Brighthouse Shield/R/ Level Select 6-Year Annuity
REGISTRATION STATEMENT FILE NO.
333-233239
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-3/A
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. 1
BRIGHTHOUSE LIFE INSURANCE COMPANY
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or
organization)
06-0566090
(I.R.S. Employer Identification Number)
11225 North Community House Road, Charlotte, NC 28277
(980) 365-7100
(Address, including zip code, and
telephone number, including area code,
of registrant’s principal executive offices)
Brighthouse Life Insurance Company
c/o The Corporation
Trust Company
1209 Orange Street
Corporation Trust Center
Wilmington, DE 19801
(302) 658-7581
(Name,
address, including zip code, and telephone number,
including area code, of agent for service)
Copies to:
W. Thomas Conner
Vedder Price
1401 I Street NW, Suite 1100
Washington, DC 20005
As soon as practicable following the effectiveness of the
registration statement
(Approximate date of
commencement of proposed sale to the public)
If the only
securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box: □
If any of the securities being registered on this Form are to
be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than offered only in connection with dividend or interest reinvestment plans, check the following box: ☒
If this Form is filed to register additional securities for an
offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. □
If this Form is a post-effective amendment filed pursuant to
Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. □
If this Form is a registration statement pursuant to General
Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. □
If this Form is a post-effective amendment to a registration
statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. □
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2
of the Exchange Act.
| Large
accelerated filer □ |
Accelerated
filer □ |
| Non-accelerated
filer ☒ (Do not check if a smaller reporting company) |
Smaller
reporting company □ |
| |
Emerging
growth company □ |
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. □
| CALCULATION
OF REGISTRATION FEE |
| |
TITLE
OF EACH CLASS OF
SECURITIES TO BE REGISTERED |
AMOUNT
TO BE
REGISTERED |
PROPOSED
MAXIMUM
OFFERING PRICE
PER UNIT(1) |
PROPOSED
MAXIMUM
AGGREGATE
OFFERING PRICE |
AMOUNT
OF
REGISTRATION FEE(2) |
| Individual
Single Premium Deferred Index-Linked Separate Account Annuity Contract |
10,500,000,000
|
Not
applicable |
$10,500,000,000
|
$1,362,900
|
| |
| 1.
|
Interests are sold on a
dollar for dollar basis and not on the basis of a price per share or unit. |
| 2.
|
A payment of $121.20
(reflecting the then-current filing fee rate per $1,000,000) was made on August 2, 2019 for the registration of 1,000,000 interests in connection with the initial filing of this Registration Statement on Form S-3 (File No. 333-233239), which was
filed on August 13, 2019. As a result, the filing fee due with this Registration Statement (reflecting the current filing fee rate of $129.80 per $1,000,000) is $1,362,900 less $121.20--i.e., $1,362,778.80. Therefore, the Registrant is wiring
$1,362,778.80 in connection with this Registration Statement. |
This Registration Statement includes a combined prospectus
pursuant to Rule 429 under the Securities Act of 1933 which also relates to the Form S-3 registration statement (File No. 333-217509), initially filed on April 27, 2017, by the Registrant (the "Prior Registration Statement"). Upon effectiveness,
this Registration Statement, which is a new registration statement, will also act as a post-effective amendment to such Prior Registration Statement.
5,700,000,000 interests were registered
under the Prior Registration Statement of which approximately 623,513,000 remain registered and unsold. All of those previously registered and unsold interests are being carried forward to this Registration Statement pursuant to Rule 415(a)(6). Upon
effectiveness of this Registration Statement, the offering of interests under the Prior Registration Statement will be deemed terminated.
The Registrant hereby amends this registration statement on
such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933 or until the registration statement shall become effective on such date as the Commission, acting pursuant to Section 8(a), may determine.
BRIGHTHOUSE SHIELD® LEVEL SELECT 6-YEAR ANNUITY
Brighthouse Shield® Level Select 6-Year Annuity is an individual
single premium deferred index-linked separate account annuity contract (the “Contract”) issued by Brighthouse Life Insurance Company (“BLIC”, “we”, “our” or “us”).
This Contract is available for use
in connection with Non-Qualified Plans, Traditional IRAs and Roth IRAs.
BLIC is located at 11225 North
Community House Road, Charlotte, NC 28277. The telephone number is 1-800-343-8496. Brighthouse Securities, LLC, 11225 North Community House Road, Charlotte, NC 28277, is the principal underwriter and distributor of the Contracts.
The Risk Factors for this Contract
appear on Page 10.
Please
read the prospectus carefully before investing and keep it for future reference. This prospectus includes important information including a description of all material features of the Contract. BLIC’s obligations under the Contract are subject
to our financial strength and claims-paying ability. Index-linked annuity contracts are complex insurance and investment vehicles. Before you invest, be sure to ask your financial representative about the Contract’s features, benefits, risks
and fees, and whether the Contract is appropriate for you based upon your financial situation and objectives.
Neither the Securities and Exchange
Commission nor any state securities commission has approved or disapproved these securities or the adequacy of this prospectus. Any representation to the contrary is a criminal offense. Mutual funds, annuities and insurance products are not deposits
of any bank, and are not insured or guaranteed by the Federal Deposit Insurance Corporation (the “FDIC”) or any other government agency. You may lose money invested in the Contract.
The Contracts may be distributed
through broker-dealers that have relationships with banks or other financial institutions or by employees of such banks. However, the Contracts are not deposits or obligations of, or guaranteed by such institutions or any Federal regulatory agency.
Investment in the Contracts involves investment risks, including possible loss of principal.
The principal underwriter of the
Contract is Brighthouse Securities, LLC. The offering of the Contract is intended to be continuous.
Prospectus dated November 18,
2019
TABLE OF CONTENTS
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Special Terms
In this prospectus, the following capitalized terms
have the indicated meanings:
Account Value. The total of the Fixed Account Value and the value of the Shield Option(s) under the Contract during the Accumulation Period.
Accrued Cap
Rate. The portion of the Cap Rate that has accrued from the Term Start Date to any day within the Term. This is the maximum Index Performance that may be applied in calculating the Interim
Value on any day prior to the Term End Date if Index Performance is greater than zero. The Accrued Cap Rate is equal to the Cap Rate multiplied by the number of days elapsed since the Term Start Date, divided by the total number of days in the
Term.
Accrued Shield Rate. The portion of the Shield Rate that has accrued from the Term Start Date to any day within the Term. This is the amount that will be applied in calculating the Interim Value on any day prior to
the Term End Date if Index Performance is less than zero. The Accrued Shield Rate is equal to the Shield Rate multiplied by the number of days elapsed since the Term Start Date, divided by the total number of days in the Term.
Accrued Step
Rate. The portion of the Step Rate that has accrued from the Term Start Date to any day within the Term. This is the rate that will be applied in calculating the Interim Value on any day prior
to the Term End Date if Index Performance is equal to or greater than zero. The Accrued Step Rate is equal to the Step Rate multiplied by the number of days elapsed since the Term Start Date, divided by the total number of days in the
Term.
Accumulation Period. The period prior to the Annuity Date.
Annuitant.
The natural person(s) listed on the Contract Schedule on whose life Income Payments are based. Any reference to Annuitant will also include any Joint Annuitant under an Annuity Option.
Annuity
Date. A date on which you choose to begin receiving Income Payments. If we agree, you may change the Annuity Date, subject to certain requirements. If you do not choose an Annuity Date, the
Annuity Date will be the Annuity Date indicated on the Contract Schedule.
Annuity Service
Office. The office indicated on the Contract Schedule to which notices and requests must be sent, or as otherwise changed by Notice from us.
BLIC (“we,” “us,”
“our”). Brighthouse Life Insurance Company.
Beneficiary.
The person(s) or entity(ies) you name to receive a death benefit payable under the Contract upon the death of the Owner or a Joint Owner, or in certain circumstances, an Annuitant.
Brighthouse
Securities. Brighthouse Securities, LLC.
Business
Day. Our “business day” is generally any day the NYSE is open for regular trading. For purposes of administrative requests and transactions, a Business Day ends at 4:00 PM Eastern
Standard Time. If the SEC determines the existence of emergency conditions on any day, and consequently, the NYSE does not open, then that day is not a Business Day.
Cap Rate. The maximum rate that may be credited at the Term End Date based on Index Performance. The Cap Rate may vary between Shield Options and it is not an annual rate.
Code.
The Internal Revenue Code of 1986, as amended, and all related laws and regulations, which are in effect during the term of the Contract.
Contract.
The legal agreement between you and BLIC. It contains relevant provisions of your deferred annuity.
Contract
Anniversary. An anniversary of the Issue Date of the Contract.
Contract
Schedule. The schedule attached to your Contract.
Contract
Year. A one-year period starting on the Issue Date and on each Contract Anniversary thereafter.
Death Benefit Amount. For Owners age 76 or older at the Issue Date of the Contract, the standard death benefit is the Account Value. For Owners age 75 or younger at the Issue Date of the Contract, the standard death benefit (known as the
Return of Premium death benefit) is the greater of the Account Value or your Purchase Payment (reduced proportionately by the percentage reduction in Account Value of the Shield Option(s) and the Fixed Account for each partial withdrawal (including
any applicable Withdrawal Charge)). The Death Benefit Amount is determined as of the end of the Business Day on which we have received Notice of due proof of death and an acceptable election for the payment method.
ERISA. Employee
Retirement Income Security Act of 1974, as amended.
Exchange
Act. Securities Exchange Act of 1934, as amended.
FDIC.
Federal Deposit Insurance Corporation.
FINRA.
Financial Industry Regulatory Authority.
Fixed
Account. An account, if available, that consists of all of the assets under the Contract other than those in the Separate Account. You may allocate your Purchase Payment or transfer your
Investment Amount to the Fixed Account. The Fixed Account is part of the General Account assets of BLIC.
Fixed Account Value. The initial Fixed Account Value is the amount of your Purchase Payment initially allocated to the Fixed Account. Thereafter, the Fixed Account Value equals: (a) the initial Fixed Account Value or the Fixed Account
Value on the most recent Contract Anniversary, including any transfers, whichever is applicable; plus (b) any interest credited by us; less (c) the amount of any withdrawals including any Withdrawal Charges; and less (d) any Premium
or Other Taxes, if applicable.
Free
Look. If you change your mind about owning the Contract, you can cancel it within a certain time period after receiving it. This is known as a “Free Look.” Not all Contracts issued are
subject to Free Look provisions under state law. We ask that you submit your request to cancel in writing, signed by you, to us (e.g., the Annuity Service Office) or to the financial representative who sold it. When you cancel the Contract within
this Free Look period, we will not assess a Withdrawal Charge. Unless otherwise required by state law, you will receive whatever your Contract is worth on the day that we receive your cancellation request. The amount you receive may be more or less
than your Purchase Payment depending upon the Shield Options you allocated your Purchase Payment to during the Free Look period. This means that you bear the risk of any decline in the Account Value of your Contract during the Free Look period. We
do not refund any charges or deductions assessed during the Free Look period. In certain states, we are required to give back your Purchase Payment if you decide to cancel your Contract during the Free Look period.
Free Withdrawal Amount. The Free Withdrawal Amount in the first Contract Year is zero. Thereafter, the Free Withdrawal Amount each Contract Year is equal to 10% of your Account Value as of the prior Contract Anniversary, less the total amount
withdrawn from the Account Value in the current Contract Year. The Free Withdrawal Amount is non-cumulative and is not carried over to other Contract Years.
General
Account. Comprised of BLIC’s assets, other than assets in any separate accounts it may maintain.
Good
Order. A request or transaction generally is considered in “Good Order” if it complies with our administrative procedures and the required information is complete and accurate. A
request or transaction may be rejected or delayed if not in Good Order. Good Order generally means the actual receipt by us of the instructions relating to the requested transaction in writing (or, when permitted, by telephone) along with all forms,
information and supporting legal documentation necessary to effect the transaction. This information and documentation generally includes to the extent applicable to the transaction: your completed application; your contract number; the transaction
amount (in dollars or percentage terms); the names and allocations to and/or from the Shield Options, or the Fixed Account if applicable, affected by the requested transaction; the signatures of all Contract Owners (exactly as indicated on the
contract), if necessary; Social Security Number or Tax I.D.; and any other information or supporting documentation that we may require, including any spousal or Joint Owner’s consents. With respect to purchase payments, Good Order also
generally includes receipt by us of sufficient funds to effect the purchase. We may, in our sole discretion, determine whether any particular transaction request is in Good Order, and we reserve the right to change or waive any Good Order
requirement at any time. If you have any questions, you should contact us or your financial representative before submitting the form or request.
Income
Payments. A series of payments made by us during the Income Period, which we guarantee as to dollar amount.
Income
Period. A period starting on the Annuity Date during which Income Payments are payable.
Index (Indices). We currently offer Shield Options with indices based on the performance of securities. In the future we may offer Shield Options based on other types of Indices. We may also add other indices for new Contracts at our
discretion.
Index Performance. The percentage change in the Index Value measured from the Term Start Date to any day, including the Term End Date, within the Term. Index Performance can be positive, zero or
negative.
Index Value. The Index Value of an Index, on a Business Day, is the published closing value of the Index on that Business Day. The Index Value on any day that is not a Business Day is the value as of the prior
Business Day.
Interest Rate Term. The length of time over which the current Fixed Account interest rate is guaranteed. No Interest Rate Term will extend beyond the Annuity Date. The minimum Interest Rate Term depends on the date
your Contract is issued but will not be less than one (1) year.
Interest Rate Term End Date. The Contract Anniversary on which an Interest Rate Term ends.
Interest Rate Term Start Date. The Contract Anniversary on which an Interest Rate Term is established. If chosen at issue, the initial Interest Rate Term Start Date begins on the Issue Date or otherwise it will begin on the
first Contract Anniversary in which you make the allocation to the Fixed Account.
Interim
Value. For each Shield Option, the value we assign on any Business Day prior to the Term End Date. During the Transfer Period, the Interim Value of each Shield Option will equal the Investment
Amount in that Shield Option. After the Transfer Period, the Interim Value of that Shield Option is equal to the Investment Amount in the Shield Option, adjusted for the Index Performance of the associated Index and subject to the applicable Accrued
Shield Rate, Accrued Cap Rate or Accrued Step Rate. The Interim Value is the amount that is available for annuitization, death benefits, withdrawals and Surrenders.
Investment
Amount. The Investment Amount, for each Shield Option, is the amount that is allocated to the Shield Option and subsequently reflects all withdrawals and adjustments at the Term End Date. The
Investment Amount will be reduced for any withdrawal by the same percentage that the withdrawal reduces the Interim Value attributable to that Shield Option.
Issue
Date. The date the Contract is issued.
Joint
Annuitant. If there is more than one Annuitant, each Annuitant will be a Joint Annuitant of the Contract.
Joint
Owner. If there is more than one Owner, each Owner will be a Joint Owner of the Contract. Joint Owners are limited to natural persons.
Maturity
Date. The Maturity Date is specified in your Contract and is the first day of the calendar month following the Annuitant’s 90th birthday or 10 years from the date we issue your Contract,
whichever is later. The Contract will be annuitized at the Maturity Date.
Minimum Account
Value. $2,000. If your Account Value falls below the Minimum Account Value as a result of a withdrawal we will treat the withdrawal request as a request for a full withdrawal.
Minimum
Allocation. $500.
Minimum Guaranteed Cap Rate. The actual Minimum Guaranteed Cap Rate for your Contract is the amount shown on your Contract Schedule but will not be less than 2% for Shield Options with a 1-Year term, 6% for Shield Options with a 3-Year term and 8%
for Shield Options with a 6-Year term.
Minimum Guaranteed Interest Rate. The current Minimum Guaranteed Interest Rate will not be less than 1%. This interest rate is guaranteed to be a rate not less than the minimum interest rate allowed by state law—see Appendix
D. The actual Minimum Guaranteed Interest Rate for your Contract is the amount shown on your Contract Schedule and applies only to amounts in the Fixed Account.
Minimum Guaranteed Step Rate. The actual Minimum Guaranteed Step Rate for your Contract is the amount shown on your Contract Schedule but will not be less than 1.5%.
Minimum Partial Withdrawal Amount. $500.
Notice.
Any form of communication providing information we need, either in a signed writing or another manner that we approve in advance. All Notices to us must be sent to our Annuity Service Office and received in Good Order. To be effective for
a Business Day, a Notice must be received in Good Order prior to the end of that Business Day.
NYSE.
New York Stock Exchange.
Owner
(“you”, “yours”). The person(s) entitled to the ownership rights under the Contract. Subject to our administrative procedures, we may also permit ownership by a
corporation (a type of non-natural person) or certain other legal entities. If Joint Owners are named, all references to Owner shall mean Joint Owners.
Performance
Rate. The rate credited at the Term End Date. The Performance Rate is based on the Index Performance, adjusted for the applicable Shield Rate, Cap Rate or Step Rate. The Performance Rate can
be positive, zero or negative. At the end of the Term, any increase or reduction in the Investment Amount in a particular Shield Option is determined by multiplying the Performance Rate by the Investment Amount of the Shield Option on the last day
of the Term.
Performance Rate Adjustment. The adjustment made to the Investment Amount for each Shield Option on any day during the Term, up to, and including, the Term End Date. Prior to the Term End Date, this adjustment is based on the
Index Performance of the associated Index for a particular Term, subject to any applicable Accrued Shield Rate, Accrued Cap Rate or Accrued Step Rate. On the Term End Date, this adjustment is based on the Performance Rate. This adjustment can be
positive, zero or negative. When the Performance Rate Adjustment is positive we may also refer to this adjustment as “earnings.” When the Performance Rate Adjustment is negative we may also refer to this adjustment as
“losses.”
Premium
Tax. The amount of tax, if any, charged by the state or municipality.
Purchase
Payment. The amount paid to us under the Contract as consideration for the benefits it provides.
Rate Crediting
Type. Either the Cap Rate or the Step Rate.
RMD.
Required Minimum Distribution.
SEC. Securities and Exchange Commission.
Securities
Indices. Indices based on the performance of securities.
Separate Account. The separate account is Brighthouse Separate Account SA.
Shield 10. The
Contract provides downside protection through the Shield 10, which is a Shield Rate where negative Index Performance of up to 10% of your Investment Amount is absorbed by us at the Term End Date, which would leave you to absorb any remaining
negative Index Performance of up to 90% of your Investment Amount.
Shield 15. The Contract provides downside protection through the Shield 15, which is a Shield Rate where negative Index Performance of up to 15% of your Investment Amount is absorbed by us at the Term End Date, which would leave
you to absorb any remaining negative Index Performance of up to 85% of your Investment Amount.
Shield 25. The Contract provides downside protection through the Shield 25, which is a Shield Rate where negative Index Performance of up to 25% of your Investment Amount is absorbed by us at the Term End Date, which would leave
you to absorb any remaining negative Index Performance of up to 75% of your Investment Amount.
Shield Rate. The amount of any negative Index Performance that is absorbed by us at the Term End Date. Any negative Index Performance beyond the Shield Rate will reduce the Investment Amount associated with the Shield Option.
The Shield Rate may vary between Shield Options and it is not an annual rate. We currently offer the following Shield Rates: Shield 10, Shield 15 and Shield 25.
Shield Option. You may allocate your Purchase Payment or transfer your Investment Amount to one or more of the available Shield Options. Each Shield Option offered through this Contract has an associated Term, Index, Shield Rate and
either a Cap Rate or Step Rate.
Step
Rate. The rate credited at the Term End Date if the Index Performance is equal to or greater than zero. The Step Rate may vary between Shield Options and it is not an annual rate.
Surrender.
A full withdrawal of your Account Value.
Term.
The Term is the number of years that the Shield Option is in effect. We currently offer Terms of 1 year, 3 years or 6 years. The Initial Term(s) begin on the Issue Date.
Term End
Date. The Contract Anniversary on which a Shield Option ends.
Term Start Date. The Contract Anniversary on which a Shield Option is established. The initial Term Start Date(s) begins on the Issue Date, and thereafter, will be the Contract Anniversary coinciding with the term duration of the current
Term you have selected.
Transfer Period. The five (5) calendar days following the Contract Anniversary coinciding with the Term End Date for each applicable Shield Option and/or the Interest Rate Term End Date for the Fixed Account,
during the Accumulation Period.
Withdrawal
Charge. A charge applied to the percentage of the amount withdrawn from your Account Value in a Contract Year in excess of the Free Withdrawal Amount.
Summary
The
Brighthouse Shield® Level Select 6-Year Annuity is an individual single premium deferred index-linked separate account annuity contract (the
“Contract”) issued by BLIC, that provides for the potential accumulation of retirement savings. The Contract is intended for retirement or other long term investment purposes.
The Contract offers various Shield
Options, which permit Owners to potentially receive interest equal to the percentage returns of certain Securities Indices, up to a Cap Rate or Step Rate, with guarantees against a specified level of negative returns—guarantees we call
“Shield Rates.” We currently offer Shield Options based on Securities Indices. Additionally, each Shield Option has a Term of 1, 3, or 6 years in length, a Shield Rate (Shield 10, Shield 15 or Shield 25) and Rate Crediting Type (Cap Rate
or Step Rate). For each Shield Option, you select the Term, the Shield Rate and which Securities Index you want the performance of your Contract to be based on. If you select a 1-Year Term, you may also select whether you want your Contract
performance based on the Cap Rate or Step Rate. A Fixed Account that guarantees a fixed rate of interest may also be available. Unless you allocate your Purchase Payment to the Fixed Account, you may lose money by
investing in the Contract.
The Cap Rate and Step Rate (each,
a “Rate Crediting Type”) are the two ways we offer that you can potentially receive interest based on the upside performance of an Index. The Cap Rate is the maximum rate that may be credited at the Term End Date based on Index
Performance and the Step Rate is the rate credited at the Term End Date if the Index Performance is equal to or greater than zero.
New Cap Rates and Step Rates are
declared for each subsequent Term. A thirty (30) day advance written Notice will be mailed to you indicating your maturing Shield Options and how you can obtain the new Cap Rates and Step Rates. See “RATE CREDITING TYPES.”
You may withdraw a portion or all
of your Account Value at any time until you commence receiving Income Payments, subject to an adjustment to the Investment Amounts. Depending on the performance of the Indices you choose, this adjustment may be substantial. Withdrawal Charges may
also apply.
The Contract is
available only in those states where it has been approved for sale.
When you purchase the Contract, if
you are age 76 or older at the Issue Date of the Contract, the standard death benefit is the Account Value. For Owners age 75 or younger at the Issue Date of the Contract, the standard death benefit (known as the Return of Premium death benefit)
will be the greater of your (i) Account Value or (ii) Purchase Payment, reduced proportionately by the percentage reduction in Account Value of the Shield Option(s) and the Fixed Account for each partial withdrawal (including any applicable
Withdrawal Charge).
Like all
annuity contracts the Contract offers a range of annuity options, which provide Income Payments for your lifetime.
We have the right to substitute a
comparable index prior to the Term End Date if any Index is discontinued or, at our sole discretion, we determine that our use of such Index should be discontinued, or if the calculation of an Index is substantially changed. See “An Index may
be Substituted.”
See
“SPECIAL TERMS” in this prospectus for more detailed explanations of the terms associated with the Shield Options.
The following chart describes the key
features of the Contract. Please read this prospectus for more detailed information about the Contract.
Key Features of the Contract
| Contract
|
Individual
single premium deferred index-linked separate account annuity contract. |
| Purchase
Payment |
The
minimum Purchase Payment: $25,000. Prior approval required for a Purchase Payment of less than $25,000 or $1,000,000 or more. |
| Owner
and Annuitant Issue Ages |
0-85
|
| Contract
Periods |
The
Contract has two periods:• The Accumulation Period, the period prior to the Annuity Date; and
• The Income Period, which begins on the Annuity Date and during which Income Payments are provided.
|
| Account
Value |
The
total of the Fixed Account Value and the value of the Shield Option(s) under the Contract during the Accumulation Period. |
| Shield
Option |
Each
Shield Option has an associated Term, Index, Shield Rate and Rate Crediting Type. |
| Term
|
The
Term may be 1, 3, or 6 years in length. |
| Index
|
The
current Indices are as follows:• S&P 500® Index (Price Return Index);
• Russell 2000® Index (Price Return Index); and
• MSCI EAFE Index (Price Return Index). |
| Shield
Rate |
We
currently offer different levels of protection at maturity:Shield 10 — A Shield Rate where negative Index Performance of up to 10% of your Investment Amount is absorbed
by us at the Term End Date, which would leave you to absorb any remaining negative Index Performance of up to 90% of your Investment Amount.
Shield 15 — A Shield
Rate where negative Index Performance of up to 15% of your Investment Amount is absorbed by us at the Term End Date, which would leave you to absorb any remaining negative Index Performance of up to 85% of your Investment Amount.
Shield 25 — A Shield Rate where negative Index Performance of up to 25% of your Investment Amount is absorbed by us at the Term End Date, which would leave you to absorb
any remaining negative Index Performance of up to 75% of your Investment Amount. |
| Rate
Crediting Type |
A
Shield Option can only have one associated Rate Crediting Type: either a Cap Rate or a Step Rate. |
| Interim
Value |
For
each Shield Option, the value we assign on any Business Day prior to the Term End Date. The Interim Value of a Shield Option is equal to the Investment Amount in the Shield Option, adjusted for the Index Performance of the associated Index and
subject to the applicable Accrued Shield Rate, Accrued Cap Rate or Accrued Step Rate. |
| Transfers
|
During
the Accumulation Period you may make transfers to the Fixed Account and/or to new Shield Option(s) during the Transfer Period. The effective date of such transfer is the first day of the Interest Rate Term and/or a Term(s) in which the transfer is
made. |
| Fixed
Account |
See
Appendix D. |
| Access
to Your Money |
You
may withdraw some or all of your money at any time prior to the Annuity Date. For any withdrawal, a Performance Rate Adjustment, as of the date of the withdrawal, will apply and may be substantial. In addition, a withdrawal taken in excess of the
Free Withdrawal Amount may be subject to a Withdrawal Charge. |
| Withdrawal
Charge |
A
percentage charge applied to withdrawals in excess of the Free Withdrawal Amount.
The Withdrawal Charge is calculated at the time of each withdrawal in accordance with the following: |
| |
|
|
|
|
| |
|
Number
of
Complete
Contract Years
since Issue Date |
Withdrawal
Charge
percentage |
|
| |
|
0
|
7%
|
|
| |
|
1
|
7%
|
|
| |
|
2
|
6%
|
|
| |
|
3
|
5%
|
|
| |
|
4
|
4%
|
|
| |
|
5
|
3%
|
|
| |
|
6
or more |
0%
|
|
| |
See
“WITHDRAWAL PROVISIONS — When No Withdrawal Charge Applies” for a list of Withdrawal Charge waivers |
| Death
Benefits |
For
Owners age 76 or older at the Issue Date of the Contract, the standard death benefit is the Account Value. For Owners age 75 or younger at the Issue Date of the Contract, the standard death benefit (known as the Return of Premium death benefit) is
the greater of the Account Value or your Purchase Payment (reduced proportionately by the percentage reduction in Account Value of the Shield Option(s) and the Fixed Account for each partial withdrawal (including any applicable Withdrawal Charge)).
The Death Benefit Amount is determined as of the end of the Business Day on which we have received Notice of due proof of death and an acceptable election for the payment method. |
| Annuity
Options |
You
can choose an Annuity Option. After Income Payments begin, you cannot change the Annuity Option. You can choose one of the following Annuity Options on a fixed payment basis or any other Annuity Option acceptable to us:
(i) Life Annuity;
(ii) Life Annuity with 10 Years of Income Payments Guaranteed;
(iii) Joint and Last Survivor Annuity; and
(iv) Joint and Last Survivor Annuity with 10 Years of Income Payments
Guaranteed. |
| Charges
and Expenses |
You
will bear the following charges and expenses:(i) Withdrawal Charges; and
(ii) Premium and Other Taxes. |
| Your
Right to Cancel |
You
may cancel the Contract within a certain time period after receiving it by mailing or delivering the Contract to either us or the financial representative who sold it. This is known as a “Free Look.” Unless otherwise required by state
law, we will return either your Purchase Payment or Account Value, depending on your state, and we will not deduct a Withdrawal Charge. |
Risk Factors
The purchase of the Contract involves
certain risks. You should carefully consider the following factors, in addition to the matters set forth elsewhere in the prospectus, prior to purchasing the Contract.
Risk of loss
There is a risk of substantial
loss of your principal (unless you allocated your Purchase Payment to the Fixed Account) because you agree to absorb all losses that exceed the Shield Rate for the Shield Options you select under the Contract. This means that if a negative Index
Performance for a Shield Option you select exceeds the corresponding Shield Rate at the Term End Date, you will bear the portion of the loss that exceeds the Shield Rate.
No ownership of the underlying securities
When you purchase the Contract and
allocate your Purchase Payment to a Shield Option(s), you will not be investing in the Index for the Shield Options you select or in a mutual fund or exchange traded fund that also tracks the Index. Your Performance Rate Adjustment for a Shield
Option is limited by a Cap Rate or Step Rate, which means your Investment Amount will be lower than if you had invested in a mutual fund or exchange traded fund designed to track the performance of the applicable Index and the performance is greater
than your Cap Rate or Step Rate.
Withdrawal
Charges
You may withdraw
some or all of your money at any time prior to the Annuity Date; however, any applicable Withdrawal Charge is calculated as a percentage of the amount withdrawn. After the first Contract Year, the Contract provides for a limited free access to your
money, called the Free Withdrawal Amount. If you withdraw an amount that is greater than the Free Withdrawal Amount for your Contract, you may be subject to a Withdrawal Charge which will reduce the amount that is payable to you. For example, assume
you make a $100,000 Purchase Payment at Contract issue. If your Account Value is $80,000 in the beginning of the sixth (6th) Contract Year and you
take a full withdrawal from your Contract, the Free Withdrawal Amount is $8,000 (10% of $80,000) and a Withdrawal Charge percentage of 3% is applied to the remaining amount. This is a 3% reduction of your Account Value, less the Free Withdrawal
Amount ($72,000 = $80,000 – $8,000). The Withdrawal Charge would be $2,160 (3% of $72,000). This results in a cash value of $77,840 paid to you ($77,840 = $80,000 – $2,160). If you make a withdrawal before a Term End Date, a Performance
Rate Adjustment, as of the date of the withdrawal, will apply. A Performance Rate Adjustment may result in a loss that is greater than the Accrued Shield Rate when Index Performance is negative on the date of the withdrawal. Performance Rate
Adjustments, at the time of the withdrawal, may decrease the amount that is payable to you.
Effect of Withdrawals, Surrender, Annuitization or
Death
The method we use in
calculating your Interim Value may result in an amount that is less than the amount you would receive had you held the investment until the Term End Date. If you take a withdrawal when Index Performance is negative, your remaining Investment Amount
may be significantly less than if you waited to take the withdrawal when Index Performance was positive.
| •
|
If you take a
withdrawal, including RMDs, your Account Value will be reduced by the amount withdrawn proportionately from your Shield Options and Fixed Account unless you tell us from which options, in which you currently have any Account Value, where the
withdrawal should be taken. |
| •
|
If you die (unless
your Contract was issued with the Return of Premium death benefit), make a withdrawal or Surrender your Contract prior to the Term End Date, we will pay the Interim Value, which may be less than if you held the Contract until all of your Shield
Options reached their Term End Dates. |
| •
|
If your Contract
is annuitized prior to a Term End Date, we will use the Interim Value to calculate the Income Payments you will receive based on the applicable Annuity Option. In deciding on an Annuity Date, you should take into consideration the Term End Dates of
your Shield Options relative to the Annuity Date you have chosen. |
| •
|
The calculation of
the Interim Value will be based on Index Performance and the applicable Accrued Shield Rate, Accrued Cap Rate or Accrued Step Rate as of the date of the calculation. The Shield Rates, Cap Rates and Step Rates accrue during the Term and only reach
full accrual on the last day of a Term. If negative Index Performance is constant during the Term, the Interim Value will be lower the earlier a withdrawal is made during the Term because the Shield Rate is accruing during this period. Also,
withdrawals prior to the Term End Date, when Index Performance is positive, are subject to an Accrued Cap Rate or Accrued Step Rate based on the period those amounts were invested in the Shield Option. This means the earlier you take a withdrawal
the lesser extent to which any positive Index Performance is reflected in your Account Value due to the accruing of the Cap Rate or Step Rate. |
| •
|
If
your Account Value falls below the Minimum Account Value as a result of a withdrawal, we may terminate your Contract. |
Limitations on Transfers
You may make transfers between the
Fixed Account and the Shield Option(s) only during the Transfer Period. You cannot make transfers outside the Transfer Period and you cannot transfer out of a current Shield Option to another Shield Option or the Fixed Account until the Term End
Date of the current Shield Option and you cannot transfer out of the Fixed Account to a Shield Option until the Interest Rate Term End Date (which will not be less than one (1) year). In both cases, the amount transferred can only be transferred to
new Shield Options or the Fixed Account. This may limit your ability to react to market conditions.
In addition, you should understand
that for renewals into the same Shield Option, a new Cap Rate or Step Rate, as applicable, will be declared and will go into effect on the Contract Anniversary that coincides with the beginning of the new Shield Option.
Availability of Shield Options
Your selling firm may limit the
Shield Options available through that firm when your Contract is issued. Additionally, we may stop selling certain Shield Options. After the Contract is issued, there will always be at least one Shield Option available. Consequently, a particular
Shield Option may not be available for you to transfer your Investment Amount or Fixed Account Value into after a Term End Date or the Interest Rate Term End Date. If the same Shield Option is no longer available at the Term End Date, the Investment
Amount in the applicable Shield Option(s) will automatically transfer into the Fixed Account at the Term End Date, unless you instruct us otherwise. The amounts transferred to the Fixed Account must remain in the Fixed Account until the Interest
Rate Term End Date (which, currently, will not be less than one (1) year). The Investment Amount held in the Fixed Account may earn a return that is less than the return you might have earned if those amounts were held in a Shield Option. If we
exercise this right, your ability to increase your Account Value and, consequently, increase your death benefit will be limited. If the Fixed Account is not available, the Investment Amount will automatically transfer into the Shield Option with, in
order of priority, the shortest Term, the highest Shield Rate and the lowest Cap Rate from the Shield Options available at the Term End Date, unless you instruct us otherwise. A 3-Year Term will be available for at least the first six (6) Contract
Years, subject to the transfer requirements.
Risks
Associated with the Referenced Indices
Because the S&P 500® Index (Price Return Index), the Russell 2000®
Index (Price Return Index) and the MSCI EAFE Index (Price Return Index) are each comprised of a collection of equity securities, in each case the value of the component securities is subject to market risk, or the risk that market fluctuations may
cause the value of the component securities to go up or down, sometimes rapidly and unpredictably. In addition, the value of equity securities may increase or decline for reasons directly related to the issuers of the securities. (See
“INDICES” and “SHIELD RATES.”)
An Index may be substituted
We have the right to substitute a
comparable index prior to the Term End Date if any Index is discontinued or, at our sole discretion, we determine that our use of such Index should be discontinued, or if the calculation of an Index is substantially changed. We would attempt to
choose a substitute index that has a similar investment objective and risk profile to the replaced index. Upon substitution of an Index, we will calculate your Index Performance on the replaced Index up until the date of substitution and the
substitute Index from the date of substitution to the Term End Date. An Index substitution will not change the Shield Rate, Cap Rate or Step Rate for an existing Shield Option. The performance of the new Index may not be as good as the one that it
substituted and as a result your Index Performance may have been better if there had been no substitution.
Issuing Company
No company other than BLIC has any
legal responsibility to pay amounts that BLIC owes under the Contract. An Owner should look to the financial strength of BLIC for its claims-paying ability.
The Annuity Contract
This prospectus
describes the Brighthouse Shield® Level
Select 6-Year Annuity issued by us and describes all the material features of the Contract. The Brighthouse Shield® Level Select 6-Year Annuity is a contract between
you as the Owner, and us, the insurance company, where you agree to make a Purchase Payment to us and we agree to make a series of Income Payments at a later date you select (the “Annuity Date”).
The Contract, like all deferred
annuity contracts, has two periods: the Accumulation Period and the Income Period. During the Accumulation Period, Account Value accumulates on a tax-deferred basis and is taxed as income when you make a withdrawal. If you make a withdrawal during
the Accumulation Period, we may assess a Withdrawal Charge of up to 7%. Withdrawals, depending on the amount and timing, may negatively impact the benefits and guarantees provided by your Contract. You should carefully consider whether a withdrawal
under a particular circumstance will have any negative impact to your benefits or guarantees. The Income Period occurs when you or a designated payee begin receiving regular Income Payments from your Contract.
The maximum issue age for this
Contract is 85.
When you
purchase the Contract, you can choose one or more of the available Shield Options and the Fixed Account. A Purchase Payment applied to the Shield Options is allocated to the Separate Account. You do not share in the investment performance of assets
allocated to the Separate Account. We are obligated to pay all money we owe under the Contract, including death benefits and income payments. Any such amount that exceeds the assets in the Separate Account is paid from our General Account, subject
to our financial strength and claims-paying ability and our long-term ability to make such payments, and is not guaranteed by any other party. (See “THE SEPARATE ACCOUNT.”)
The Contract is intended for
retirement savings or other long-term investment purposes. The Contract benefits from tax deferral. Tax deferral means that you are not taxed on Account Value or appreciation on the assets in your Contract until you take money out of your Contract.
Non-qualified annuity Contracts (which are not retirement plans) owned by a non-natural person such as a corporation or certain other legal entities (other than a trust that holds the Contract as an agent for a natural person), do not receive tax
deferral on earnings. In addition, for any tax qualified account (e.g., an IRA), the tax deferred accrual feature is provided by the tax qualified retirement plan. Therefore, there should be reasons other than tax deferral for acquiring the Contract
by a corporation, certain legal entities or within a qualified plan. (See “FEDERAL TAX CONSIDERATIONS.”)
Currently, in most states, a
Fixed Account is available. However, the Fixed Account may not always be available. You should consult your financial representative for information regarding the Fixed Account, if available. See Appendix D for certain information
regarding the Fixed Account. The Fixed Account offers an interest rate that is guaranteed by us. The minimum interest rate depends on the date your Contract is issued and will not be less than 1% annually. Your financial representative can
tell you the current and minimum interest rates that apply. If you select the Fixed Account, your money will be placed with our other General Account assets, and the amount of money you are able to accumulate in your Contract during the Accumulation
Period depends upon the total interest credited to your Contract. The Fixed Account is part of our General Account. Our General Account consists of all assets owned by us other than those in the Separate Account and our other separate accounts. We
have sole discretion over the investment of assets in the General Account and the Separate Account. If you select an Annuity Option during the Income Period, payments are made from our General Account assets.
The amount of the Income Payments
you receive during the Income Period from an Income Payment option will remain level for the entire Income Period, subject to the payout chosen. (See “INCOME PAYMENTS (THE INCOME PERIOD)” for more information.)
As Owner, you exercise all
interests and rights under the Contract. You can change the Owner at any time, subject to our underwriting requirements. The Contract may be owned generally by Joint Owners (limited to natural persons). (See “OWNERSHIP
PROVISIONS.”)
Any
Internal Revenue Code reference to “spouse” includes those persons who are married spouses under state law, regardless of sex.
Replacement of Contracts
Exchanges. Generally you can exchange one annuity contract for another in a tax-free exchange under Section 1035 of the Code. Before making an exchange, you should compare both annuities carefully. If you
exchange another annuity for the one described in this prospectus, you might have to pay a withdrawal charge on your old annuity, and there will be a new Withdrawal Charge period for the Contract. Other charges may be higher (or lower) and the
benefits may be different. Also, because we will not issue the Contract until we have received the initial premium from your existing insurance company, the issuance of the Contract may be delayed. Generally, it is not advisable to purchase a
Contract as a replacement for an existing annuity contract. Before you exchange another annuity for our Contract, ask your financial representative whether the exchange would be advantageous, given the Contract features, benefits and
charges.
Exchange
Programs. From time to time we may make available programs under which certain annuity contracts previously issued by us or one of our affiliates may be exchanged for the Contracts offered by
this prospectus. Currently, with respect to exchanges from certain of our annuity contracts to the Contract, an existing contract is eligible for exchange if a
surrender of the existing contract would not trigger a withdrawal
charge. You should carefully consider whether an exchange is appropriate for you by comparing the benefits and other guarantees provided by the contract you currently own to the benefits and guarantees that would be provided by the new
Contract offered by this prospectus. Then, you should compare the fees and charges of your current contract to the fees and charges of the new Contract, which may be higher than your current contract. The programs we offer will be made available on
terms and conditions determined by us, and any such programs will comply with applicable law. We believe the exchanges will be tax free for Federal income tax purposes; however, you should consult your tax advisor before making any such
exchange.
Purchase
The Contract may not be available
for purchase through your broker dealer (“selling firm”) during certain periods. There are a number of reasons why the Contract periodically may not be available, including that the insurance company wants to limit the volume of sales of
the Contract. You may wish to speak to your financial representative about how this may affect your purchase. For example, you may be required to submit your purchase application in Good Order prior to or on a stipulated date in order to purchase a
Contract, and a delay in such process could result in your not being able to purchase a Contract. Your selling firm may offer the Contract with a lower maximum issue age for the Contract compared to what other selling firms may offer. Your selling
firm may limit the Shield Options available through that firm when your Contract is issued. However, at the end of your initial Shield Option(s), you may transfer into any Shield Option(s) available under the Contract, subject to any transfer
restrictions (see “TRANSFERS”). Please be aware that your financial representative may not be able to provide you information or answer questions you may have with regard to those Shield Options that your selling firm does not make
available. Therefore, you may contact us directly at (800) 343-8496 or in writing at Brighthouse Life Insurance Company, Annuity Service Office, P.O. Box 10366, Des Moines, IA, 50306-0366.
We offer other individual single
premium deferred indexed-linked separate account contracts. However, not every contract we issue is available through every selling firm. In addition, these other contracts may have different Shield Options, Shield Rates, Cap Rates and
Step Rates.
Purchase Payment
A Purchase Payment is the total
amount of money you give us to invest in the Contract. The Purchase Payment is due on the date the Contract is issued.
| •
|
The minimum Purchase
Payment we will accept is $25,000. |
| •
|
If you want to make a
Purchase Payment of less than $25,000 or $1,000,000 or more, you will need our prior approval. |
| •
|
We reserve the
right to refuse a Purchase Payment made via a personal check in excess of $100,000. A Purchase Payment over $100,000 may be accepted in other forms, including, but not limited to, EFT/wire transfers, certified checks, corporate checks, and checks
written on financial institutions. |
| •
|
We will not accept a
Purchase Payment made with cash, money orders, or travelers checks. |
| •
|
Corporations
and other legal entities we approve, may purchase the Contract; however, we will not accept a Purchase Payment made by a corporation or other legal entity (other than a trust that holds the Contract as agent for a natural person) to fund any type
of qualified or non-qualified retirement plan. |
We reserve the right to reject any
application.
Allocation of the Purchase
Payment
You may allocate
your Purchase Payment to one or more of the available Shield Options or into the Fixed Account. On your Issue Date, your Purchase Payment is allocated to the Shield Option(s) and/or the Fixed Account, as you specified on the application, unless we
receive Notice of any changes from you before we have issued your Contract. All allocations must be in whole percentages that total 100% or in whole dollars. Once your Purchase Payment is allocated to the Shield Options and/or the Fixed Account,
they become part of your Account Value.
Shield Options
The Brighthouse
Shield® Level Select 6-Year Annuity is not a
variable annuity where your account value varies based on the investment performance of the underlying portfolios you choose, rather the Shield Options offer potential interest based upon index performance. This potential interest—the
Performance Rate Adjustment—may be a positive or negative
percentage or zero. You may allocate your Purchase Payment to one
or more of the available Shield Options and the Fixed Account. Based upon the Index Performance of the Index associated with the Shield Option, a Performance Rate Adjustment will be applied to the Investment Amount in that Shield Option on any day
during the Term that you make a withdrawal from the Shield Option, Surrender your Contract, annuitize your Contract, a Death Benefit is paid or the Term ends. Given that Index Performance may be positive, zero or negative, your Performance Rate
Adjustment may be positive, zero or negative. It is possible for you to lose a portion of the Purchase Payment and any earnings invested in the Contract. The Performance Rate Adjustment is based on a certain amount of protection against decreases in
an Index Value and a limitation on potential interest based on an Index Value. The extent of the downside protection varies by the Shield Rate you select. If you access amounts in the Shield Options before the Term End Date, we will instead
calculate an Interim Value on each Business Day between the Term Start Date and the Term End Date. (See “Interim Value Calculation.”)
You have the opportunity to
allocate your Investment Amount to any of the Shield Options described below, subject to the requirements, limitations and procedures disclosed in the prospectus. We are not obligated to offer any one particular Shield Option and your selling firm
may limit the Shield Options available through that firm when your Contract is issued. After the Contract is issued, there will always be at least one Shield Option available. Each Shield Option has an associated (i) Term, (ii) Index,
(iii) Shield Rate and (iv) Rate Crediting Type you select.
The following chart lists the Shield
Options (each of which is issued with a Cap Rate unless otherwise noted) currently available:
| SHIELD
OPTIONS |
| TERM
|
INDEX
|
SHIELD
25
(up to 25% downside protection) |
| 6
Year |
S&P
500® Index
Russell 2000® Index
MSCI
EAFE Index |
SHIELD
15
(up to 15% downside protection) |
| 3
Year |
S&P
500® Index
Russell 2000® Index
MSCI
EAFE Index |
| 6
Year |
S&P
500® Index
Russell 2000® Index
MSCI
EAFE Index |
SHIELD
10
(up to 10% downside protection) |
| 1
Year |
S&P
500® Index
S&P 500® Index Step
Rate
Russell 2000® Index
Russell 2000®
Index Step Rate
MSCI EAFE Index
MSCI EAFE Index Step Rate |
| 3
Year |
S&P
500® Index
Russell 2000® Index
MSCI
EAFE Index |
| 6
Year |
S&P
500® Index
Russell 2000® Index
MSCI
EAFE Index |
The Indices are described in more
detail below, under the heading “Indices.” For each new Shield Option we declare a new Cap Rate or a new Step Rate, as applicable, for each Term. The initial Cap Rate or Step Rate, as applicable, for each Shield Option is declared on the
Issue Date. Thereafter the Cap Rate or Step Rate, as applicable, for each subsequent Shield Option is declared for each subsequent Term. See “Cap Rate” and “Step Rate”.
Please note, Shield Options with
higher Shield Rates tend to have lower Cap Rates and Step Rates, as applicable, than other Shield Options that use the same Index and Term but provide lower Shield Rates. For example, a S&P 500® Index with a 3-Year Term and a Shield 15 will tend to have a Cap Rate that is lower than a S&P 500® Index with a 3-Year Term and a Shield 10.
A Shield Option will always be
available; however, we reserve the right to change the duration of any new Shield Options, stop offering any of the Shield Options or suspend offering any of the Shield Options temporarily. We may also add Shield Options in the future. All Shield
Options may not be available in all states.
Term
The Term is the number of years
that a Shield Option is in effect. For specific Shield Options we currently offer Terms of 1 year, 3 years or 6 years. An initial Term(s) begins on the Issue Date. A Term ends and a subsequent Term begins on the Contract Anniversary coinciding with
the term duration of the then current Term for the Shield Option you have selected.
Term Start Date
Each Shield Option will have a
Term Start Date, which is the Contract Anniversary on which a Shield Option is established. The initial Term Start Date(s) begins on the Issue Date, and thereafter, will be the Contract Anniversary coinciding with the term duration of the Term for
the Shield Option completed.
Term End Date
Each Shield Option will have a
Term End Date, which is the Contract Anniversary on which a Shield Option ends. We will send you written Notice thirty (30) days in advance of the maturing Shield Options in which you are currently invested. At the Term End Date, the Investment
Amount allocated to the Shield Option that has reached its Term End Date will automatically be renewed into the same Shield Option unless you instruct us to transfer such amount into a different Shield Option(s) or the Fixed Account. If the same
Shield Option is no longer available at the Term End Date, the Investment Amount will automatically transfer into the Fixed Account at the Term End Date, unless you instruct us otherwise. The amounts transferred to the Fixed Account must remain in
the Fixed Account until the Interest Rate Term End Date (which, currently, will not be less than one (1) year). If the Fixed Account is not available, the Investment Amount will automatically transfer into the Shield Option with, in order of
priority, the shortest Term, the highest Shield Rate and the lowest Cap Rate from the Shield Options available at the Term End Date, unless you instruct us otherwise. You have the Transfer Period to notify us that you want to transfer some or all of
your Investment Amount to a new Shield Option(s) or the Fixed Account. For renewals into the same Shield Option, a new Cap Rate or Step Rate, as applicable, will be declared and will go into effect on the Contract Anniversary that coincides with the
beginning of the new Term in the Shield Option that just ended. The amount transferred to the new Shield Option is the Investment Amount as of the Contract Anniversary.
Indices
The Performance Rate of a Shield
Option is based on the performance of the associated Index. We currently offer Shield Options based on the performance of securities (the “Securities Indices”). In the future we may offer Shield Options based on other types of indices.
We may also add or remove indices for new Contracts at our discretion.
The following Securities Indices are
currently available:
S&P
500® Index (Price Return Index). The S&P 500® Index includes 500 large cap stocks from leading companies in leading industries of the U.S. economy, capturing approximately 80% coverage of U.S.
equities by market capitalization. The S&P 500® Index does not include dividends declared by any of the companies in this Index.
Russell 2000® Index (Price Return Index). The Russell 2000® Index measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000 is a subset of the Russell 3000® Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2000 of the smallest securities based
on a combination of their market cap and current index membership. The Russell 2000® Index does not include dividends declared by any of the
companies in this Index.
MSCI EAFE Index (Price Return
Index). The MSCI EAFE Index (Europe, Australasia, Far East) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets,
excluding the US & Canada. As of the date of this prospectus the MSCI EAFE Index consists of the following 21 developed market country indices: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy,
Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom. The MSCI EAFE Index does not include dividends declared by any of the companies in this Index. Index Value and Index Performance
will be calculated without any exchange rate adjustment.
See Appendix A for important
information regarding the publishers of the Indices.
Discontinuation or Substantial
Change to an Index. If any Index is discontinued or, we determine that our use of
such Index should be discontinued, or if the calculation of an
Index is substantially changed, we may substitute a comparable index with a similar investment objective and risk profile. We will send you (i) written Notice thirty (30) days in advance of such substitution if we determine such Index should be
discontinued and (ii) reasonable written Notice relative to the notice we receive under our license agreements with the publishers of the Indices if an Index is discontinued. Upon substitution of an Index, we will calculate your Index Performance on
the existing Index up until the date of substitution and the substitute Index from the date of substitution to the Term End Date. The Index Performance as of the Term End Date will be equal to the return from having invested in the initial Index up
to the substitution date and then investing in the substitute Index from the date of substitution to the Term End Date assuming no withdrawals or transfers based on the following formula: (initial Index at Index substitution date ÷ initial
Index at Term Start Date) x (substituted Index at Term End Date ÷ substituted Index at substitution date) – 1. An Index substitution will not change the Term, Shield Rate, Cap Rate or Step Rate for an existing Shield Option.
See Appendix B for an Index
substitution Investment Amount example.
Index
Value
The Index Value of an
Index, on a Business Day, is the published closing value of the Index on that Business Day. The Index Value on any day that is not a Business Day is the value as of the prior Business Day. We will use consistent sources to obtain Index Values. If
these sources are no longer available for specific indices, we will select an alternative published source(s) for these Index Values.
Index Performance
The Performance Rate of a Shield
Option is based on the performance of an Index. Index Performance is the percentage change in an Index Value measured from the Term Start Date to any day, including the Term End Date, within the Term. The Index Performance can be positive, zero or
negative.
Shield Rates
The Shield Rate is accrued from
the Term Start Date to the Term End Date, and the full Shield Rate only applies if you hold the Shield Option until the Term End Date. The Shield Rate for each Shield Option is the amount of any negative Index Performance that is absorbed by us at
the Term End Date. Any negative Index Performance beyond the Shield Rate will reduce the Investment Amount. You should also keep in mind that if Index Performance is negative, the Performance Rate can never be greater
than zero.
We currently
offer the following Shield Rates: Shield 10, Shield 15 and Shield 25:
| Shield
Rate |
Downside
Protection |
| Shield
10 |
up
to 10% |
| Shield
15 |
up
to 15% |
| Shield
25 |
up
to 25% |
For example, a -15% Index
Performance with a 10% Shield Rate will result in a -5% Performance Rate; or, a -10% Index Performance with a 25% Shield Rate will result in a 0% Performance Rate. The Shield Rate may vary between Shield Options and
it is not an annual rate.
In deciding whether to choose a
Shield Option with a higher Shield Rate, you should consider that Shield Options with higher Shield Rates tend to have lower Cap Rates and Step Rates, as applicable, than Shield Options with lower Shield Rates that have the same index and
term.
Rate Crediting Types
Cap Rate
The Cap Rate is the maximum rate
that may be credited at the Term End Date based on Index Performance. For example, a 15% Index Performance with a 10% Cap Rate will result in a 10% Performance Rate; or, a 5% Index Performance with a 10% Cap Rate will result in a 5% Performance
Rate. The Cap Rate may vary between Shield Options and it is not an annual rate.The Cap Rate is measured from the Term Start Date to the Term End Date, and the full Cap Rate only applies if you hold the Shield
Option until the Term End Date. For renewals into the same Shield Option a new Cap Rate is declared for each subsequent Term, and such rate will not be less than the Minimum Guaranteed Cap Rate stated in your Contract, but will not be less than 2%
for Shield Options with a 1-Year Term, 6% for Shield Options with a 3-Year Term and 8% for Shield Options with a 6-Year Term. A thirty (30) day advance written Notice will be mailed to you indicating your maturing Shield
Options and how you can obtain the new Cap Rates and Step Rates for
the available Shield Options and the interest rate for the Fixed Account. At the Term End Date, the Investment Amount will automatically be renewed into the same Shield Option, with the new Cap Rate, unless you elect to transfer such amount into a
different Shield Option(s) or the Fixed Account. See “TRANSFERS.”
Step Rate
The Step Rate is the rate credited
at the Term End Date if the Index Performance is equal to or greater than zero. For example, a 15% Index Performance with a 8% Step Rate will result in a 8% Performance Rate; or, a 5% Index Performance with a 8% Step Rate will result in a 8%
Performance Rate. The Step Rate is measured from the Term Start Date to the Term End Date, and the full Step Rate only applies if you hold the Shield Option until the Term End Date. The Step Rate may vary between
Shield Options and it is not an annual rate. For renewals into the same Shield Option a new Step Rate is declared for each subsequent Term, and such rate will not be less than the Minimum Guaranteed Step Rate stated in your Contract, but will
not be less than 1.5%. A thirty (30) day advance written Notice will be mailed to you indicating your maturing Shield Options and how you can obtain the new Step Rates and Cap Rates for the available Shield Options and the interest rate for the
Fixed Account. At the Term End Date, the Investment Amount will automatically be renewed into the same Shield Option, with the new Step Rate, unless you elect to transfer such amount into a different Shield Option(s) or the Fixed Account. See
“TRANSFERS.”
In
deciding whether to purchase a Shield Option with a Cap Rate or a Step Rate, you should consider that Step Rates are generally lower than Cap Rates. If Index Performance is equal to or greater than zero but less than the Step Rate, and you chose a
Cap Rate for your Shield Option, your Performance Rate Adjustment will be lower than it otherwise would be had you chosen a Step Rate. Alternatively, if the Index Performance is positive and exceeds the Step Rate, and you chose a Step Rate for your
Shield Option, your Performance Rate Adjustment will be lower than it would otherwise be had you chosen a Cap Rate. For example, if you chose a Shield Option with a 10% Cap Rate and there is a 15% Index Performance, your Performance Rate is 10%;
however, if instead you were to choose a Shield Option with an 8% Step Rate, your Performance Rate would instead be 8%. Alternatively, if you chose a Shield Option with a 10% Cap Rate and there is a 0% Index Performance, your Performance Rate is 0%;
however, if instead you were to choose a Shield Option with an 8% Step Rate, your Performance Rate would be 8%.
Addition or Discontinuance of a Shield
Option
A Shield Option will
always be available; however, we can add or discontinue any Shield Option. When a change is made to a Shield Option or an Index, or changed subsequent to the Issue Date, we will send a notification describing any changes to the Shield Option, as
required by law. This change will take effect under your Contract as of the next Contract Anniversary for any allowable transfers into the Shield Option(s). If you are currently allocated in a Shield Option which is no longer available, you will
remain in that Shield Option until the Term End Date, but that Shield Option will no longer be available following the Term End Date. For more on transfers and renewals, see “TRANSFERS.”
Investment Amount
The Investment Amount, for each
Shield Option, is the amount that is allocated to the Shield Option and subsequently reflects all withdrawals and adjustments at the Term End Date. The Investment Amount will be reduced for any withdrawal by the same percentage that the withdrawal
reduces the Interim Value attributable to that Shield Option.
Calculating your Investment Amount on a Term End
Date
On the Term End Date,
we apply the Performance Rate Adjustment to your Investment Amount. The Performance Rate Adjustment is based on the Performance Rate, which is the rate credited at the Term End Date. The Performance Rate is determined by the Index Performance
adjusted for the applicable Shield Rate, Cap Rate or Step Rate. The Performance Rate can be positive, zero or negative and is determined as follows:
| Shield
Option type: |
If
Index Performance (can be positive,
zero or negative) is: |
Performance
Rate will equal: |
| Shield
Options with a Cap Rate |
less
than or equal to zero |
the
lesser of: zero or the Index Performance increased by the Shield Rate (For example: a -15% Index Performance with a Shield 10 will result in a -5% Performance Rate. The Performance Rate can never be greater than zero if the Index Performance is
negative.) |
| |
greater
than zero and less than the Cap Rate |
the
Index Performance |
| |
greater
than zero and equals or exceeds the Cap Rate |
the
Cap Rate |
| Shield
Options with a Step Rate |
less
than zero |
the
lesser of: zero or the Index Performance increased by the Shield Rate (For example: a -15% Index Performance with a Shield 10 will result in a -5% Performance Rate. The Performance Rate can never be greater than zero if the Index Performance is
negative.) |
| |
equal
to or greater than zero |
the
Step Rate |
EXAMPLES
Example 1 set forth below, as well as
Examples 2-4 found throughout this prospectus, are intended to illustrate how various features of your Contract work. The examples will use hypothetical “Owner 1” to illustrate the following concepts:
Example 1—Calculating your
Investment Amount on a Term End Date (See below.)
Example 2—Calculating your Interim Value (See
“INTERIM VALUE CALCULATION.”)
Example 3—Withdrawals (See “WITHDRAWAL
PROVISIONS.”)
Example 4—Transfers
(See “TRANSFERS.”)
These examples should not be
considered a representation of past or future performance for any Shield Option. Actual performance may be greater or less than those shown in the examples. Similarly, the Index Values in the examples are not an estimate or guarantee of future Index
Performance.
The rates for the
Rate Crediting Types shown in the following examples are for illustrative purposes only and may not reflect actual declared rates.
Values are rounded for display
purposes only.
Example 1—Calculating your
Investment Amount on a Term End Date
Examples 1A and 1B are intended
to show how the Investment Amount on a Term End Date is calculated. In both examples assume Owner 1 allocates her $50,000 Purchase Payment into a 1-Year Term / Shield 10 / S&P 500® Index and she allows her allocation to renew year to year for five years. In Example 1A she has selected the Shield 10 S&P 500® Index with a Cap Rate of 10%. In Example 1B she has selected the Shield 10 S&P 500® Index with a Step Rate of 8%. For purposes of both examples, assume no withdrawals are made during the five year example period, the Example 1A Cap
Rate stays at 10% for all five years and the Example 1B Step Rate stays at 8% for all five years. If a withdrawal were made, a Withdrawal Charge during all 5 Contract Years as well as an Interim Value calculation may apply; and consequently the
Investment Amount for the Term would be adjusted accordingly.
Example
1A—Shield Option with Cap Rate:
Owner 1 allocates her $50,000
Purchase Payment into a 1-Year Term / Shield 10 / S&P 500® Index with a Cap Rate of 10% and lets it renew year after year for five years. The
following example illustrates how her initial $50,000 Purchase Payment could perform over a five-year period given fluctuating Index Values. For renewals into the same Shield Option a new Cap Rate would be declared and go into effect on the Contract
Anniversary that coincides with the beginning of the new Shield Option.
| Contract
Year |
1
|
2
|
3
|
4
|
5
|
| Term
Start Date |
| Investment
Amount(1) |
$50,000
|
$55,000
|
$57,750
|
$57,750
|
$57,750
|
| Index
Value |
1,000
|
1,200
|
1,260
|
1,260
|
1,197
|
| Term
End Date |
| Index
Value |
1,200
|
1,260
|
1,260
|
1,197
|
1,017
|
| Index
Performance(2) |
20%
|
5%
|
0%
|
-5%
|
-15%
|
| Cap
Rate |
10%
|
10%
|
10%
|
10%
|
10%
|
| Shield
Rate |
10%
|
10%
|
10%
|
10%
|
10%
|
| Performance
Rate (one year)(3) |
10%
|
5%
|
0%
|
0%
|
-5%
|
| Performance
Rate Adjustment(4) |
$5,000
|
$2,750
|
$0
|
$0
|
-$2,888
|
| Investment
Amount(5) |
$55,000
|
$57,750
|
$57,750
|
$57,750
|
$54,862
|
Notes to the table above:
| (1) |
Investment Amount
at Term Start Date in year one is the $50,000 Purchase Payment. In years two through five, the Investment Amount at Term Start Date would be $55,000, $57,750, $57,750 and $57,750, respectively, which was the Investment Amount at Term End Date for
the prior year. |
|
(2) |
Index
Performance is equal to the percentage change in the Index Value measured from the Term Start Date to the Term End Date. For example, in year one, Index Performance is calculated as follows: |
(1,200 [Index Value at Term End Date] — 1,000
[Index Value at Term Start Date]) ÷ 1,000 [Index
Value at Term Start Date] = 20%
| (3) |
In year one, Index
Performance exceeds the Cap Rate and therefore the Performance Rate is equal to the Cap Rate. In years two and three the Performance Rate is equal to the Index Performance because the Index Performance is not negative and does not exceed the Cap
Rate. In year four the Performance Rate is 0% because the Index Performance is –5% and the Shield 10 absorbs up to 10% of the negative Index Performance. In year five, the Performance Rate is –5% because the Index Performance is
–15% and the Shield 10 absorbs up to 10% of negative Index Performance. |
|
(4) |
The
Performance Rate Adjustment is equal to the product of the Investment Amount at the Term Start Date adjusted for any withdrawals (there are no withdrawals in the example) multiplied by the Performance Rate. For example, in year one the Performance
Rate Adjustment is calculated as follows: |
$50,000 [Investment Amount at Term Start Date] x 10%
[Performance Rate] = $5,000
| (5) |
The Investment
Amount at the Term End Date is equal to the Investment Amount at Term Start Date adjusted for any withdrawals (there are no withdrawals in the example) plus the Performance Rate Adjustment. For example, in year one the Investment Amount at the Term
End Date is calculated as follows: |
$50,000 [Investment Amount at Term Start Date] +
$5,000 [Performance Rate Adjustment] = $55,000
Example 1B—Shield Option with Step Rate:
Owner 1 allocates her $50,000
Purchase Payment into a 1-Year Term / Shield 10 / S&P 500® Index with a Step Rate of 8% and lets it renew year after year for five years. The
following example illustrates how her initial $50,000 Purchase Payment could perform over a five-year period given fluctuating Index Values. For renewals into the same Shield Option a new Step Rate would be declared and go into effect on the
Contract Anniversary that coincides with the beginning of the new Shield Option.
| Contract
Year |
1
|
2
|
3
|
4
|
5
|
| Term
Start Date |
| Investment
Amount(1) |
$50,000
|
$54,000
|
$58,320
|
$62,986
|
$62,986
|
| Index
Value |
1,000
|
1,050
|
1,260
|
1,260
|
1,134
|
| Term
End Date |
| Index
Value |
1,050
|
1,260
|
1,260
|
1,134
|
964
|
| Index
Performance(2) |
5%
|
20%
|
0%
|
-10%
|
-15%
|
| Step
Rate |
8%
|
8%
|
8%
|
8%
|
8%
|
| Shield
Rate |
10%
|
10%
|
10%
|
10%
|
10%
|
| Performance
Rate (one year)(3) |
8%
|
8%
|
8%
|
0%
|
-5%
|
| Performance
Rate Adjustment(4) |
$4,000
|
$4,320
|
$4,666
|
$0
|
-$3,149
|
| Investment
Amount(5) |
$54,000
|
$58,320
|
$62,986
|
$62,986
|
$59,837
|
Notes to the table above:
| (1) |
Investment Amount
at Term Start Date in year one is the $50,000 Purchase Payment. In years two through five, the Investment Amount at the Term Start Date would be $54,000, $58,320, $62,986 and $62,986, respectively, which was the Investment Amount at the Term End
Date for the prior year. |
|
(2) |
Index
Performance is equal to the percentage change in the Index Value measured from the Term Start Date to the Term End Date. For example, in year one, Index Performance is calculated as follows: |
(1,050 [Index Value at Term End Date] — 1,000
[Index Value at Term Start Date]) ÷ 1,000 [Index
Value at Term Start Date]) = 5%
| (3) |
In years one, two
and three the Performance Rate is equal to the Step Rate because the Index Performance is positive or zero. It should be noted that although Index Performance was 20% in year two, the Performance Rate is capped at 8% by the Step Rate. In year four
|
| |
the Performance
Rate is 0% because the Index Performance is –10% and the Shield 10 absorbs up to 10% of the negative Index Performance. In year five, the Performance Rate is –5% because the Index Performance is –15% and the Shield 10 absorbs up to
10% of the negative Index Performance. |
|
(4) |
The
Performance Rate Adjustment is equal to the product of the Investment Amount at the Term Start Date adjusted for any withdrawals (there are no withdrawals in the example) multiplied by the Performance Rate. For example, in year one the Performance
Rate Adjustment is calculated as follows: |
$50,000 [Investment Amount at Term Start Date] x 8%
[Performance Rate] = $4,000
| (5) |
The Investment
Amount at the Term End Date is equal to the Investment Amount at Term Start Date adjusted for any withdrawals (there are no withdrawals in the example) plus the Performance Rate Adjustment. For example, in year one the Investment Amount at the Term
End Date is calculated as follows: |
$50,000 [Investment Amount at Term Start Date] +
$4,000 [Performance Rate Adjustment] = $54,000
Interim Value Calculation
Your Investment Amount in each
Shield Option on the Term End Date is calculated as described above under “Calculating your Investment Amount on a Term End Date”. In setting the various rates we use in calculating the Investment Amount, we assume that you are going to
hold a Shield Option until the Term End Date. Nevertheless, you have the right under the Contract to make withdrawals, Surrender the Contract or annuitize before the Term End Date. Therefore, we calculate an Interim Value on each Business Day
between the Term Start Date and prior to the Term End Date that you make a withdrawal, Surrender the Contract, annuitize or we pay a death benefit. It is equal to the Investment Amount at the Term Start Date, adjusted for any withdrawals, in the
Shield Option, adjusted for the Index Performance of the associated Index and subject to the applicable Accrued Shield Rate, Accrued Cap Rate or Accrued Step Rate. A withdrawal from a Shield Option will reduce your Interim Value by the amount
withdrawn on the date of withdrawal. The Interim Value calculation is different than the calculation we use to calculate the Investment Amount for a Shield Option on the Term End Date. Prior to the Term End Date, we use the Interim Value to
calculate the amount that is available for (1) annuitizations; (2) death benefits; (3) withdrawals; or (4) Surrenders.
Accrued Shield Rate for Interim Value Calculation
The Accrued Shield Rate is the
portion of the Shield Rate that has accrued from the Term Start Date to any day within the Term. This is the amount that will be applied in calculating the Interim Value on any day prior to the Term End Date if Index Performance is less than zero.
The Accrued Shield Rate is equal to the Shield Rate multiplied by the number of days elapsed since the Term Start Date, divided by the total number of days in the Term. You get more of the Shield Rate the closer you are to the Term End Date.
Accrued Cap Rate for Interim Value Calculation
The Accrued Cap Rate is the
portion of the Cap Rate that has accrued from the Term Start Date to any day within the Term. This is the maximum Index Performance that may be applied in calculating the Interim Value on any day prior to the Term End Date if Index Performance is
greater than zero. The Accrued Cap Rate is equal to the Cap Rate multiplied by the number of days elapsed since the Term Start Date, divided by the total number of days in the Term.
Accrued Step Rate for Interim Value Calculation
The Accrued Step Rate is the
portion of the Step Rate that has accrued from the Term Start Date to any day within the Term. This is the rate that will be applied in calculating the Interim Value on any day prior to the Term End Date if Index Performance is equal to or greater
than zero. The Accrued Step Rate is equal to the Step Rate multiplied by the number of days elapsed since the Term Start Date, divided by the total number of days in the Term.
For purposes of determining the
Accrued Shield Rate, Accrued Cap Rate and Accrued Step Rate, the total number of days in each calendar year of a Term is 365.
Performance Rate for Determination of
Interim Value. The Performance Rate during a particular Term is the Index Performance, adjusted for the applicable Accrued Shield Rate, Accrued Cap Rate or Accrued Step Rate.
As noted above, the Interim Value
is calculated using accrued values for the Shield Rate, Cap Rate and Step Rate. So if you annuitize, die, make a withdrawal or Surrender your Contract before the Term End Date, you will not receive the full benefit of the Shield Rate, Cap Rate or
Step Rate but instead will receive the accrued percentage to the date of the annuitization, date of the payment of the death benefit, withdrawal or Surrender. In addition, a withdrawal from a Shield Option will reduce your Interim Value by the
amount withdrawn on the date of the withdrawal. For example if you have a
Shield Option with a 1-Year Term, a Shield 10 and a 10% Cap Rate
and you make a withdrawal halfway through your Term, the Interim Value will be calculated using your Accrued Shield Rate and Accrued Cap Rate. That means your Accrued Shield Rate will be 5% and your Accrued Cap Rate will be 5%.
The accrued rates are calculated as
follows:
The Shield Rate (10%)
is multiplied by the number of days elapsed since the Term Start Date (183) and divided by the total number of days in the Term (365), so the Accrued Shield Rate is 5%.
The Cap Rate (10%) is multiplied by
the number of days elapsed since the Term Start Date (183) and divided by the total number of days in the Term (365), so the Accrued Cap Rate is 5%.
An Accrued Step Rate is calculated
in the same manner—the Step Rate is multiplied by the number of days elapsed since the Term Start Date and divided by the total number of days in the Term. For example, if the Step Rate is 8% and the total number of days in the Term is 365 and
183 days have elapsed, then the Step Rate (8%) is multiplied by 183 and divided by 365 to arrive at an Accrued Step Rate of 4%.
Example 2—Calculating your Interim Value
Examples 2A and 2B are intended
to show how an Interim Value is calculated. An Interim Value Calculation will be made if you annuitize, die, make a withdrawal or Surrender your Contract before the Term End Date.In both examples, assume Owner 1 allocates her $50,000 Purchase
Payment to a 1-Year Term / Shield 10 / S&P 500® Index with a Cap Rate of 10%. Example 2A will illustrate an Interim Value calculation with
positive Index Performance and Example 2B will illustrate an Interim Value calculation with negative Index Performance. For purposes of these examples, assume the activity that triggers the Interim Value calculation occurs exactly halfway through
the Term and that there are no withdrawals made as of the date the Interim Value is calculated.
Example
2A—Positive Index Performance:
| Term
Start Date |
| Investment
Amount |
$50,000
|
| Shield
Rate |
Shield
10 |
| Cap
Rate |
10%
|
| Index
Value |
500
|
| Interim
Value Calculation Halfway Through Term |
| Index
Value |
600
|
| Index
Performance(1) |
20%
|
| Accrued
Cap Rate(2) |
5%
|
| Performance
Rate(3) |
5%
|
| Performance
Rate Adjustment(4) |
$2,500
|
| Interim
Value(5) |
$52,500
|
Notes to the table above:
| (1) |
Index Performance is
equal to the percentage change in the Index Value measured from the Term Start Date to the date of the Interim Value calculation. Index Performance is calculated as follows: |
(600 [Index Value on date of Interim Value
calculation] — 500 [Index Value at Term Start Date]) ÷ 500 [Index
Value at Term Start Date] = 20%
| (2) |
The Accrued Cap Rate
is equal to the Cap Rate multiplied by the number of days elapsed since the Term Start Date divided by the total number of days in the Term. The Accrued Cap Rate is calculated as follows: |
10% [Cap Rate] x 183 [number of days elapsed since the
Term Start Date] ÷ 365 [total
number of days in the Term] = 5%
| (3)
|
The Performance Rate
is equal to the Accrued Cap Rate because it cannot exceed the Accrued Cap Rate even though the Index Performance was at 20%. |
| (4)
|
The
Performance Rate Adjustment is equal to the product of the Investment Amount at the Term Start Date adjusted for any withdrawals (there are no withdrawals in the example) multiplied by the Performance Rate. The Performance Rate Adjustment is
calculated as follows: |
$50,000 [Investment Amount at Term Start Date] x 5%
[Performance Rate] = $2,500
| (5)
|
The Interim Value is
equal to the Investment Amount at the Term Start Date adjusted for any withdrawals (there are no withdrawals in the example) plus the Performance Rate Adjustment. The Interim Value is calculated as follows: |
$50,000 [Investment Amount at Term Start Date] +
$2,500 [Performance Rate Adjustment] = $52,500
Example 2B—Negative Index Performance:
| Term
Start Date |
| Investment
Amount |
$50,000
|
| Shield
Rate |
Shield
10 |
| Cap
Rate |
10%
|
| Index
Value |
500
|
| Interim
Value Calculation Halfway Through Term |
| Index
Value |
400
|
| Index
Performance(1) |
–20%
|
| Accrued
Shield Rate(2) |
5%
|
| Performance
Rate(3) |
–15%
|
| Performance
Rate Adjustment(4) |
–$7,500
|
| Interim
Value(5) |
$42,500
|
Notes to the table above:
| (1) |
Index Performance is
equal to the percentage change in the Index Value measured from the Term Start Date to the date of the Interim Value calculation. Therefore the Index Performance is calculated as follows: |
(400 [Index Value on date of Interim Value
calculation] — 500 [Index Value at Term Start Date]) ÷ 500 [Index
Value at Term Start Date]) = –20%
| (2) |
The Accrued Shield
Rate is equal to the Shield Rate multiplied by the number of days elapsed since the Term Start Date divided by the total number of days in the Term. The Accrued Shield Rate is calculated as follows: |
10% [Shield Rate] x 183 [number of days elapsed since
the Term Start Date] ÷ 365 [total number of
days in the Term] = 5%
| (3) |
The Performance Rate
is –15% because the Index Performance is –20% and the Accrued Shield Rate of 5% absorbs up to 5% of the negative Index Performance. |
|
(4) |
The
Performance Rate Adjustment is equal to the product of the Investment Amount at the Term Start Date adjusted for any withdrawals (there are no withdrawals in the example) multiplied by the Performance Rate. The Performance Rate Adjustment is
calculated as follows: |
$50,000 [Investment Amount at Term Start Date] x
–15% [Performance Rate] = –$7,500
| (5) |
The Interim Value is
equal to the Investment Amount at the Term Start Date adjusted for any withdrawals (there are no withdrawals in the example) plus the Performance Rate Adjustment. The Interim Value is calculated as follows: |
$50,000 [Investment Amount at Term Start Date] +
–$7,500 [Performance Rate Adjustment] = $42,500
Your Account Value
Your Account Value is the total of
the Fixed Account Value and the value of the Shield Option(s) under your Contract during the Accumulation Period.
Withdrawal Provisions
Prior to the Annuity Date, you
may, upon Notice to us, request a full or a partial withdrawal and we will withdraw that amount from your Account Value (the “Withdrawal Amount”). A withdrawal will result in a reduction to the Investment Amount in each Shield Option and
the Fixed Account in the ratio that each Shield Option and the Fixed Account bears to the total Account Value, unless you instruct us otherwise. The amount payable to you will be a net amount equal to the Withdrawal Amount adjusted for any
applicable Withdrawal Charge and Premium and Other Taxes. If applicable, the Withdrawal Charge is applied to the Withdrawal Amount that is in excess of the applicable Free Withdrawal Amount.
The total Withdrawal Amount from
the Account Value must not be less than the Minimum Partial Withdrawal Amount ($500). If the withdrawal would result in the Account Value being less than the Minimum Account Value ($2,000), we will treat the withdrawal request as a request for a
full withdrawal.
If you request a full or partial
withdrawal, the Withdrawal Amount after adjustments for any Withdrawal Charge will result in our paying you a net amount. The net amount payable to you is equal to (a)-(b)-(c), where:
| (a)
|
is the amount
withdrawn from the Account Value, and |
| (b)
|
is the Withdrawal
Charge, and |
| (c)
|
is
the Premium and Other Taxes, if any. |
Since the Withdrawal Amount will
reduce the Investment Amount for each Shield Option by the percentage reduction in the Interim Value of such Shield Option (i.e., a proportionate reduction), a withdrawal when Index Performance is negative will cause a greater percentage reduction
in the remaining Investment Amount relative to the percentage reduction for the same Withdrawal Amount when Index Performance is positive. For example, assume Owner 1 makes a $100,000 Purchase Payment at Contract issue and allocates the Purchase
Payment equally to two Shield Options so that each starts with $50,000. This amount is the initial Investment Amount. Assume in 6 months Shield Option A has an Interim Value of $65,000 and Shield Option B has an Interim Value of $45,000. Assume at
this time Owner 1 decides to make a withdrawal of $20,000. If the withdrawal is taken completely from Shield Option A, the reduction in the Interim Value is 30.77% ($20,000 ÷ $65,000). The Investment Amount for Shield Option A would then be
reduced to $34,615.38 ($50,000 x (1-30.77%)). The total Investment Amount is then $84,615.38 ($34,615.38 + $50,000). If the entire withdrawal is taken from Shield Option B, the reduction in the Interim Value is 44.44% ($20,000 ÷ $45,000). The
Investment Amount for Shield Option B would be reduced to $27,777.78 ($50,000 x (1-44.44%)). The total Investment Amount is then $77,777.78 ($50,000 + $27,777.78).
The remaining Investment Amount
after a withdrawal will be used as the new Investment Amount for the Term until the Term End Date for that Shield Option. A partial withdrawal from a Shield Option does not affect the Cap Rate or Step Rate, as applicable, and the Shield Rate that
will apply to the remaining Investment Amounts that are held in the Shield Option through the Term End Date.
After receipt of a Notice of
withdrawal from you, we reserve the right to defer payment for a withdrawal for the period permitted by applicable law but not more than six (6) months.
Divorce. A withdrawal made pursuant to a divorce or separation agreement is subject to the same Withdrawal Charge provisions described in this section, if permissible under tax law. In addition, the
withdrawal will reduce the Account Value and the death benefit. The withdrawal could have a significant negative impact on the death benefit.
Withdrawal Charge
We impose a Withdrawal Charge to
reimburse us for contract sales expenses, including commissions and other distribution, promotion, and acquisition expenses. During the Accumulation Period, you can make a partial or complete withdrawal from your Contract.
The Withdrawal Charge is the
percentage of the amount withdrawn from the Account Value in a Contract Year in excess of the Free Withdrawal Amount.
The Withdrawal Charge is calculated
at the time of each withdrawal in accordance with the following:
Number
of Complete Contract
Years since Issue Date |
|
Withdrawal
Charge percentage |
| 0
|
|
7%
|
| 1
|
|
7%
|
| 2
|
|
6%
|
| 3
|
|
5%
|
| 4
|
|
4%
|
| 5
|
|
3%
|
| 6
or more |
|
0%
|
Note: For tax purposes, earnings from Non-Qualified Contracts are considered to come out first.
When No Withdrawal Charge Applies
In some cases we will not charge you
the Withdrawal Charge when you make a withdrawal. We may, however, ask you to prove that you meet any of the following conditions:
| (i)
|
Maturity of the
Contract; |
| (ii)
|
Payment
of the death benefit; |
| (iii)
|
Application of your
Account Value to an Annuity Option; |
| (iv)
|
If the
withdrawal is to avoid required Federal income tax penalties or to satisfy Federal income tax rules concerning minimum distribution requirements that apply to your Contract, except for RMDs on a decedent Roth IRA. For purposes of this exception, we
assume that the Contract is the only contract or funding vehicle from which distributions are required to be taken and we will ignore all other Account Values; |
| (v)
|
If
you properly “recharacterize” as permitted under Federal tax law your Traditional IRA Contract or Roth IRA Contract issued by us; |
| (vi)
|
If
we agree in writing that none will apply. For example, if you transfer your Account Value to another approved annuity contract issued by us or one of our affiliates; |
| (vii)
|
Withdrawals pursuant
to either the Nursing Home Exception or the Terminal Illness Exception (see below); or |
| (viii)
|
Withdrawals
up to the Free Withdrawal Amount. |
Nursing Home Exception/Terminal
Illness Exception. After the first Contract Year, if approved in your state, and your Contract provides for this, a Withdrawal Charge which would otherwise apply to a withdrawal will be waived, if you, or your Joint Owner:
| •
|
(Nursing Home
Exception) Has been a resident of certain nursing home facilities or a hospital for a minimum of 90 consecutive days or for a minimum total of 90 days where there is no more than a 6-month break in that residency and the residencies are for related
causes, where you have exercised this right no later than 90 days after exiting the nursing home facility or hospital. The confinement must be prescribed by a physician and be medically necessary. [Not available in California, Connecticut,
Massachusetts and South Dakota]; or |
| •
|
(Terminal
Illness Exception) Is diagnosed with a terminal illness and not expected to live more than 12 months (a physician certifies to your illness and life expectancy) and you were not diagnosed with the terminal illness as of the date we issued your
Contract. [Not available in California, Connecticut, Massachusetts, Texas and Washington.] |
These Contract features are only
available if you are less than 80 years old on the Contract Issue Date and terminate on the Annuity Date. These Contract features are free of charge. Additional conditions and requirements apply and are specified in the rider(s) that are part of
your Contract.
Free Withdrawal
Amount. After the first Contract Year, you may withdraw a portion of your Account Value free from any Withdrawal Charge. The Free Withdrawal Amount each Contract Year is equal to 10% of your
Account Value as of the prior Contract Anniversary, less the total amount withdrawn from the Account Value in the current Contract Year. The Free Withdrawal Amount is non-cumulative and is not carried over to other Contract Years.
Example 3—Withdrawals
Examples 3A and 3B are intended
to show how withdrawals work. In both examples assume that Owner 1 allocates her $50,000 Purchase Payment to the 1-Year Term / Shield 10 / S&P
500® Index with a Cap Rate of 10%. Example 3A will illustrate a withdrawal when Index Performance is positive and assumes no Withdrawal Charge
applies due to a Withdrawal Charge waiver. Example 3B will illustrate a withdrawal when Index Performance is negative and a 7% Withdrawal Charge is applied. In both examples, Owner 1 takes only one $20,000 withdrawal exactly halfway through the
Term. The remaining Investment Amount after a withdrawal will be used as the new Investment Amount for the Term until the Term End Date for that Shield Option (assuming no additional withdrawals).
Example
3A—Positive Index Performance and no Withdrawal Charge:
| Term
Start Date |
| Investment
Amount |
$50,000
|
| Shield
Rate |
Shield
10 |
| Cap
Rate |
10%
|
| Index
Value |
500
|
| Interim
Value Calculation Halfway Through Term |
| Index
Value |
600
|
| Index
Performance(1) |
20%
|
| Accrued
Cap Rate(2) |
5%
|
| Performance
Rate(3) |
5%
|
| Performance
Rate Adjustment(4) |
$2,500
|
| Interim
Value(5) |
$52,500
|
| Withdrawal
Amount taken |
$20,000
|
| Investment
Amount adjusted for any withdrawals(6) |
$30,952
|
| Net
Proceeds from withdrawal paid to Contract Owner(7) |
$20,000
|
| Term
End Date |
| Index
Value |
700
|
| Index
Performance(8) |
40%
|
| Performance
Rate(9) |
10%
|
| Performance
Rate Adjustment(10) |
$3,095
|
| Investment
Amount(11) |
$34,047
|
Notes to the table above:
| (1) |
Index Performance is
equal to the percentage change in the Index Value measured from the Term Start Date to the date of the Interim Value calculation. Index Performance is calculated as follows: |
(600 [Index Value on date of Interim Value
calculation] — 500 [Index Value at Term Start Date]) ÷ 500 [Index
Value at Term Start Date]) = 20%
| (2) |
The Accrued Cap Rate
is equal to the Cap Rate multiplied by the number of days elapsed since the Term Start Date divided by the total number of days in the Term. The Accrued Cap Rate is calculated as follows: |
10% [Cap rate] x 183 [number of days elapsed since
Term Start Date] ÷ 365 [total number
of days in the Term] = 5%
| (3) |
The Performance Rate
is equal to the Accrued Cap Rate because it cannot exceed the Accrued Cap Rate even though Index Performance was at 20%. |
|
(4) |
The
Performance Rate Adjustment is equal to the product of the Investment Amount at the Term Start Date adjusted for any withdrawals (no withdrawals have been taken so far) multiplied by the Performance Rate. The Performance Rate Adjustment is
calculated as follows: |
$50,000 [Investment Amount at Term Start Date] x 5%
[Performance Rate] = $2,500
| (5) |
The Interim Value
is equal to the Investment Amount at the Term Start Date adjusted for any withdrawals plus the Performance Rate Adjustment. This is the amount in the Shield Option selected that would be available if you annuitize, die, make a withdrawal or
Surrender your Contract on that date. The Interim Value is calculated as follows: |
$50,000 [Investment Amount at Term Start Date] +
$2,500 [Performance Rate Adjustment] = $52,500
| (6) |
The Investment Amount
is reduced proportionally by the withdrawal taken based on the reduction in Interim Value. Therefore, the Investment Amount adjusted for any withdrawals is calculated as follows: |
$50,000 [Investment Amount on Term Start Date] x
(1-$20,000 [gross withdrawal amount halfway through the Term] ÷
$52,500 [Interim Value on date of withdrawal]) = $30,952
The proportionally reduced Investment
Amount is used as the new Investment Amount for the Term until the Term End Date for this Shield Option (assuming no additional withdrawals.)
| (7) |
The net amount payable
to the Contact Owner is equal to the amount withdrawn minus the Withdrawal Charge. The net amount payable is calculated as follows: |
$20,000 [amount withdrawn] –$0 [Withdrawal
Charge] = $20,000.
| (8) |
Index Performance at
the Term End Date is equal to the percentage change in the Index Value measured from the Term Start Date to the Term End Date. Index Performance at the Term End Date is calculated as follows: |
(700 [Index Value at Term End Date] — 500 [Index
Value at Term Start Date]) ÷ 500 [Index
Value at Term Start Date] = 40%
| (9) |
Index Performance at
the Term End Date exceeds the Cap Rate and therefore the Performance Rate at the Term End Date is equal to the Cap Rate. |
|
(10) |
The
Performance Rate Adjustment at the Term End Date is equal to the product of the Investment Amount at the Term Start Date adjusted for any withdrawals multiplied by the Performance Rate at the Term End Date. The Performance Rate Adjustment at the
Term End Date is calculated as follows: |
$30,952 [Investment Amount adjusted for withdrawal] x
10% [Performance Rate at Term End Date] = $3,095
| (11) |
The Investment
Amount at the Term End Date is equal to the Investment Amount one year after the Term Start Date adjusted for any withdrawals plus the Performance Rate Adjustment at Term End Date. The Investment Amount at the Term End Date is calculated as follows:
|
$30,952 [Investment Amount
adjusted for withdrawal] + $3,095 [Performance Rate Adjustment at Term End Date] = $34,047
Example
3B—Negative Index Performance and Withdrawal Charge:
| Term
Start Date |
| Investment
Amount |
$50,000
|
| Shield
Rate |
Shield
10 |
| Cap
Rate |
10%
|
| Index
Value |
500
|
| Interim
Value Calculation Halfway Through Term |
| Index
Value |
400
|
| Index
Performance(1) |
–20%
|
| Accrued
Shield Rate(2) |
5%
|
| Performance
Rate(3) |
–15%
|
| Performance
Rate Adjustment(4) |
–$7,500
|
| Interim
Value Halfway Through Term(5) |
$42,500
|
| Withdrawal
Amount taken |
$20,000
|
| Investment
Amount adjusted for any withdrawals(6) |
$26,471
|
| Free
Withdrawal Amount(7) |
$5,000
|
| Withdrawal
Charge Amount(8) |
$1,050
|
| Net
Proceeds from Withdrawal paid to Contract Owner(9) |
$18,950
|
| Term
End Date |
| Index
Value |
450
|
| Index
Performance(10) |
–10%
|
| Performance
Rate(11) |
0%
|
| Performance
Rate Adjustment(12) |
$0
|
| Investment
Amount(13) |
$26,471
|
Notes to the table above:
| (1) |
Index Performance is
equal to the percentage change in the Index Value measured from the Term Start Date to the date of the Interim Value calculation. Index Performance is calculated as follows: |
(400 [Index Value on date of Interim Value
calculation] — 500 [Index Value at Term Start Date]) ÷ 500 [Index
Value at Term Start Date]) = –20%
| (2) |
The Accrued Shield
Rate is equal to the Shield Rate multiplied by the number of days elapsed since the Term Start Date divided by the total number of days in the Term. The Accrued Shield Rate is calculated as follows: |
10% [Shield Rate] x 183 [number of days elapsed since
Term Start Date] ÷ 365 [total number
of days in the Term] = 5%
| (3) |
The Performance Rate
is –15% because the Index Performance is –20% and the Accrued Shield Rate of 5% absorbs up to 5% of the negative Index Performance. |
| (4) |
The Performance Rate
Adjustment is equal to the product of the Investment Amount at the Term Start Date adjusted for any withdrawals (no withdrawals have been taken so far) multiplied by the Performance Rate. The Performance Rate Adjustment is calculated as follows:
|
$50,000 [Investment Amount
at Term Start Date] x –15% [Performance Rate] = –$7,500
| (5) |
The Interim Value
is equal to the Investment Amount at the Term Start Date adjusted for any withdrawals plus the Performance Rate Adjustment. This is the amount in the Shield Option selected that would be available if you annuitize, die, make a withdrawal or
Surrender your Contract on that date. The Interim Value is calculated as follows: |
$50,000 [Investment Amount at Term Start Date] +
–$7,500 [Performance Rate Adjustment] = $42,500
| (6) |
The Investment Amount
is reduced proportionally by the withdrawal taken based on the reduction in Interim Value. Therefore, the Investment Amount adjusted for any withdrawals is calculated as follows: |
$50,000 [Investment Amount on the Term Start Date] x
(1-$20,000 [gross withdrawal amount
halfway through the Term]) ÷ $42,500 [Interim Value on date of withdrawal] = $26,471
The proportionally reduced Investment
Amount will be used as the new Investment Amount for the Term until the Term End Date for this Shield Option (assuming no additional withdrawals.)
| (7) |
The Free Withdrawal
Amount is the value as of the most recent Contract Anniversary multiplied by the Free Withdrawal Amount Percentage. The Free Withdrawal Amount is calculated as follows: |
$50,000 [value as of most recent Contract Anniversary]
x 10% [Free Withdrawal Amount percentage] = $5,000
| (8) |
The Withdrawal Charge
Amount is the gross withdrawal amount minus the Free Withdrawal Amount multiplied by the Withdrawal Charge. |
($20,000 [gross withdrawal amount] – $5,000
[Free Withdrawal Amount]) x 7% [Withdrawal Charge] = $1,050
| (9) |
The net amount payable
to the Contact Owner is equal to the amount withdrawn minus the Withdrawal Charge. The net amount payable is calculated as follows: |
$20,000 [amount withdrawn] – $1,050 [Withdrawal
Charge] = $18,950
| (10) |
Index Performance at
the Term End Date is equal to the percentage change in the Index Value measured from the Term Start Date to the Term End Date. Index Performance at the Term End Date is calculated as follows: |
(450 [Index Value at Term End Date] — 500 [Index
Value at Term Start Date]) ÷ 500 [Index
Value at Term Start Date] = –10%
| (11) |
The Performance rate
at the Term End Date is 0% because the Index Performance at the Term End Date is –10% and the Shield 10 absorbs up to 10% of the negative Index Performance. |
|
(12) |
The
Performance Rate Adjustment at the Term End Date is equal to the product of the Investment Amount at the Term Start Date adjusted for any withdrawals multiplied by the Performance Rate at the Term End Date. The Performance Rate Adjustment at the
Term End Date is calculated as follows: |
$26,471 [Investment Amount adjusted for withdrawal] x
0% [Performance Rate at Term End Date] = $0
| (13) |
The Investment Amount
at the Term End Date is equal to the Investment Amount adjusted for any withdrawals plus the Performance Rate Adjustment at Term End Date. The Investment Amount at the Term End Date is calculated as follows: |
$26,471 [Investment Amount adjusted for withdrawal] +
$0 [Performance Rate Adjustment at Term
End Date] = $26,471
Transfers
During the Transfer Period you may
make transfers to or from the Fixed Account and/or to or from the Shield Option(s) subject to the Minimum Allocation of $500. We must receive notification of your election to transfer, in a form satisfactory to us or by calling us at 1-800-343-8496,
no later than five (5) calendar days after the Contract Anniversary on which the transfer will take place. Your financial representative can provide more information or you may contact our Annuity Service Office. You cannot make transfers outside
the Transfer Period and transfers may not be made after the Annuity Date. To make a transfer from a Shield Option in which you have an Investment Amount the Shield Option must have reached its Term End Date. The Transfer Period is the five (5) days
following the Contract Anniversary coinciding with the Term End Date and Interest Rate Term End Date, as applicable, for the Shield Option(s) and/or the Fixed Account. The effective date of such transfer is the first day of the Interest Rate Term
and/or a Term(s) in which the transfer is made.
During the Transfer Period, the
Interim Value of each Shield Option will equal the Investment Amount in that Shield Option. After the Transfer Period, the Interim Value of that Shield Option is equal to the Investment Amount in the Shield Option, adjusted for the Index Performance
of the associated Index and subject to the applicable Accrued Shield Rate, Accrued Cap Rate or Accrued Step Rate.
At the Term End Date, the
Investment Amount allocated to the Shield Option that has reached its Term End Date will automatically be renewed into the same Shield Option unless you elect to transfer into a different Shield Option or the Fixed Account. If the same Shield Option
is no longer available at the end of the existing Term, these amounts will automatically transfer into the Fixed Account at the Term End Date, unless otherwise instructed by you. The amounts transferred to the Fixed Account must remain in the Fixed
Account until the Interest Rate Term End Date (which, currently, will not be less than one
(1) year). If the Fixed Account is not available, these amounts
will automatically transfer into the Shield Option with, in order of priority, the shortest Term, the highest Shield Rate and the lowest Cap Rate, from the Shield Options available at the Term End Date, unless otherwise instructed by you. You have
the Transfer Period to notify us if you want to transfer some or all of your Investment Amount to a new Shield Option(s) or the Fixed Account.
Renewals. For renewals into the same Shield Option, a new Cap Rate or Step Rate, as applicable, will be declared and will go into effect on the Contract Anniversary that coincides with the beginning of the new Shield
Option.
Example 4—Transfers
Example 4 is intended to show how
transfers work. Owner 1 allocates her $50,000 Purchase Payment to the 1-Year Term / Shield 10 / S&P 500® Index with a Cap Rate of 10%. At the
end of the 1-Year Term, she transfers 50% of her 1-Year Term / Shield 10 / S&P 500® Index with a Cap Rate of 10% into a 1-Year Term / Shield 10
/ Russell 2000® Index with a Cap Rate of 12% and opts to let the remaining 50% of her Investment Amount automatically renew.
Shield Options prior to
Transfer:
| Contract
Year |
1
|
| Term
Start Date |
| Investment
Amount |
$50,000
|
| Index
Value |
1,000
|
| Term
End Date |
| Index
Value |
1,200
|
| Index
Performance(1) |
20%
|
| Cap
Rate |
10%
|
| Shield
Rate |
Shield
10 |
| Performance
Rate (one year)(2) |
10%
|
| Performance
Rate Adjustment(3) |
$5,000
|
| Investment
Amount(4) |
$55,000
|
Notes to the table above:
| (1) |
Index Performance is
equal to the percentage change in the Index Value measured from the Term Start Date to the Term End Date. Index Performance is calculated as follows: |
(1,200 [Index Value at Term End Date] — 1,000
[Index Value at Term Start Date]) ÷ 1,000 [Index
Value at Term Start Date]) = 20%
| (2) |
Since Index
Performance is greater than zero and exceeds the Cap Rate, the Performance Rate equals the Cap Rate. |
|
(3) |
The
Performance Rate Adjustment is equal to the product of the Investment Amount at the Term Start Date adjusted for any withdrawals (there are no withdrawals in the example) multiplied by the Performance Rate. The Performance Rate Adjustment is
calculated as follows: |
$50,000 [Investment Amount at Term Start Date] x 10%
[Performance Rate] = $5,000
| (4) |
The Investment Amount
at Term End Date is equal to the Investment Amount at Term Start Date adjusted for any withdrawals (there are no withdrawals in the example) plus the Performance Rate Adjustment. The Investment Amount is calculated as follows: |
$50,000 [Investment Amount at Term Start Date]
+ $5,000 [Performance Rate Adjustment] = $55,000
Shield Options
after Transfer:
| Contract
Year |
2
|
| |
1-Year
Term / Shield 10 / S&P 500®
Index with a Cap Rate of 10% |
1-Year
Term / Shield 10 / Russell
2000® Index with a Cap Rate of 12% |
| Investment
Amount at Term Start Date (second term)(1) |
$27,500
|
$27,500
|
Notes to the table above:
| (1) |
The Investment Amount
at Term End Date is reallocated so that 50% is renewed in the same Shield Option and 50% is allocated to a new Shield Option. |
Death Benefits
If you die during the Accumulation
Period, we will pay a death benefit to your Beneficiary (or Beneficiaries). The standard death benefit for your Contract is described below.
Please check your Contract and
riders for the specific provisions applicable to you. We will require both due proof of death and an acceptable election for the payment method before any death benefit is paid. Our obligations are subject to all payments made and actions taken by
us before our receipt of Notice of due proof of death. Any death benefit will be paid in accordance with applicable law or regulations governing death benefit payments. (See “General Death Benefit Provisions” below.)
Standard Death Benefit
If you are age 76 or older at the
Issue Date of your Contract, the standard death benefit is the Account Value.
If you are age 75 or younger at the
Issue Date of your Contract, the standard death benefit will be the Return of Premium death benefit which is the greater of:
| (1)
|
your Account Value;
or |
| (2)
|
your
Purchase Payment, reduced proportionately by the percentage reduction in Account Value of the Shield Option(s) and the Fixed Account for each partial withdrawal (including any applicable Withdrawal Charge). |
If a non-natural person owns the
Contract, then the Annuitant will be deemed to be the Owner for purposes of determining the Death Benefit Amount. If Joint Owners are named, the age of the oldest Joint Owner will be used to determine the Death Benefit Amount.
If the Owner is a natural person
and the Owner is changed to someone other than a spouse, the Death Benefit Amount will be determined as defined above; however, for the Return of Premium death benefit, subsection (2) will be changed to provide as follows: “the Account Value
as of the effective date of the change of Owner, reduced proportionately by the percentage reduction in Account Value of the Shield Option(s) and the Fixed Account for each partial withdrawal (including any applicable Withdrawal Charge) made
after such date.”
In
the event that a Beneficiary who is the spouse of the Owner elects to continue the Contract in his or her name after the Owner dies, the Death Benefit Amount for the Return of Premium death benefit, will be determined in accordance with (1) or (2)
above.
The Death Benefit Amount
cannot be withdrawn as a lump sum prior to the death of the Owner (or Annuitant where the Owner is a non-natural person).
The current Death Benefit Amount
will appear on any reports that are sent to you.
The death benefit terminates (a) upon
termination of the Contract; (b) when the entire Account Value is applied to an Annuity Option; or (c) when the Account Value is reduced to zero.
See Appendix C for examples of the
Return of Premium death benefit.
General Death
Benefit Provisions
If the
Beneficiary under a Qualified Contract is the Annuitant’s spouse, the tax law generally allows distributions to begin by the year in which the Annuitant would have reached 70 1⁄2 (which may be more or less than five years after the Annuitant’s death).
The Death Benefit Amount is
determined as of the end of the Business Day on which we receive both due proof of death and an acceptable election for the payment method. Where there are multiple Beneficiaries, the death benefit will be determined as of the time the first
Beneficiary submits the necessary documentation in Good Order. The Death Benefit Amount remains in the Contract until each of the other Beneficiaries submits the necessary documentation in Good Order to claim his/her death benefit. Any Death Benefit
Amounts held in the Contract on behalf of the remaining Beneficiaries will remain in the existing Shield Options and/or the Fixed Account and are subject to fluctuation in value. This risk is borne by the Beneficiaries. There is no additional death
benefit guarantee.
For the
Return of Premium death benefit, if the Beneficiary chooses to continue the Contract, any excess of the Death Benefit Amount over the Account Value will be allocated to the Fixed Account. If the Fixed Account is not available, any excess amount of
the Death Benefit Amount over the Account Value will be allocated into the Shield Option with, in order of priority, the shortest Term, the highest Shield Rate, and the lowest Cap Rate from the Shield Options available at the next Contract
Anniversary, unless otherwise directed by the Beneficiary.
Upon the death of either Owner, the
surviving Joint Owner will be the primary Beneficiary. Any other Beneficiary designation will be treated as a contingent Beneficiary, unless instructed otherwise.
If we are presented with
notification of your death before any requested transaction is completed, we will cancel the request. As described above, the death benefit will be determined when we receive both due proof of death and an election for the payment method.
We will pay interest on any delayed
death benefit payments in accordance with the laws and regulations in effect under the applicable state law.
Controlled Payout
You may elect to have the death
benefit proceeds paid to your Beneficiary in the form of Income Payments for life or over a period of time that does not exceed your Beneficiary’s life expectancy. This election must be in writing in a form acceptable to us. You may revoke the
election only in writing and only in a form acceptable to us. Upon your death, the Beneficiary cannot revoke or modify your election. The Controlled Payout is only available to Non-Qualified Contracts.
Death of Owner During the Accumulation Period
The death benefit will be paid to
your Beneficiary(ies) upon your death, or the first death of a Joint Owner. If the Contract is owned by a non-natural person, the Annuitant will be deemed the Owner in determining the death benefit. If there are Joint Owners, the age of the older
Owner will be used to determine the death benefit.
Death of Annuitant During the Accumulation Period
Upon the death of an Annuitant,
who is not the Owner or Joint Owner, the Owner (or Oldest Joint Owner) automatically becomes the Annuitant, unless the Owner, subject to our underwriting requirements in effect at the time of the request, chooses a new Annuitant. If the Owner is a
non-natural person, the death of the Annuitant will be treated as the death of an Owner, and a new Annuitant may not be named. (See “Death of Owner During the Accumulation Period” above).
Death Benefit Options
In the event an Owner (or the
Annuitant, where the Owner is not an individual) dies during the Accumulation Period, a Beneficiary must choose payment of the death benefit under one of the options below (unless the Owner has previously made the election). The death benefit
options available under the Contract include the following and any other options acceptable to you and us:
| (a)
|
Option 1—lump
sum payment in cash; or |
| (b)
|
Option
2—payment of the entire death benefit within five (5) years of the date of death of the Owner or the first Joint Owner to die; or |
| (c)
|
Option
3—payment of the death benefit under an Annuity Option or other periodic payment option acceptable to us in substantially equal periodic payments (made at least annually) over the lifetime of the Beneficiary or over a period not extending
beyond the life expectancy of the Beneficiary with distribution beginning within one (1) year of the date of death of the Owner or the first Joint Owner to die. Any portion of the death benefit not applied within one (1) year of the date of the
Owner’s or Joint Owner’s death must be distributed within five (5) years of the date of death. |
For Non-Qualified Contracts, payment
must begin within one year of the date of death. For Qualified Contracts, payment must begin no later than the end of the calendar year immediately following the year of death.
We may also offer a payment
option, for both Non-Qualified Contracts and certain Qualified Contracts, under which your Beneficiary may receive payments, over a period not extending beyond his or her life expectancy, under a method of distribution similar to the distribution of
RMDs from Individual Retirement Accounts. If this option is elected, we will issue a new contract to your Beneficiary in order to facilitate the distribution of payments. Upon the death of your Beneficiary, the death benefit would be required to be
distributed to your Beneficiary’s Beneficiary at least as rapidly as under the method of distribution in effect at the time of your Beneficiary’s death. (See “FEDERAL TAX CONSIDERATIONS.”)
If a lump sum payment is elected and
all the necessary requirements are met, the payment will be made within seven (7) days.
Beneficiary Continuation Options. We offer two types of Beneficiary Continuation Options during the Accumulation Period: the Spousal Continuation and Non-Spousal
Beneficiary Continuation Options described below. We must receive Notice of the election of one of these Beneficiary Continuation Options by the end of the 90th day after we receive Notice of due proof
of death. If the surviving spouse qualifies for Spousal
Continuation and has not chosen one of the death benefit options above by the end of the 90 day period, the Spousal Continuation Option will be automatically applied on the 90th day. If a Non-Spousal Beneficiary qualifies for Non-Spousal Beneficiary
Continuation and has not chosen one of the death benefit options above by the end of the 90 day period, the Non-Spousal Beneficiary Continuation Option will be automatically applied on the 90th day.
Spousal
Continuation. If the Owner dies during the Accumulation Period, the spouse may choose to continue the Contract in his or her own name, to the extent permitted by law, and exercise all of the
Owner’s rights under the Contract. Upon such election the Account Value will be adjusted to an amount equal to the Death Benefit Amount determined upon such election and receipt of due proof of death of the Owner. Any excess of the Death
Benefit Amount over the Account Value will be allocated to the Fixed Account. If the Fixed Account is not available, any excess amount of the Death Benefit Amount over the Account Value will be allocated into the Shield Option with, in order of
priority, the shortest Term, the highest Shield Rate and the lowest Cap Rate from the Shield Options available at the next Contract Anniversary, unless otherwise elected by the spouse.
Spousal continuation will not satisfy
minimum required distribution rules for Qualified Contracts other than IRAs (see “FEDERAL TAX CONSIDERATIONS.”)
Non-Spousal Beneficiary
Continuation. A Beneficiary who is not a spouse can choose to continue the Contract until the fifth anniversary of the Owner’s death. The Contract can be continued by a Beneficiary only
if his or her share of the death benefit is at least equal to the Minimum Account Value. If the Beneficiary continues the Contract under this provision his or her share will not be paid. It will instead be continued in the Contract on the date we
determine the Death Benefit Amount. Such Beneficiary will have the right to make partial and full withdrawals of his/her share of the Contract, not subject to Withdrawal Charges. Such Beneficiary will also have the right to make transfers at the
Term End Date or the Interest Rate Term End Date.
During the continuation period the
Beneficiary can choose to receive his/her share of the Contract in a single lump sum payment or apply it to an Annuity Option or other option acceptable to us that must be payable for the life of the Beneficiary or for a term no longer than the life
expectancy of the Beneficiary starting within one (1) year after the death of the Owner.
On the fifth anniversary of the
Owner’s death any Beneficiary will be paid his/her share of the Account Value that has not been applied to an Annuity Option or other settlement option permissible under the Code, in a single lump sum payment and the Contract will
terminate.
Income Payments (The Income
Period)
Annuity Date
Under the Contract you can receive
regular Income Payments. You can choose the month and year in which those payments begin (the “Annuity Date”). The Annuity Date must not be less than thirteen (13) months from the Issue Date and will be the first day of the calendar
month unless, subject to our current established administrative procedures, we allow you to select another day of the month as your Annuity Date. You can change the Annuity Date at any time before the Annuity Date, subject to certain limitations and
restrictions that may apply in your state. Income Payments must begin on, or before, the Maturity Date. Please note that in the Contract, the Annuity Date and Maturity Date are the same date.
Maturity Date
The Maturity Date is specified in
your Contract at purchase and is the first day of the calendar month following the Annuitant’s 90th birthday or 10 years from the date we issue your Contract, whichever is later. If Income Payments don’t begin on, or before, the Maturity
Date, the Contract will be annuitized at the Maturity Date under the Contract’s default Annuity Option, or you can make a complete withdrawal of your Account Value.
You can change or extend your
Maturity Date at any time before the Maturity Date with thirty (30) days prior notice to us (subject to restrictions that may apply in your state, restrictions imposed by your selling firm and our current established administrative procedures.) The
latest date we will allow you to extend to must be based on the Owner’s age and not the Annuitant’s age. You must contact us at our Annuity Service Office to make this election. This requirement may be changed by us. Please be aware that once your Contract is annuitized, you are ineligible to receive the death benefit.
Income Payments
You (unless another payee is named)
will receive Income Payments during the Income Period. The Annuitant is the natural person(s) whose life we look to in the determination of Income Payments. All Income Payments are fixed as to amount.
The Account Value, less any
applicable Premium Taxes on the day immediately preceding the Annuity Date will be used to determine the Income Payment amount. The amount of each Income Payment will be based upon the Annuity Option elected, the Annuitant’s age, the
Annuitant’s sex (where permitted by law), and the appropriate Annuity Option table. Your annuity rates will not be less than those guaranteed in your Contract at the time of purchase. If, as of the annuity calculation date, the then current
Annuity Option rates applicable to this class of contracts provide an Income Payment greater than that which is guaranteed under the same Annuity Option under the Contract, the greater payment will be made.
Income Payments will be paid as
monthly installments or at any frequency acceptable to you and us. If the amount of the Account Value to be applied under an Annuity Option is less than $5,000, we reserve the right to make one lump sum payment equal to the then current Account
Value in lieu of Income Payments. If the amount of the Income Payment would be less than $100, we may reduce the frequency of payments to an interval which will result in the payment being at least $100, but with a frequency of no less than
annually.
Annuity Options
You can choose among income plans
(the “Annuity Options”). You can change it at any time before the death benefit becomes payable or the Annuity Date.
If you do not choose an Annuity
Option at the time you purchase the Contract, Option 2, which provides a life annuity with 10 years of guaranteed Income Payments, will automatically be applied.
You can choose one of the following
Annuity Options or any other Annuity Option acceptable to us. After Income Payments begin, you cannot change the Annuity Option.
If more than one frequency is
permitted under your Contract, choosing less frequent payments will result in each Income Payment being larger. Annuity Options that guarantee that payments will be made for a certain number of years regardless of whether the Annuitant or joint
Annuitant are alive (such as Options 2 and 4 below) result in Income Payments that are smaller than Annuity Options without such a guarantee (such as Options 1 and 3 below). For Annuity Options with a designated period, choosing a shorter designated
period will result in each Income Payment being larger.
Option 1. Life
Annuity. Under this option, we will make Income Payments so long as the Annuitant is alive. We stop making Income Payments after the Annuitant’s death. It is possible under this option
to receive only one Income Payment if the Annuitant dies before the due date of the second payment or to receive only two Income Payments if the Annuitant dies before the due date of the third payment, and so on.
Option 2. Life Annuity With 10 Years
of Income Payments Guaranteed. Under this option, we will make Income Payments so long as the Annuitant is alive. If, when the Annuitant dies, we have made Income Payments for less than ten
years, we will then continue to make Income Payments to the Beneficiary for the rest of the 10 year period.
Option 3. Joint and Last Survivor
Annuity. Under this option, we will make Income Payments so long as the Annuitant and a second person (joint Annuitant) are both alive. When either Annuitant dies, we will continue to make
Income Payments, so long as the survivor continues to live. We will stop making Income Payments after the last survivor’s death.
Option 4. Joint and Last Survivor
Annuity with 10 Years of Income Payments Guaranteed. Under this option, we will make Income Payments so long as the Annuitant and a second person (joint Annuitant) are both alive. When either
Annuitant dies, we will continue to make Income Payments, so long as the survivor continues to live. If, at the last death of the Annuitant and the joint Annuitant, we have made Income Payments for less than ten years, we will then continue to make
Income Payments to the Beneficiary for the rest of the 10 year period.
We may require proof of the age or
sex of an Annuitant before making any Income Payments under the Contract that are measured by the Annuitant’s life. If the age or sex of the Annuitant has been misstated, the amount payable will be the amount that the Account Value would have
provided at the correct age or sex. Once Income Payments have begun, any underpayments will be made up in one sum with the next Income Payment or in any other manner agreed to by us. Any overpayments will be deducted first from future Income
Payments. No interest will be credited or charged in the event of an underpayment or overpayment.
Upon the death of the last
surviving Annuitant, the Beneficiary may choose to continue receiving income payments or to receive the commuted value of the remaining guaranteed payments. The calculation of the commuted value will be done using the then current Annuity Option
rates.
Due to underwriting,
administrative or Code considerations, there may be limitations on payments to the survivor under Options 3 and 4 and/or the duration of the guarantee period under Options 2 and 4.
Tax rules with respect to decedent
contracts may prohibit the election of Joint and Last Survivor Annuity Options (or income types) and may also prohibit payments for as long as the Owner’s life in certain circumstances.
In addition to the Annuity Options
described above, we may offer an additional payment option that would allow your Beneficiary to take distribution of the Account Value over a period not extending beyond his or her life expectancy. Under this option, annual distributions would not
be made in the form of an annuity, but would be calculated in a manner similar to the calculation of RMDs from IRAs. (See “FEDERAL TAX CONSIDERATIONS.”) We intend to make this payment option available to both Qualified Contracts and
Non-Qualified Contracts. In the event that you purchased the Contract as a Qualified Contract, you must take distribution of the Account Value in accordance with the minimum required distribution rules set forth in applicable tax law. (See
“FEDERAL TAX CONSIDERATIONS.”) Under certain circumstances, you may satisfy those requirements by electing an Annuity Option. Upon your death, if Income Payments have already begun, any remaining Income Payments (except under Option 1 or
Option 3) would be required to be distributed to your Beneficiary at least as rapidly as under the method of distribution in effect at the time of your death.
Death of Owner During the Income Period
If the Owner (or a Joint Owner),
is not the Annuitant, and dies during the Income Period, any remaining guaranteed payments under the Annuity Option elected will continue at least as rapidly as under the method of distribution in effect at the time of the Owner’s (or Joint
Owner’s) death. Upon the death of the Owner (or a Joint Owner) during the Income Period, the Beneficiary becomes entitled to exercise the rights of the Owner. If an Owner (or Joint Owner) is the Annuitant and dies during the Income Period, any
remaining Income Payments (except under Option 1 or Option 3) will be as specified in the Annuity Option chosen and will continue at least as rapidly as under the method of distribution in effect at the time of the Owner’s (or Joint
Owner’s) death.
PREMIUM AND OTHER
TAXES
We reserve the right
to deduct from the Purchase Payment or Account Value any taxes relating to the Contract paid by us to any government entity (including, but not limited to, Premium Taxes, Federal, state and local withholding of income, estate, inheritance, other
taxes required by law and any new or increased state income taxes that may be enacted into law). Premium taxes generally range from 0.5% to 3.5%, which are applicable only in certain jurisdictions—see Appendix E. We will determine when taxes
relate to the Contract.
We
may pay taxes when due and deduct that amount from the Account Value at a later date. Payment at an earlier date does not waive any right we may have to deduct amounts at a later date. Generally, it is our practice not to charge Premium Taxes until
Income Payments begin.
INCOME TAXES
We reserve the right to deduct from
the Contract for any income taxes which we incur because of the Contract. At the present time, however, we are not incurring any such income tax or making any such deductions.
FEDERAL TAX CONSIDERATIONS
Introduction
The following information on taxes
is a general discussion of the subject. It is not intended as tax advice. The Internal Revenue Code of 1986, as amended (“Code”) and the provisions of the Code that govern the Contract are complex and subject to change. The applicability
of Federal income tax rules may vary with your particular circumstances. This discussion does not include all the Federal income tax rules that may affect you and your Contract. Nor does this discussion address other Federal tax consequences (such
as estate and gift taxes, sales to foreign individuals or entities), or state or local tax consequences, which may affect your investment in the Contract. As a result, you should always consult a tax adviser for complete information and advice
applicable to your individual situation.
You are responsible for determining
whether your purchase of a Contract, withdrawals, income payments and any other transactions under your Contract satisfy applicable tax law.
We do not expect to incur Federal,
state or local income taxes on the earnings or realized capital gains attributable to the Separate Account. However, if we do incur such taxes in the future, we reserve the right to charge amounts allocated to the Separate Account for these
taxes.
For Federal tax purposes, the term
“spouse” refers to the person to whom you are lawfully married, regardless of sex. The term “spouse” generally will not include individuals who are in a registered domestic partnership or civil union not denominated as
marriage under state or other applicable law.
Non-Qualified Annuity Contracts
This discussion assumes the
Contract is a “non-qualified” annuity Contract for Federal income tax purposes, that is not held in a tax qualified “plan.” Tax qualified plans include arrangements described in Code Sections 401(a), 401(k), 403(a), 403(b) or
tax sheltered annuities (“TSA”), 408 or “IRAs” (including SEP and SIMPLE IRAs), 408A or “Roth IRAs” and 457(b) plans. Contracts owned through such plans are referred to below as “qualified”
contracts.
Non-Qualified Annuity Contracts Owned
by Corporations and Other Legal Entities
Taxes on earnings are deferred
until you take money out. Non-qualified annuity Contracts owned by a non-natural person, such as corporations or certain other legal entities (other than a trust that holds the Contract as an agent for a natural person), do not receive tax deferral
on earnings.
Accumulation
Generally, an owner of a
non-qualified annuity Contract is not taxed on increases in the value of the Contract until there is a distribution from the Contract, i.e. surrender, partial withdrawal income payments or commutation. This deferral of taxation on accumulated value
in the Contract is limited to Contracts owned by or held for the benefit of “natural persons.” A Contract will be treated as held by a natural person even if the nominal owner is a trust or other entity which holds the Contract as an
agent for the exclusive benefit of a natural person.
In contrast, a
Contract owned by other than a “natural person,” such as a corporation, partnership, trust or other entity (other than a trust holding the Contract as an agent for a natural person), will be taxed currently on the increase in accumulated
value in the Contract in the year earned.
Surrenders or Withdrawals—Early Distribution
If you take a
withdrawal from your Contract, or surrender your Contract prior to the date you commence taking annuity or “income” payments (the “Annuity Starting Date”), the amount you receive will generally be treated first as coming from
earnings, if any, (and thus subject to income tax) and then from your purchase payments (which are not subject to income tax). If the accumulated value is less than your purchase payments upon surrender of your Contract, your ability to claim any
unrecovered purchase payments on your Federal income tax return as a miscellaneous itemized deduction is suspended under the 2017 Tax Cuts and Job Act effective for tax years beginning after December 31, 2017 and before January 1, 2026.
The portion of any withdrawal from
an annuity Contract that is subject to income tax may also be subject to a 10% Federal income tax penalty for “early” distribution if such withdrawal is taken prior to you reaching age 59 1⁄2, unless an exception applies. Exceptions include distributions made:
| (a)
|
on account of your
death or disability; |
| (b)
|
as
part of a series of substantially equal periodic payments made at least annually payable for your life (or life expectancy) or joint lives (or joint life expectancies) of you and your designated beneficiary; or |
| (c)
|
under
certain immediate income annuities. |
If you receive systematic payments
that you intend to qualify for the “substantially equal periodic payments” exception noted above, any modifications (except due to death or disability) to your payment before age 59 1⁄2 or within five years after beginning these payments, whichever is later, will result in
the retroactive imposition of the 10% Federal income tax penalty with interest. Such modifications may include but are not limited to additional purchase payments to the Contract (including tax-free transfers or rollovers) or additional withdrawals
from the Contract.
Amounts
received as a partial withdrawal may be fully includable in taxable income to the extent of gain in the Contract.
Aggregation
If you purchase two or more
deferred annuity Contracts after October 21, 1988, from BLIC (or its affiliates) during the same calendar year, the law requires that all such Contracts must be treated as a single Contract for purposes of determining whether any payments not
received as an annuity (e.g., withdrawals) will be includible in income. Aggregation could affect the amount of a withdrawal that is taxable and subject to the 10% Federal income tax penalty described above. Since the IRS may require aggregation in
other circumstances as well, you should consult a tax adviser if you are purchasing more than one
annuity Contract from the same insurance company in a single calendar
year. Aggregation does not affect distributions paid in the form of an annuity (See “Taxation of Payments in Annuity Form” below).
Exchanges/Transfers
The annuity Contract may be
exchanged in whole or in part for another annuity contract or a long-term care insurance policy. An exchange in whole of an annuity for another annuity or for a qualified long-term care insurance policy will generally be a tax-free transaction under
Section 1035 of the Code. The partial exchange of an annuity contract may be a tax-free transaction provided that, among other prescribed IRS conditions, no amounts are distributed from either contract involved in the exchange for 180 days following
the date of the exchange—other than annuity payments made for life, joint lives, or for a term of 10 years or more. If a distribution is made from either contract within the 180-day period after the exchange or the exchange otherwise fails to
satisfy other IRS prescriptions, the IRS reserves the right to characterize the exchange in a manner consistent with its substance, based on general tax principles and all the facts and circumstances. For instance, such distribution from
either contract may be taxable to the extent of the combined gain attributable to both contracts, or only to the extent of your gain in the contract from which the distribution is paid. Some of the ramifications of a partial exchange remain
unclear. You should consult your tax adviser concerning potential tax consequences prior to any partial exchange or split of annuity contracts.
A transfer of ownership of the
Contract, or the designation of an annuitant or other beneficiary who is not also the Contract owner, may result in income or gift tax consequences to the Contract owner. You should consult your tax adviser if you are considering such a transfer or
assignment.
Death Benefits
For non-qualified Contracts, the
death benefit is taxable to the recipient in the same manner as if paid to the Contract owner (under the rules for withdrawals or income payments, whichever is applicable).
After your death, any death
benefit determined under the Contract must be distributed according to certain rules. The method of distribution that is required depends on whether you die before or after the Annuity Starting Date. If you die on or after the Annuity Starting Date,
the remaining portion of the interest in the Contract must be distributed at least as rapidly as under the method of distribution being used as of the date of death. If you die before the Annuity Starting Date, the entire interest in the Contract
must be distributed within five (5) years after the date of death, or as periodic payments over a period not extending beyond the life or life expectancy of the designated beneficiary (provided such payments begin within one year of your death) and
the beneficiary must be a natural person. Additionally, if the annuity is payable to (or for the benefit of) your surviving spouse, that portion of the Contract may be continued with your spouse as the owner. For Contracts owned by a non-natural
person, the required distribution rules apply upon the death of the annuitant. If there is more than one annuitant of a Contract held by a non-natural person, then such required distributions will be triggered by the death of the first
co-annuitant.
Taxation of Payments in Annuity
Form
Payments received from
the Contract in the form of an annuity, are taxable as ordinary income to the extent they exceed the portion of the payment determined by applying the exclusion ratio to the entire payment. The exclusion ratio is determined at the time the Contract
is annuitized (i.e. accumulated value is converted to an annuity form of distribution). Generally, the applicable exclusion ratio is your investment in the Contract divided by the total payments you expect to receive based on IRS factors, such as
the form of annuity and mortality. The excludable portion of each annuity payment is the return of investment in the Contract and it is excludable from your taxable income until your investment in the Contract is fully recovered. We will make this
calculation for you. However, it is possible that the IRS could conclude that the taxable portion of income payments under a non-qualified Contract is an amount greater—or less—than the taxable amount determined by us and reported by us
to you and the IRS.
Once you
have recovered the investment in the Contract, further annuity payments are fully taxable. If you die before your investment in the Contract is fully recovered, the balance may be deducted on your last tax return, or if annuity payments continue
after your death, the balance may be deducted by your beneficiary.
The IRS has not furnished explicit
guidance as to how the excludable amount is to be determined each year under variable income annuities that permit transfers between a fixed annuity option and variable investment options, as well as transfers between investment options after the
Annuity Starting Date. Once annuity payments have commenced, you may not be able to transfer to another non-qualified annuity contract or a long-term care contract as part of a tax-free exchange.
If you receive payments that you
intend to qualify for the “substantially equal periodic payments” exception noted above, any modifications (except due to death or disability) to your payment before age 59 1⁄2 or within five years after beginning these payments, whichever is later, will result in
the retroactive imposition of the 10% Federal income tax penalty with interest. Such modifications may include additional purchase payments or withdrawals (including tax-free transfers or rollovers of income payments) from the Contract.
If the Contract allows, you may
elect to convert less than the full value of your Contract to an annuity form of pay-out (i.e., “partial annuitization.”) In this case, your investment in the Contract will be pro-rated between the annuitized portion of the Contract and
the deferred portion. An exclusion ratio will apply to the annuity payments as described above, provided the annuity form you elect is payable for at least 10 years or for the life of one or more individuals.
3.8% Tax on Net Investment Income
Federal tax law imposes a 3.8%
Medicare tax on the lesser of:
| (1)
|
the
taxpayer’s “net investment income,” (from non-qualified annuities, interest, dividends, and other investments, offset by specified allowable deductions); or |
| (2)
|
the
taxpayer’s modified adjusted gross income in excess of a specified income threshold ($250,000 for married couples filing jointly and qualifying widows, $125,000 for married couples filing separately, and $200,000 for single filers).
|
“Net investment
income” in Item 1 above does not include distributions from tax qualified plans, (i.e., arrangements described in Code Sections 401(a), 403(a), 403(b), 408, 408A or 457(b)), but such income will increase modified adjusted gross income in Item
2 above.
You should consult
your tax adviser regarding the applicability of this tax to income under your annuity Contract.
Qualified Annuity Contracts
Introduction
Currently, the Contract is
available for use in connection with Non-Qualified Plans, Traditional IRAs and Roth IRAs. In general, annuity contracts purchased through certain types of retirement plans receive favorable treatment under the Code (“tax qualified plans”
or “qualified plans”). Tax-qualified plans include arrangements described in Code Sections 401(a), 401(k), 403(a), 403(b) or tax sheltered annuities (“TSA”), 408 or “IRAs” (including SEP and SIMPLE IRAs), 408A or
“Roth IRAs” and 457(b) plans. Extensive special tax rules apply to qualified plans and to the annuity Contracts used in connection with these plans. Therefore, the following discussion provides only general information about the use of
the Contract with the various types of qualified plans. Adverse tax consequences may result if you do not ensure that contributions, distributions and other transactions with respect to the Contract comply with the law.
The rights to any benefit under the
plan will be subject to the terms and conditions of the plan itself as well as the terms and conditions of the Contract.
We exercise no control over whether a
particular retirement plan or a particular contribution to the plan satisfies the applicable requirements of the Code, or whether a particular individual is entitled to participate or benefit under a plan.
All qualified plans and
arrangements receive tax deferral under the Code. Since there are no additional tax benefits in funding such retirement arrangements with an annuity, there should be reasons other than tax deferral for acquiring the annuity within the plan. Such
non-tax benefits may include additional insurance benefits, such as the availability of a guaranteed income for life.
Accumulation
The tax rules applicable to
qualified plans vary according to the type of plan and the terms and conditions of the plan itself. Both the amount of the contribution that may be made and the tax deduction or exclusion that you may claim for that contribution under qualified
plans are limited under the Code.
Purchase payments or
contributions to IRAs or tax qualified retirement plans of an employer may be taken from current income on a before tax basis or after tax basis. Purchase payments made on a “before tax” basis entitle you to a tax deduction or are not
subject to current income tax. Purchase payments made on an “after tax” basis do not reduce your taxable income or give you a tax deduction. Contributions may also consist of transfers or rollovers as described below and are not subject
to the annual limitations on contributions.
An IRA Contract will accept as a
single purchase payment a transfer or rollover from another IRA (including a SEP or SIMPLE IRA) or rollover from an eligible retirement plan of an employer (i.e., 401(a), 401(k), 403(a), 403(b) or governmental 457(b) plans.) A rollover or transfer
from a SIMPLE IRA is allowed provided that the taxpayer has participated in such arrangement for at least two years. As part of the single purchase payment, the IRA Contract will also accept an IRA contribution subject to the Code limits for the
year of purchase.
Taxation of Annuity
Distributions
If
contributions are made on a “before tax” basis, you generally pay income taxes on the full amount of money you receive under the Contract. Withdrawals attributable to any after-tax contributions are your basis in the Contract and not
subject to income tax (except for the portion of the withdrawal allocable to earnings if any). Under current Federal income tax rules, the taxable portion of distributions under annuity contracts and qualified plans (including IRAs) is not eligible
for the reduced tax rate applicable to long-term capital gains and qualifying dividends.
If you meet certain requirements,
your Roth IRA earnings can be received free of Federal income taxes.
With respect to IRA Contracts, we
will withhold a portion of the taxable amount of your withdrawal for income taxes, unless you elect otherwise. The amount we will withhold is determined by the Code.
Withdrawals Prior to Age 59 1⁄2
A taxable withdrawal from a qualified
Contract which is subject to income tax may also be subject to a 10% Federal income tax penalty for “early” distribution if taken prior to age
59 1⁄2, unless an exception described below applies.
Exceptions to the early
distribution penalty for qualified plans include withdrawals or distributions made:
| (a)
|
on account of your
death or disability, |
| (b)
|
as
part of a series of substantially equal periodic payments payable for your life (or life expectancy) or joint lives (or joint life expectancies) of you and your designated beneficiary and you are separated from employment, |
| (c)
|
on separation from
service after age 55. This rule does not apply to IRAs (including SEPs and SIMPLE IRAs), |
| (d)
|
pursuant
to a qualified domestic relations order (“QDRO”). This rule does not apply to IRAs (including SEPs and SIMPLE IRAs), |
| (e)
|
to pay IRS levies
(and made after December 31, 1999), |
| (f)
|
to pay deductible
medical expenses, or |
| (g)
|
in
the case of IRAs only, to pay for medical insurance (if you are unemployed), qualified higher education expenses, or for a qualified first time home purchase up to $10,000. |
Other exceptions may be applicable
under certain circumstances and special rules apply or may become applicable in connection with the exceptions enumerated above.
If you receive systematic payments
that you intend to qualify for the “substantially equal periodic payments” exception noted above, any modifications (except due to death or disability) to your payment before age 59 1⁄2 or within five years after beginning these payments, whichever is later, will result in
the retroactive imposition of the 10% Federal income tax penalty with interest. Such modifications may include but are not limited to additional purchase payments to the Contract (including tax-free transfers or rollovers) and additional withdrawals
from the Contract.
Rollovers and
Transfers
Your Contract is
non-forfeitable (i.e., not subject to the claims of your creditors) and non-transferable (i.e., you may not transfer it to someone else).
Under certain circumstances, you may
be able to transfer amounts distributed from your Contract to another eligible retirement plan or IRA.
Generally, a distribution may be
eligible for rollover. Certain types of distributions cannot be rolled over, such as distributions received on account of:
| (a)
|
minimum distribution
requirements, or |
| (b)
|
financial hardship;
or |
| (c)
|
for a
period of ten or more years or for life. |
Federal income tax law allows you
to make only one rollover from an IRA to another (or the same) IRA in any 12-month period, regardless of the number of IRAs you own. Generally, this limit does not apply to trustee-to-trustee transfers between IRAs. Because the rollover
rules are complex, please consult with your tax adviser before making an IRA rollover.
20% Withholding on Eligible Rollover Distributions
For certain qualified employer
plans, we are required to withhold 20% of the taxable portion of your withdrawal that constitutes an “eligible rollover distribution” for Federal income taxes. The amount we withhold is determined by the Code. You may avoid withholding
if you directly transfer a withdrawal from this Contract to another IRA or other qualified plan. Similarly, you may be able to avoid withholding on a transfer into this Contract from an existing qualified plan you may have with another provider by
arranging to have the transfer made directly to us. For taxable withdrawals that are not “eligible rollover distributions,” the Code imposes different withholding rules to determine the withholding percentages.
Death Benefits
The death benefit in a qualified
Contract is taxable to the recipient in the same manner as if paid to the Contract owner or plan participant (under the rules for withdrawals or income payments, whichever is applicable).
Required Minimum Distribution
(“RMD”) amounts are required to be distributed from a qualified annuity Contract following your death depending on whether you die before or after the “Required Beginning Date” as described under “Required Minimum
Distributions.” If you die before reaching the Required Beginning Date (defined under “Required Minimum Distributions”), your entire interest generally must be distributed within five (5) years after your death. However, this RMD
rule will be deemed satisfied if distributions begin before the close of the calendar year following your death to a qualifying designated beneficiary and the distributions are made over the life of such designated beneficiary (or over a period not
extending beyond the life expectancy of such beneficiary). If your surviving spouse is the sole designated beneficiary, distributions may generally be delayed until December 31 of the year you would have attained age 70 1⁄2, if your Contract permits.
If you die after RMDs have begun, any
remaining interest generally must be distributed at least as rapidly as under the method of distribution in effect at the time of your death.
Regardless of whether you die
before or after your Required Beginning Date, the following will be applicable:
| (a)
|
RMDs are required to
be distributed from a Roth IRA after your death; and |
| (b)
|
If
your surviving spouse is the sole designated beneficiary of your Traditional or Roth IRA, then your surviving spouse may elect to treat the Traditional or Roth IRA as his or her own. |
Your designated beneficiary is the
person to whom benefit rights under the Contract pass by reason of death. The beneficiary must be a natural person in order to elect a periodic payment option based on life expectancy or a period exceeding five years.
Alternatively, your spouse may be
able to roll over the death proceeds into another eligible retirement plan in which he or she participates, if permitted under the receiving plan, or he or she may elect to rollover the death proceeds into his or her own IRA, or he or she may elect
to transfer the death proceeds into an inherited IRA.
If your beneficiary is not your
spouse and your plan and Contract permit, your beneficiary may be able to rollover the death proceeds via a direct trustee-to-trustee transfer into an inherited IRA. However, a non-spouse beneficiary may not treat the inherited IRA as his or her own
IRA.
Required Minimum Distributions
Generally, you must begin receiving
RMD amounts from your qualified Contract by the Required Beginning Date. Generally, for retirement plans, the “Required Beginning Date” is April 1 following the latter of:
| (a)
|
the calendar year in
which you reach age 70 1⁄2; or |
| (b)
|
the
calendar year you retire, provided you do not own more than 5% of the outstanding stock, capital, or profits of your employer. |
For IRAs (including SEPs and
SIMPLEs) the Required Beginning Date by which you must begin receiving withdrawals is the year in which you attain age 70 1⁄2 even if you have not retired, taking your first distribution no later than April 1 of the year after you reach age 70 1⁄2.
For all subsequent years,
including the first year in which you took your RMD by April 1, you must take the required minimum distribution for the year by December 31st. This will require you to take two distributions in the same calendar year if you wait to take your first
distribution until April 1 of the year after attaining age 70½.
A tax penalty of 50% applies to the
shortfall of any required minimum distributions you fail to receive.
The minimum required distribution is
calculated with respect to each IRA, but the aggregate distribution may be taken from any one or more of your IRAs.
Complex rules apply to the
calculation of these withdrawals. In general, income tax regulations permit income payments to increase based not only with respect to the investment experience of the portfolios but also with respect to actuarial gains.
The regulations also require that
the value of benefits under a deferred annuity including certain death benefits in excess of Contract value must be added to the amount credited to your account in computing the amount required to be distributed over the applicable period. We will
provide you with additional information regarding the amount that is subject to minimum distribution under this rule. You should consult your own tax adviser as to how these rules affect your own distribution under this rule.
If you intend to receive your
minimum distributions which are payable over the joint lives of you and a beneficiary who is not your spouse (or over a period not exceeding the joint life expectancy of you and your non-spousal beneficiary), be advised that Federal tax rules may
require that payments be made over a shorter period or may require that payments to the beneficiary be reduced after your death to meet the minimum distribution incidental benefit rules and avoid the 50% excise tax. You should consult your own tax
adviser as to how these rules affect your own Contract.
Required minimum distribution rules
that apply to other types of IRAs while you are alive do not apply to Roth IRAs. However, in general, the IRA post-death rules with respect to minimum distributions do apply to beneficiaries of Roth IRAs.
Additional Information regarding IRAs
Purchase payments
Traditional IRA purchase payments
(except for permissible rollovers and direct transfers) are generally not permitted after you attain age 70½. Except for permissible rollovers and direct transfers, purchase payments for individuals are limited in the aggregate to the lesser of
100% of compensation or the deductible amount established each year under the Code. A purchase payment up to the deductible amount can also be made for a non-working spouse provided the couple’s compensation is at least equal to their
aggregate contributions. Individuals age 50 and older are permitted to make additional “catch-up” contributions if they have sufficient compensation. If you or your spouse are an active participant in a retirement plan of an employer,
your deductible contributions may be limited. If you exceed purchase payment limits you may be subject to a tax penalty.
Roth IRA purchase payments for
individuals are non-deductible (made on an “after tax” basis) and are limited to the lesser of 100% of compensation or the annual deductible IRA amount. Individuals age 50 and older can make an additional “catch-up” purchase
payment each year (assuming the individual has sufficient compensation). You may contribute up to the annual purchase payment limit if your modified adjusted gross income does not exceed certain limits. You can contribute to a Roth IRA after age
70½. If you exceed purchase payment limits, you may be subject to a tax penalty.
Withdrawals
If and to the extent that
Traditional IRA purchase payments are made on an “after tax” basis, withdrawals would be included in income except for the portion that represents a return of non-deductible purchase payments. This portion is generally determined based
upon the ratio of all non-deductible purchase payments to the total value of all your Traditional IRAs (including SEP IRAs and SIMPLE IRAs). We withhold a portion of the amount of your withdrawal for income taxes, unless you elect otherwise. The
amount we withhold is determined by the Code.
Generally, withdrawal of earnings
from Roth IRAs are free from Federal income tax if (1) they are made at least five taxable years after the tax year for which you made your first purchase payment to a Roth IRA; and (2) they are made on or after the date you reach age 59½ or
upon your death, disability or for a qualified first-home purchase (up to $10,000). Withdrawals from a Roth IRA are made first from purchase payments and then from earnings. We may be required to withhold a portion of your withdrawal for income
taxes, unless you elect otherwise. The amount will be determined by the Code.
Conversion
Traditional IRAs may be converted
to Roth IRAs. Except to the extent you have non-deductible contributions, the amount converted from an existing Traditional IRA into a Roth IRA is taxable. Generally, the 10% Federal income tax penalty does not apply. However, the taxable amount to
be converted must be based on the fair market value of the entire annuity contract being converted into a Roth IRA. Such fair market value, in general, is to be determined by taking into account the value of all benefits (both living benefits and
death benefits) in addition to the account balance; as well as adding back certain loads and charges incurred during the prior twelve month period. Your Contract may include such benefits and applicable charges. Accordingly, if you are considering
such conversion of your annuity Contract, please consult your tax adviser. The taxable amount may exceed the account balance at the date of conversion.
Prior to 2018, contributions made
to a Traditional IRA that were converted to a Roth IRA could be recharacterized as made back to the Traditional IRA, if certain conditions were met. Under a provision of the Tax Cuts and Jobs Act, recharacterization cannot be used to unwind a
conversion from a Traditional IRA to a Roth IRA for taxable years beginning after December 31, 2017. For conversions made to a Roth IRA in 2017, the IRS has issued guidance allowing recharacterizations to be made in 2018. Please consult
your tax adviser.
Additional Federal Tax
Considerations
Non-Qualified Annuity
Contracts
Changes to Tax Rules and
Interpretations
Changes to
applicable tax rules and interpretations can adversely affect the tax treatment of your Contract. These changes may take effect retroactively.
We reserve the right to amend your
Contract where necessary to maintain its status as an Annuity Contract under Federal tax law and to protect you and other Contract owners from adverse tax consequences.
The 3.8% Medicare tax applies to
the lesser of (1) “net investment income” or the excess of the modified adjusted gross income over the applicable threshold amount ($250,000 for married couples filing jointly and qualifying widows, $125,000 for married couples filing
separately, and $200,000 for single filers) and will result in the following top tax rates on investment income:
| Capital
Gains |
Dividends
|
Other
|
| 23.8%
|
40.8%
|
40.8%
|
Qualified Annuity
Contracts
Annuity contracts
purchased through tax qualified plans are subject to limitations imposed by the Code and regulations as a condition of tax qualification. There are various types of tax qualified plans which have certain beneficial tax consequences for Contract
owners and plan participants.
Types of Qualified
Plans
The following includes
individual account-type plans which may hold an annuity Contract as described in the Prospectus.
IRA
A traditional IRA is established by
an individual, under Section 408(a) or 408(b) of the Code. See also Roth IRAs below.
Roth Account
Individual or employee plan
contributions made to certain plans on an after-tax basis. An IRA may be established as a Roth IRA under Section 408A, and 401(k), 403(b) and 457(b) plans may provide for Roth accounts. Contributions to a Roth IRA are limited based on the level of
your modified adjusted gross income.
Comparison of Plan Limits for
Individual Contributions:
| Plan
Type |
Elective
Contribution |
Catch-up
Contribution |
| IRA
|
$6,000
|
$1,000
|
| SIMPLE
|
$13,000
|
$3,000
|
| 401(k)
|
$19,000
|
$6,000
|
| SEP/401(a)
|
(Employer
contributions only) |
|
| 403(b)
[TSA] |
$19,000
|
$6,000
|
| 457(b)
|
$19,000
|
$6,000
|
Dollar
limits are for 2019 and subject to cost-of-living adjustments in future years. Employer-sponsored individual account plans (other than 457(b) plans) may provide for additional employer contributions not to exceed the lesser of $56,000 and 100% of an
employee’s compensation for 2019.
Federal
Estate Taxes
While no
attempt is being made to discuss the Federal estate tax implications of the Contract, you should bear in mind that the value of an annuity contract owned by a decedent and payable to a beneficiary by virtue of surviving the decedent is included in
the decedent’s gross estate. Depending on the terms of the annuity contract, the value of the annuity included in the gross estate may be the value of the lump sum payment payable to the designated beneficiary or the actuarial value of the
payments to be received by the beneficiary. Consult an estate planning adviser for more information.
Generation-Skipping Transfer Tax
Under certain circumstances, the
Code may impose a “generation-skipping transfer tax” when all or part of an annuity contract is transferred to, or a death benefit is paid to, an individual two or more generations younger than the contract owner. Regulations issued
under the Code may require us to deduct the tax from your contract, or from any applicable payment, and pay it directly to the IRS.
Annuity Purchase Payments by Nonresident Aliens and
Foreign Entities
The
discussion above provides general information regarding U.S. Federal income tax consequences to annuity purchasers that are U.S. citizens or residents. Purchasers that are not U.S. citizens or residents will generally be subject to U.S. Federal
withholding tax on taxable distributions from annuity contracts at a 30% rate, unless a lower treaty rate applies. In addition, purchasers may be subject to state and/or municipal taxes and taxes that may be imposed by the purchaser’s country
of citizenship or residence. Prospective purchasers are advised to consult with a qualified tax adviser regarding U.S., state and foreign taxation with respect to an annuity contract purchase.
YOUR RIGHT TO CANCEL (FREE LOOK)
If you change your mind about
owning the Contract, you can cancel it within a certain time period after receiving it. This is known as a “Free Look.” We ask that you submit your request to cancel in writing, signed by you, to us (e.g., the Annuity Service Office) or
to the financial representative who sold it. When you cancel the Contract within this Free Look period, we will not assess a Withdrawal Charge. Unless otherwise required by state law, you will receive whatever your Contract is worth on the day that
we receive your cancellation request. The amount you receive may be more or less than your Purchase Payment depending upon the Shield Options you allocated your Purchase Payment to during the Free Look period. This means that you bear the risk of
any decline in the Account Value of your Contract during the Free Look period. We do not refund any charges or deductions assessed during the Free Look period. In certain states, we are required to give back your Purchase Payment if you decide to
cancel your Contract during the Free Look period.
OWNERSHIP PROVISIONS
Owner. You,
as the Owner, have all the interest and rights under the Contract. Subject to our administrative procedures, we may also permit ownership by a corporation (a type of non-natural person) or other legal entity.
These rights include the right
to:
| (a)
|
change the
Beneficiary. |
| (b)
|
change
the Annuitant before the Annuity Date (subject to our underwriting and administrative rules). |
| (c)
|
assign the Contract
(subject to limitation). |
| (d)
|
change the Income
Payment option before the Annuity Date. |
| (e)
|
exercise
all other rights, benefits, options and privileges permitted by the Contract or us. |
The Owner is as designated at the
time the Contract is issued, unless changed. You may change the Owner at any time. Any change of Owner is subject to our underwriting requirements in effect at the time of the request. A change of Owner will automatically revoke any prior
designation of the Owner.
Joint Owner. The Contract can be owned by Joint Owners, limited to natural persons. Either Joint Owner can exercise all rights under the Contract unless you inform us otherwise as indicated on the Contract
Schedule or in a Notice to us. Upon the death of either Owner, the surviving Joint Owner will be the primary Beneficiary, unless you inform us otherwise. Any other Beneficiary designation will be treated as a contingent Beneficiary unless otherwise
indicated on the Contract Schedule or in a Notice to us.
Annuitant. The Annuitant is the natural person(s) on whose life we base Income Payments. The Annuitant is the person designated by you on the Issue Date. You can change the Annuitant at any time prior to the
Annuity Date, unless an Owner is not a natural person. Any reference to Annuitant includes any joint Annuitant under an Annuity Option. The Owner and the Annuitant do not have to be the same person except as required under certain sections of the
Code. Any change of the Annuitant is subject to our underwriting requirements in effect at the time of the request.
Beneficiary. The person(s) or entity(ies) you name to receive a death benefit payable under the Contract upon the death of the Owner or a Joint Owner, or in certain circumstances, an Annuitant. The Beneficiary
is named at the time the Contract is issued unless changed at a later date. Unless an irrevocable Beneficiary has been named, you can change the Beneficiary at any time before you die by filing a Notice with us. If Joint Owners are named, and unless
you tell us otherwise, the surviving Joint Owner will be the primary Beneficiary. Any other primary Beneficiary designation will be treated as the contingent Beneficiary.
Assignment. Our rights as evidenced by a Contract may not be assigned without our written consent and is subject to our underwriting requirements. You may not assign your rights under the Contract after the
start of Income Payments. In certain tax markets, assignment of the Contract is prohibited by the Code. If the Contract is assigned absolutely, we will treat it as a change of ownership and all rights will be transferred. We are not bound by any
assignment request unless it is in writing and until it is received at our Annuity Service Office. We assume no responsibility for the validity or effect of any assignment. We will not be liable for any payment or other action we take in accordance
with the Contract before we record the assignment. Assignments will be effective as of the date the written notice of assignment was signed, subject to all payments made and actions taken by us before a copy of the signed assignment form is received
by us at our Annuity Service Office. You should consult your tax adviser regarding the tax consequences of an assignment. An assignment may be a taxable event.
ABANDONED PROPERTY REQUIREMENTS
Every state has unclaimed property
laws that generally declare non-ERISA annuity contracts to be abandoned after a period of inactivity of three to five years from the contract’s maturity date or the date the death benefit is due and payable. For example, if the payment of a
death benefit has been triggered, but, if after a thorough search, we are still unable to locate the Beneficiary of the death benefit, or the Beneficiary does not come forward to claim the death benefit in a timely manner, the death benefit will be
paid to the abandoned property division or unclaimed property office of the state in which the Beneficiary or you last resided, as shown on our books and records, or to our state of domicile. (Escheatment is the formal, legal name for this process.)
However, the state is obligated to pay the death benefit (without interest) if your Beneficiary steps forward to claim it with the proper documentation. To prevent your Contract’s proceeds from being paid to the state abandoned or unclaimed
property office, it is important that you update your Beneficiary designations, including addresses, if and as they change. Please call 1-800-343-8496 to make such changes.
SUSPENSION OF PAYMENTS OR TRANSFERS
We may be required to suspend or
delay the payment of death benefits, the calculation of income payments, withdrawals and transfers when we cannot obtain an Index Value under the following circumstances:
| (i)
|
the NYSE is closed
(other than customary weekend and holiday closings); |
| (ii)
|
trading on the NYSE
is restricted; |
| (iii)
|
an
emergency exists such that we cannot value Investment Amounts; or |
| (iv)
|
during any other
period when a regulator by order, so permits. |
WHEN WE CAN CANCEL YOUR CONTRACT
We may terminate your Contract by
paying you the Account Value in one sum if, prior to the Annuity Date the Minimum Account Value after any partial withdrawal is less than $2,000 or any lower amount required by Federal tax laws. Accordingly, no Contract will be terminated due solely
to negative Index Performance. We will only do so to the extent allowed by law. If we do so, we will return the full Account Value. Federal tax law may impose additional restrictions on our right to cancel your Traditional IRA or Roth IRA Contract.
We will not terminate any Contract if at the time the termination would otherwise occur the guaranteed amount under any death benefit is greater than the Account Value. For all other Contracts, we reserve the right to exercise this termination
provision, subject to obtaining any required regulatory approvals. State variations may apply.
THE INSURANCE COMPANY
Brighthouse Life Insurance Company
(“BLIC”)
BLIC is
a stock insurance company originally chartered in Connecticut in 1863 and currently subject to the laws of the state of Delaware. Prior to March 6, 2017, BLIC was known as MetLife Insurance Company USA. BLIC is licensed to conduct business in all
states of the United States, except New York, and in the District of Columbia, Puerto Rico, Guam, the U.S. and British Virgin Islands and the Bahamas. BLIC is an indirect wholly-owned subsidiary of, and ultimately controlled by, Brighthouse
Financial, Inc. (“BHF”), a publicly-traded company. BHF, through its subsidiaries and affiliates, is one of the largest providers of annuity and life insurance products in the U.S.
BLIC’s executive offices are
located at 11225 North Community House Road, Charlotte, NC 28277. The office that administers your Contract is located at 4700 Westown Parkway, Ste. 200, West Des Moines, Iowa 50266.
THE SEPARATE ACCOUNT
The assets of the Separate Account
are held in our name on behalf of the Separate Account and legally belong to us. We are obligated to pay all money we owe under the Contracts—such as death benefits and Income Payments—even if that amount exceeds the assets in the
Separate Account. Any such amount that exceeds the assets in the Separate Account is paid from our General Account. Amounts paid from the General Account are subject to the financial strength and claims paying ability of BLIC and our long term
ability to make such payments and are not guaranteed by any other party. We issue other annuity contracts and life insurance policies where we pay all money we owe under those contracts and policies from our General Account. BLIC is regulated as an
insurance company under state law, which includes, generally, limits on the amount and type of investments in its General Account. However, there is no guarantee that we will be able to meet our claims paying obligations; there are risks to
purchasing any insurance product.
A Purchase Payment made to the
Contract is allocated to the Separate Account. We have exclusive and absolute ownership and control of the assets of the Separate Account. It is a non-unitized separate account. You do not share in the investment performance of assets allocated to
the Separate Account. All investment income, gains and losses, whether or not realized, from assets allocated to the Separate Account are borne by BLIC. The obligations under the Contract are independent of the investment performance of the Separate
Account and are our obligations.
We will maintain in the Separate
Account assets with an aggregate value at least equal to the reserves for all contracts allocated under the Separate Account.
If the aggregate value of such
assets in the Separate Account should fall below such amount, we will transfer assets into the Separate Account so that the value of the Separate Account’s assets is at least equal to such amount. Assets supporting reserves for annuity
benefits under such contracts, in the course of payment, will not be maintained in the Separate Account.
INVESTMENTS BY BLIC
We must invest our assets
according to applicable state laws regarding the nature, quality and diversification of investments that may be made by life insurance companies. In general, these laws permit investments, within specified limits and subject to certain
qualifications, in Federal, state and municipal obligations, corporate bonds, preferred and common stocks, real estate mortgages, real estate and certain other investments. Purchase Payments made to these Contracts issued by BLIC are invested in the
Separate Account. The Separate Account is a non-unitized separate account. Owners do not share in the investment performance of assets allocated to the Separate Account. The obligations under the Contract are independent of the investment
performance of the Separate Account and are the obligations of BLIC.
ANNUAL STATEMENT
At least once each calendar year, we
will send you a statement that will show:
| (i)
|
your Account Value;
|
| (ii)
|
all transactions
regarding your Contract during the year; and |
| (iii)
|
the Investment
Amount and interest credited to your Contract. |
Such statements will be sent to your
last known address on our records. You will have sixty (60) days from the date you receive such statement to inform us of any errors, otherwise such statement will be deemed final and correct.
DISTRIBUTION OF THE CONTRACTS
Brighthouse Securities, LLC
(“Brighthouse Securities”) is the principal underwriter and distributor of the securities offered through this prospectus. Brighthouse Securities is our affiliate and its principal executive offices are located at 11225 North Community
House Road, Charlotte, NC 28277. Both we and Brighthouse Securities are indirect, wholly owned subsidiaries of BHF. Brighthouse Securities is a member of the Financial Industry Regulatory Authority (FINRA). FINRA provides background information
about broker-dealers and their registered representatives through FINRA BrokerCheck. You may contact the FINRA BrokerCheck Hotline at 1-800-289-9999, or log on to www.finra.org. An investor brochure
that includes information describing FINRA BrokerCheck is available through the Hotline or on-line.
Brighthouse
Securities is not obligated to take and pay for, and is not required to sell, any specific number or dollar amount of Contracts. Brighthouse Securities, and in certain cases, we, have entered into selling agreements with unaffiliated selling firms
for the sale of the Contracts. No selling firms are affiliated with us or Brighthouse Securities. We pay compensation to Brighthouse Securities for sales of the Contracts by selling firms. We also pay amounts to Brighthouse Securities that may be
used for its operating and other expenses, including the following sales expenses: compensation and bonuses for Brighthouse Securities’ management team, advertising expenses and other expenses of distributing the Contracts. Brighthouse
Securities’ management team and registered representatives also may be eligible for non-cash compensation items that we may provide jointly with Brighthouse Securities. Non-cash items include conferences, seminars and trips (including travel,
lodging and meals in connection therewith), entertainment, merchandise and other similar items.
Selling Firms
As noted above, Brighthouse
Securities, and in certain cases, we, have entered into selling agreements with selling firms for the sale of the Contracts. Selling firms receive commissions, and may receive some form of non-cash compensation. Certain selected selling firms
receive additional compensation (described below under “Additional Compensation for Selected Selling Firms”). These commissions and other incentives or payments are not charged directly to Owners. We intend to recoup commissions and
other sales expenses through the charges and deductions under the Contract. A portion of the payments made to selling firms may be passed on to their financial representatives in accordance with the selling firms’ internal compensation
programs. Those programs may also include other types of cash and non-cash compensation and other benefits. Financial representatives of the selling firms may also receive non-cash compensation, pursuant to their firm’s guidelines, directly
from us or Brighthouse Securities.
Compensation Paid to Selling
Firms. Brighthouse Securities pays compensation to all selling firms in the form of commissions and may also provide certain types of non-cash compensation. The maximum commission payable is
6% of the Purchase Payment. Some selling firms may elect to receive a lower commission when the Purchase Payment is made, along with annual trail commissions up to 1% of Account Value for so long as the Contract remains in effect or as agreed in the
selling agreement. We also pay commissions when an Owner elects to begin receiving regular income payments. (See “INCOME PAYMENTS—(THE INCOME PERIOD).”) Brighthouse Securities may also provide non-cash compensation items that we
may provide jointly with Brighthouse Securities. Non-cash items may include expenses for conference or seminar trips, certain gifts, prizes and awards.
Ask your financial representative for
further information about what payments your financial representative and the selling firm for which he or she works may receive in connection with your purchase of a Contract.
Additional Compensation for
Selected Selling Firms. Brighthouse Securities has entered into distribution arrangements with certain selected unaffiliated selling firms. Under these arrangements Brighthouse Securities may
pay additional compensation to selected selling firms, including marketing allowances, introduction fees, persistency payments, preferred status fees and industry conference fees. Marketing allowances are periodic payments to certain selling firms,
the amount of which may be an annual flat fee, or in some cases, depends on cumulative periodic (usually quarterly) sales of our insurance contracts (including the Contracts) and may also depend on meeting thresholds in the sale of certain of
our
insurance contracts (other than the Contracts). They may also
include payments we make to cover the cost of marketing or other support services provided for or by registered representatives who may sell our products. Introduction fees are payments to selling firms in connection with the addition of our
products to the selling firm’s line of investment products, including expenses relating to establishing the data communications systems necessary for the selling firm to offer, sell and administer our products. Persistency payments are
periodic payments based on account values of our insurance contracts (including Account Values of the Contracts) or other persistency standards. Preferred status fees are paid to obtain preferred treatment of the Contracts in selling firms’
marketing programs, which may include marketing services, participation in marketing meetings, listings in data resources and increased access to their financial representatives. Industry conference fees are amounts paid to cover in part the costs
associated with sales conferences and educational seminars for selling firms’ financial representatives.
The additional types of
compensation discussed above are not offered to all selling firms. The terms of any particular agreement governing compensation may vary among selling firms and the amounts may be significant. The prospect of receiving, or the receipt of, additional
compensation as described above may provide selling firms and/or their financial representatives with an incentive to favor sales of the Contracts over other annuity contracts (or other investments) with respect to which selling firm does not
receive additional compensation, or lower levels of additional compensation. You may wish to take such payment arrangements into account when considering and evaluating any recommendation relating to the Contracts. For more information about any
such additional compensation arrangements, ask your financial representative.
Wholesaling Firms
In addition to the distribution
arrangements discussed above, Brighthouse Securities has entered into wholesaling agreements with wholesaling firms to provide marketing and training support services to selling firms and the registered representatives of selling firms. These
services may include, but not be limited to, training and promotional support for the solicitation, sale and on-going servicing of the Contracts by the selling firms. Brighthouse Securities pays compensation to wholesaling firms in connection with
these services.
THE FIXED ACCOUNT
We may offer our Fixed Account as a
funding option. Please refer to your Contract and Appendix D for more information.
RESTRICTIONS ON FINANCIAL TRANSACTIONS
Federal laws designed to counter
terrorism and prevent money laundering might, in certain circumstances, require us to block an Owner’s ability to make certain transactions and thereby refuse to accept any request for transfers, withdrawals, Surrenders, or death benefits,
until instructions are received from the appropriate regulator. We may also be required to provide additional information about you and your Contract to government regulators.
REQUESTS AND ELECTIONS
We will treat your request for a
Contract transaction, or your submission of the Purchase Payment, as received by us if we receive a request conforming to our administrative procedures or the Purchase Payment at our Annuity Service Office on any Business Day before 4:00 PM Eastern
Standard Time. We will treat your submission of the Purchase Payment as received by us if we receive it at our Annuity Service Office (or a designee receives it in accordance with the designee’s administrative procedures) on any Business Day
before 4:00 PM Eastern Standard Time. If we receive the request, or if we (or our designee) receive the Purchase Payment, on any Business Day on or after 4:00 PM Eastern Standard Time, then the request or payment will be treated as received on the
next day. Our Annuity Service Office is located at P.O. Box 10366, Des Moines, IA 50306-0366. If you send your Purchase Payment or transaction requests to an address other than the one we have designated for receipt of such Purchase Payment or
requests, we may return the Purchase Payment to you, or there may be a delay in applying the Purchase Payment or processing the transaction.
Requests for service may be made
through your financial representative:
| •
|
By telephone at (800)
343-8496, between the hours of 7:30AM and 5:30PM Central Time Monday through Thursday and 7:30AM and 5:00PM Central Time on Friday; |
| •
|
In writing to our
Annuity Service Office; |
| •
|
By fax at (877)
547-9666; or |
| •
|
By
Internet at www.brighthousefinancial.com. |
Some of the requests for service
that may be made by telephone or Internet include transfers of your Account Value into Shield Option(s) or the Fixed Account. We may from time to time permit requests for other types of transactions to be made by telephone or Internet. All
transaction requests must be in a form satisfactory to us. Contact us for further information. Some selling firms may restrict the ability of their financial representatives to convey transaction requests by telephone or Internet on your
behalf.
A request or
transaction generally is considered in Good Order if it complies with our administrative procedures and the required information is complete and accurate. A request or transaction may be rejected or delayed if not in Good Order. If you have any
questions, you should contact us or your financial representative before submitting the form or request.
We will use reasonable procedures
such as requiring certain identifying information, tape recording the telephone instructions, and providing written confirmation of the transaction, in order to confirm that instructions communicated by telephone, fax, Internet or other means are
genuine. Any telephone, fax or Internet instructions reasonably believed by us to be genuine will be your responsibility, including losses arising from any errors in the communication of instructions. As a result of this policy, you will bear the
risk of loss. If we do not employ reasonable procedures to confirm that instructions communicated by telephone, fax or Internet are genuine, we may be liable for any losses due to unauthorized or fraudulent transactions. All other requests and
elections under your Contract must be in writing signed by the proper party, must include any necessary documentation and must be received at our Annuity Service Office to be effective. If acceptable to us, requests or elections relating to
Beneficiaries and Ownership will take effect as of the date signed unless we have already acted in reliance on the prior status. We are not responsible for the validity of any written request or action.
Telephone and computer systems
may not always be available. Any telephone or computer system, whether it is yours, your service provider’s, your financial representative’s, or ours, can experience outages or slowdowns for a variety of reasons. These outages or
slowdowns may delay or prevent our processing of your request. Although we have taken precautions to help our systems handle heavy use, we cannot promise complete reliability under all circumstances. If you experience technical difficulties or
problems, you should make your transaction request in writing to our Annuity Service Office.
Inquiries. If you need more information, please contact our Annuity Service Office at:
Brighthouse Securities, LLC
P.O. Box 10366
Des Moines, Iowa 50306-0366
(800) 343-8496
CYBERSECURITY RISKS
Our business is largely conducted
through digital communications and data storage networks and systems operated by us and our service providers or other business partners (e.g., the firms involved in the distribution and sale of our products). For example, many routine operations,
such as processing your requests and elections and day-to-day record keeping, are all executed through computer networks and systems. We have established administrative and technical controls and a business continuity plan to protect our operations
against cybersecurity breaches. Despite these protocols, a cybersecurity breach could have a material, negative impact on BLIC, as well as you and your Contracts. Our operations also could be negatively affected by a cybersecurity breach at a third
party, such as a governmental or regulatory authority or another participant in the financial markets. Cybersecurity breaches can be intentional or unintentional events, and can occur through unauthorized access to computer systems, networks or
devices; infection from computer viruses or other malicious software code; or attacks that shut down, disable, slow or otherwise disrupt operations, business processes or website access or functionality. Cybersecurity breaches can interfere with our
processing of Contract transactions, including the processing of transfer orders from our website; impact our ability to calculate values; cause the release and possible destruction of your confidential information or business information; or impede
order processing or cause other operational issues. There can be no assurance that we or our service providers will avoid losses affecting your Contract due to cyber-attacks or information security breaches in the future. Although we continually
make efforts to identify and reduce our exposure to cybersecurity risk, there is no guarantee that we will be able to successfully manage or mitigate this risk at all times. Furthermore, we cannot control the cybersecurity plans and systems
implemented by third parties, including service providers.
CONFIRMING TRANSACTIONS
We will send out written statements
confirming that a transaction was recently completed. Unless you inform us of any errors within 60 days of receipt, we will consider these communications to be accurate and complete.
LEGAL PROCEEDINGS
In the ordinary course of
business, BLIC, similar to other life insurance companies, is involved in lawsuits (including class action lawsuits), arbitrations and other legal proceedings. Also, from time to time, state and Federal regulators or other officials conduct formal
and informal examinations or undertake other actions dealing with various aspects of the financial services and insurance industries. In some legal proceedings involving insurers, substantial damages have been sought and/or material settlement
payments have been made.
It
is not possible to predict with certainty the ultimate outcome of any pending legal proceeding or regulatory action. However, BLIC does not believe any such action or proceeding will have a material adverse effect upon the Separate Account or upon
the ability of Brighthouse Securities to perform its contract with the Separate Account or of BLIC to meet its obligations under the contracts.
EXPERTS
Legal matters in connection with
Federal laws and regulations affecting the issue and sale of the Contracts described in this prospectus and the organization of BLIC, its authority to issue such Contracts under Delaware law and the validity of the forms of the Contracts under
Delaware law have been passed on by legal counsel for BLIC.
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
The
consolidated financial statements, and the related financial statement schedules, incorporated in this Prospectus by reference from the Brighthouse Life Insurance Company’s Annual Report on Form 10-K, for the year ended December 31, 2018, have
been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report, which is incorporated herein by reference. Such consolidated financial statements and financial statement schedules have been so
incorporated in reliance upon the report of such firm given upon their authority as experts in accounting and auditing.
STATE VARIATIONS
Contracts issued in your state
may provide different features and benefits from, and impose different costs than, those described in this prospectus because of state law variations. These differences include, among other things, Free Look rights, age issuance limitations,
transfer rights and limitations, the right to reject a Purchase Payment, the requirements for unisex annuity rates and the general availability of certain features. This prospectus describes all the material features of the Contract. If you would
like to review a copy of the Contract and any endorsements, contact our Annuity Service Office.
ELECTRONIC DELIVERY
As Owner you may elect to receive
electronic delivery of current prospectuses related to the Contract and other Contract related documents. Contact us at our website at www.brighthousefinancial.com for more information and to enroll.
AMENDMENT OF THE CONTRACT
We reserve the right to amend the
Contracts to comply with applicable Federal or state laws or regulations. We will notify you in writing of any such amendments.
MISSTATEMENT
We may require proof of the age or
sex (where permitted) of the Annuitant, Owner and/or the Beneficiary before making any payments under the Contract that are measured by the Annuitant’s, Owner’s or Beneficiary’s life. If the age or sex of the measuring life has
been misstated, the amount payable will be the amount that would have been provided at the correct age and sex.
INFORMATION INCORPORATED BY REFERENCE
Under the Securities Act of 1933,
BLIC has filed with the SEC a registration statement (the “Registration Statement”) relating to the Contracts offered by this prospectus. This prospectus has been filed as a part of the Registration Statement and does not contain all of
the information set forth in the Registration Statement and the exhibits and reference is hereby made to such Registration Statement and exhibits for further information relating to BLIC and the Contracts.
BLIC’s
Annual Report on Form 10-K was filed with the SEC on March 5, 2019 via EDGAR File No. 033-03094. The Form 10-K contains information for the period ended December 31, 2018, about BLIC, including consolidated audited financial statements for
BLIC’s latest fiscal year. The Form 10-K is incorporated by reference into this prospectus. In addition, all documents subsequently filed by BLIC pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”) prior to the termination of the offering, are also incorporated by reference into this prospectus. We are not incorporating by reference any documents or information deemed to have been furnished instead of filed
under SEC rules, such as current reports on Form 8-K furnished under Item 2.02 or Item 7.01.
If requested, BLIC will furnish,
without charge, a copy of any and all of the reports or documents that have been incorporated by reference into this prospectus. You may direct your requests to BLIC at 11225 North Community House Road, Charlotte, NC 28277. The telephone number is
1-800-343-8496. You may also access the incorporated reports and other documents at www.brighthousefinancial.com.
BLIC files periodic reports as
required under the Exchange Act (including Form 10-K, 10-Q and 8-K). You may also read and copy any materials that BLIC files with the SEC at the SEC’s Public Reference Room at 100 F Street, N.E., Washington, DC 20549. The public may obtain
information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file
electronically with the SEC at http://www.sec.gov.
DISCLOSURE OF COMMISSION POSITION ON
INDEMNIFICATION
FOR SECURITIES ACT LIABILITIES
Pursuant to applicable provisions
of BLIC’s by-laws or internal corporate policies adopted by BLIC or its ultimate parent, the directors, officers and other controlling persons of BLIC and of BLIC’s affiliate and principal underwriter, Brighthouse Securities, who are
made or threatened to be made a party to an action or proceeding, may be eligible to obtain indemnification against judgments, fines, amounts paid in settlement and reasonable expenses, including attorneys’ fees, incurred as a result of such
action or proceeding. Under the principal underwriting agreement between BLIC and Brighthouse Securities, the parties have agreed to indemnify each other against certain liabilities and expenses from legal proceedings arising out of Brighthouse
Securities’ distribution of the Contracts.
Insofar as
indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers or persons controlling BLIC pursuant to the foregoing provisions, BLIC has been informed that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed in the Securities Act of 1933 and is therefore unenforceable.
Appendix A
Index Publishers
BLIC uses the Securities Indices
under license from the Indices’ respective publishers. The following information about the Indices is included in this prospectus in accordance with BLIC’s license agreements with the publishers of the Indices:
S&P Opco, LLC requires that the
following disclaimer be included in this prospectus:
The S&P 500
Index is a product of S&P Dow Jones Indices LLC (“SPDJI”), and has been licensed for use by affiliates of Brighthouse Financial, Inc. including Brighthouse Services, LLC and Brighthouse Life Insurance Company (collectively,
“Brighthouse Financial”). Standard & Poor’s®, S&P® and S&P 500® are registered trademarks of
Standard & Poor’s Financial Services LLC (“S&P”); Dow Jones® is a registered trademark of Dow Jones Trademark Holdings LLC
(“Dow Jones”); and these trademarks have been licensed for use by SPDJI and sublicensed for certain purposes by Brighthouse Financial. Brighthouse Shield® Level Select 6-Year Annuity is not sponsored, endorsed, sold or promoted by SPDJI, Dow Jones, S&P, any of their respective affiliates
(collectively, “S&P Dow Jones Indices”). S&P Dow Jones Indices makes no representation or warranty, express or implied, to the owners of the Brighthouse Shield® Level Select 6-Year Annuity or any member of the public regarding the advisability of investing in securities generally or in Brighthouse Shield® Level Select 6-Year Annuity particularly or the ability of the S&P 500 Index to track general market performance. S&P Dow Jones Indices’
only relationship to Brighthouse Financial with respect to the S&P 500 Index is the licensing of the Index and certain trademarks, service marks and/or trade names of S&P Dow Jones Indices or its licensors. The S&P 500 Index is
determined, composed and calculated by S&P Dow Jones Indices without regard to Brighthouse Financial or the Brighthouse Shield® Level Select
6-Year Annuity. S&P Dow Jones Indices have no obligation to take the needs of Brighthouse Financial or the owners of Brighthouse Shield® Level
Select 6-Year Annuity into consideration in determining, composing or calculating the S&P 500 Index. S&P Dow Jones Indices is not responsible for and has not participated in the determination of the prices, and amount of Brighthouse Shield® Level Select 6-Year Annuity or the timing of the issuance or sale of Brighthouse Shield® Level Select 6-Year Annuity or in the determination or calculation of the equation by which Brighthouse Shield® Level Select 6-Year Annuity is to be converted into cash, surrendered or redeemed, as the case may be. S&P Dow Jones Indices has no obligation or
liability in connection with the administration, marketing or trading of Brighthouse Shield® Level Select 6-Year Annuity. There is no assurance that
investment products based on the S&P 500 Index will accurately track index performance or provide positive investment returns. S&P Dow Jones Indices LLC is not an investment advisor. Inclusion of a security within an index is not a
recommendation by S&P Dow Jones Indices to buy, sell, or hold such security, nor is it considered to be investment advice. Notwithstanding the foregoing, CME Group Inc. and its affiliates may independently issue and/or sponsor financial products
unrelated to Brighthouse Shield® Level Select 6-Year Annuity currently being issued by Brighthouse Financial, but which may be similar to and
competitive with Brighthouse Shield® Level Select 6-Year Annuity. In addition, CME Group Inc. and its affiliates may trade financial products which
are linked to the performance of the S&P 500 Index.
S&P DOW JONES INDICES DOES NOT
GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE COMPLETENESS OF THE S&P 500 INDEX OR ANY DATA RELATED THERETO OR ANY COMMUNICATION, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATION (INCLUDING ELECTRONIC COMMUNICATIONS) WITH
RESPECT THERETO. S&P DOW JONES INDICES SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN. S&P DOW JONES INDICES MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED BY BRIGHTHOUSE FINANCIAL, OWNERS OF THE BRIGHTHOUSE
SHIELD® LEVEL SELECT 6-YEAR ANNUITY, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE S&P 500 INDEX OR WITH RESPECT TO ANY DATA RELATED
THERETO. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P DOW JONES INDICES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES,
LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE. THERE ARE NO THIRD PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P DOW JONES
INDICES AND BRIGHTHOUSE FINANCIAL, OTHER THAN THE LICENSORS OF S&P DOW JONES INDICES.
Frank Russell Company requires that
the following disclaimer be included in this prospectus:
The Brighthouse
Shield® Level Select 6-Year Annuity is not sponsored, endorsed, sold or promoted by Frank Russell Company (“Russell”). Russell makes no
representation or warranty, express or implied, to the owners of the Brighthouse Shield® Level Select 6-Year Annuity or any member of the public
regarding the advisability of investing in securities generally or in the Brighthouse Shield® Level Select 6-Year Annuity particularly or the
ability of the Russell 2000® Index to track general stock market performance or a segment of the same. Russell’s publication of the Russell
2000® Index in no way suggests or implies an opinion by Russell as to the advisability of investment in any or all of the securities upon which the
Russell 2000® Index is based. Russell’s only relationship to affiliates of Brighthouse Financial, Inc., including Brighthouse Services, LLC
and
Brighthouse Life Insurance
Company (collectively, “Brighthouse Financial”) is the licensing of certain trademarks and trade names of Russell and of the Russell
2000® Index which is determined, composed and calculated by Russell without regard to Brighthouse Financial or the Brighthouse Shield® Level Select 6-Year Annuity. Russell is not responsible for and has not reviewed the Brighthouse Shield® Level Select 6-Year Annuity nor any associated literature or publications and Russell makes no representation or warranty express or implied as to
their accuracy or completeness, or otherwise. Russell reserves the right, at any time and without notice, to alter, amend, terminate or in any way change the Russell 2000® Index. Russell has no obligation or liability in connection with the administration, marketing or trading of the Brighthouse Shield® Level Select 6-Year Annuity.
RUSSELL DOES NOT GUARANTEE THE
ACCURACY AND/OR THE COMPLETENESS OF THE RUSSELL 2000® INDEX OR ANY DATA INCLUDED THEREIN AND RUSSELL SHALL HAVE NO LIABILITY FOR ANY ERRORS,
OMISSIONS, OR INTERRUPTIONS THEREIN. RUSSELL MAKES NO WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY BRIGHTHOUSE FINANCIAL, INVESTORS, OWNERS OF THE BRIGHTHOUSE SHIELD® LEVEL SELECT 6-YEAR ANNUITY OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE RUSSELL 2000® INDEX OR ANY DATA INCLUDED THEREIN. RUSSELL MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE RUSSELL 2000® INDEX OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING,
IN NO EVENT SHALL RUSSELL HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.
MSCI Inc. requires that the
following disclaimer be included in this prospectus:
THE BRIGHTHOUSE
SHIELD® LEVEL SELECT 6-YEAR ANNUITY IS NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY MSCI INC. (“MSCI”), ANY OF ITS AFFILIATES, ANY OF
ITS INFORMATION PROVIDERS OR ANY OTHER THIRD PARTY INVOLVED IN, OR RELATED TO, COMPILING, COMPUTING OR CREATING ANY MSCI INDEX (COLLECTIVELY, THE “MSCI PARTIES”). THE MSCI INDEXES ARE THE EXCLUSIVE PROPERTY OF MSCI. MSCI AND THE MSCI
INDEX NAMES ARE SERVICE MARK(S) OF MSCI OR ITS AFFILIATES AND HAVE BEEN LICENSED FOR USE FOR CERTAIN PURPOSES BY AFFILIATES OF BRIGHTHOUSE FINANCIAL, INC. INCLUDING BRIGHTHOUSE SERVICES, LLC AND BRIGHTHOUSE LIFE INSURANCE COMPANY (COLLECTIVELY,
“BRIGHTHOUSE FINANCIAL”). NONE OF THE MSCI PARTIES MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, TO THE ISSUER OR OWNERS OF THIS PRODUCT OR ANY OTHER PERSON OR ENTITY REGARDING THE ADVISABILITY OF INVESTING IN PRODUCTS
GENERALLY OR IN THIS PRODUCT PARTICULARLY OR THE ABILITY OF ANY MSCI INDEX TO TRACK CORRESPONDING STOCK MARKET PERFORMANCE. MSCI OR ITS AFFILIATES ARE THE LICENSORS OF CERTAIN TRADEMARKS, SERVICE MARKS AND TRADE NAMES AND OF THE MSCI INDEXES WHICH
ARE DETERMINED, COMPOSED AND CALCULATED BY MSCI WITHOUT REGARD TO THIS PRODUCT OR THE ISSUER OR OWNERS OF THIS PRODUCT OR ANY OTHER PERSON OR ENTITY. NONE OF THE MSCI PARTIES HAS ANY OBLIGATION TO TAKE THE NEEDS OF THE ISSUER OR OWNERS OF THIS
PRODUCT OR ANY OTHER PERSON OR ENTITY INTO CONSIDERATION IN DETERMINING, COMPOSING OR CALCULATING THE MSCI INDEXES. NONE OF THE MSCI PARTIES IS RESPONSIBLE FOR OR HAS PARTICIPATED IN THE DETERMINATION OF THE TIMING OF, PRICES AT, OR QUANTITIES OF
THIS PRODUCT TO BE ISSUED OR IN THE DETERMINATION OR CALCULATION OF THE EQUATION BY OR THE CONSIDERATION INTO WHICH THIS PRODUCT IS REDEEMABLE. FURTHER, NONE OF THE MSCI PARTIES HAS ANY OBLIGATION OR LIABILITY TO THE ISSUER OR OWNERS OF THIS PRODUCT
OR ANY OTHER PERSON OR ENTITY IN CONNECTION WITH THE ADMINISTRATION, MARKETING OR OFFERING OF THIS PRODUCT.
ALTHOUGH MSCI SHALL OBTAIN
INFORMATION FOR INCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCI INDEXES FROM SOURCES THAT MSCI CONSIDERS RELIABLE, NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THE ORIGINALITY, ACCURACY AND/OR THE COMPLETENESS OF ANY MSCI INDEX OR ANY DATA
INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER OF THE PRODUCT, OWNERS OF THE PRODUCT, OR ANY OTHER PERSON OR ENTITY, FROM THE USE OF ANY MSCI INDEX OR ANY DATA INCLUDED
THEREIN. NONE OF THE MSCI PARTIES SHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIED WARRANTIES OF
ANY KIND, AND THE MSCI PARTIES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO EACH MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL
ANY OF THE MSCI PARTIES HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR ANY OTHER DAMAGES (INCLUDING LOST PROFITS) EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.
No
purchaser, seller or holder of the Brighthouse Shield® Level Select 6-Year Annuity, or any other person or entity, should use or refer to any MSCI trade name, trademark or service mark to sponsor, endorse, market or
promote this security without first contacting MSCI to determine whether MSCI’s permission is required. Under no circumstances may any person or entity claim any affiliation with MSCI without the prior written permission of MSCI.
Appendix B
Index Substitution Investment Amount Example
The following example illustrates
how we would calculate your Investment Amount on a Term End Date when there is an Index substitution. We assume no withdrawals and a $100,000 Purchase Payment into a Shield Option with a 1-Year Term / Shield 10 / S&P 500® Index with a Cap Rate of 10%.
Initial Account Value:
| Investment
Amount at Term Start Date |
$100,000
|
| Term
|
1-Year
|
| Initial
Index |
S&P
500® Index |
| S&P
500® Index Index Value on Term Start Date |
1,400
|
| Cap
Rate |
10%
|
| Shield
Rate |
10%
|
On date of Index Substitution
halfway through the Term:
| Index
substitution |
|
| Number
of days since Term Start Date |
183
|
| Index
Value for S&P 500® Index |
1,330
|
| Index
Performance for S&P 500® Index(1) |
–5%
|
| Substituted
Index |
Russell
2000® Index |
| Index
Value for Russell 2000® Index on substitution date |
1,250
|
Calculation of Investment
Amount at Term End Date:
| Index
Value for Russell 2000® Index |
1,375
|
| Index
Performance for S&P 500® Index(1) |
–5%
|
| Index
Performance for Russell 2000® Index(2) |
10%
|
| Total
Index Performance for the Term(3) |
4.5%
|
| Cap
Rate |
10%
|
| Shield
Rate |
10%
|
| Performance
Rate(4) |
4.5%
|
| Performance
Rate Adjustment(5) |
$4,500
|
| Investment
Amount at Term End Date(6) |
$104,500
|
Notes to the tables above:
| (1) |
Index Performance is
equal to the percentage change in the Index Value measured from the Term Start Date to the date of the Index substitution. Index Performance is calculated as follows: |
(1330 [Index Value at date of substitution] —
1400 [Index Value at Term Start Date]) ÷ 1400 [Index
Value at Term Start Date]) = –5%
| (2) |
Index Performance is
equal to the percentage change in the Index Value measured from the date of the Index substitution to the Term End Date. Index Performance is calculated as follows: |
(1375 [Index Value at Term End Date] — 1250
[Index Value at date of the substitution]) ÷ 1250 [Index
Value at date of substitution]) = 10%
| (3) |
Since there was an
Index substitution, the Index Performance is equal to the Index Performance of the S&P 500® Index (from the Term Start Date to the Index substitution date) multiplied by the Index Performance of the Russell 2000® Index (from the Index
substitution date to the Term End Date) –1. Total Index Performance for the Term is calculated as follows: |
(initial Index at Index substitution date ÷
initial Index at Term Start Date) x (substituted Index at
Term End Date ÷ substituted Index at substitution date) –1
(1330÷1400) x (1375÷1250) –1=
4.5%
| (4) |
The Performance Rate
is equal to the Index Performance (4.50%) because the total Index Performance for the Term is greater than zero and less than the Cap Rate. |
|
(5) |
The
Performance Rate Adjustment is equal to the product of the Investment Amount at the Term Start Date adjusted for any withdrawals (there are no withdrawals in the example) multiplied by the Performance Rate. The Performance Rate Adjustment is
calculated as follows: |
$100,000 [Investment Amount at Term Start Date] x 4.5%
[Performance Rate] = $4,500
| (6) |
The Investment Amount
at Term End Date is equal to the Investment Amount at the Term Start Date adjusted for any withdrawals plus the Performance Rate Adjustment. The Investment Amount at Term End Date is calculated as follows: |
$100,000 [Investment Amount at Term Start Date] =
$4,500 [Performance Rate Adjustment] = $104,500
Appendix C
Return of Premium Death Benefit Example
The purpose of this example is to
illustrate the operation of the Return of Premium death benefit. The investment results shown are hypothetical and are not representative of past or future performance. Actual investment results may be more or less than those shown and will depend
upon a number of factors, including the allocation made by an Owner and the Index Performance for the Shield Options chosen. The examples do not reflect the deduction of fees and charges, if any, Withdrawal Charges or
income taxes and tax penalties.
Return of
Premium Death Benefit
The
purpose of this example is to show how partial withdrawals reduce the Return of Premium death benefit proportionately by the percentage reduction in Account Value of the Shield Option(s) and the Fixed Account for each partial withdrawal.
| |
|
Date
|
Amount
|
| A
|
Purchase
Payment |
Issue
Date |
$100,000
|
| B
|
Account
Value |
First
Contract Anniversary |
$90,000
|
| C
|
Death
Benefit |
First
Contract Anniversary |
$100,000
(= greater of A and B) |
| D
|
Withdrawal
|
One
Day after the First Contract Anniversary |
$9,000
|
| E
|
Percentage
Reduction in Account Value |
One
Day after the First Contract Anniversary |
10%
(= D/B) |
| F
|
Account
Value after Withdrawal |
One
Day after the First Contract Anniversary |
$81,000
(= B-D) |
| G
|
Purchase
Payment Reduced for Withdrawal |
One
Day after the First Contract Anniversary |
$90,000
(= A-(A × E)) |
| H
|
Death
Benefit |
One
Day after the First Contract Anniversary |
$90,000
(= greater of F and G) |
Notes to Example
Purchaser is age 60 at issue.
The Account Values on the First Contract Anniversary
and One Day after the First Contract Anniversary are assumed to be equal prior to the withdrawal.
(THIS PAGE INTENTIONALLY LEFT BLANK.)
Appendix D
The Fixed Account
The Fixed Account is a funding option
that may be available and is part of BLIC’s General Account assets. These General Account assets include all assets of BLIC other than those held in the Separate Accounts sponsored by BLIC or its affiliates.
Any interest in the Fixed Account
is not a security under the Securities Act of 1933 and the Fixed Account is not registered under or regulated by the Investment Company Act of 1940. Accordingly, the Fixed Account is not offered by virtue of the prospectus. The staff of the SEC does
not generally review the disclosure in the prospectus relating to the Fixed Account. Disclosure regarding the Fixed Account and the General Account may, however, be subject to certain provisions of the Federal securities laws relating to the
accuracy and completeness of statements made in the prospectus.
Under the Fixed Account, BLIC
assumes the risk of investment gain or loss, guarantees a specified interest rate, and guarantees a specified periodic Income Payment. We guarantee that, at any time, the Fixed Account Value will not be less than the amount of the Purchase Payments
allocated to the Fixed Account, plus interest credited as described below, less any applicable Premium Taxes or prior withdrawals.
Account Value allocated to the
Fixed Account and any transfers made to the Fixed Account become part of BLIC’s General Account, which supports insurance and annuity obligations. Where permitted by state law, we reserve the right to restrict Investment Amounts into the Fixed
Account whenever the credited interest rate on the Fixed Account is equal to the Minimum Guaranteed Interest Rate specified in your Contract. The General Account and any interest therein is not registered under, or subject to the provisions of, the
Securities Act of 1933 or Investment Company Act of 1940. We will invest the assets of the Fixed Account at our discretion. Investment income from such Fixed Account assets will be allocated to us and to the Contracts participating in the Fixed
Account.
Investment income
from the Fixed Account allocated to us includes compensation for risks borne by us in connection with Fixed Account Contracts. The amount of such investment income allocated to the Contracts will vary from year to year in our sole discretion at such
rate or rates as we prospectively declare from time to time.
We guarantee that for the life of
the Contract interest credited to your Fixed Account Value during the Interest Rate Term beginning on the Issue Date will not be accumulated at less than the Minimum Guaranteed Interest Rate allowed by state law. We reserve the right to change the
rate subject to applicable state law. We will determine any interest we credit to amounts allocated to the Fixed Account in excess of the Minimum Guaranteed Interest Rate at our sole discretion. You assume the risk that interest credited to the
Fixed Account may not exceed the Minimum Guaranteed Interest Rate for any given year. We have no specific formula for determining the interest rate. Some factors we may consider are regulatory and tax requirements, general economic trends and
competitive factors.
For
renewals into the Fixed Account, the new guaranteed interest rate will be declared for each subsequent Interest Rate Term. At the Interest Rate Term End Date, the Fixed Account Value will automatically be renewed into the same Interest Rate Term,
with the new interest rate, unless otherwise instructed by you. If the Fixed Account is not available at the end of the existing Interest Rate Term, these amounts will automatically transfer into the Shield Option with the lowest Cap Rate from the
Shield Options available at the end of the Interest Rate Term unless otherwise instructed by you. You have the Transfer Period to notify us that you want to transfer some or all of your Fixed Account Value to a new Shield Option(s).
Fixed Account Value. We credit interest to the portion of the Account Value allocated to the Fixed Account. (See “Interest Crediting” below.) The Fixed Account is part of our General Account. We guarantee that the interest
credited to your initial allocation to the Fixed Account during the Interest Rate Term beginning on the Issue Date will not be accumulated at less than the Minimum Guaranteed Interest Rate. Thereafter, we will declare an interest rate as of each
Contract Anniversary for the duration of the Interest Rate Term and such rate will not be less than the Minimum Guaranteed Interest Rate. If the declared interest rate equals the Minimum Guaranteed Interest Rate, we reserve the right to restrict
transfers and allocations into the Fixed Account.
The initial Fixed Account Value is
the amount initially allocated to the Fixed Account. Thereafter, the Fixed Account Value equals: (a) the initial Fixed Account Value or the Fixed Account Value on the most recent Contract Anniversary, as applicable, including any transfers; plus (b)
any interest credited by us; less (c) the amount of any withdrawals, including any Withdrawal Charges; and less (d) any Premium or Other Taxes, if applicable.
Interest Crediting. Interest will be compounded and credited to the Fixed Account at an annual effective interest rate declared by us. Interest will be credited on amounts allocated to the Fixed Account through the effective date such
amounts are withdrawn or transferred from the Fixed Account.
Important terms that will help you
understand this Appendix D:
Interest Rate
Term. The Interest Rate Term is the length of time over which the current interest rate is guaranteed. The minimum Interest Rate Term depends on the date your Contract is issued but will not
be less than one (1) year. No Interest Rate Term will extend beyond the Annuity Date.
Fixed Account
Value. The Fixed Account Value at the end of the Interest Rate Term.
Transfers. During the Accumulation Period you may only make a transfer to the Fixed Account and to a new Shield Option(s) during the Transfer Period. The effective date of such transfer is the first day of the Interest Rate Term
and/or a Term(s) in which the transfer is made.
Appendix E
Premium Tax Table
If you are a resident of one of the
following jurisdictions, the percentage amount listed by that jurisdiction is the premium tax rate applicable to your annuity.
| |
Qualified
Contracts |
Non-Qualified
Contracts |
| California
(1) |
0.50%
|
2.35%
|
| Florida
(2) |
1.00%
|
1.00%
|
| Maine
(3) |
0.00%
|
2.00%
|
| Nevada
(4) |
0.00%
|
3.50%
|
| Puerto
Rico(5) |
1.00%
|
1.00%
|
| South
Dakota(6) |
0.00%
|
1.25%
|
| West
Virginia |
1.00%
|
1.00%
|
| Wyoming
(4) |
0.00%
|
1.00%
|
| 1 |
California applies the
qualified tax rate to plans that qualify under the following Code sections: 401(a), 403(b), 404, 408(b) and 501(a). |
| 2 |
Annuity premiums are
exempt from taxation provided the tax savings are passed back to the contract holders. Otherwise, they are taxable at 1%. |
| 3 |
Maine applies the
qualified tax rate to plans that qualify under the following Code sections: 401, 403, 403(b), 404, 408, 457 and 501. |
| 4 |
Nevada and Wyoming
apply the qualified tax rate to plans that qualify under the following Code sections: 401, 403, 404, 408 and 501. |
| 5 |
We will not deduct
premium taxes paid by Us to Puerto Rico from purchase payments, account balances, withdrawals, death benefits or income payments. |
|
6 |
Special
rate applies for large case annuity policies. Rate is 0.08% for that portion of the annuity considerations received on a contract exceeding $500,000 annually. Special rate on large case policies is not subject to retaliation. South Dakota applies
the qualified tax rate to plans that qualify under the following Code sections: 401, 403(b), 404, 408, 457 and 501(a). |
Part II
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 14. Other Expenses of Issuance and Distribution
The following is an itemized list of the estimated expenses to
be incurred in connection with the securities being offered:
Accountant’s Fees and Expenses: $7,500
Legal Fees and Expenses: $9,000
Printing Expenses: $14,856
Registration Fee: $1,362,900
Item 15. Indemnification of Directors and Officers
Pursuant to applicable provisions of the Registrant’s
by-laws or internal corporate policies adopted by the Registrant or its ultimate parent, the directors, officers and other controlling persons of the Registrant who are made or threatened to be made a party to an action or proceeding, may be
eligible to obtain indemnification against judgments, fines, amounts paid in settlement and reasonable expenses, including attorneys’ fees, incurred as a result of such action or proceeding. Under the principal underwriting agreement between
the Registrant and the Underwriter, the parties have agreed to indemnify each other against certain liabilities and expenses from legal proceedings arising out of the Underwriter’s distribution of the Contracts. BLIC also maintains insurance
policies insuring its directors and officers against certain liabilities they may incur in their capacity as such.
Item 16. Exhibits
Exhibit
|
Number |
Description |
| 1(a).
|
Principal
Underwriting and Distribution Agreement between Brighthouse Life Insurance Company and Brighthouse Securities, LLC (effective 3-6-17) (Filed as Exhibit 1(a) with Registration Statement No. 333-217509 on Form S-3 on April 27, 2017 and incorporated herein
by reference.) |
| 1(b).
|
Brighthouse
Securities, LLC Sales Agreement (Filed as Exhibit 1(b) with Registration Statement No. 333-217509 on Form S-3 on July 11, 2017 and incorporated herein by reference.) |
| 2.
|
None.
|
| 4(a).
|
Contract.
[L-22494 (09-12)-AV, L-22494 (09-12) base policy, L-22495 (09/12) CS] (Filed as Exhibit 4(a) with Registration Statement No. 333-217509 on Form S-3 on April 27, 2017 and incorporated herein by reference.) |
| 4(b).
|
Fixed
Account Rider [L-22496 (09-12)] (Filed as Exhibit 4(b) with Registration Statement No. 333-217509 on Form S-3 on April 27, 2017 and incorporated herein by reference.) |
| 4(c).
|
Death
Benefit Rider - Return of Premium 8-ROP-1 (5/17) (Filed as Exhibit 4(c) with Registration Statement No. 333-217509 on Form S-3 on April 27, 2017 and incorporated herein by reference.) |
| 4(d).
|
Waiver
of Withdrawal Charge for Nursing Home or Hospital Confinement Rider [L-25005 (09/12)] (Filed as Exhibit 4(d) with Registration Statement No. 333-217509 on Form S-3 on April 27, 2017 and incorporated herein by reference.) |
| 4(e).
|
Waiver
of Withdrawal Charge for Terminal Illness Rider [L-22498 (09-12)] (Filed as Exhibit 4(e) with Registration Statement No. 333-217509 on Form S-3 on April 27, 2017 and incorporated herein by reference.) |
| 4(f).
|
Individual
Retirement Annuity Qualification Rider [L-22499 (09/12)] (Filed as Exhibit 4(f) with Registration Statement No. 333-217509 on Form S-3 on April 27, 2017 and incorporated herein by reference.) |
Exhibit
Number |
Description |
Item 17. Undertakings
The undersigned registrant hereby undertakes as follows,
pursuant to Item 512 of Regulation S-K:
| 1.
|
To file, during any period
in which offers or sales of the registered securities are being made, a post-effective amendment to this registration statement: |
| i.
|
to include any prospectus
required by Section 10(a)(3) of the Securities Act of 1933; |
| ii.
|
to reflect in the prospectus
any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the
registration statement; Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end
of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price set represent no more than 20 percent change in the maximum
aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement, and |
| iii.
|
to
include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement. |
Provided, however, that Paragraphs 1.i,
1.ii, and 1.iii do not apply if the information required to be included in a post-effective amendment by those paragraphs is contained in reports filed with or furnished to the Commission by the registrant pursuant to section 13 or section 15(d) of
the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement, or is contained in a form of prospectus filed pursuant to Rule 424(b) that is part of the registration statement.
| 2.
|
That, for the purpose of
determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be
deemed to be the initial bona fide offering thereof. |
| 3.
|
To remove from registration
by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering. |
| 4.
|
That, for the purpose of
determining liability under the Securities Act of 1933 to any purchaser, each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than
prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in a registration statement or
prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time
of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first
use. |
| 5.
|
That, for the purpose of
determining liability of the registrant under the Securities Act of 1933 to any purchaser in the initial distribution of the securities: The undersigned registrant undertakes that in a primary offering of securities of the undersigned registrant
pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned
registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser: |
| i.
|
Any preliminary prospectus
or prospectus of the undersigned registrant relating to the offering required to be filed pursuant to Rule 424; |
| ii.
|
Any free writing prospectus
relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant; |
| iii.
|
The portion of any other
free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of the undersigned registrant; and |
| iv.
|
Any other
communication that is an offer in the offering made by the undersigned registrant to the purchaser. |
| 6.
|
The undersigned
registrant hereby undertakes that, for purposes of determining any liability under the Securities Act of 1933, each filing of the registrant’s annual report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 that is
incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide
offering thereof. |
| 7.
|
Insofar as
indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in
the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the
payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification
by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue. |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized,
in the City of Charlotte, State of North Carolina, on November 7, 2019.
BRIGHTHOUSE LIFE INSURANCE COMPANY
(Registrant)
By: /s/ Gregory E. Illson
Gregory E. Illson
Vice President
Pursuant to the requirements of the Securities Act of 1933,
this registration statement has been signed by the following persons in the capacities indicated on November 7, 2019.
/s/
Eric T. Steigerwalt*
Eric T. Steigerwalt |
Chairman
of the Board, President, Chief Executive Officer and a Director |
/s/
Myles J. Lambert*
Myles J. Lambert |
Director
and Vice President |
/s/
John L. Rosenthal*
John L. Rosenthal |
Director,
Vice President and Chief Investment Officer |
/s/
Edward A. Spehar*
Edward A. Spehar |
Director,
Vice President and Chief Financial Officer |
/s/
Lynn A. Dumais*
Lynn A. Dumais |
Vice
President and Chief Accounting Officer |
/s/
Conor E. Murphy*
Conor E. Murphy |
Director
and Vice President |
| *By:
|
/s/ Michele H. Abate
|
Michele H. Abate, Attorney-In-Fact
November 7,
2019
* Brighthouse Life Insurance Company. Executed by
Michele H. Abate, Esquire on behalf of those indicated pursuant to powers of attorney filed herewith.
INDEX TO EXHIBITS
| 5.
|
Opinion re legality
|
| 23.
|
Consent of Independent
Registered Public Accounting Firm |
| 24.
|
Powers of
Attorney |
Opinion Re Legality
Nancy H. Badeer
Associate General Counsel
285 Madison Avenue
New York, NY 10017
T: 980-949-3600
November 7, 2019
Board of Directors
Brighthouse
Life Insurance Company
1209 Orange Street
Wilmington, DE 19801
Pre-Effective Amendment No. 1 to the Registration Statement on Form S-3
Brighthouse Life Insurance Company
File No. 333-233239
Brighthouse Shield® Level Select
6-Year Annuity
Ladies and Gentlemen:
I am an Associate General Counsel to the Business Law Group of the Chief Administrative Office and provide legal counsel to Brighthouse Life
Insurance Company. This opinion is furnished in connection with the proposed offering of a certain single premium deferred index-linked annuity contract (the “Contract”) issued by Brighthouse Life Insurance Company (“Company”)
under Pre-Effective Amendment No. 1 to Registration Statement on Form S-3, File No. 333-233239, filed on
November 7, 2019 (the “Registration Statement”) and described therein, filed by the Company under the Securities Act of 1933, as amended.
I have made such examination of law and examined such records of the Company and other documents as in my judgment are necessary or
appropriate to render the opinion expressed below.
I am of the following opinions:
1. The Company is duly organized and existing under the laws of the State of Delaware and
has been duly authorized to do business and to issue annuity contracts by the Insurance Commissioner of the State of Delaware.
2. The Contract covered by the above Registration Statement, and all amendments relating
thereto, when delivered and when the first purchase payment made by an owner all in accordance with the prospectus (the “Prospectus”) included in the Registration Statement and in compliance with the applicable local law, will be a legal
and binding obligation of the Company in accordance with its terms. Owners of Contracts, as such, will not be subject to any deductions and charges by the Company other than those described in the Contract and as referred to in the Prospectus.
I hereby consent to the use of this opinion letter, or a copy thereof, as an exhibit to the Registration Statement.
Sincerely,
Nancy H. Badeer
Associate General Counsel
Consent
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in this
Pre-Effective Amendment No. 1 to Registration Statement No. 333-233239 on Form S-3 of our report dated March 5, 2019, relating to the consolidated financial statements and financial statement schedules of Brighthouse Life Insurance Company (the
“Company”), appearing in the Annual Report on Form 10-K of the Company for the year ended December 31, 2018, and to the reference to us as Experts under the heading “Independent Registered Public Accounting Firm” in the
Prospectus, which is part of such Registration Statement.
/s/ DELOITTE & TOUCHE LLP
Charlotte, North Carolina
November 7, 2019
Powers of Attorney
Brighthouse Life Insurance Company
POWER OF ATTORNEY
Eric T. Steigerwalt
Chairman of the Board, President, Chief Executive Officer and a Director
KNOW ALL MEN BY THESE PRESENTS, that I, Eric T. Steigerwalt, Chairman of the Board, President and Chief Executive Officer and a Director of Brighthouse Life Insurance
Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Christine M. DeBiase, and Andrew L. Gangolf, as my
attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the others, to sign and file on my behalf and to
execute and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the Company under the Securities Act of 1933 and/or
the Investment Company Act of 1940, pertaining to:
| • |
|
Brighthouse Fund UL for Variable Life Insurance (811-03927) |
File No. 002-88637 MarketLifeSM and Invest
File No. 333-152219 MarketLifeSM
File No. 333-56952 Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and Brighthouse Variable Life Accumulator- Series 2
File No. 333-96519 Brighthouse Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
| • |
|
Brighthouse Fund UL III for Variable Life Insurance (811-09215)
|
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
| • |
|
Brighthouse Separate Account A (811-03365) |
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1, 2016)
and Series S-L Share Option (offered between October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after
April 29, 2013)
File No. 333-200237 PrimElite IV
File No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File No. 333-200240 Group Flexible Payment Variable Annuity
(Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis Portfolios (offered between November 7, 2005 and April 30, 2012)
File No. 333-200253 Series XC
File No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22, 2004 and
October 7, 2011)
File No. 333-200261 Series C (offered between September 4, 2001 and
October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share Option (offered
between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File
No. 333-200270 Group Annuity SF 101
File No. 333-200272
Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between May 1, 2011
and October 7, 2011)
File No. 333-200287 Series C (offered on and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and after May 2,
2016)
File No. 333-209055 Series S (offered on and after May 2, 2016) and Series S- L Share Option (offered on and after May 2, 2016)
File
No. 333-209411 Brighthouse Prime Options,
| • |
|
Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
|
File Nos. 333-101778 and
333-152234 Pioneer AnnuiStar Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File No. 333-152189 Universal Annuity
File No. 333-152190 Universal Select Annuity
File No. 333-152191 Universal Annuity Advantage
File Nos. 333-152192 and 333-152193 Brighthouse Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access Annuity and
Brighthouse Access Select Annuity
File Nos. 333-152199 and
333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and
333-152261 PrimElite Annuity
File Nos. 333-152259 and 333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos. 333-152263 and 333-152269 Marquis Portfolios
File Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity and Vintage II
Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation Annuity
File No. 333-208464 Brighthouse Premier Variable
AnnuitySM,
| • |
|
Brighthouse Separate Account QPN for Variable Annuities |
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
| • |
|
Brighthouse Variable Annuity Account C (811-05200) |
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA, Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
| • |
|
Brighthouse Variable Life Account A (811-21851) |
File No. 333-200241 Equity Advantage Variable Universal Life,
| • |
|
Brighthouse Variable Life Account One (811-07971) |
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File
No. 333-226035 Brighthouse Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse Shield®
Level 10 Advisory Annuity
File No. 333-218126 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-233239
Brighthouse Shield® Level Select 6-Year Annuity
File No. 333-233235 Brighthouse Shield® Level
Select 3-Year Annuity
File No. 333-216485 Brighthouse Shield® Level 10 Annuity
File No. 333-208884
Brighthouse Shield Level Selector® Annuity
File
No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement Account (Liquidity Benefit) Annuity
T-Mark Fixed Annuity
Fixed Annuity (aka Strategic Value)
Registered Fixed Account Option
Target Maturity,
And new annuities such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this
1st day of October, 2019.
|
| /s/ Eric T. Steigerwalt |
| Eric T. Steigerwalt |
Brighthouse Life Insurance Company
POWER OF ATTORNEY
Myles J. Lambert
Director and Vice President
KNOW ALL MEN BY THESE
PRESENTS, that I, Myles J. Lambert, a Director and Vice President of Brighthouse Life Insurance Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Christine M. DeBiase, and Andrew L. Gangolf, as
my attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the others, to sign and file on my behalf and to
execute and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the Company under the Securities Act of 1933 and/or
the Investment Company Act of 1940, pertaining to:
| • |
|
Brighthouse Fund UL for Variable Life Insurance (811-03927) |
File No. 002-88637 MarketLifeSM and Invest
File No. 333-152219 MarketLifeSM
File No. 333-56952 Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and Brighthouse Variable Life Accumulator- Series 2
File No. 333-96519 Brighthouse Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
| • |
|
Brighthouse Fund UL III for Variable Life Insurance (811-09215)
|
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
| • |
|
Brighthouse Separate Account A (811-03365) |
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1, 2016)
and Series S-L Share Option (offered between October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after
April 29, 2013)
File No. 333-200237 PrimElite IV
File No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File No. 333-200240 Group Flexible Payment Variable Annuity
(Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis Portfolios (offered between November 7, 2005 and April 30, 2012)
File No. 333-200253 Series XC
File No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22, 2004 and
October 7, 2011)
File No. 333-200261 Series C (offered between September 4, 2001 and
October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share Option (offered between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File No. 333-200270 Group Annuity SF 101
File No. 333-200272 Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between May 1, 2011
and October 7, 2011)
File No. 333-200287 Series C (offered on and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and after May 2,
2016)
File No. 333-209055 Series S (offered on and after May 2, 2016) and Series S- L Share Option (offered on and after May 2, 2016)
File
No. 333-209411 Brighthouse Prime Options,
| • |
|
Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
|
File Nos. 333-101778 and
333-152234 Pioneer AnnuiStar Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File No. 333-152189 Universal Annuity
File No. 333-152190 Universal Select Annuity
File No. 333-152191 Universal Annuity Advantage
File Nos. 333-152192 and 333-152193 Brighthouse Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access Annuity and
Brighthouse Access Select Annuity
File Nos. 333-152199 and
333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and 333-152261 PrimElite Annuity
File Nos. 333-152259 and
333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos. 333-152263 and 333-152269 Marquis Portfolios
File Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity and Vintage II
Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation Annuity
File No. 333-208464 Brighthouse Premier Variable
AnnuitySM,
| • |
|
Brighthouse Separate Account QPN for Variable Annuities |
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
| • |
|
Brighthouse Variable Annuity Account C (811-05200) |
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA, Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
| • |
|
Brighthouse Variable Life Account A (811-21851) |
File No. 333-200241 Equity Advantage Variable Universal Life,
| • |
|
Brighthouse Variable Life Account One (811-07971) |
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File
No. 333-226035 Brighthouse Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse Shield®
Level 10 Advisory Annuity
File No. 333-218126 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-233239
Brighthouse Shield® Level Select 6-Year Annuity
File No. 333-233235 Brighthouse Shield® Level
Select 3-Year Annuity
File No. 333-216485 Brighthouse Shield® Level 10 Annuity
File No. 333-208884
Brighthouse Shield Level Selector® Annuity
File
No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement Account (Liquidity Benefit) Annuity
T-Mark Fixed Annuity
Fixed Annuity (aka Strategic Value)
Registered Fixed Account Option
Target Maturity,
And new annuities such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this
1st day of October, 2019.
|
| /s/ Myles J. Lambert |
| Myles J. Lambert |
Brighthouse Life Insurance Company
POWER OF ATTORNEY
Conor E. Murphy
Director and Vice President
KNOW ALL MEN BY THESE PRESENTS, that I,
Conor E. Murphy, a Director and Vice President of Brighthouse Life Insurance Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Christine M. DeBiase, and Andrew L. Gangolf, as my attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the others, to sign and file on my behalf and to execute
and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the Company under the Securities Act of 1933 and/or the
Investment Company Act of 1940, pertaining to:
| • |
|
Brighthouse Fund UL for Variable Life Insurance (811-03927) |
File No. 002-88637 MarketLifeSM and Invest
File No. 333-152219 MarketLifeSM
File No. 333-56952 Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and Brighthouse Variable Life Accumulator- Series 2
File No. 333-96519 Brighthouse Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
| • |
|
Brighthouse Fund UL III for Variable Life Insurance (811-09215)
|
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
| • |
|
Brighthouse Separate Account A (811-03365) |
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1, 2016)
and Series S-L Share Option (offered between October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after
April 29, 2013)
File No. 333-200237 PrimElite IV
File No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File No. 333-200240 Group Flexible Payment Variable Annuity
(Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis Portfolios (offered between November 7, 2005 and April 30, 2012)
File No. 333-200253 Series XC
File No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22, 2004 and
October 7, 2011)
File No. 333-200261 Series C (offered between September 4, 2001 and
October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share Option (offered between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File No. 333-200270 Group Annuity SF 101
File No. 333-200272 Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity
and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between May 1, 2011
and October 7, 2011)
File No. 333-200287 Series C (offered on and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and after May 2,
2016)
File No. 333-209055 Series S (offered on and after May 2, 2016) and Series S- L Share Option (offered on and after May 2, 2016)
File
No. 333-209411 Brighthouse Prime Options,
| • |
|
Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
|
File Nos. 333-101778 and
333-152234 Pioneer AnnuiStar Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File No. 333-152189 Universal Annuity
File No. 333-152190 Universal Select Annuity
File No. 333-152191 Universal Annuity Advantage
File Nos. 333-152192 and 333-152193 Brighthouse Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access
Annuity and Brighthouse Access Select Annuity
File Nos. 333-152199 and
333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and 333-152261 PrimElite Annuity
File Nos. 333-152259 and
333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos. 333-152263 and 333-152269 Marquis Portfolios
File Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity and Vintage II
Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation Annuity
File No. 333-208464 Brighthouse Premier Variable
AnnuitySM,
| • |
|
Brighthouse Separate Account QPN for Variable Annuities |
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
| • |
|
Brighthouse Variable Annuity Account C (811-05200) |
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA, Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
| • |
|
Brighthouse Variable Life Account A (811-21851) |
File No. 333-200241 Equity Advantage Variable Universal Life,
| • |
|
Brighthouse Variable Life Account One (811-07971) |
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File
No. 333-226035 Brighthouse Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse Shield®
Level 10 Advisory Annuity
File No. 333-218126 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-233239
Brighthouse Shield® Level Select 6-Year Annuity
File No. 333-233235 Brighthouse Shield® Level
Select 3-Year Annuity
File No. 333-216485 Brighthouse Shield® Level 10 Annuity
File No. 333-208884
Brighthouse Shield Level Selector® Annuity
File
No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement Account (Liquidity Benefit) Annuity
T-Mark Fixed Annuity
Fixed Annuity (aka Strategic Value)
Registered Fixed Account Option
Target Maturity,
And new annuities such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this
1st day of October, 2019.
|
| /s/ Conor E. Murphy |
| Conor E. Murphy |
Brighthouse Life Insurance Company
POWER OF ATTORNEY
John L. Rosenthal
Director, Vice President and Chief Investment Officer
KNOW ALL MEN
BY THESE PRESENTS, that I, John L. Rosenthal, a Director, Vice President and Chief Investment Officer of Brighthouse Life Insurance Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Christine
M. DeBiase, and Andrew L. Gangolf, as my attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the
others, to sign and file on my behalf and to execute and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the
Company under the Securities Act of 1933 and/or the Investment Company Act of 1940, pertaining to:
| • |
|
Brighthouse Fund UL for Variable Life Insurance (811-03927) |
File No. 002-88637 MarketLifeSM and Invest
File No. 333-152219 MarketLifeSM
File No. 333-56952 Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and Brighthouse Variable Life Accumulator- Series 2
File No. 333-96519 Brighthouse Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
| • |
|
Brighthouse Fund UL III for Variable Life Insurance (811-09215)
|
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
| • |
|
Brighthouse Separate Account A (811-03365) |
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1, 2016)
and Series S-L Share Option (offered between October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after
April 29, 2013)
File No. 333-200237 PrimElite IV
File No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File No. 333-200240 Group Flexible Payment Variable Annuity
(Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis Portfolios (offered between November 7, 2005 and April 30, 2012)
File No. 333-200253 Series XC
File No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22, 2004 and
October 7, 2011)
File No. 333-200261 Series C (offered between September 4, 2001 and
October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share Option (offered
between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File
No. 333-200270 Group Annuity SF 101
File No. 333-200272
Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between May 1, 2011
and October 7, 2011)
File No. 333-200287 Series C (offered on and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and after May 2,
2016)
File No. 333-209055 Series S (offered on and after May 2, 2016) and
Series S- L Share Option (offered on and after May 2, 2016)
File No. 333-209411 Brighthouse Prime Options,
| • |
|
Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
|
File Nos. 333-101778 and
333-152234 Pioneer AnnuiStar Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File No. 333-152189 Universal Annuity
File No. 333-152190 Universal Select Annuity
File No. 333-152191 Universal Annuity Advantage
File Nos. 333-152192 and 333-152193 Brighthouse Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access Annuity and
Brighthouse Access Select Annuity
File Nos. 333-152199 and
333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and
333-152261 PrimElite Annuity
File Nos. 333-152259 and 333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos. 333-152263 and 333-152269 Marquis Portfolios
File Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity and Vintage II
Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation Annuity
File No. 333-208464 Brighthouse Premier Variable
AnnuitySM,
| • |
|
Brighthouse Separate Account QPN for Variable Annuities |
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
| • |
|
Brighthouse Variable Annuity Account C (811-05200) |
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA, Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
| • |
|
Brighthouse Variable Life Account A (811-21851) |
File No. 333-200241 Equity Advantage Variable Universal Life,
| • |
|
Brighthouse Variable Life Account One (811-07971) |
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File
No. 333-226035 Brighthouse Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse Shield®
Level 10 Advisory Annuity
File No. 333-218126 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-233239
Brighthouse Shield® Level Select 6-Year Annuity
File No. 333-233235 Brighthouse Shield® Level
Select 3-Year Annuity
File No. 333-216485 Brighthouse Shield® Level 10 Annuity
File No. 333-208884
Brighthouse Shield Level Selector® Annuity
File
No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement Account (Liquidity Benefit) Annuity
T-Mark Fixed Annuity
Fixed Annuity (aka Strategic Value)
Registered Fixed Account Option
Brighthouse
Retirement Account (Liquidity Benefit) Annuity
T-Mark Fixed Annuity
Fixed Annuity (aka Strategic Value)
Registered Fixed
Account Option
Target Maturity,
And new annuities such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this
1st day of October, 2019.
|
| /s/ John L. Rosenthal |
| John L. Rosenthal |
Brighthouse Life Insurance Company
POWER OF ATTORNEY
Edward A. Spehar
Director, Vice President and Chief Financial Officer
KNOW ALL MEN BY
THESE PRESENTS, that I, Edward Spehar, a Director, Vice President and Chief Financial Officer of Brighthouse Life Insurance Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Christine M.
DeBiase, and Andrew L. Gangolf, as my attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the others,
to sign and file on my behalf and to execute and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the Company
under the Securities Act of 1933 and/or the Investment Company Act of 1940, pertaining to:
| • |
|
Brighthouse Fund UL for Variable Life Insurance (811-03927) |
File No. 002-88637 MarketLifeSM and Invest
File No. 333-152219 MarketLifeSM
File No. 333-56952 Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and Brighthouse Variable Life Accumulator- Series 2
File No. 333-96519 Brighthouse Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
| • |
|
Brighthouse Fund UL III for Variable Life Insurance (811-09215)
|
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
| • |
|
Brighthouse Separate Account A (811-03365) |
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1, 2016)
and Series S-L Share Option (offered between October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after
April 29, 2013)
File No. 333-200237 PrimElite IV
File No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File No. 333-200240 Group Flexible Payment Variable Annuity
(Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis Portfolios (offered between November 7, 2005 and April 30, 2012)
File No. 333-200253 Series XC
File No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22, 2004 and
October 7, 2011)
File No. 333-200261 Series C (offered between September 4, 2001 and
October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share Option (offered
between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File
No. 333-200270 Group Annuity SF 101
File No. 333-200272
Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between May 1, 2011
and October 7, 2011)
File No. 333-200287 Series C (offered on and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and after May 2,
2016)
File No. 333-209055 Series S (offered on and after May 2, 2016) and Series S- L Share Option (offered on and after May 2, 2016)
File
No. 333-209411 Brighthouse Prime Options,
| • |
|
Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
|
File Nos. 333-101778 and
333-152234 Pioneer AnnuiStar Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File No. 333-152189 Universal Annuity
File No. 333-152190 Universal Select Annuity
File No. 333-152191 Universal Annuity Advantage
File Nos. 333-152192 and 333-152193 Brighthouse Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access Annuity and
Brighthouse Access Select Annuity
File Nos. 333-152199 and
333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and
333-152261 PrimElite Annuity
File Nos. 333-152259 and 333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos. 333-152263 and 333-152269 Marquis Portfolios
File Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity and Vintage II
Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation Annuity
File No. 333-208464 Brighthouse Premier Variable
AnnuitySM,
| • |
|
Brighthouse Separate Account QPN for Variable Annuities |
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
| • |
|
Brighthouse Variable Annuity Account C (811-05200) |
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA, Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
| • |
|
Brighthouse Variable Life Account A (811-21851) |
File No. 333-200241 Equity Advantage Variable Universal Life,
| • |
|
Brighthouse Variable Life Account One (811-07971) |
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File
No. 333-226035 Brighthouse Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse Shield®
Level 10 Advisory Annuity
File No. 333-218126 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-233239
Brighthouse Shield® Level Select 6-Year Annuity
File No. 333-233235 Brighthouse Shield® Level
Select 3-Year Annuity
File No. 333-216485 Brighthouse Shield® Level 10 Annuity
File No. 333-208884
Brighthouse Shield Level Selector® Annuity
File
No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement Account (Liquidity Benefit) Annuity
T-Mark Fixed Annuity
Fixed Annuity (aka Strategic Value)
Registered Fixed Account Option
Target Maturity,
And new annuities such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this
1st day of October, 2019.
|
| /s/ Edward A. Spehar |
| Edward A. Spehar |
Brighthouse Life Insurance Company
POWER OF ATTORNEY
Lynn A. Dumais
Vice President and Chief Accounting Officer
KNOW ALL MEN BY THESE
PRESENTS, that I, Lynn A. Dumais, Vice President and Chief Accounting Officer of Brighthouse Life Insurance Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Christine M. DeBiase, and Andrew L.
Gangolf, as my attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the others, to sign and file on my
behalf and to execute and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the Company under the Securities Act of
1933 and/or the Investment Company Act of 1940, pertaining to:
| • |
|
Brighthouse Fund UL for Variable Life Insurance (811-03927) |
File No. 002-88637 MarketLifeSM and Invest
File No. 333-152219 MarketLifeSM
File No. 333-56952 Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and Brighthouse Variable Life
Accumulator- Series 2
File No. 333-96519 Brighthouse Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
| • |
|
Brighthouse Fund UL III for Variable Life Insurance (811-09215)
|
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
| • |
|
Brighthouse Separate Account A (811-03365) |
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1, 2016)
and Series S-L Share Option (offered between October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after
April 29, 2013)
File No. 333-200237 PrimElite IV
File No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File No. 333-200240 Group Flexible Payment Variable Annuity
(Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis Portfolios (offered between November 7, 2005 and April 30, 2012)
File No. 333-200253 Series XC
File No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between
November 22, 2004 and October 7, 2011)
File No. 333-200261 Series C (offered
between September 4, 2001 and October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share
Option (offered between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File
No. 333-200270 Group Annuity SF 101
File No. 333-200272
Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity
and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between May 1, 2011
and October 7, 2011)
File No. 333-200287 Series C (offered on and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and after May 2,
2016)
File No. 333-209055 Series S (offered on and after May 2, 2016) and Series S- L Share Option (offered on and after May 2, 2016)
File
No. 333-209411 Brighthouse Prime Options,
| • |
|
Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
|
File Nos. 333-101778 and
333-152234 Pioneer AnnuiStar Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File No. 333-152189 Universal Annuity
File No. 333-152190 Universal Select Annuity
File No. 333-152191 Universal Annuity Advantage
File Nos. 333-152192 and 333-152193 Brighthouse Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access
Annuity and Brighthouse Access Select Annuity
File Nos. 333-152199 and
333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and
333-152261 PrimElite Annuity
File Nos. 333-152259 and 333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos. 333-152263 and 333-152269 Marquis Portfolios
File Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity and Vintage II
Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation Annuity
File No. 333-208464 Brighthouse Premier Variable
AnnuitySM,
| • |
|
Brighthouse Separate Account QPN for Variable Annuities |
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
| • |
|
Brighthouse Variable Annuity Account C (811-05200) |
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA, Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
| • |
|
Brighthouse Variable Life Account A (811-21851) |
File No. 333-200241 Equity Advantage Variable Universal Life,
| • |
|
Brighthouse Variable Life Account One (811-07971) |
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File
No. 333-226035 Brighthouse Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse Shield®
Level 10 Advisory Annuity
File No. 333-218126 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-233239
Brighthouse Shield® Level Select 6-Year Annuity
File No. 333-233235 Brighthouse Shield® Level
Select 3-Year Annuity
File No. 333-216485 Brighthouse Shield® Level 10 Annuity
File No. 333-208884
Brighthouse Shield Level Selector® Annuity
File
No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement Account (Liquidity Benefit) Annuity
T-Mark Fixed Annuity
Fixed Annuity (aka Strategic Value)
Registered Fixed Account Option
Target Maturity,
And new annuities such as:
Brighthouse
Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this
1st day of October, 2019.
|
| /s/ Lynn A. Dumais |
| Lynn A. Dumais |
