and Exchange Commission's staff and is available at Investor.gov.
    The Securities and Exchange Commission has not approved or
disapproved this contract or passed upon the adequacy of this
summary prospectus. Any representation to the contrary is a criminal
offense.

Contents

Special Terms
Overview of the Variable Annuity Contract
Important Information You Should Consider About the Contract
Standard Death Benefit
Other Benefits Available Under the Contract
Buying the Contract
Surrendering Your Contract or Making Withdrawals: Accessing the
Money in Your Contract
Additional Information About Fees
Appendix: Portfolio Companies Available Under the Contract

                              Special Terms
------------------------------------------------------------------------

------------------------------------------------------------------------
Accumulation Phase........................  The phase of your contract
                                             where you make premium
                                             payments and invest those
                                             payments seeking to
                                             increase your contract
                                             value.
------------------------------------------------------------------------
Benefit Base..............................  If you elect certain
                                             Optional Benefits under the
                                             Contract, the Benefit Base
                                             is used to determine the
                                             amount available to
                                             withdraw under the Optional
                                             Benefit. This figure is
                                             separate from your contract
                                             value and cannot be
                                             withdrawn as a lump sum.
------------------------------------------------------------------------
Contract..................................  The legal document between
                                             you and XYZ that describes
                                             the terms of the variable
                                             annuity. The contract has
                                             two phases, the
                                             accumulation (savings)
                                             phase and the payout
                                             (annuitization or income)
                                             phase. ``Contract value''
                                             is the total value of your
                                             investment options (your
                                             separate account value plus
                                             your fixed account value).
------------------------------------------------------------------------
Death Benefit.............................  The amount paid to your
                                             designated beneficiaries
                                             (the persons or
                                             organizations you select to
                                             receive payments) upon your
                                             death.
------------------------------------------------------------------------
Fixed Account.............................  An investment option that
                                             earns a stated amount of
                                             interest. ``Fixed account
                                             value'' is the value of
                                             your investments in your
                                             fixed account.
------------------------------------------------------------------------
Investment Options........................  This includes the portfolio
                                             companies and the fixed
                                             account.
------------------------------------------------------------------------
Optional Benefits.........................  Provisions that you can
                                             choose to add to your
                                             contract, typically for an
                                             additional cost. These
                                             include the additional
                                             death benefits, living
                                             benefits, and other
                                             benefits such as the
                                             liquidity rider.
------------------------------------------------------------------------
Payout Phase..............................  The phase of your contract
                                             after you elect to convert
                                             your contract value into a
                                             stream of income payments.
------------------------------------------------------------------------
Portfolio Company.........................  One of many mutual funds
                                             available for investment
                                             through your contract.
------------------------------------------------------------------------
Separate Account..........................  XYZ Separate Account A,
                                             through which premium
                                             payments under the contract
                                             may be allocated to
                                             portfolio companies.
                                             ``Separate account value''
                                             is the total value of your
                                             investments in the
                                             portfolio companies.
------------------------------------------------------------------------
Surrender Charge..........................  A charge you pay if you
                                             withdraw money from your
                                             contract during a set time
                                             period (the surrender
                                             charge period) after you
                                             contributed money to your
                                             contract.
------------------------------------------------------------------------

Overview of the Variable Annuity Contract

Q. What is this contract, and what is it designed to do?

    A. The XYZ Variable Annuity Contract is designed to provide
long-term accumulation of assets through investments in a variety of
investment options during the accumulation phase. It can supplement
your retirement income by providing a stream of income payments
during the payout phase. It also offers death benefits to protect
your designated beneficiaries. This contract may be appropriate if
you have a long investment time horizon. It is not intended for
people who may need to make early or frequent withdrawals or intend
to engage in frequent trading in the portfolio companies.

Q. How do I accumulate assets in this contract and receive income from
the contract?

    A. Your contract has two phases: (1) An accumulation (savings)
phase; and (2) a payout (income) phase.

(1) Accumulation (Savings) Phase

    To help you accumulate assets, you can invest your premium
payments in:

     Portfolio companies (mutual funds), each of which has
its own investment strategies, investment advisers, expense ratios,
and returns; and
     a fixed account option, which offers a guaranteed
interest rate during a selected period.
    A list of portfolio companies in which you can invest is
provided in the back of this Summary Prospectus. See Appendix:
Portfolio Companies Available Under the Contract.

(2) Payout (Income) Phase

    You can elect to annuitize your contract and turn your contract
value into a stream of income payments (sometimes called annuity
payments) from XYZ, at which time the accumulation phase of the
contract ends. These payments may continue for a fixed period of
years, for your entire life, or for the longer of a fixed period or
your life. The payments may also be fixed or variable. Variable
payments will vary based on the performance of the investment
options you select.
    Please note that if you annuitize, your investments will be
converted to income payments and you may no longer be able to choose
to withdraw money at will from your contract. All benefits
(including guaranteed minimum death benefits and living benefits)
terminate upon annuitization.

Q. What are the primary features and options that this contract offers?

    A. Contract classes. You can purchase one of several contract
classes that have different ongoing fees and surrender charges. For
example, this contract offers Class B with an 8-year surrender
charge period or Class X with a 9-year surrender charge period and
higher ongoing fees. If you purchase a Class X contract, XYZ will
add an additional lump sum amount to your premiums.
    Accessing your money. Until you annuitize, you have full access
to your money. You can choose to withdraw your contract value at any
time (although if you withdraw early, you may have to pay a
surrender charge and/or income taxes, including a tax penalty if you
are younger than age 59\1/2\).
    Tax treatment. You can transfer money between investment options
without tax implications, and earnings (if any) on your investments
are generally tax-deferred. You are taxed only when: (1) You make a
withdrawal; (2) you receive an income payment from the contract; or
(3) upon payment of a death benefit.
    Death benefits. Your contract includes a basic death benefit
that will pay your designated beneficiaries the contract value at
the time of your death. You can purchase additional death benefits
for an additional fee. These additional provisions may increase the
amount of money payable to your designated beneficiaries upon your
death.
    Optional benefits that occur during your lifetime. For an
additional fee, you can purchase principal guarantees to help
protect your retirement income from declining markets (Principal
Protection Rider) and/or income guarantees to help protect you from
outliving your assets (Lifetime Minimum Payout Rider), while still
maintaining access to your money.
    Optional liquidity rider. For an additional fee, you can reduce
the number of years that each premium payment is subject to
surrender charges.
    Portfolio rebalancing and dollar cost averaging. At no
additional charge, you may select portfolio rebalancing, which
automatically rebalances the investment options you select to
maintain your chosen mix of investment options. Alternately, at no
additional charge, you may select dollar cost averaging, which
automatically transfers a specific amount of money from the fixed
account to the investment options you have selected, at set
intervals over a specific period of time.

Important Information You Should Consider About the Contract

    An investment in the contract is subject to fees, risks, and
other important considerations, some of which are briefly summarized
in the following table. You should review the prospectus for
additional information about these topics.
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Standard Death Benefit

Q. What happens to my money in the contract when I die?

    A. Accumulation (savings) phase. Your contract includes a
standard death benefit for no additional charge. The standard death
benefit is equal to the value of your investment options during the
asset accumulation (savings) phase of the contract. The value of the
standard death benefit may increase (if you make additional purchase
payments or your investment performs well) or decrease (if you take
withdrawals or your investment options perform poorly). For an
additional charge, you can purchase additional optional death
benefits. This benefit terminates upon full surrender or
annuitization of the contract.
    Payout (income) phase. The amount payable upon your death is
based on the payout option you select (e.g., income for a guaranteed
period of lifetime payments).

Other Benefits Available Under the Contract

Q. Are there other benefits I can select that will affect how much
money that my designated beneficiaries or I will receive under the
contract, or otherwise will affect my rights under the contract? What
are the features, costs, and any limitations associated with these
other benefits?

    A. In addition to the standard death benefit associated with
your contract, other optional benefits may also be available to you.
The purposes, fees, and restrictions/limitations of these additional
benefits are briefly summarized in the following tables.

OPTIONAL DEATH BENEFITS

    These optional death benefits are available during the
accumulation phase:

----------------------------------------------------------------------------------------------------------------
                                                                    Annual fee (as a       Brief description of
           Name of benefit                     Purpose            percent of separate         restrictions/
                                                                     account value)            limitations
----------------------------------------------------------------------------------------------------------------
Return of Premium Death Benefit......  Guarantees your                             0.15   Available only
                                        beneficiaries will                                at contract purchase.
                                        receive a benefit at                              Withdrawals
                                        least equal to your                               could significantly
                                        purchase payments.                                reduce the benefit.
----------------------------------------------------------------------------------------------------------------
Annual Step-Up Death Benefit.........  Provides a new locked-                      0.35   Available only
                                        in higher death                                   at contract purchase.
                                        benefit on each                                   Benefit limits
                                        contract anniversary,                             investment options
                                        if your investments                               available.
                                        increase in value.                                Withdrawals
                                                                                could significantly
                                                                                reduce the benefit.
----------------------------------------------------------------------------------------------------------------
Earnings Enhancement Death Benefit...  Pays an additional                          0.55   Available only
                                        death benefit amount                              at contract purchase.
                                        to help offset any                                Available only
                                        taxes due on contract                             to contract owners
                                        earnings.                                         ages 0-75.
----------------------------------------------------------------------------------------------------------------

OPTIONAL LIVING BENEFITS

----------------------------------------------------------------------------------------------------------------
                                                                    Annual fee (as a       Brief description of
           Name of benefit                     Purpose           percentage of benefit        restrictions/
                                                                         base)                 limitations
----------------------------------------------------------------------------------------------------------------
Principal Protection Rider...........  Protects your initial                        1.5   Available only
                                        investment from loss.                             at contract purchase.
                                        If at the time of your                            Benefit limits
                                        10th contract                                     available investment
                                        anniversary your                                  options.
                                        initial investment                                Withdrawals
                                        loses value due to                                could significantly
                                        market losses, we will                            reduce or terminate
                                        make a one-time                                   benefit.
                                        payment to erase those                            Protection
                                        investment losses.                                only applies to first
                                                                                year's premium
                                                                                payments.
                                                                                Protection
                                                                                applies only until
                                                                                10th contract
                                                                                anniversary.
                                                                                Available only
                                                                                to contract owners
                                                                                ages 0-80.
----------------------------------------------------------------------------------------------------------------
Lifetime Minimum Payout Rider........  Enables you to take                          2.5   Benefit limits
                                        steady, lifetime                                  investment options
                                        withdrawals, no matter                            available.
                                        how markets perform or                            Withdrawals
                                        how long you live,                                before age 60 or
                                        while still                                       greater than the
                                        maintaining access to                             minimum payout amount
                                        your money.                                       could significantly
                                                                                reduce or terminate
                                                                                benefit.
                                                                                Available only
                                                                                to contract owners
                                                                                ages 0-85.
----------------------------------------------------------------------------------------------------------------

OTHER OPTIONAL BENEFITS

----------------------------------------------------------------------------------------------------------------
                                                                                Brief description of
          Name of benefit                  Purpose          Annual fee (as a percentage of      restrictions/
                                                                   contract value)               limitations
----------------------------------------------------------------------------------------------------------------
Liquidity Rider...................  Reduces the surrender  0.5% per year for the first 4    Available only at
                                     period from 9 to 4     years.                           contract purchase.
                                     years.
----------------------------------------------------------------------------------------------------------------
Portfolio Rebalancing.............  Automatically          None...........................  Cannot use with the
                                     rebalances the                                          dollar cost
                                     investment options                                      averaging option.
                                     you select (either
                                     monthly, quarterly
                                     or annually) to
                                     maintain your chosen
                                     mix of investment
                                     options.
----------------------------------------------------------------------------------------------------------------
Dollar Cost Averaging.............  Automatically          None...........................  Cannot use with the
                                     transfers a specific                                    portfolio
                                     amount of money from                                    rebalancing option.
                                     the Fixed Account to
                                     the investment
                                     options you have
                                     selected, at set
                                     intervals over a
                                     specific period of
                                     time.
----------------------------------------------------------------------------------------------------------------

Buying the Contract

Q. How do I purchase the XYZ Variable Annuity Contract?

    A. Complete our application and submit it, along with your
initial premium payment, to our Administrative Office, at [Purchase
Payment Processing, XYZ Insurance Company, 100 F Street NE,
Washington, DC 20549]. Once we approve your application, we will
send you your contract and a statement confirming your investments.

Q. How much can I contribute and how are my contributions invested?

    A. Your premium payments will be invested in the investment
options that you choose.

----------------------------------------------------------------------------------------------------------------
                                            Non-qualified policies
                                              (policies purchased       Qualified policies (policies purchased
                                           using after-tax dollars)             using pre-tax dollars)
----------------------------------------------------------------------------------------------------------------
Minimum Initial Premium..................                  $10,000    $5,000
----------------------------------------------------------------------------------------------------------------
Minimum Subsequent Premiums..............                                   $50
----------------------------------------------------------------------------------------------------------------
Maximum Subsequent Premiums (per contract                  $50,000   Lesser of $50,000 or IRS contribution
 year after 1st contract anniversary).                                limit.
----------------------------------------------------------------------------------------------------------------
Maximum Total Premiums...................                        $1,000,000 (Up to age 80)
                                                                   $500,000 (Over age 80)
----------------------------------------------------------------------------------------------------------------
* We can reject any premium payments for any reason. We may also permit you to invest more than the maximum
  amounts list above if you obtain our prior approval.

    After your initial premium payment, you are not required to make
any additional premium payments under your contract.

Q. When will any premium payments that I make be credited to my
account?

    A. Initial contract purchase: Your financial professional must
determine that the contract is suitable for you and transmit your
application to XYZ. If your application and purchase payment are
complete when received by XYZ, or once it becomes complete, we will
issue your contract within 2 business days. If some information is
missing from your application, we may delay issuing your contract
and crediting your account while we obtain the missing information.
However, we will not hold your initial purchase payment for more
than 5 business days without your permission.
    Subsequent premium payment: If we receive a payment before the
close of the NYSE (typically 4:00 p.m. EST), we will credit your
purchase payment that day. If we receive your subsequent purchase
payment after the close of the NYSE, your payment will be applied on
the next business day.

Surrendering Your Contract or Making Withdrawals: Accessing the Money
in Your Contract

Q. Can I access the money in my account during the asset accumulation
(savings) phase?

    A. You can access the money in your contract by making a
withdrawal, which will reduce the value of your contract (including
the amount of the death benefit). You may withdraw all or a portion
of the cash value of your contract (minus applicable charges and
other adjustments, discussed below). However, withdrawing the entire
cash value of your contract will terminate your contract.
    Certain withdrawals may reduce the value of any optional living
benefits you elected. Some optional living benefits provide
withdrawal options.

Q. Are there any limitations associated with taking money out of my
contract during the asset accumulation (savings) phase?

    A. Yes. These limitations are as follows:

------------------------------------------------------------------------

------------------------------------------------------------------------
Limitations on withdrawal       The minimum withdrawal amount is
 amounts.                       the lesser of $500 or your entire
                                contract value.
------------------------------------------------------------------------
Surrender charges and taxes..   As described above, there may be
                                surrender charge and tax implications
                                when you take out money.
------------------------------------------------------------------------
Negative impact of withdrawal   A partial withdrawal may have a
 on other benefits and          negative impact on certain optional
 guarantees of your contract.   benefits that you may elect. It may
                                reduce the value of or even terminate
                                certain benefits.
------------------------------------------------------------------------

Q. What is the process to request a withdrawal of money from my
contract?

    A. You can request to withdraw all or a portion of the cash
value of your contract (that is your contract value less any
surrender charges and any prorated contract fees) on any business
day through your financial intermediary, through our website, or by
calling us or mailing a request to [Withdrawal Processing, XYZ
Insurance Company, 100 F Street NE, Washington, DC 20549].
Generally, for withdrawal or surrender requests received before the
close of the New York Stock Exchange (typically 4:00 p.m. EST), we
will process your request that day. If we receive your request after
the close of the New York Stock Exchange, your request payment will
be processed the next

business day. You will generally receive the amount withdrawn or
surrendered within seven days.

Q. Can I access the money in my account during the annuity (income)
phase?

    A. You will receive payments under the annuity payment option
you select. However, you generally may not take any other
withdrawals.

Additional Information About Fees

    The following tables describe the fees and expenses that you
will pay when buying, owning, and surrendering the contract. Please
refer to your contract specifications page for information about the
specific fees you will pay each year based on the options you have
elected.

ANNUAL TRANSACTION EXPENSES

    The first table describes the fees and expenses that you will
pay at the time that you buy the contract, surrender the contract,
or transfer cash value between investment options. State premium
taxes may also be deducted.

----------------------------------------------------------------------------------------------------------------

----------------------------------------------------------------------------------------------------------------
Front-End Load:                                                                                None
----------------------------------------------------------------------------------------------------------------
Surrender Charge (% of amount surrendered)
----------------------------------------------------------------------------------------------------------------
                                                      Year since contribution received
               ------------------------------------------------------------------------------------------
                Contract Class         1      2      3      4      5      6      7      8      9    10+
               ------------------------------------------------------------------------------------------
                Class B...........    8%     8%     7%     6%     5%     4%     3%     0%     0%     0%
                Class X...........    9%     8%     7%     6%     5%     4%     3%     2%     1%     0%
----------------------------------------------------------------------------------------------------------------
Transfer Fee (after 12th transfer is a year)                                                                 $10
----------------------------------------------------------------------------------------------------------------
Special Service Fee (e.g., overnight delivery, duplicate policies; duplicate 1099 and 5498 tax forms;         50
 check copies; and printing and mailing previously submitted forms)
----------------------------------------------------------------------------------------------------------------

ANNUAL CONTRACT EXPENSES

    The next table describes the fees and expenses that you will pay
each year during the time that you own the contract (not including
portfolio company fees and expenses).
    If you choose to purchase an optional benefit, you will pay
additional charges, as shown below.

------------------------------------------------------------------------
              Base contract                   Class B         Class X
------------------------------------------------------------------------
Annual Administrative Charge............             $50             $50
Base Contract Charge (% of average                 1.15%           1.50%
 separate account value)................
------------------------------------------------------------------------
Optional benefits                                                Maximum
                                                                 charges
------------------------------------------------------------------------
    Liquidity Rider (only available with Class B) (% of            0.50%
     separate account value)............................
Death Benefits:                                           ..............
    Return of Premium Death Benefit (% of separate                  0.15
     account value).....................................
    Annual Step-Up Death Benefit (% of separate account             0.35
     value).............................................
    Earnings Enhancement Death Benefit (% of contract               0.55
     value).............................................
Minimum Accumulation Benefits:
    Principal Protection Rider (% of benefit base)......            1.50
Lifetime Withdrawal Benefits:
    Lifetime Minimum Payout Rider (% of benefit base)...            2.50
------------------------------------------------------------------------

TOTAL ANNUAL PORTFOLIO COMPANY OPERATING EXPENSES

    The next item shows the minimum and maximum total operating
expenses charged by the portfolio companies that you may pay
periodically during the time that you own the contract. A complete
list of portfolio companies available under the contract, including
their annual expenses, may be found at the back of this Summary
Prospectus.

------------------------------------------------------------------------
                                            Minimum (%)     Maximum (%)
------------------------------------------------------------------------
Range of total annual portfolio                     0.35            2.71
 operating expenses before any waivers
 or expense reimbursements..............
Range of total annual portfolio                     0.33            1.85
 operating expenses after any waivers or
 expense reimbursements *...............
------------------------------------------------------------------------
* Any expense waivers or reimbursements will remain in effect until at
  least April 30, 2019 and can only be terminated early with approval by
  the Portfolio Company's board of directors.

EXAMPLE

    This example is intended to help you compare the cost of
investing in the contract with the cost of investing in other
variable annuity contracts. These costs include transaction
expenses, annual contract expenses, and Portfolio Company operating
expenses.
    The example assumes that you invest $100,000 in the contract for
the time periods indicated. The example also assumes that your
investment has a 5% return each year and assumes the most expensive
combination of portfolio company operating expenses and optional
benefits available for an additional charge. Although your actual
costs may be higher or lower, based on these assumptions, your costs
would be:
    If you surrender your contract at the end of the applicable time
period:

------------------------------------------------------------------------
                                                       Class B   Class X
------------------------------------------------------------------------
1 Year..............................................   $15,015   $16,776
3 Years.............................................    31,630    33,249

5 Years.............................................    41,181    43,623
10 Years............................................    67,585    69,466
------------------------------------------------------------------------

    If you annuitize at the end of the applicable time period or if
you do not surrender your contract:

------------------------------------------------------------------------
                                                       Class B   Class X
------------------------------------------------------------------------
1 Year..............................................    $7,651    $7,868
3 Years.............................................    23,323    22,943
5 Years.............................................    36,268    37,118
10 Years............................................    67,585    69,466
------------------------------------------------------------------------

APPENDIX: Portfolio Companies Available Under the Contract

    The following is a list of portfolio companies currently
available under the contract, which is subject to change, as
discussed in the prospectus for the contract. Before you invest, you
should review the prospectuses for the portfolio companies. These
prospectuses contain more information about the portfolio companies
and their risks and may be amended from time to time. You can find
the prospectuses and other information about the portfolio companies
online at XYZInsuranceCo.com/VAdocuments. You can also request this
information at no cost by calling<PHONE_NUMBER> or by sending an
email request to [email protected].
    The performance information below reflects fees and expenses of
the portfolio companies, but does not reflect the other fees and
expenses that your contract may charge. Performance would be lower
if these charges were included. Each portfolio company's past
performance is not necessarily an indication of future performance.

----------------------------------------------------------------------------------------------------------------
                                                                           Average annual total returns
                             [Portfolio company    Expense ratio -----------------------------------------------
     Investment type            and adviser/        (expenses/                  (as of 12/31/2017)
                                subadviser]           average    -----------------------------------------------
                                                   assets)  (%)     1 year  (%)     5 year  (%)    10 year  (%)
----------------------------------------------------------------------------------------------------------------
Allocation...............  XYZ Aggressive                   0.97           17.49           11.68            5.87
                            Allocation Portfolio.
Allocation...............  XYZ Balanced                     0.81           14.80           10.06            5.89
                            Portfolio.
Allocation...............  XYZ Conservative                 0.97            8.06            6.25            5.36
                            Allocation Portfolio.
Allocation...............  XYZ Moderate                     0.97           11.77            8.28            5.73
                            Allocation Portfolio.
Allocation...............  XYZ Target Date 2020             1.03           11.69            5.52  ..............
                            Portfolio.
Allocation...............  XYZ Target Date 2030             1.03           13.14            6.14  ..............
                            Portfolio.
Allocation...............  XYZ Target Date 2040             1.02           14.69            6.96  ..............
                            Portfolio.
Allocation...............  XYZ Target Date 2050             1.02           18.91            9.10  ..............
                            Portfolio.
Allocation...............  XYZ Target Date 2060             1.02           24.09  ..............  ..............
                            Portfolio.
Allocation...............  XYZ Target Date                  1.01            4.02            5.88  ..............
                            Income Portfolio.
Alternative..............  Long/Short Equity                2.53           10.93  ..............  ..............
                            Portfolio
                            (Subadviser: 123
                            Asset Management).
Alternative..............  XYZ Alternative                  2.71            1.75            3.81            1.75
                            Growth Portfolio.
Alternative..............  XYZ Multimanager                 2.03            2.11  ..............  ..............
                            Alternative
                            Portfolio
                            (Subadvisers: 123
                            Asset Management;
                            456 Asset
                            Management; 789
                            Advisers).
Global Bond..............  QRS Global Bond                  1.31  ..............  ..............  ..............
                            Portfolio
                            (Subadviser: 456
                            Asset Management).
Global Bond..............  XYZ Unconstrained                1.27            1.81            0.62            2.91
                            Bond Portfolio.
Global Equity............  ABCD Total Return                1.05            6.02            0.43  ..............
                            Portfolio.
Global Equity............  QRS Emerging Market              1.31           12.48            3.58  ..............
                            Debt Portfolio
                            (Subadviser: 456
                            Asset Management).
Global Equity............  QRS Emerging Markets             1.29           37.87            7.24  ..............
                            Portfolio
                            (Subadviser: 456
                            Asset Management).
Global Equity............  QRS Global Growth                1.22           31.77           11.56            6.30
                            Portfolio
                            (Subadviser: 456
                            Asset Management).
Money Market.............  XYZ Government Money             0.37            0.31            0.06            0.19
                            Market Portfolio.
Sector...................  XYZ Capital                      0.66           31.69           16.75            8.33
                            Appreciation
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Consumer Products            0.76            8.95           11.10            8.86
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Financial                    0.76           23.53            6.75            7.73
                            Services Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Healthcare                   0.78           22.04           19.28           11.87
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Homebuilders                 0.76  ..............  ..............  ..............
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Real Estate                  0.75           14.60  ..............  ..............
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Technology                   0.84           50.16           23.51  ..............
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Transportation &             0.75           18.24  ..............  ..............
                            Infrastructure
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Utilities                    0.76            7.34           10.59  ..............
                            Portfolio
                            (Subadviser: 789
                            Advisers).
U.S. Bond................  ABCD Aggregate Bond              0.41            3.20            2.35            3.83
                            Index Portfolio.
U.S. Bond................  ABCD High Yield Bond             0.97            6.18            4.70            7.25
                            Portfolio.
U.S. Bond................  ABCD Total Return                1.14           11.17            9.72  ..............
                            Bond Portfolio.
U.S. Bond................  ABCD U.S. Treasury               0.38            0.76            0.22  ..............
                            Portfolio.
U.S. Bond................  Intermediate-Term                0.41            4.14            2.81            4.58
                            Bond Portfolio.
U.S. Bond................  Long-Term Bond                   0.41            9.73            4.78  ..............
                            Portfolio.
U.S. Bond................  Short-Term Bond                  0.39            2.85            2.44  ..............
                            Portfolio.
U.S. Equity..............  ABCD Contrarian                  0.91           15.20           12.82  ..............
                            Portfolio.
U.S. Equity..............  ABCD Diversified                 0.87           22.70           15.05            8.23
                            Equity Portfolio.
U.S. Equity..............  ABCD Equity and                  0.79           19.66  ..............  ..............
                            Income Portfolio.

U.S. Equity..............  ABCD Focused                     0.76           26.43           13.02  ..............
                            Portfolio.
U.S. Equity..............  ABCD Managed-Risk                1.02           14.11  ..............  ..............
                            Equity Portfolio.
U.S. Equity..............  ABCD Russell 2000                0.37           14.61           14.07  ..............
                            Index Portfolio.
U.S. Equity..............  ABCD S&P 500 Index               0.35           21.26           15.23            8.00
                            Portfolio.
U.S. Equity..............  ABCD U.S. Large-Cap              0.81           23.54           11.66            6.21
                            Portfolio.
U.S. Equity..............  ABCD U.S. Micro-Cap              0.88           28.91  ..............  ..............
                            Growth Portfolio.
U.S. Equity..............  ABCD U.S. Mid-Cap                0.81           12.14           10.19            7.91
                            Portfolio.
U.S. Equity..............  ABCD U.S. Small-Cap              0.81           13.64           13.90           18.02
                            Growth Portfolio.
----------------------------------------------------------------------------------------------------------------

    The table below identifies the portfolio companies available for
use with the Annual Step-Up Death Benefit and the Principal
Protection Rider.

BILLING CODE 8011-01-P

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BILLING CODE 8011-01-C
    The table below identifies which portfolio companies are
available for use with the Lifetime Minimum Payout Rider.

------------------------------------------------------------------------
             Investment Type:                       Limitation *
------------------------------------------------------------------------
Alternative, Global Equity................  Up to 20% of your contract
                                             value.
U.S. Equity, Sector, Global Bond..........  Up to 50% of your contract
                                             value.
Allocation, U.S. Bond, and Money Market...  No Limits.
Fixed Account.............................  Unavailable.
------------------------------------------------------------------------
* You must enroll in automatic quarterly rebalancing.

Appendix B

Hypothetical Updating Summary Prospectus Prepared by SEC Staff--For
Illustrative Purposes Only

[GRAPHIC: XYZ Insurance: a hypothetical company]

VARIABLE ANNUITY CONTRACT

Issued through: XYZ Separate Account A

Contract Classes: Class B, Class X

Updating Summary Prospectus

May 1, 2018

    You should read this Summary Prospectus carefully, particularly
the section titled Important Information You Should Consider About
the Contract.
    An updated prospectus for the XYZ Variable Annuity Contract is
currently available online, which contains more information about
the contract, including its features, benefits, and risks. You can
find the prospectus and other information about the contract online
at XYZInsuranceCo.com/VAdocuments. You can also obtain this
information at no cost by calling<PHONE_NUMBER> or by sending an
email request to [email protected].
    This Summary Prospectus incorporates by reference the XYZ
Variable Annuity Contract's prospectus and Statement of Additional
Information (SAI), both dated May 1, 2018, as amended or
supplemented. The SAI may be obtained, free of charge, in the same
manner as the prospectus.
    Additional information about certain investment products,
including variable annuities, has been prepared by the Securities
and Exchange Commission's staff and is available at Investor.gov.
    The Securities and Exchange Commission has not approved or
disapproved this contract or passed upon the adequacy of this
summary prospectus. Any representation to the contrary is a criminal
offense.

Contents

Special Terms
Updated Information About Your Contract
Important Information You Should Consider About the Contract
Appendix: Portfolio Companies Available Under the Contract

                              Special Terms
------------------------------------------------------------------------

------------------------------------------------------------------------
Accumulation Phase........................  The phase of your contract
                                             where you make premium
                                             payments and invest those
                                             payments seeking to
                                             increase your contract
                                             value.
Benefit Base..............................  If you elect certain
                                             Optional Benefits under the
                                             Contract, the Benefit Base
                                             is used to determine the
                                             amount available to
                                             withdraw under the Optional
                                             Benefit. This figure is
                                             separate from your contract
                                             value and cannot be
                                             withdrawn as a lump sum.
Contract..................................  The legal document between
                                             you and XYZ that describes
                                             the terms of the variable
                                             annuity. The contract has
                                             two phases, the
                                             accumulation (savings)
                                             phase and the payout
                                             (annuitization or income)
                                             phase. ``Contract value''
                                             is the total value of your
                                             investment options (your
                                             separate account value plus
                                             your fixed account value).
Death Benefit.............................  The amount paid to your
                                             designated beneficiaries
                                             (the persons or
                                             organizations you select to
                                             receive payments) upon your
                                             death.
Fixed Account.............................  An investment option that
                                             earns a stated amount of
                                             interest. ``Fixed account
                                             value'' is the value of
                                             your investments in your
                                             fixed account.
Investment Options........................  This includes the portfolio
                                             companies and the fixed
                                             account.
Optional Benefits.........................  Provisions that you can
                                             choose to add to your
                                             contract, typically for an
                                             additional cost. These
                                             include the additional
                                             death benefits, living
                                             benefits, and other
                                             benefits such as the
                                             liquidity rider.
Payout Phase..............................  The phase of your contract
                                             after you elect to convert
                                             your contract value into a
                                             stream of income payments.
Portfolio Company.........................  One of many mutual funds
                                             available for investment
                                             through your contract.
Separate Account..........................  XYZ Separate Account A,
                                             through which premium
                                             payments under the contract
                                             may be allocated to
                                             portfolio companies.
                                             ``Separate account value''
                                             is the total value of your
                                             investments in the
                                             portfolio companies.
Surrender Charge..........................  A charge you pay if you
                                             withdraw money from your
                                             contract during a set time
                                             period (the surrender
                                             charge period) after you
                                             contributed money to your
                                             contract.
------------------------------------------------------------------------

Updated Information About Your Contract

Q. Have my contract features changed during the previous year?

    A. Yes. Please see below for a summary of changes that have been
made to the contract. As described below, these changes may or may
not affect you, depending on when you purchased your contract.
    The information in this updating summary prospectus is a summary
of certain contract features that have changed since the Updating
Summary Prospectus dated May 1, 2017. This may not reflect all of
the changes that have occurred since you entered into your Contract.

 Fee Table
    [cir] Only for contracts purchased before Jan. 1, 2014: we have
increased the transfer fee from $10 to $15.
 Standard Death Benefit
    [cir] We have changed the terms associated with the standard
death benefit to clarify that a surviving spouse may include a
surviving domestic partner.
 Optional Benefits
    [cir] We have changed the investment restrictions associated
with the Annual Step-Up Death Benefit, Principal Protection Rider,
and Lifetime Minimum Income Rider. Current investors that were
previously in compliance with the restrictions do not need to update
their allocation. However, future allocation instructions must
comply with the new restrictions. See Appendix: Portfolio Companies
Available Under the Contract.
    [cir] We have changed the withdrawal rates for new purchases of
the Lifetime Minimum Payout Rider. Current contract owners will be
subject to the rate in effect when you elected the Riders.
    [cir] Only for contracts purchased before Jan. 1, 2014: We have
changed the current fee associated with the Lifetime Minimum Income
Rider. In no case will the fees exceed the maximum amount shown in
the fee table in the contract prospectus.
    [cir] The Lifetime Minimum Payout Rider is now available to new
contract owners and existing contract owners that do not own any
other living benefits. The Lifetime Minimum Payout Rider provides
longevity protection through lifetime benefit payments.
 Portfolio Companies
    [cir] The XYZ Blue Chip Portfolio has liquidated.
    [cir] The ABCD Equity Portfolio has been renamed the ABCD Equity
and Income Portfolio.
    [cir] The ABCD U.S. Mid-Cap Value Portfolio and ABCD U.S. Mid-
Cap Growth Portfolio merged into the ABCD U.S. Mid-Cap Portfolio.

Important Information You Should Consider About the Contract

    An investment in the contract is subject to fees, risks, and
other important considerations, some of which are briefly summarized
in the following table. You should review the prospectus for
additional information about these topics.
BILLING CODE 8011-01-P

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BILLING CODE

Appendix: Portfolio Companies Available Under the Contract

    The following is a list of portfolio companies currently
available under the contract, which is subject to change, as
discussed in the prospectus for the contract. Before you invest, you
should review the prospectuses for the portfolio companies. These
prospectuses contain more information about the portfolio companies
and their risks and may be amended from time to time. You can find
the prospectuses and other information about the portfolio companies
online at XYZInsuranceCo.com/VAdocuments. You can also request this
information at no cost by calling<PHONE_NUMBER> or by sending an
email request to [email protected].
    The performance information below reflects fees and expenses of
the portfolio companies, but does not reflect the other fees and
expenses that your contract may charge. Performance would be lower
if these charges were included. Each portfolio company's past
performance is not necessarily an indication of future performance.

----------------------------------------------------------------------------------------------------------------
                                                                           Average annual total returns
                             [Portfolio company    Expense ratio -----------------------------------------------
     Investment type            and adviser/        (expenses/                  (as of 12/31/2017)
                                subadviser]           average    -----------------------------------------------
                                                    assets) (%)     1 year (%)      5 year (%)      10 year (%)
----------------------------------------------------------------------------------------------------------------
Allocation...............  XYZ Aggressive                   0.97           17.49           11.68            5.87
                            Allocation Portfolio.
Allocation...............  XYZ Balanced                     0.81           14.80           10.06            5.89
                            Portfolio.
Allocation...............  XYZ Conservative                 0.97            8.06            6.25            5.36
                            Allocation Portfolio.
Allocation...............  XYZ Moderate                     0.97           11.77            8.28            5.73
                            Allocation Portfolio.
Allocation...............  XYZ Target Date 2020             1.03           11.69            5.52  ..............
                            Portfolio.
Allocation...............  XYZ Target Date 2030             1.03           13.14            6.14  ..............
                            Portfolio.
Allocation...............  XYZ Target Date 2040             1.02           14.69            6.96  ..............
                            Portfolio.
Allocation...............  XYZ Target Date 2050             1.02           18.91            9.10  ..............
                            Portfolio.
Allocation...............  XYZ Target Date 2060             1.02           24.09  ..............  ..............
                            Portfolio.
Allocation...............  XYZ Target Date                  1.01            4.02            5.88  ..............
                            Income Portfolio.
Alternative..............  Long/Short Equity                2.53           10.93  ..............  ..............
                            Portfolio
                            (Subadviser: 123
                            Asset Management).
Alternative..............  XYZ Alternative                  2.71            1.75            3.81            1.75
                            Growth Portfolio.
Alternative..............  XYZ Multimanager                 2.03            2.11  ..............  ..............
                            Alternative
                            Portfolio
                            (Subadvisers: 123
                            Asset Management;
                            456 Asset
                            Management; 789
                            Advisers).
Global Bond..............  QRS Global Bond                  1.31  ..............  ..............  ..............
                            Portfolio
                            (Subadviser: 456
                            Asset Management).
Global Bond..............  XYZ Unconstrained                1.27            1.81            0.62            2.91
                            Bond Portfolio.
Global Equity............  ABCD Total Return                1.05            6.02            0.43  ..............
                            Portfolio.
Global Equity............  QRS Emerging Market              1.31           12.48            3.58  ..............
                            Debt Portfolio
                            (Subadviser: 456
                            Asset Management).
Global Equity............  QRS Emerging Markets             1.29           37.87            7.24  ..............
                            Portfolio
                            (Subadviser: 456
                            Asset Management).
Global Equity............  QRS Global Growth                1.22           31.77           11.56            6.30
                            Portfolio
                            (Subadviser: 456
                            Asset Management).
Money Market.............  XYZ Government Money             0.37            0.31            0.06            0.19
                            Market Portfolio.
Sector...................  XYZ Capital                      0.66           31.69           16.75            8.33
                            Appreciation
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Consumer Products            0.76            8.95           11.10            8.86
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Financial                    0.76           23.53            6.75            7.73
                            Services Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Healthcare                   0.78           22.04           19.28           11.87
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Homebuilders                 0.76  ..............  ..............  ..............
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Real Estate                  0.75           14.60  ..............  ..............
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Technology                   0.84           50.16           23.51  ..............
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Transportation &             0.75           18.24  ..............  ..............
                            Infrastructure
                            Portfolio
                            (Subadviser: 789
                            Advisers).
Sector...................  XYZ Utilities                    0.76            7.34           10.59  ..............
                            Portfolio
                            (Subadviser: 789
                            Advisers).
U.S. Bond................  ABCD Aggregate Bond              0.41            3.20            2.35            3.83
                            Index Portfolio.
U.S. Bond................  ABCD High Yield Bond             0.97            6.18            4.70            7.25
                            Portfolio.
U.S. Bond................  ABCD Total Return                1.14           11.17            9.72  ..............
                            Bond Portfolio.
U.S. Bond................  ABCD U.S. Treasury               0.38            0.76            0.22  ..............
                            Portfolio.
U.S. Bond................  Intermediate-Term                0.41            4.14            2.81            4.58
                            Bond Portfolio.
U.S. Bond................  Long-Term Bond                   0.41            9.73            4.78  ..............
                            Portfolio.
U.S. Bond................  Short-Term Bond                  0.39            2.85            2.44  ..............
                            Portfolio.
U.S. Equity..............  ABCD Contrarian                  0.91           15.20           12.82  ..............
                            Portfolio.
U.S. Equity..............  ABCD Diversified                 0.87           22.70           15.05            8.23
                            Equity Portfolio.
U.S. Equity..............  ABCD Equity and                  0.79           19.66  ..............  ..............
                            Income Portfolio.
U.S. Equity..............  ABCD Focused                     0.76           26.43           13.02  ..............
                            Portfolio.
U.S. Equity..............  ABCD Managed-Risk                1.02           14.11  ..............  ..............
                            Equity Portfolio.
U.S. Equity..............  ABCD Russell 2000                0.37           14.61           14.07  ..............
                            Index Portfolio.
U.S. Equity..............  ABCD S&P 500 Index               0.35           21.26           15.23            8.00
                            Portfolio.
U.S. Equity..............  ABCD U.S. Large-Cap              0.81           23.54           11.66            6.21
                            Portfolio.
U.S. Equity..............  ABCD U.S. Micro-Cap              0.88           28.91  ..............  ..............
                            Growth Portfolio.

U.S. Equity..............  ABCD U.S. Mid-Cap                0.81           12.14           10.19            7.91
                            Portfolio.
U.S. Equity..............  ABCD U.S. Small-Cap              0.81           13.64           13.90           18.02
                            Growth Portfolio.
----------------------------------------------------------------------------------------------------------------

    The table below identifies the portfolio companies available for
use with the Annual Step-Up Death Benefit, the Principal Protection
Rider, and the Lifetime Minimum Income Rider.
BILLING CODE 8011-01-P

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[GRAPHIC] [TIFF OMITTED] TP30NO18.014

BILLING CODE 8011-01-C
    The table below identifies which portfolio companies are
available for use with the Lifetime Minimum Payout Rider.

------------------------------------------------------------------------
             Investment type:                       Limitation *
------------------------------------------------------------------------
Alternative, Global Equity................  Up to 20% of your contract
                                             value.
U.S. Equity, Sector, Global Bond..........  Up to 50% of your contract
                                             value.
Allocation, U.S. Bond, and Money Market...  No Limits.
Fixed Account.............................  Unavailable.
------------------------------------------------------------------------
* You must enroll in automatic quarterly rebalancing.

Appendix C

[GRAPHIC: ``VARIABLE ANNUITY SUMMARY PROSPECTUS: Tell us what you
think'']

    We require insurance companies to give you--in one long document
called a prospectus--a lot of information when you purchase a variable
annuity. We are now proposing a different approach. Under the proposed
approach, insurance companies may instead choose to give you a short
summary document. The longer document would still be available online
(and you could receive a paper copy of it at no charge if you ask for
it). We call the short summary document a summary prospectus.
    We would like to know what you think about the summary prospectus.
Please take a few minutes to review this sample summary prospectus,
which is available at https://www.sec.gov/rules/proposed/2018/33-10569-appendix-a.pdf and answer any or all of these questions. Thank you for
your feedback!

Questions

    1. Have you ever considered purchasing a variable annuity? [ ] Yes
[ ] No [ ] Don't know
    2. The sample summary prospectus is divided into eight sections.
Please indicate which two sections you found to be the most useful, and
which two sections you found to be the least useful, in describing the
variable annuity.

----------------------------------------------------------------------------------------------------------------
            Name of the section               Most useful      Least useful                  Why?
----------------------------------------------------------------------------------------------------------------
a. Overview of the Variable Annuity                    [ ]              [ ]   ..................................
 Contract.
b. Important Information You Should                    [ ]              [ ]   ..................................
 Consider About the Contract.
c. Standard Death Benefit.................             [ ]              [ ]   ..................................
d. Other Benefits Available Under the                  [ ]              [ ]   ..................................
 Contract.
e. Buying Your Contract...................             [ ]              [ ]   ..................................
f. Surrendering Your Contract or Making                [ ]              [ ]   ..................................
 Withdrawals: Accessing the Money in Your
 Contract.
g. Additional Information About Fees......             [ ]              [ ]   ..................................
h. Portfolio Companies Available Under                 [ ]              [ ]   ..................................
 Your Contract.
----------------------------------------------------------------------------------------------------------------

    3. The sample summary prospectus includes a section named
``Overview of the Variable Annuity Contract.'' Does that section
provide clear information? [ ] Yes [ ] No
    If no, what other information would make this clearer?
    4. The section named ``Important Information You Should Consider
About the Contract'' includes a table. Do you think the table is clear?
[ ] Yes [ ] No
    If no, what other information would make this clearer? Would you
prefer to see the information in a different format (other than a
table)?
    5. The sample summary prospectus describes what you would pay for
the variable annuity, including upfront fees and future fees. Was this
description clear? [ ] Yes [ ] No

    If no, what other information would make this clearer?
    6. Variable annuities may offer optional insurance benefits that
you can purchase for extra fees. The sample summary prospectus
describes these optional benefits.
    A. Does the sample summary prospectus describe these optional
benefits clearly? [ ] Yes [ ] No
    If no, what other information would make this clearer?
    B. Does the sample summary prospectus describe the extra fees
associated with these optional benefits clearly? [ ] Yes [ ] No
    If no, how could we make this clearer?
    7. When you purchase a variable annuity, you decide how to invest
your money by selecting one or more available mutual funds. The sample
summary prospectus includes a table of mutual funds that are available
as investment options. Does this table provide the information that you
would want to consider when choosing mutual funds? [ ] Yes [ ] No
    If no, what other information would be helpful to include?
    8. After reading the sample summary prospectus, how likely would
you be to request the full prospectus for more information on the
following topics?

--------------------------------------------------------------------------------------------------------------------------------------------------------
                                                                                Neither  likely
                                                                       Very likely         Likely       nor  unlikely       Unlikely      Very  unlikely
--------------------------------------------------------------------------------------------------------------------------------------------------------
Investment options (mutual funds) offered under the variable                    [ ]              [ ]              [ ]              [ ]              [ ]
 annuity...........................................................
Standard death benefit.............................................             [ ]              [ ]              [ ]              [ ]              [ ]
Optional insurance features (also called optional benefits or                   [ ]              [ ]              [ ]              [ ]              [ ]
 riders)...........................................................
Fees (how much the variable annuity costs).........................             [ ]              [ ]              [ ]              [ ]              [ ]
Mechanics of how a variable annuity works (how to purchase,                     [ ]              [ ]              [ ]              [ ]              [ ]
 accessing money, annuitization, etc.).............................
--------------------------------------------------------------------------------------------------------------------------------------------------------

    9. Is the length of the document: [ ] Too short [ ] Too long [ ]
About right
    If the length is not appropriate, why not?
    10. How would you prefer to receive/read a document like the sample
summary prospectus?

[ ] On paper
[ ] In an email
[ ] On a website
[ ] A combination of paper and digital
[ ] Other (explain)

    11. Do you have any additional suggestions for improving the
summary prospectus? Is there anything else you would like to tell us
about your experience with variable annuities?
    If you are interested in background information on the proposed
variable annuity summary prospectus, or want to provide feedback on
additional questions, visit https://www.sec.gov/news/press-release/2018-246.
* * * * *

How To Provide Feedback

Your Name:-------------------------------------------------------------

email:-----------------------------------------------------------------

(your email address will not be published on the website)

    You can send us feedback in the following ways (include the file
number S7-23-18 in your response):

MAIL

    Secretary, U.S. Securities and Exchange Commission, 100 F Street
NE, Washington, DC 20549-1090.

EMAIL

    [email protected].

SEC WEBSITE

    www.sec.gov/rules/proposed.shtml.
    We will post your feedback on our website. Your submission will be
posted without change; we do not redact or edit personal identifying
information from submissions. You should only make submissions that you
wish to make available publicly. Please provide your comments by
February 15, 2019.

Thank you!

[QR Code]

[FR Doc. 2018-24376 Filed 11-29-18; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register Volume 79, Number 15 (Thursday, January 23, 2014)]
[Notices]
[Pages 3911-3913]
[FR Doc No: 2014-01246]

-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-71324; File No. SR-ISE-2014-01]

Self-Regulatory Organizations; International Securities Exchange,
LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule
Change To Amend the Schedule of Fees

January 16, 2014.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that on January 8, 2014, the International Securities Exchange, LLC
(the ``Exchange'' or the ``ISE'') filed with the Securities and
Exchange Commission (``Commission'') the proposed rule change as
described in Items I, II and III below, which Items have been prepared
by the self-regulatory organization. The Commission is publishing this
notice to solicit comments on the proposed rule change from interested
persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of the
Substance of the Proposed Rule Change

    The ISE proposes to amend its Schedule of Fees to clarify that the
ISE's Ethernet, Gateway, and EAM session fees provide connectivity to
the Topaz Exchange, LLC in addition to the ISE. The text of the
proposed rule change is available on the Exchange's Internet Web site
at http://www.ise.com, at the principal office of the Exchange, and at
the Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the Exchange included statements
concerning the purpose of, and basis for, the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The self-regulatory organization has prepared summaries,
set forth in Sections A, B and C below, of the most significant aspects
of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The purpose of the proposed rule change is to amend the Schedule of
Fees to clarify that the ISE's Ethernet, Gateway, and Electronic Access
Member (``EAM'') session fees provide connectivity to the ISE's sister
exchange, the Topaz Exchange, LLC d/b/a ISE Gemini (``Topaz''), in
addition to the ISE. On December 16, 2013 Topaz filed a rule change
that established various non-transaction fees, including Ethernet,
Gateway, and Financial Information eXchange (``FIX'') session fees that
provide access to both Topaz and the ISE.\3\ On January 2, 2014 Topaz
filed another rule change to permit EAMs that connect to that exchange
via an Application Programming Interface (``API'') to also connect to
the ISE for a single fee.\4\ The ISE now proposes to add similar
clarifying text to its fee schedule to reflect the fact that these
connectivity options provide connectivity to both the ISE and Topaz for
a single fee.
---------------------------------------------------------------------------

    \3\ See Exchange Act Release No. 71149 (December 19, 2013), 78
FR 78447 (December 26, 2013) (SR-Topaz-2013-16).
    \4\ See SR-Topaz-2014-01 (citation pending publication by the
Commission).

---------------------------------------------------------------------------

    The Exchange charges an Ethernet fee for its four different
Ethernet connection options, which is $500 per month for a 1 Gigabit
(``Gb'') connection, $4,000 per month for a 10 Gb connection, $7,000
per month for a 10 Gb low latency connection, and $12,500 per month for
a 40 Gb low latency connection. The Exchange also charges members a
monthly gateway fee of $250 per gateway for a shared gateway or $2,000
per gateway pair for members that elect to use their own dedicated
gateways as an alternative to using shared gateways. Finally, the
Exchange charges EAMs that connect to the Exchange via API a session
fee of $250 per month each for the first five sessions and $100 per
month each additional session, and charges EAMs that connect to the
Exchange via FIX a session fee of $250 per month each for the first two
sessions and $50 per month for each additional session.\5\ The ISE now
proposes to clarify that each of these connectivity options provides
connectivity to Topaz in addition to the ISE. Members and non-members
that connect to both the ISE and Topaz through any of these
connectivity options will not be required to pay a separate fee to
Topaz for such connectivity. Market participants will pay the same fees
regardless of whether they choose to connect to both exchanges or
solely to the ISE.
---------------------------------------------------------------------------

    \5\ The Exchange notes that Market Maker API session fees are
separate for ISE and Topaz as Topaz has opted for a different
pricing structure for its Market Maker API session fees. See id.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with the provisions of Section 6 of the Act,\6\ in general, and Section
6(b)(4) of the Act,\7\ in particular, in that it is designed to provide
for the equitable allocation of reasonable dues, fees, and other
charges among its members and other persons using its facilities. The
Exchange believes that it is reasonable, equitable, and not unfairly
discriminatory to clarify that its fees provide connectivity to both
Topaz and the ISE. The Exchange notes that the fee schedule of its
sister exchange, Topaz, already reflects that its fees provide access
to both exchanges. The ISE now proposes to adopt similar language.
Providing access to both the ISE and Topaz for a single fee will keep
overall fees low for market participants that establish connectivity to
both exchanges. With respect to session fees, the Exchange notes that
only EAM sessions (both FIX and API) provide connectivity to Topaz in
addition to the ISE. The Exchange does not believe that this is
unfairly discriminatory as Topaz has opted for a different pricing
structure for its Market Maker API session fees.\8\
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    \6\ 15 U.S.C. 78f.
    \7\ 15 U.S.C. 78f(b)(4).
    \8\ See supra note 5.
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B. Self-Regulatory Organization's Statement on Burden on Competition

    In accordance with Section 6(b)(8) of the Act,\9\ the Exchange does
not believe that the proposed rule change will impose any burden on
intermarket or intramarket competition that is not necessary or
appropriate in furtherance of the purposes of the Act. To the contrary,
the Exchange believes that the proposed rule change is pro-competitive
as it clarifies that members that connect to both Topaz and the ISE
will be able to do so for a single fee. The Exchange operates in a
highly competitive market in which market participants can readily
direct their order flow to competing venues. In such an environment,
the Exchange must continually review, and consider adjusting, its fees
to remain competitive with other exchanges. For the reasons described
above, the Exchange believes that the proposed fee changes reflect this
competitive environment.

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    \9\ 5 U.S.C. 78f(b)(8).
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C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

    The Exchange has not solicited, and does not intend to solicit,
comments on this proposed rule change. The Exchange has not received
any unsolicited written comments from members or other interested
parties.

III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action

    The foregoing rule change has become effective pursuant to Section
19(b)(3)(A)(ii) of the Act,\10\ and subparagraph (f)(2) of Rule 19b-4
thereunder,\11\ because it establishes a due, fee, or other charge
imposed by Topaz.
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    \10\ 15 U.S.C. 78s(b)(3)(A)(ii).
    \11\ 17 CFR 240.19b-4(f)(2).
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    At any time within 60 days of the filing of such proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act. If the Commission
takes such action, the Commission shall institute proceedings to
determine whether the proposed rule should be approved or disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to<EMAIL_ADDRESS>Please include
File No. SR-ISE-2014-01 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.

All submissions should refer to File No. SR-ISE-2014-01. This file
number should be included on the subject line if email is used. To help
the Commission process and review your comments more efficiently,
please use only one method.
    The Commission will post all comments on the Commission's Internet
Web site (http://www.sec.gov/rules/sro.shtml). Copies of the
submission, all subsequent amendments, all written statements with
respect to the proposed rule change that are filed with the Commission,
and all written communications relating to the proposed rule change
between the Commission and any person, other than those that may be
withheld from the public in accordance with the provisions of 5 U.S.C.
552, will be available for Web site viewing and printing in the
Commission's Public Reference Room, 100 F Street NE., Washington, DC
20549, on official business days between the hours of 10:00 a.m. and
3:00 p.m. Copies of such filing also will be available for inspection
and copying at the principal office of the ISE. All comments received
will be posted without change; the Commission does not edit personal
identifying information from submissions. You should submit only
information that you wish to make available publicly. All submissions
should refer to File No. SR-ISE-2014-01, and should be submitted on or
before February 13, 2014.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\12\
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    \12\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-01246 Filed 1-22-14; 8:45 am]
BILLING CODE 8011-01-P