in which you are then enrolled, unless you authorize us in writing to continue your participation.

 
    Restrictions Under the Texas Optional Retirement Program (ORP). Contracts issued to participants in ORP contain restrictions required under the Texas Administrative Code. In accordance with those restrictions, a participant in ORP will not be permitted to make withdrawals prior to such participant’s retirement, death, attainment of age 70½ or termination of employment in a Texas public institution of higher education. The restrictions on withdrawal do not apply in the event a participant in ORP transfers the contract value to another approved Contract or vendor during the period of ORP participation. These requirements will apply to any other jurisdiction with comparable requirements.

 
    Modification of Your Contract. Only our President, Vice President, Secretary or Assistant Secretary may approve a change to or waive a provision of your Contract. Any change or waiver must be in writing. We may change the terms of your Contract without your consent in order to comply with changes in applicable law, or otherwise as we deem necessary.

 
       
    Legal Proceedings. Jackson National is a defendant in a number of civil proceedings substantially similar to other litigation brought against many life insurers alleging misconduct in the sale or administration of insurance products. These matters are sometimes referred to as market conduct litigation. The litigation against JNL seeks to certify various classes of policyholders who purchased either life insurance or annuity products from JNL during some period from 1981 to present. JNL has retained national and local counsel experienced in the handling of such litigation, and has obtained favorable rulings in prior similar cases. However, at this time, it is not feasible to make a meaningful estimate of the amount or range of loss that could result from an unfavorable outcome in such actions.

 
       
      PRIVACY POLICY

    Collection of Nonpublic Personal Information. We collect nonpublic personal information (financial and health) about you from some or all of the following sources:

 
      • Information we receive from you on applications or other forms;

      • Information about your transactions with us;

      • Information we receive from a consumer reporting agency;

      • Information we obtain from others in the process of verifying information you provide us; and

      • Individually identifiable health information, such as your medical history, when you have applied for a life insurance policy.

    Disclosure of Current and Former Customer Nonpublic Personal Information. We will not disclose our current and former customers’ nonpublic personal information to affiliated or nonaffiliated third parties, except as permitted by law. To the extent permitted by law, we may disclose to either affiliated or nonaffiliated third parties all of the nonpublic personal financial information that we collect about our customers, as described above.

    In general, any disclosures to affiliated or nonaffiliated parties will be for the purpose of them providing services for us so that we may more efficiently administer your Contract and process the transactions and services you request. We do not sell information to either affiliated or non-affiliated parties.

    We also share customer name and address information with unaffiliated mailers to assist in the mailing of company newsletters and other Contract owner communications. Our agreements with these third parties require them to use this information responsibly and restrict their ability to share this information with other parties.

    We do not internally or externally share nonpublic personal health information other than, as permitted by law, to process transactions or to provide services that you have requested. These transactions or services include, but are not limited to, underwriting life insurance policies, obtaining reinsurance of life policies, and processing claims for waiver of premium, accelerated death benefits, terminal illness benefits or death benefits.

    Security to Protect the Confidentiality of Nonpublic Personal Information. We have security practices and procedures in place to prevent unauthorized access to your nonpublic personal information. Our practices of safeguarding your information help protect against the criminal use of the information. Our employees are bound by a Code of Conduct requiring that all information be kept in strict confidence, and they are subject to disciplinary action for violation of the Code.

    We restrict access to nonpublic personal information about you to those employees who need to know that information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal and state regulations to guard your nonpublic personal information.


TABLE OF CONTENTS OF
THE STATEMENT OF ADDITIONAL INFORMATION

General Information and History 2
Services 2
Purchase of Securities Being Offered 3
Underwriters 3
Calculation of Performance 3
Accumulation Unit Values 10
Additional Tax Information 245
Net Investment Factor 256
Financial Statements 258

APPENDIX A

Dow Jones does not:

  • Sponsor, endorse, sell or promote the First Trust/JNL The DowSM Target 10 Fund.
  • Recommend that any person invest in the First Trust/JNL Trust The DowSM Target 10 Fund or any other securities.
  • Have any responsibility or liability for or make any decisions about the timing, amount or pricing of the First Trust/JNL The DowSM Target 10 Fund.
  • Have any responsibility or liability for the administration, management or marketing of the First Trust/JNL The DowSM Target 10 Fund.
  • Consider the needs of the First Trust/JNL The DowSM Target 10 Fund in determining, composing or calculating the DJIA or have any obligation to do so.

Dow Jones will not have any liability in connection with the First Trust/JNL The DowSM Target 10 Fund. Specifically,

  • Dow Jones does not make any warranty, express or implied, and Dow Jones disclaims any warranty about:
    • The results to be obtained by the First Trust/JNL The DowSM Target 10 Fund, the owners of the First Trust/JNL The DowSM Target 10 Fund or any other person in connection with the use of the DJIA and the data included in the DJIA;
    • The accuracy or completeness of the DJIA and its data;
    • The merchantability and the fitness for a particular purpose or use of the DJIA and its data.
  • Dow Jones will have no liability for any errors, omissions or interruptions in the DJIA or its data.
  • Under no circumstances will Dow Jones be liable for any lost profits or indirect, punitive, special or consequential damages or losses, even if Dow Jones knows that they might occur.
  • The licensing agreement between First Trust Advisors L.P. (sub-adviser to the JNL Variable Fund LLC) and Dow Jones is solely for their benefit and not for the benefit of the owners of the First Trust/JNL The DowSM Target 10 Fund or any other third parties.

A-1


APPENDIX B


JNL Example 1
                100,000.00   :  Premium
                6.00%   :  Withdrawal Charge Year 4
                4.00%   :  Contract Enhancement
                2.50%   :  Recapture Charge Year 4
                5.50%   :  Net Return

At end of Year 4

                128,837.76   :  Contract Value at end of year 4
                100,000.00   :  Net Withdrawal requested

                28,837.76   :  Earnings
                77,772.94   :  Premium withdrawn (grossed up to account for Withdrawal Charge and Recapture Charge)
                106,610.70   :  Total Gross Withdrawal

                -4,666.38   :  Withdrawal Charge
                -1,944.32   :  Recapture Charge
                100,000.00   :  Total Net Withdrawal

JNL Example 2
                10/1/01    
                100,000.00   :  Premium
                7.00%   :  Withdrawal Charge Contribution Year 3
                2.50%   :  Recapture Charge Contribution Year 3
                2.50%   :  Recapture Charge Contribution Year 3

                12/1/01    
                100,000.00   :  Premium
                8.00%   :  Withdrawal Charge Contribution Year 2
                4.00%   :  Recapture Charge Contribution Year 2
               

4.00%  
:  Contract Enhancement
                0.00%   :  Net Return

                11/1/03    
                208,000.00   :  Contract Value
                150,000.00   :  Net Withdrawal Requested

                8,000.00   :  Earnings
                12,000.00   :  10% Additional Free Withdrawal amount
                100,000.00   :  Premium 1 withdrawn (grossed up to account for Withdrawal Charge and Recapture Charge)
                44,886.36   :  Premium 2 withdrawn (grossed up to account for Withdrawal Charge and Recapture Charge)
                164,886.36   :  Total Gross Withdrawal
               

164,886.36  
:  Total Gross Withdrawal
                -7,000.00   :  Withdrawal Charge from Premium 1
                -2,500.00   :  Recapture Charge from Premium 1
                -3,590.91   :  Withdrawal Charge from Premium 2
                -1,795.45   :  Recapture Charge from Premium 2
                150,000.00   :  Total Net Withdrawal

B-1


APPENDIX C

These examples are provided to assist you in understanding how the GWB and GAWA values are computed, and how they may be altered by various events, including subsequent premium payments, election of the “step-up”, or partial withdrawals. The examples only depict limited circumstances and specific factual assumptions. The results may vary depending upon the timing or sequence of actions, as well as changes in market conditions. If you are contemplating electing the GMWB, or exercising any rights thereunder, in making your decision please consider the results based on the specific facts that apply to you.

All of the following examples assume you select the GMWB when you purchase your Contract and your initial Premium payment is $100,000. No other optional benefits are selected. They also assume that no charges or adjustments will apply to partial withdrawals.

Example 1: At issue, the GWB and GAWA are determined.

      • Your Guaranteed Withdrawal Balance (GWB) is $100,000, which is your initial Premium payment.

      • Your Guaranteed Annual Withdrawal Amount (GAWA) is $7,000, which is 7% of your GWB.

Example 2: Subsequent Premium payment.

If you make an additional Premium payment of $50,000 before you make any withdrawals, then

      •Your GWB is $150,000, which is your prior GWB ($100,000) plus your additional Premium payment ($50,000).

      •Your GAWA is $10,500, which is your prior GAWA ($7,000) plus 7% of your additional Premium payment ($3,500).

Example 3: Withdrawal equal to the GAWA.

If you take the GAWA ($7,000) as a withdrawal before the end of the first Contract Year, then

      •Your GWB becomes $93,000, which is your prior GWB ($100,000) minus the GAWA ($7,000).

      •Your GAWA for the next year remains $7,000, because you did not take more than the GAWA ($7,000).

Example 4: Withdrawal greater than the GAWA when the contract value has increased due to positive market performance and the GAWA is reduced as a result of the transaction.

If you withdraw $60,000 and your contract value is $150,000 at the time of withdrawal, then

      • We recalculate your GWB by comparing the results of two calculations and choosing the lesser amount:

      • First, we deduct the amount of the withdrawal ($60,000) from your contract value ($150,000). This equals $90,000 and is your new contract value.

      • Second, we deduct the amount of the withdrawal ($60,000) from your GWB ($100,000). This is $40,000. Your new GWB is $40,000, since this is the lesser of the two amounts.

      • Since the contract value after the partial withdrawal ($90,000) is more than the new GWB ($40,000), but less than the GWB prior to the partial withdrawal ($100,000), the GAWA is reduced. The new GAWA is 7% of the greater of the contract value after the partial withdrawal or the new GWB, which is $6,300.

      • After the withdrawal, if you took withdrawals of the GAWA, it would take 7 additional years to deplete the new GWB.

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Example 5: Withdrawal greater than the GAWA when the contract value has increased due to positive market performance and the GAWA remains unchanged.

If you withdraw $40,000 and your contract value is $150,000 at the time of withdrawal, then

      •We recalculate your GWB by comparing the results of two calculations and choosing the lesser amount:

      • First, we deduct the amount of the withdrawal ($40,000) from your contract value ($150,000). This equals $110,000 and is your new contract value.

      • Second, we deduct the amount of the withdrawal ($40,000) from your GWB ($100,000). This is $60,000. Your new GWB is $60,000, since this is the lesser of the two amounts.

      • Since the contract value after the partial withdrawal ($110,000) is more than the new GWB ($60,000) and more than the GWB prior to the partial withdrawal ($100,000), the GAWA is unchanged. The GAWA remains $7,000.

      •After the withdrawal, if you took withdrawals of the GAWA, it would take 9 additional years to deplete the new GWB.

Example 6: Withdrawal greater than the GAWA when the contract value has decreased due to negative market performance.

If you withdraw $50,000 and your contract value is $80,000 at the time of withdrawal, then

      • We recalculate your GWB by comparing the results of two calculations and choosing the lesser amount:

      • First, we deduct the amount of the withdrawal ($50,000) from your contract value ($80,000). This equals $30,000 and is your new contract value.

      • Second, we deduct the amount of the withdrawal ($50,000) from your GWB ($100,000). This is $50,000. Your new GWB becomes $30,000, since this is the lesser of the two amounts.

      • Since the contract value prior to the partial withdrawal ($80,000) is less than or equal to the GWB prior to the partial withdrawal ($100,000), the GAWA is reduced. The new GAWA is 7% of the new GWB, which is $2,100.

      • After the withdrawal, if you took withdrawals of the GAWA, it would take 15 additional years to deplete the new GWB.

Example 7: Step-up.

If you elect to “step-up” your GMWB on a Contract Anniversary at least 5 years after electing the GMWB, assuming you have made no withdrawals and your contract value at the time of step-up is $200,000, then

      •We recalculate your GWB to equal your contract value, which is $200,000.

      • We recalculate your GAWA by comparing your GAWA before the step-up ($7,000) to 7% of your new GWB ($14,000) and choose the greater amount ($14,000). This is your new GAWA.

      •After the “step-up”, if you took withdrawals of the GAWA, it would take 15 additional years to deplete the new GWB.

Example 8: Values may differ based on the order of your elections. The following two examples demonstrate the different results if you elect a “step-up” prior to submitting a withdrawal request rather than making the withdrawal prior to a “step-up.”

If your contract value prior to any transactions is $200,000 and you wish to “step-up” your GMWB on a Contract Anniversary at least 5 years after electing the GMWB (assuming you have made no prior withdrawals) but also wish to take the original GAWA ($7,000) as a withdrawal, then

C-2


8A: Step-up followed by withdrawal.

      • Upon step-up, we recalculate your GWB to equal your contract value, which is $200,000. We then recalculate your GAWA by comparing your GAWA before the step-up ($7,000) to 7% of your new GWB ($14,000) and choose the greater amount ($14,000). This is your new GAWA.

      • Upon withdrawal of less than or equal to the GAWA, your GWB becomes $193,000, which is your prior GWB ($200,000) minus the withdrawal ($7,000). Your GAWA remains $14,000, because you did not take more than the GAWA.

      • After the withdrawal, if you took withdrawals of the GAWA, it would take 14 additional years to deplete the new GWB.

8B: Withdrawal followed by a Step-up.

      • Upon withdrawal of less than or equal to the GAWA, your GWB becomes $93,000, which is your prior GWB ($100,000) minus the withdrawal ($7,000). Your GAWA remains $7,000, because you did not take more than the GAWA.

      • Upon step-up, we recalculate your GWB to equal your contract value after the withdrawal, which is $193,000. We then recalculate your GAWA by comparing your GAWA before the step-up ($7,000) to 7% of your new GWB ($13,510) and choose the greater amount ($13,510). This is your new GAWA.

      • After the step-up, if you took withdrawals of the GAWA, it would take 15 additional years to deplete the new GWB.

Example 9: The following two examples demonstrate that in some cases the order of your transactions will not impact the final results.

If your contract value prior to any transactions is $200,000 and you wish to “step-up” your GMWB on a Contract Anniversary at least 5 years after electing the GMWB (assuming you have made no prior withdrawals) but also wish to take a withdrawal greater than the GAWA ($15,000), then

9A: Step-up followed by withdrawal.

      • Upon step-up, we recalculate your GWB to equal your contract value, which is $200,000. We then recalculate your GAWA by comparing your GAWA before the step-up ($7,000) to 7% of your new GWB ($14,000) and choose the greater amount ($14,000). This is your new GAWA.

      • Upon withdrawal of an amount greater than the GAWA, your GWB is the lesser of the contract value after the partial withdrawal ($185,000) or the prior GWB less the partial withdrawal ($15,000), which is $185,000. Since the contract value prior to the partial withdrawal ($200,000) is less than or equal to the GWB prior to the partial withdrawal ($200,000), the GAWA is reduced. The new GAWA is 7% of the new GWB, which is $12,950.

      • After the withdrawal, if you took withdrawals of the GAWA, it would take 15 additional years to deplete the new GWB.

9B: Withdrawal followed by a Step-up.

      • Upon withdrawal of an amount greater than the GAWA, your GWB is the lesser of the contract value after the partial withdrawal ($185,000) or the prior GWB less the partial withdrawal ($85,000), which is $85,000. Since the contract value after the partial withdrawal ($185,000) is more than the new GWB ($85,000) and more than the GWB prior to the partial withdrawal ($100,000), the GAWA is unchanged. The GAWA remains $7,000.

      • Upon step-up, we recalculate your GWB to equal your contract value after the withdrawal, which is $185,000. We then recalculate your GAWA by comparing your GAWA before the step-up ($7,000) to 7% of your new GWB ($12,950) and choose the greater amount ($12,950). This is your new GAWA.

      • After the step-up, if you took withdrawals of the GAWA, it would take 15 additional years to deplete the new GWB.

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    APPENDIX D

 
For additional fees, we offer 3 optional endorsements that make your death benefit no less than a variety of values under the Contract based either on net premiums or contract value.   Optional Death Benefits for Contracts Purchased Prior to August 18, 2003 or in you live in Connecticut, Indiana, Oregon, Texas, Washington. You may elect to protect your Contract’s death benefit from certain types of poor investment performance by selecting (in lieu of or in addition to any Earnings Protection Benefit) one of three optional death benefits:

 
       
      I.  5% Compounded Death Benefit, changes your basic death benefit to the greatest of:

      (a)   Your “contract value” on the date we receive proof of death and completed claim forms from your beneficiary; or

      (b)   Total “Net Premiums” (premiums you paid net of premium taxes minus any withdrawals (including any applicable charges and adjustments), annual contract maintenance charges, transfer charges, any applicable charges due under any optional endorsement and taxes we have paid); or

      (c)   Total Net Premiums since your Contract was issued, compounded at 5% (4% if you are age 70 or older on the date your Contract is issued); or

      (d)   Your contract value at the end of your seventh Contract year, plus Net Premiums you paid after the seventh Contract year, compounded at 5% (4% if you are age 70 or older on the date your Contract is issued).

Amounts in (c) and (d) are limited to 250% of net premiums paid under your Contract.

      II.   Maximum Anniversary Value Death Benefit, changes your basic death benefit to the greatest of:

      (a)   Your “contract value” on the date we receive proof of death and completed claim forms from your beneficiary; or

      (b)   Total Net Premiums since your Contract was issued; or

      (c)   Your greatest contract value on any Contract anniversary prior to your 81st birthday, reduced by any withdrawals (including any applicable withdrawal charges and adjustments), annual contract maintenance charges, transfer charges, and any applicable charges due under any optional endorsement subsequent to that Contract anniversary, plus any premiums paid (net of any applicable premium taxes) subsequent to that Contract anniversary, minus taxes deducted subsequent to that Contract anniversary.

      III.  Combination Death Benefit, changes your basic death benefit to the greatest of:

      (a)   Your “contract value” on the date we receive proof of death and completed claim forms from your beneficiary; or

      (b)   Total Net Premiums since your Contract was issued; or

      (c)   Total Net Premiums since your Contract was issued, compounded at 5% (4% if you are age 70 or older on the date your Contract is issued); or

      (d)   Your contract value at the end of your seventh Contract year, plus Net Premiums you paid after the seventh Contract year, compounded at 5% (4% if you are age 70 or older on the date your Contract is issued); or

      (e)   Your greatest contract value on any Contract anniversary prior to your 81st birthday, reduced by any withdrawals (including any applicable withdrawal charges and adjustments), annual contract maintenance charges, transfer charges and any applicable charges due under any optional endorsement subsequent to that Contract anniversary, plus any premiums paid (net of any applicable premium taxes) subsequent to that Contract anniversary, minus taxes deducted subsequent to that Contract anniversary).

      Amounts in (c) and (d) are limited to 250% of net premiums paid under your Contract.

    For purposes of calculating I. (c), (d), II. (c) and III. (c), (d) and (e), all adjustments to the Net Premiums will occur at the time of the withdrawal, premium payment, or deduction of the annual contract maintenance charges, transfer charges, any applicable charges due to optional endorsement or taxes and all adjustments for amounts withdrawn will reduce the Net Premiums in items I. (c), (d), II. (c) and III. (c), (d) and (e) above in the same proportion that the contract value was reduced on the date of that withdrawal.

 
    For purposes of determining “contract value,” the amount attributable to the Indexed Fixed Option will be the value of the Indexed Fixed Option on the Index Determination Date (as described in the product brochure for the Indexed Fixed option) immediately preceding the date we receive a completed request for payment in good order.

 
    You may not elect the Maximum Anniversary Value Death Benefit or the Combination Death Benefit if you are older than age 80 when your Contract is issued. The closer to age 81 you are when your Contract is issued, the less advantageous it would be for you to select these options. The optional death benefits may not be available in all states.

 
    If either the 5% Compounded Death Benefit or the Combination Death Benefit is selected, the use of multiple Contracts by related entities/owners to avoid the 250% premium limit will not be permitted. Selection of these Optional Benefits are subject to our administrative rules designed to assure their appropriate use. We may update these rules as necessary.

 
    Each of the three optional death benefits is designed to increase your death benefit from that provided by the base death benefit only if the investment performance and credited rates of the allocation options to which you have allocated your contract values has not been sufficient to make your contract value the applicable death benefit. Normally, each of the three optional death benefits would be greater than your Contract’s base death benefit if your contract value is not greater than net payments. If you make substantial withdrawals, however, it is possible in some circumstances for your Contract’s base death benefit to be greater than any of the optional death benefits, even if your contract value is not greater than your net payments.


Questions:   If you have any questions about your Contract, you may contact us at:


Annuity Service Center:

1 (800) 766-4683
     Mail Address: P.O. Box 378002, Cenver, Colorado 80237-8002
     Delivery Address: 8055 East Tufts Avenue, Second Floor, Denver, Colorado 80237

Institutional Marketing Group Service Center:

1 (800) 777-7779
     Mail Address: P.O. Box 30386, Lansing, Michigan 48909-9692
     Delivery Address: 1 Corporate Way, Lansing, Michigan 48951
  Attn: IMG

Home Office:

1 Corporate Way, Lansing, Michigan 48951

__________

1 1 Withdrawal charges are deducted on the income date if that date is within one year of the issue date, upon partial withdrawals in excess of free withdrawal amounts, and upon total withdrawals. When, at your request, we incur the expense of providing expedited delivery of your partial withdrawal or complete surrender, we will assess the following charges: $15 for wire service and $10 for overnight delivery ($22.50 for Saturday delivery). Withdrawal charges will not be charged on wire/overnight fees.

2 Any applicable Contract Enhancement recapture charges are deducted at the income date as well as on partial withdrawals in excess of free withdrawal amounts and upon total withdrawals.

3 Dollar cost averaging transfers and rebalancing transfers do not count against the 15 free transfers.

4 On a calendar quarter basis, the charge is .10% of the GMIB Benefit Base. This charge is assessed each calendar quarter and upon termination of the GMIB and is deducted from the Investment Divisions and the Guaranteed Fixed Accounts on a pro rata basis. When it is deducted from the Investment Divisions, it is not a part of unit value calculations but rather is normally deducted by means of a cancellation of units. The GMIB Benefit Base is defined on page 54 below.

5 This charge is only imposed if your contract value is less than $50,000 on the date when the charge is assessed.

6 If the initial premium equals $1,000,000 or more, we will waive the Administration Charge. However, we reserve the right to reverse this waiver and reinstate the Administration Charge if withdrawals are made in the first Contract year that result in the contract value falling substantially below $1,000,000, as determined by us.

7 For Contracts purchased prior to August 18, 2003, there are three other optional death benefits (that provide less protection) are available for .15% and .25%. For contacts purchased after August 18, 2003, there are four other optional death benefits (that provide less protection) for fees that range from .25% to .45%.

8 This charge is only deducted for the first five Contract years.

9 These charges are only deducted for the first seven Contract years.

10 The current charge for the GMWB is .35%, and currently there is an increase in the charge to .55% when you elect a “step-up.” We reserve the right to prospectively increase the charge on new issues, upon election of the benefit after issue or upon any election of any “step-up” subject to a maximum charge of .70%.

11The 4% Contract Enhancement is assumed to have been selected (along with the Earnings Protection Benefit, the Three-Year Withdrawal Charge Period, the most expensive optional death benefit and the maximum possible charge for the GMWB). If you purchased your Contract between March 18, 2003 and June 3, 2003, the 3% and 4% Contract Enhancements were not available and the 2% Contract Enhancement could not be elected with the five-year withdrawal charge period option. For Contracts purchased between June 4, 2003 and August 17, 2003, the 3 year, 5 year and 7 year Guaranteed Fixed Accounts are unavailable if you select the 3% or 4% Contract Enhancements. For Contracts purchased between July 14, 2003 and August 17, 2003, the 3 year, 5 year and 7 year Guaranteed Fixed Accounts are unavailable if you select the 2% Contract Enhancement. You may not select the Three-Year Withdrawal Charge Period option with the 20% Additional Free Withdrawal option. You may not elect both the GMIB and GMWB.

12 Certain Funds pay Jackson National Asset Management, LLC, the adviser, an administrative fee for certain services provided to the Fund by the adviser. The Janus/JNL Global Equities Fund, the JPMorgan/JNL International Value Fund, the Mellon Capital Management/JNL International Index Fund, the Oppenheimer/JNL Global Growth Fund, the Putnam/JNL International Equity Fund and all of the First Trust/JNL Funds except the First Trust/JNL Global Target 15 Fund pay an administrative fee of .15%; the First Trust/JNL Global Target 15 Fund pays an administrative fee of .20%; the nine S&P/JNL Funds pay an administrative fee of .05%; the other Funds pay an administrative fee of .10%. The administrative fees are paid to Jackson National Asset Management, LLC. The Management and Administrative Fee and the Total Fund Annual Expenses columns in this table reflect the inclusion of any applicable administrative fee.

13 The Trustees of JNL Series Trust have adopted a Brokerage Enhancement Plan (the “Plan”) in accordance with the provisions of Rule 12b-1 under the Investment Company Act of 1940. The Plan uses the available brokerage commissions to promote services and the sale of shares of the Trust. The brokerage commission rates and amounts paid by the Trust are not expected to increase as a result of the Plan. The 12b-1 fee is only paid to the extent that the commission is recaptured by an affiliated broker-dealer. The distribution fee noted is an estimate in that it is not possible to determine with accuracy actual amounts that will be paid under the Plan to affiliated broker-dealers.

14 The Janus/JNL Global Equities Fund (the “Fund”) is not available through a division as an investment option and is not available as an underlying fund to the S&P/JNL Core Index 50 Fund and the S&P/JNL Core Index 75 Fund. However, the Fund is available as an underlying fund of the S&P/JNL Conservative Growth Fund I, the S&P/JNL Moderate Growth Fund I, the S&P/JNL Aggressive Growth Fund I, the S&P/JNL Very Aggressive Growth Fund I, the S&P/JNL Equity Growth Fund I and the S&P/JNL Equity Aggressive Growth Fund I.

15 We anticipate that the 12b-1 fee will be less than .01%.

16 Underlying Fund Expenses. The expenses shown above are the annual operating expenses for the S&P/JNL Funds. Because the S&P/JNL Funds invest in other Funds of the JNL Series Trust, the S&P/JNL Funds will indirectly bear their pro-rata share of fees and expenses of the underlying Funds in addition to the expenses shown.

The total annual operating expenses for each S&P/JNL Fund (including both the annual operating expenses for the S&P/JNL Funds and the annual operating expenses for the underlying Funds) could range from .80% to 1.41% (this range reflects an investment in the Funds with the lowest and highest Total Fund Annual Expenses). The total annual operating expenses for each S&P/JNL Core Index Fund (including both the annual operating expenses for the S&P/JNL Core Index Funds and the annual operating expenses for the underlying Funds) could range from .81% to 1.41% (this range reflects an investment in the Funds with the lowest and highest Total Fund Annual Expenses). The table below shows estimated total annual operating expenses for each of the S&P/JNL Funds based on the pro-rata share of expenses that the S&P/JNL Funds would bear if they invested in a hypothetical mix of underlying Funds. The adviser believes the expenses shown below to be a likely approximation of the expenses the S&P/JNL Funds will incur based on the actual mix of underlying Funds. The expenses shown below include both the annual operating expenses for the S&P/JNL Funds and the annual operating expenses for the underlying Funds. The actual expenses of each S&P/JNL Fund will be based on the actual mix of underlying Funds in which it invests. The actual expenses may be greater or less than those shown.

S&P/JNL Conservative Growth Fund I......................................... 1.062%
S&P/JNL Moderate Growth Fund I............................................... 1.122%
S&P/JNL Aggressive Growth Fund I............................................ 1.190%
S&P/JNL Very Aggressive Growth Fund I................................... 1.219%
S&P/JNL Equity Growth Fund I..................................................... 1.212%
S&P/JNL Equity Aggressive Growth Fund I............................... 1.218%
S&P/JNL Core Index 50 Fund......................................................... 1.019%
S&P/JNL Core Index 75 Fund......................................................... 0.965%
S&P/JNL Core Index 100 Fund....................................................... 0.897%

S&P Name. “Standard & Poor’s®,” “S&P®,” “S&P 500®,” “Standard & Poor’s 500,” “500,” “Standard & Poor’s MidCap 400” and “S&P Midcap 400” are trademarks of The McGraw-Hill Companies, Inc. and have been licensed for use by Jackson National Life Insurance Company. These Funds are not sponsored, endorsed, sold or promoted by Standard & Poor’s and Standard & Poor’s makes no representation regarding the advisability of investing in these Funds. Please see the Statement of Additional Information which sets forth certain additional disclaimers and limitations of liabilities on behalf of S&P.

17 Dow Jones Name. “Dow Jones,” “Dow Jones Industrial AverageSM,” “DJIASM” and “The Dow 10SM” are service marks of Dow Jones & Company, Inc. (Dow Jones). Dow Jones has no relationship to the annuity, other than the licensing of the Dow Jones Industrial Average (DJIA) and its service marks for use in connection with the First Trust/JNL The DowSM Target 10 Fund. Please see Appendix A for additional information.

18 The First Trust/JNL The S&P® Target 10 Fund is not sponsored, endorsed, sold or promoted by Standard & Poor’s and Standard & Poor’s makes no representation regarding the advisability of investing in this Fund. Please see the Statement of Additional Information which sets forth certain additional disclaimers and limitations of liabilities on behalf of S&P.

19 Any applicable Contract Enhancement recapture charges are deducted at the income date as well as on partial withdrawals in excess of free withdrawal amounts, upon total withdrawals and if your Contract is returned during the free look period.


PART C.    OTHER INFORMATION

Item 24. Financial Statements and Exhibits

(a) Financial Statements:

  (1) Financial statements and schedules included in Part A:
         Not Applicable
     
  (2) Financial statements and schedules included in Part B:
     
    Jackson National Separate Account - I:
     
    Report of Independent Accountants
    Statement of Assets and Liabilities as of December 31, 2002
    Statement of Operations for the Year Ended December 31, 2002
    Statement of Cash Flows for the Year Ended December 31, 2002
    Statement of Changes in Net Assets for the Years Ended December 31, 2002, December 31, 2001 and December 31, 2000
    Notes to Financial Statements
     
    Jackson National Life Insurance Company:
     
    Report of Independent Accountants
    Consolidated Balance Sheet as of December 31, 2002, 2001 and 2000
    Consolidated Income Statement for the Years ended December 31, 2002, 2001, 2000 and 1999
    Consolidated Statement of Stockholder's Equity and Comprehensive Income for the years ended December 31, 2002, 2001, 2000 and 1999
    Consolidated Statement of Cash flows for the years ended December 31, 2002, 2001, 2000 and 1999
    Notes to Consolidated Financial Statements

Item 24.(b) Exhibits
Exhibit No. Description
1. Resolution of Depositor's Board of Directors authorizing the establishment of the Registrant, incorporated by reference to the Registrant's Post-Effective Amendment No. 9, filed on April 21, 1999 (File Nos. 33-82080 and 811-8664).
2. Not Applicable
3. General Distributor Agreement dated May 24, 1995, incorporated by reference to the Registrant's Post-Effective Amendment No. 3, filed on April 30, 1996 (File Nos. 33-82080 and 811-8664).
4.a. Specimen of the Perspective II Fixed and Variable Annuity Contract, incorporated by reference to the Registrant's Registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
b. Specimen of Tax Sheltered Annuity Endorsement, incorporated by reference to the Registrant's Pre-Effective Amendment No. 1 filed on December 19, 2001 (File Nos. 333-70472 and 811-8664).
c. Specimen of Retirement Plan Endorsement, incorporated by reference to the Registrant's Pre-Effective Amendment No.1 filed on December 19, 2001 (File Nos. 333-70472 and 811-8664).
d. Specimen of Individual Retirement Annuity Endorsement, incorporated by reference to the Registrant's Pre-Effective Amendment No.1 filed on December 19, 2001 (File Nos. 333-70472 and 811-8664).
e. Specimen of Roth IRA Endorsement, incorporated by reference to the Registrant's Pre-Effective Amendment No.1 filed on December 19, 2001 (File Nos. 333-70472 and 811-8664).
f. Specimen of Earnings Protection Benefit Endorsement, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
g. Specimen of 5% Compounded Death Benefit Endorsement, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
h. Specimen of Combination Death Benefit Endorsement, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
i. Specimen of Maximum Anniversary Value Death Benefit Endorsement, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
j. Specimen of 20% Additional Free Withdrawal Benefit Endorsement, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
k. Specimen of Five-Year Withdrawal Charge Schedule Endorsement, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
l. Specimen of 2% Contract Enhancement Endorsement, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
m. Specimen of 3% Contract Enhancement Endorsement, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
n. Specimen of 4% Contract Enhancement Endorsement, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
o. Specimen of 5% Contract Enhancement Endorsement, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
p. Specimen of Guaranteed Minimum Income Benefit Endorsement, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
q. Speciman of Preselected Death Benefit Option Election Endorsement, incorporated by reference to the Registrant's Pre-Effective Amendment No.1 filed on December 19, 2001 (File Nos. 333-70472 and 811-8664).
r. Specimen of Reduced Administration Charge Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 1 filed on April 29, 2002 (File Nos. 333-70472 and 811-8664).
s. Specimen of 2% Contract Enhancement Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 1 filed on April 29, 2002 (File Nos. 333-70472 and 811-8664).
t. Specimen of 3% Contract Enhancement Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 1 filed on April 29, 2002 (File Nos. 333-70472 and 811-8664).
u. Specimen of 4% Contract Enhancement Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 1 filed on April 29, 2002 (File Nos. 333-70472 and 811-8664).
v. Specimen of Guaranteed Minimum Withdrawal Benefit endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 4 filed on November 1, 2002 (File Nos. 333-70472 and 811-8664).
w. Specimen of Fixed Account Options Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 4 filed on November 1, 2002 (File Nos. 333-70472 and 811-8664).
x. Specimen of Maximum Anniversary Value Death Benefit Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 6 filed on June 11, 2003 (File Nos. 333-70472 and 811-8664).
y. Specimen of 5% Compounded Death Benefit Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 6 filed on June 11, 2003 (File Nos. 333-70472 and 811-8664).
z. Specimen of Combination Death Benefit Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 6 filed on June 11, 2003 (File Nos. 333-70472 and 811-8664).
aa. Specimen of 4% Contract Enhancement Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 6 filed on June 11, 2003 (File Nos. 333-70472 and 811-8664).
bb. Specimen of 3% Contract Enhancement Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 6 filed on June 11, 2003 (File Nos. 333-70472 and 811-8664).
cc. Specimen of 2% Contract Enhancement Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 6 filed on June 11, 2003 (File Nos. 333-70472 and 811-8664).
dd. Specimen of 4% Compounded Death Benefit Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 6 filed on June 11, 2003 (File Nos. 333-70472 and 811-8664).
ee. Specimen of Combination Death Benefit Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 6 filed on June 11, 2003 (File Nos. 333-70472 and 811-8664).
ff. Specimen of 3 Year Withdrawal Charge Endorsement, incorporated by reference to the Registrant's Post-Effective Amendment No. 6 filed on June 11, 2003 (File Nos. 333-70472 and 811-8664).
5.a. Form of the Perspective II Fixed and Variable Annuity Application, incorporated by reference to the Registrant's registration Statement filed on September 28, 2001 (File Nos. 333-70472 and 811-8664).
b. Form of the Perspective II Fixed and Variable Annuity Application, incorporated by reference to the Registrant's Post-Effective Amendment No. 5, filed on May 1, 2003 (File Nos. 333-70472 and 811-8664).
c. Form of the Perspective II Fixed and Variable Annuity Application, incorporated by reference to the Registrant's Post-Effective Amendment No. 6 filed on June 11, 2003 (File Nos. 333-70472 and 811-8664).
6.a. Articles of Incorporation of Depositor, incorporated by reference to the Registrant's Post-Effective Amendment No. 3, filed on April 30, 1996 (File Nos. 33-82080 and 811-8664).
b. By-laws of Depositor, incorporated by reference to the Registrant's Post-Effective Amendment No. 3, filed on April 30, 1996 (File Nos. 33-82080 and 811-8664).
7.a. Variable Annuity Guaranteed Minimum Death Benefit Reinsurance Agreement, attached hereto.
7.b. Variable Annuity GMIB Reinsurance Agreement, attached hereto.
8. Not Applicable
9. Opinion and Consent of Counsel, attached hereto.
10. Consent of Independent Accountants, incorporated by reference to the Registrant's Post-Effective Amendment No. 1 filed on April 29, 2002 (File Nos. 333-70472 and 811-8664).
11. Not Applicable
12. Not Applicable
13. Computation of Performance, incorporated by reference to the Registrant's Post-Effective Amendment No. 17, filed on October 5, 2001 (File Nos. 33-82080 and 811-8664).
13.a. Computation of Performance, incorporated by reference to the Registrant's Post-Effective Amendment No. 1 filed on April 29, 2002 (File Nos. 333-70472 and 811-8664).

Item 25. Directors and Officers of the Depositor

  Name and Principal Business Address Positions and Offices with Depositor

  Richard Ash
1 Corporate Way
Lansing, MI 48951
Appointed Actuary and Vice President - Actuarial

  John B. Banez
1 Corporate Way
Lansing, MI 48951
Vice President - Systems and Programming

  James P. Binder, CPA
1 Corporate Way
Lansing, MI 48951
Vice President - Finance and Corporate Strategy

  Joseph Mark Clark
1 Corporate Way
Lansing, MI 48951
Vice President - Policy Administration

  Marianne Clone
1 Corporate Way
Lansing, MI 48951
Vice President - Administration

  James B. Croom
1 Corporate Way
Lansing, MI 48951
Vice President & Deputy General Counsel

  Gerald W. Decius
1 Corporate Way
Lansing, MI 48951
Vice President - Systems Application Coordinator

  Lisa C. Drake
1 Corporate Way
Lansing, MI 48951
Senior Vice President & Chief Actuary

  Robert A. Fritts
1 Corporate Way
Lansing, MI 48951
Vice President & Controller - Financial Operations

  Victor A. Gallo
1 Corporate Way
Lansing, MI 48951
Senior Vice President - Group Pension

  James D. Garrison
1 Corporate Way
Lansing, MI 48951
Vice President - Tax

  Lou E. Hensley
1 Corporate Way
Lansing, MI 48951
Vice President - Corporate Development

  Andrew B. Hopping
1 Corporate Way
Lansing, MI 48951
Executive Vice President, Chief Financial Officer, Treasurer & Director

  Stephen A. Hrapkiewicz, Jr.
1 Corporate Way
Lansing, MI 48951
Senior Vice President - Human Resources

  Clifford J. Jack
1 Corporate Way
Lansing, MI 48951
Executive Vice President & Chief Distribution Officer

  Cheryl L. Johns
1 Corporate Way
Lansing, MI 48951
Vice President - Life Division

  Timo P. Kokko
1 Corporate Way
Lansing, MI 48951
Vice President - Support Services

  Everett W. Kunzelman
1 Corporate Way
Lansing, MI 48951
Vice President - Underwriting

  Lynn W. Lopez
1 Corporate Way
Lansing, MI 48951
Vice President - Group Pension

  Clark P. Manning
1 Corporate Way
Lansing, MI 48951
President & Chief Executive Officer & Director

  Thomas J. Meyer
1 Corporate Way
Lansing, MI 48951
Senior Vice President, General Counsel & Secretary

  Keith R. Moore
1 Corporate Way
Lansing, MI 48951
Vice President - Technology

  Jacky Morin
1 Corporate Way
Lansing, MI 48951
Vice President - Group Pension

  P. Chad Myers
1 Corporate Way
Lansing, MI 48951
Senior Vice President - Asset/ Liability Management

  J. George Napoles
1 Corporate Way
Lansing, MI 48951
Executive Vice President & Chief Information Officer

  Mark D. Nerud
1 Corporate Way
Lansing, MI 48951
Vice President - Fund Accounting & Administration

  Bradley J. Powell
1 Corporate Way
Lansing, MI 48951
Vice President - Institutional Marketing Group

  Laura L. Prieskorn
1 Corporate Way
Lansing, MI 48951
Vice President - Model Office

  James B. Quinn
1 Corporate Way
Lansing, MI 48951
Vice President - Broker Management

  James R. Sopha
1 Corporate Way
Lansing, MI 48951
Executive Vice President - Corporate Development

  Scott L. Stoltz
1 Corporate Way
Lansing, MI 48951
Senior Vice President - Administration

  Michael A. Wells
1 Corporate Way
Lansing, MI 48951
Chief Operating Officer & Director


Item 26.


Persons Controlled by or Under Common Control with the Depositor or Registrant.


Company State of Organization Control/Ownership Principal Business
 
Alaiedon, LLC Michigan 100% Hermitage Management LLC  
 
Brooke Finance Corporation Delaware 100% Brooke Holdings, Inc. Finance Company
 
Brooke Holdings, Inc. Delaware 100% Brooke Holdings (UK) Limited Holding Company Activities
 
Brooke Holdings (UK) Limited United Kingdom 100% Holborn Delaware Corporation Holding Company Activities
 
Brooke Life Insurance Company Michigan 100% Brooke Holdings, Inc. Life Insurance
 
Brooke (Jersey) Limited United Kingdom 100% Prudential One Limited Holding Company Activities
 
Crescent Telephone Delaware 100% Jackson National Life Insurance Company Telecommunications
 
Curian Capital, LLC Michigan 100% Jackson National Life Insurance Company Registered Investment Advisor
 
GCI Holding Corporation Delaware 70% Jackson National Life Insurance Company Holding Company Activities
 
Gloucester Holdings Delaware 100% Jackson National Life Insurance Company Adhesives
 
GS28 Limited United Kingdom 100% Brooke Holdings (UK) Limited Holding Company Activities
 
Hermitage Management, LLC Michigan 100% Jackson National Life Insurance Company Advertising Agency
 
Holborn Delaware Corporation Delaware 80% Prudential One Limited, 10% Prudential Two Limited, 10% Prudential Three Limited Holding Company Activities
 
Holliston Mills Delaware 70% Jackson National Life Insurance Company Textile Mfg.
 
Industrial Coatings Group Delaware 70% Jackson National Life Insurance Company Textile Mfg.
 
IFC Holdings, Inc. Delaware 99% National Planning Holdings Inc. Broker/Dealer
 
Investment Centers of America Delaware 100% IFC Holdings, Inc. Broker/Dealer
 
IPM Products Group Delaware 100% Jackson National Life Insurance Company Auto Parts
 
Jackson Federal Bank USA 100% JNL Thrift Holdings, Inc. Savings & Loan
 
Jackson National Asset Management, LLC Michigan 100% Jackson National Life Insurance Company Investment Adviser and Transfer Agent
 
Jackson National Life (Bermuda) Ltd. Bermuda 100% Jackson Life Insurance National Life Insurance Company Life Insurance
 
Jackson National Life Distributors, Inc. Delaware 100% Jackson National Life Insurance Company Advertising/Marketing Corporation and Broker/Dealer
 
Jackson National Life Insurance Company of New York New York 100% Jackson National Life Insurance Company Life Insurance
 
JNLI LLC Delaware 100% Jackson National Life Insurance Company Tuscany Notes
 
JNL Securities, LLC Michigan 100% Curian Capital, LLC Broker/Dealer and Insurance Agency
 
JNL Investors Series Trust Massachusetts Common Law Trust with contractual association with Jackson National Life Insurance Company Investment Company
 
JNL Series Trust Massachusetts Common Law Trust with contractual association with Jackson National Life Insurance Company Investment Company
 
JNL Thrift Holdings, Inc. Michigan 100% Jackson National Life Insurance Company Holding Company
 
JNL Variable Fund LLC Delaware 100% Jackson National Separate Account - I Investment Company
 
JNL Variable Fund III LLC Delaware 100% Jackson National Separate Account III Investment Company
 
JNL Variable Fund IV LLC Delaware 100% Jackson National Separate Account IV Investment Company
 
JNL Variable Fund V LLC Delaware 100% Jackson National Separate Account V Investment Company
 
JNLNY Variable Fund I LLC Delaware 100% JNLNY Separate Account I Investment Company
 
JNLNY Variable Fund II LLC Delaware 100% JNLNY Separate Account II Investment Company
 
LePages Management Co., LLC Delaware 50% Jackson National Life Insurance Company Adhesives
 
National Planning Corporation Delaware 100% National Planning Holdings, Inc. Broker/Dealer and Investment Adviser
 
National Planning Holdings, Inc. Delaware 100% Brooke Holdings, Inc. Holding Company Activities
 
PPM Holdings, Inc. Delaware 100% Brooke Holdings, Inc. Holding Company
 
Prudential Atlantic Reinsurance Company Ireland 100% Prudential Corporation Holdings
Limited
Reinsurance
 
Prudential Corporation Holdings Limited United Kingdom 100% Prudential plc Holding Company Activities
 
Prudential plc United Kingdom Publicly Traded Financial Institution
 
Prudential One Limited United Kingdom 100% Prudential Corporation Holdings
Limited
Holding Company Activities
 
Prudential Two Limited United Kingdom 100% Prudential One Limited Holding Company Activities
 
Prudential Three Limited United Kingdom 100% Prudential One Limited Holding Company Activities
 
SII Investments, Inc. Wisconsin 100% National Planning Holdings, Inc. Broker/Dealer

Item 27.


Number of Contract Owners as of June 9, 2003.

 
Non-Qualified  -   12,538
 
Qualified  -   16,709

Item 28.


Indemnification.

Provision is made in the Company's Amended By-Laws for indemnification by the Company of any person who was or is a party or is threatened to be made a party to a civil, criminal, administrative or investigative action by reason of the fact that such person is or was a director, officer or employee of the Company, against expenses, including attorneys' fees, judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with such action, suit or proceedings, to the extent and under the circumstances permitted by the General Corporation Law of the State of Michigan.

Insofar as indemnification for liabilities arising under the Securities Act of 1933 ("Act") may be permitted to directors, officers and controlling persons of the Company pursuant to the foregoing provisions, or otherwise, the Company has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against liabilities (other than the payment by the Company of expenses incurred or paid by a director, officer or controlling person of the Company 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 Company will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

Item 29.


Principal Underwriter.

(a) Jackson National Life Distributors, Inc. acts as general distributor for the Jackson National Separate Account - I. Jackson National Life Distributors, Inc. also acts as general distributor for the Jackson National Separate Account III, the Jackson National Separate Account V, the JNLNY Separate Account I and the JNLNY Separate Account II.

(b) Directors and Officers of Jackson National Life Distributors, Inc.:

  Name and Business Address Positions and Offices with Underwriter

  Michael A. Wells
401 Wilshire Blvd.
Suite 1200
Santa Monica, CA 90401
Director

  Clark Manning
1 Corporate Way
Lansing, MI 48951
Director

  Andrew B. Hopping
1 Corporate Way
Lansing, MI 48951
Director

  Clifford J. Jack
8055 E. Tufts Avenue
Suite 1000
Denver, CO 80237
President and Chief Executive Officer

  Joseph D. Emanuel
8055 E. Tufts Avenue
Suite 1000
Denver, CO 80237
Executive Vice President

  David Collett
401 Wilshire Blvd.
Suite 1200
Santa Monica, California 90401
Chief Financial Officer, Treasurer and Interim FinOp

  Gregory B. Salsbury
401 Wilshire Blvd.
Suite 1200
Santa Monica, CA 90401
Executive Vice President

  Robert DeChellis
8055 E. Tufts Avenue
Suite 1000
Denver, CO 80237
Executive Vice President, National Sales Manager

  Bradley J. Powell
210 Interstate North Parkway
Suite 401
Atlanta, GA 30339-2120
Executive Vice President

  Douglas Campbell
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Senior Vice President and National Sales Director

  John Kawauchi
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Senior Vice President - Marketing and Corporate Communications

  James Livingston
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Senior Vice President - Product Development

  Greg Smith
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Senior Vice President - Project Management/Business Solutions

  Scott Yessner
401 Wilshire Boulevard
Suite 1200
Santa Monica, CA 90401
Senior Vice President -  Strategic Initiatives

  Pam Aurbach
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - National Sales Development

  Nikhil Advani
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Product Management

  Kendall Best
401 Wilshire Boulevard
Suite 1200
Santa Monica, CA 90401
Vice President - Strategic Relations

  William Britt
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Marketing Planning and Analysis

  Tori Bullen
210 Interstate North Parkway
Suite 401
Atlanta, GA 30339-2120
Vice President - Institutional Marketing Group

  Allan Chiulli
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Executive Vice President - Investment Manager Relations

  Maura Collins
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Regulatory Accounting and Special Projects

  Steve Goldberg
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Guaranteed Product Development

  Luis Gomez
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Marketing

  Thomas Hull
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Life Product Development

  Steve Kluever
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Variable Product Development

  Nicholas Koutouras
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Business Development

  Susan McClure
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Business Development and Chief of Staff

  Lisa Pedote
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Finance

  Peter Radloff
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Marketing

  David Sprague
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - National Sales Development

  William (Tim) Toole
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Key Accounts

  Phil Wright
8055 E. Tufts Avenue
Suite 1100
Denver, CO 80237
Vice President - Communications

  James L. Simon
1 Corporate Way
Lansing, Michigan 48951
Director of Compliance and Secretary

(c)
Name of Principal Underwriter Net Underwriting Discounts and Commissions Compensation on Redemption or Annuitization Brokerage Commissions Compensation
Jackson National Life Distributors, Inc. Not Applicable Not Applicable Not Applicable Not Applicable

Item 30.


Location of Accounts and Records.

Jackson National Life Insurance Company
1 Corporate Way
Lansing, MI 48951

Jackson National Life Insurance Company
Institutional Marketing Group Service Center
1 Corporate Way
Lansing, MI 48951

Jackson National Life Insurance Company
8055 East Tufts Ave., Second Floor
Denver, CO 80237

Jackson National Life Insurance Company
225 West Wacker Drive, Suite 1200
Chicago, IL 60606

Item 31. Management Services

Not Applicable

Item 32. Undertakings and Representations

(a) Jackson National Life Insurance Company hereby undertakes to file a post-effective amendment to this registration statement as frequently as is necessary to ensure that the audited financial statements in the registration statement are never more than sixteen (16) months old for so long as payment under the variable annuity contracts may be accepted.

(b) Jackson National Life Insurance Company hereby undertakes to include either (1) as part of any application to purchase a contract offered by the Prospectus, a space that an applicant 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) Jackson National Life Insurance Company hereby undertakes to deliver any Statement of Additional Information and any financial statement required to be made available under this Form promptly upon written or oral request.

(d) Jackson National Life Insurance Company represents that the fees and charges deducted under the contract, in the aggregate, are reasonable in relation to the services rendered, the expenses to be incurred,and the risks assumed by Jackson National Life Insurance Company.

(e) The Registrant hereby represents that any contract offered by the prospectus and which is issued pursuant to Section 403(b)of the Internal Revenue Code of 1986 as amended, is issued by the Registrant in reliance upon, and in compliance with, the Securities and Exchange Commission’s industry-wide no-action letter to the American Council of Life Insurance (publicly available November 28, 1988) which permits withdrawal restrictions to the extent necessary to comply with IRS Section 403(b)(11).

 


SIGNATURES

As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets the requirements of Securities Act Rule 485(b) for effectiveness of this Post-Effective Amendment and has caused this Post-Effective Amendment to be signed on its behalf, in the City of Lansing, and State of Michigan, on this 11th day of August, 2003.

Jackson National Separate Account - I
(Registrant)
 
By: Jackson National Life Insurance Company
 
By: /s/ Thomas J. Meyer*
Andrew B. Hopping
Executive Vice President - Chief Financial Officer and Director

Jackson National Life Insurance Company
(Depositor)
 
By: /s/ Thomas J. Meyer*
Andrew B. Hopping
Executive Vice President - Chief Financial Officer and Director

As required by the Securities Act of 1933, this Post-Effective Amendment to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

 

/s/ Thomas J. Meyer*
Clark P. Manning, President, Chief Executive Officer and Director
August 11, 2003
   
/s/ Thomas J. Meyer*
Michael A. Wells, Director
August 11, 2003
   
/s/ Thomas J. Meyer*
Andrew B. Hopping, Executive Vice President - Chief Financial Officer and Director
August 11, 2003
   
/s/ Thomas J. Meyer*
Robert A. Fritts, Vice President and Controller - Financial Operations
August 11, 2003

 

* Thomas J. Meyer, Attorney-in-Fact



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned as a director and/or officer of JACKSON NATIONAL LIFE INSURANCE COMPANY (the Depositor), a Michigan corporation, hereby appoints Andrew B. Hopping, Thomas J. Meyer and Clark P. Manning (with full power to each of them to act alone) his attorney-in-fact and agent, each with full power of substitution and resubstitution, for and in his name, place and stead, in any and all capacities, to execute, deliver and file in the names of the undersigned, any of the documents referred to below relating to the registration statement on Form N-4, under the Investment Company Act of 1940, as amended, and under the Securities Act of 1933, as amended, covering the registration of a Variable Annuity Contract issued by Jackson National Separate Account - I (the Registrant), including the initial registration statements, any amendment or amendments thereto, with all exhibits and any and all documents required to be filed with respect thereto with any regulatory authority. Each of the undersigned grants to each of said attorney-in-fact and agent, full authority to do every act necessary to be done in order to effectuate the same as fully, to all intents and purposes as he could do in person, thereby ratifying all that said attorney-in-fact and agent, may lawfully do or cause to be done by virtue hereof.

This Power of Attorney may be executed in one or more counterparts, each of which shall be deemed to be an original, and all of which shall be deemed to be a single document.

IN WITNESS WHEREOF, each of the undersigned director and/or officer hereby executes this Power of Attorney as of the 6th day of January 2003.

 

/s/ Clark P. Manning
Clark P. Manning, President, Chief
Executive Officer and Director

 

/s/ Michael A. Wells
Michael A. Wells, Director

 

/s/ Andrew B. Hopping
Andrew B. Hopping, Executive Vice President,
Chief Financial Officer and Director

 

/s/ Robert A. Fritts
Robert A. Fritts, Vice President and Controller - Financial Operations


EXHIBIT LIST

Exhibit No. Description
7.a. Variable Annuity Guaranteed Minimum Death Benefit Reinsurance Agreement, attached hereto as EX-99.7.a
7.b. Variable Annuity GMIB Reinsurance Agreement, attached hereto as EX-99.7.b.
9. Opinion of Counsel, attached hereto as EX-99.9.