post-effective amendment.\803\ Amortizing these burdens over a three-
year period results in an estimated average annual burden of an
additional 8 hours per registration statement to prepare and file a
post-effective amendment, at an estimated internal time cost equivalent
of $2,688.\804\
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    \802\ This is a lower estimate than the parallel estimate used
to calculate the increased hour burden of preparing an initial
registration statement on Form N-3 or Form N-4 because we are
proposing fewer amendments to Form N-6. See supra note 800.
    \803\ See id.
    \804\ The estimate of 8 hours is based upon the following
calculation: (15 hours in year 1 + (4 hours in year 2) + (4 hours in
year 3)/3 years = 7.67 hours. The internal time cost equivalent of
$2,688 is calculated by multiplying the hour burden (8 hours) by the
estimated hourly wage of $336. See supra note 775.
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    In the aggregate, we estimate that the proposed amendments to Form
N-6 would cause registrants to incur an additional annual burden of
3,048 hours, at an internal time cost equivalent of $1,024,128.\805\ We
estimate the total annual hour burden as a result of the proposed
amendments to be 34,860 hours.\806\ This increase is due

to the increased burden hours per filing as a result of the proposed
amendments.
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    \805\ The estimate of 3,048 hours is based upon the following
calculation. For initial registration statements: 1 hour x 8 initial
filings on Form N-6 = 8 hours. For post-effective amendments: 8
hours x 380 post-effective amendments = 3,040 hours. 8 + 3,040 =
3,048.
    The estimate of $1,024,128 is based upon the following
calculation. For initial registration statements: $336 x 8 initial
filings on Form N-6 = $2,688. For post-effective amendments: $2,688
x 380 post-effective amendments = $1,021,440. $2,688 + $1,021,440 =
$1,024,128.
    \806\ This estimate is based on the following calculation. For
initial registration statements: 8 initial filings x (770.25 hours
current burden + 1 hour under proposed amendments) = 6,170 hours.
For post-effective amendments: 380 post-effective amendments x (67.5
hours current burden + 8 hours under proposed amendments) = 28,690
hours. 6,170 + 28,690 = 34,860 hours.
---------------------------------------------------------------------------

External Cost Burden
    Registrants would also bear external costs to prepare and update
registration statements and post-effective amendments on Form N-6, such
as the services of independent auditors and outside counsel.
    In our most recently approved Paperwork Reduction Act submission
for Form N-6, Commission staff estimated the annual cost burden for
preparing and filing an initial Form N-6 filing is $24,169 per
portfolio, with one portfolio per filing,\807\ with a total approved
external cost burden of $1,836,844 annually for initial filings on Form
N-6.\808\ In this same submission, Commission staff estimated that the
annual cost burden for preparing and filing a post-effective amendment
to a previously-effective registration statement is $8,788 per
portfolio, with one portfolio per filing, with a total approved
external cost burden of $3,480,048 annually for post-effective
amendments.\809\ The total estimated annual cost burden for Form N-6 in
this submission is therefore $5,316,892 ($1,836,844 + $3,480,048).
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    \807\ The staff estimated this amount per ``portfolio,'' with
one portfolio per filing, in the most recently approved Paperwork
Reduction Act submission for Form N-6. For purposes of this
Paperwork Reduction Act analysis, we now estimate this amount per
``filing'' to conform with the terminology that we use elsewhere in
this analysis.
    \808\ This estimate is based on the following calculation:
$24,169 per filing x 76 initial filings per year = $1,836,844.
    \809\ This estimate is based on the following calculation:
$8,788 per filing x 396 post-effective amendments per year =
$3,480,048.
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    We do not estimate any change to the external costs per filing
associated with the proposed amendments to Form N-6. In the aggregate,
we estimate registrants on Form N-6 would incur annual external costs
of $3,532,792. This decrease reflects a decrease in the estimated
numbers of filings on Form N-6.

D. Registered Investment Company Interactive Data

    We are proposing amendments to the General Instructions of Forms N-
3, N-4, and N-6, rules 485 and 497 under the Securities Act, and rules
under Regulation S-T,\810\ to require the use of Inline XBRL format for
the submission of certain required disclosures in variable contract
statutory prospectuses. Specifically, registrants would submit the
following information in Inline XBRL format in registration statements
or post-effective amendments, as well as in forms of prospectuses filed
pursuant to rule 497(c) or 497(e) under the Securities Act that include
information that varies from the registration statement:
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    \810\ See supra note 770.

     Form N-3 registrants: Information provided in response
to proposed Items 3, 4, 5, 12, 19, and 20 of Form N-3;
     Form N-4 registrants: Information provided in response
to proposed Items 3, 4, 5, 11, and 18 of Form N-4; and
     Form N-6 registrants: Information provided in response
to proposed Items 3, 4, 5, 11, and 18 of Form N-6.

    The title of the collection of information affected by these
amendments is ``Mutual Fund Interactive Data,'' which we would propose
to re-title as ``Registered Investment Company Interactive Data.''
Compliance with these disclosure requirements would be mandatory, and
responses would not be confidential. We currently estimate a total
annual hour burden of 178,803 hours for this collection of information,
and a total annual external cost burden of $10,000,647.\811\
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    \811\ These estimates are referenced in the most-recent
information collection submission, reflecting the Commission's 2018
adoption of amendments to require the use of Inline XBRL format for
the submission of mutual fund risk/return summary information. See
Inline XBRL Adopting Release, supra note 613.
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    The proposed amendments would generally impose two types of
reporting burdens on investment companies: (1) The burden of submitting
certain information in Inline XBRL to the Commission in registration
statements or post-effective amendments filed on Form N-3, Form N-4,
and Form N-6; and (2) the burden of submitting certain information in
Inline XBRL to the Commission in forms of prospectuses filed pursuant
to rule 497(c) or 497(e) under the Securities Act that include
information that varies from the registration statement. We separately
discuss the additional internal hours and external cost burdens that
would apply as a result of the proposed amendments.
    As a threshold matter, we estimate that registrants on Forms N-3,
N-4, and N-6 would require approximately 18 burden hours of in-house
personnel time to tag and submit the required disclosure information in
Inline XBRL format for each post-effective amendment \812\ in the first
year, and the same task in subsequent years would require approximately
12 hours for each post-effective amendment.\813\ Therefore, we estimate
the average annual burden over a three-year period for each post-
effective amendment would be 14 hours.\814\ We further estimate that
the burden for each rule 497 filing would be 25% of that, or 3.5 hours
per response.\815\ With respect to Form N-3 registrants, we estimate an
additional burden of 2 hours per investment option to tag and submit
the required disclosure information for each post-effective amendment.
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    \812\ We are not including estimates for Form N-3 initial
registration statements, as none have been filed in the past three
years.
    \813\ Our estimates are based on our prior experience with
Inline XBRL. See, e.g., Inline XBRL Adopting Release, supra note
613. We are largely following the same approach to estimating hourly
burdens for variable contracts as we did in the context of mutual
funds in the Inline XBRL Adopting Release.
    \814\ (18 hours for the first submission + 12 hours for the
second submission + 12 hours for the third submission)/3 years = 14
hours.
    \815\ Because rule 497 filings are typically 1-3 pages in
length, we are estimating that the burden would be only 25% of the
burden associated with tagging the relevant disclosures in a full
registration statement filing.
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    We estimate a weighted burden average of approximately 3 responses
per year per registrant to file initial and post-effective registration
statements and rule 497 filings, based on weighting the burden for each
rule 497 filing as one quarter of the burden of a post-effective
amendment filing, averaging the burden for each form equally, and
estimating (based on a survey by Commission staff of filings made
pursuant to rule 497) that 75% of rule 497 filings by registrants on
each form would contain data that would be required to be submitting in
Inline XBRL format.\816\ Accordingly, for simplicity, we are estimating
that

registrants on each of the 3 forms will file 3 responses per year.
---------------------------------------------------------------------------

    \816\ For Form N-3, we estimate a burden of 2.3 responses per
year. This estimate is based on the following calculation: ((0
initial registration statements + 8 post-effective amendments) + (19
rule 497 filings x 0.75 of which will contain data that will need to
be tagged x 0.25 weighted burden))/5 Form N-3 registrants =
approximately 2.3 responses per year per registrant.
    For Form N-4, we estimate a burden of 4.7 responses per year.
This estimate is based on the following: ((35 initial registration
statements + 1,326 post-effective amendments) + (3,555 rule 497
filings x 0.75 of which will contain data that will need to be
tagged x 0.25 weighted burden))/435 Form N-4 registrants =
approximately 4.7 responses per year per registrant.
    For Form N-6, we estimate a burden of 2.3 responses per year.
This estimate is based on the following calculation: ((8 initial
registration statements + 380 post-effective amendments) + (836 rule
497 filings x 0.75 of which will contain data that will need to be
tagged x 0.25 weighted burden))/238 Form N-6 registrants =
approximately 2.3 responses per year per registrant.
    Overall, we estimate approximately 3 responses per year. This
estimate is based upon the following calculation: (2.2 responses per
N-3 registrant + 4.7 responses per N-4 registrant + 2.3 responses
per N-6 registrant)/3 = 3.1 responses per year.
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Internal Hour Burden
    Form N-3 Registrants. Based on a review of Form N-3 filings made
with the Commission, our staff estimates there would be no initial
filings each year, eight post-effective amendments, and 19 rule 497
filings made on Form N-3 per year.\817\ Accordingly, we estimate that,
in the aggregate, adoption of the proposed Inline XBRL requirements
would result in 300 burden hours for each of the first three years for
Form N-3 registrants.\818\ This amounts to a collective internal cost
burden of approximately $100,800 to tag and submit the required Form N-
3 disclosure information in Inline XBRL.\819\
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    \817\ See supra note 773 (discussing initial filings and post-
effective amendments on Form N-3). In addition, Commission staff
reviewed rule 497 filings for Form N-3 filed with the Commission
from January 1, 2015 to December 31, 2017. There were 19, 22, and 16
rule 497 filings during 2015, 2016, and 2017, respectively.
Averaging those rule 497 filings over three years results in an
average of 19 post-effective amendments per year. This estimate is
based on the following calculation: (19 + 22 + 16)/3 years = 19 per
year. Commission staff further estimates these filings would include
an average of three investment options per registration statement or
post-effective amendment filing. See supra note 774.
    \818\ 5 registrants x 3 responses per year per registrant x (14
hours per registrant + (2 hours per investment option x 3 investment
options per registrant)) = 300 burden hours/year.
    Currently, there are five Form N-3 registrants. See supra note
23. We estimate the hourly burden on a per-registrant basis to be 60
hours/year. (300 burden hours per year/5 registrants = 60 burden
hours/year).
    \819\ The internal time cost equivalent of $100,800 is
calculated by multiplying the total hour burden (300 hours) by the
estimated hourly wage of $336. See supra note 775.
     On a per registrant basis, the internal cost equivalent
associated with Inline XBRL for Form N-3 registrants is estimated to
be $20,160/year ($100,800/5 registrants = $20,160/year).
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    Form N-4 Registrants. Based on a review of Form N-4 filings made
with the Commission, our staff estimates there would be 35 initial
filings each year, 1,326 post-effective amendments, and 3,555 rule 497
filings made on Form N-3 per year.\820\ Accordingly, we estimate that,
in the aggregate, adoption of the proposed Inline XBRL requirements
would result in 18,270 burden hours for each of the first three years
for Form N-4 registrants.\821\ This amounts to a collective internal
cost burden of approximately $6,138,720 to tag and submit the required
Form N-4 disclosure information in Inline XBRL.\822\
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    \820\ See supra note 786 (discussing initial filings and post-
effective amendments on Form N-4). In addition, Commission staff
reviewed rule 497 filings for Form N-4 filed with the Commission
from January 1, 2015 to December 31, 2017. There were 3,098, 3,759,
and 3,808 rule 497 filings during 2015, 2016, and 2017,
respectively. Averaging those rule 497 filings over three years
results in an average of 3,555 post-effective amendments per year.
This estimate is based on the following calculation: (3,098 + 3,759
+ 3,808)/3 years = 3,555 per year.
    \821\ 435 registrants x 3 responses per year per registrant x 14
hours per registrant = 18,270 burden hours/year.
    Currently, there are 435 Form N-4 registrants. See supra note
24. We estimate the hourly burden on a per-registrant basis to be 42
hours/year. (18,270 burden hours per post-effective amendment/435
registrants = 42 burden hours/year).
    \822\ The internal time cost equivalent of $6,138,720 is
calculated by multiplying the total hour burden (18,270 hours) by
the estimated hourly wage of $336. See supra note 787.
    On a per-registrant basis, the internal cost equivalent
associated with Inline XBRL is estimated to be $14,112/year
($6,138,720/435 registrants = $14,112/year).
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    Form N-6 Registrants. Based on a review of Form N-6 filings made
with the Commission, our staff estimates there would be 8 initial
filings each year, 380 post-effective amendments, and 1,115 rule 497
filings made on Form N-6 per year.\823\ Accordingly, we estimate that,
in the aggregate, adoption of the proposed Inline XBRL requirements
would result in 9,996 burden hours for each of the first three years
for Form N-6 registrants.\824\ This amounts to a collective internal
cost burden of approximately $3,358,656 to tag and submit the required
Form N-6 disclosure information in Inline XBRL.\825\
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    \823\ See supra note 799 (discussing initial filings and post-
effective amendments on Form N-6). In addition, Commission staff
reviewed rule 497 filings for Form N-6 filed with the Commission
from January 1, 2015 to December 31, 2017. There were 1,095, 1,166,
and 1,083 rule 497 filings during 2015, 2016, and 2017,
respectively. Averaging those rule 497 filings over three years
results in an average of 1,115 post-effective amendments per year.
This estimate is based on the following calculation: (1,095 + 1,166
+ 1,083)/3 years = 1,115 per year.
    \824\ 238 registrants x 3 responses per year per registrant x 14
hours per registrant = 9,996 hours per year.
    Currently, there are 238 Form N-6 registrants. See supra note
25. We estimate the hourly burden on a per-registrant basis to be 42
hours/year (9,996 burden hours per year/238 registrants = 42 burden
hours/year).
    \825\ The internal time cost equivalent of $3,358,656 is
calculated by multiplying the total hour burden (9,996 hours) by the
estimated hourly wage of $336. See supra note 801.
    On a per-registrant basis, the internal cost equivalent
associated with Inline XBRL is estimated to be $14,112/year
($3,358,656/238 registrants = $14,112/year).
---------------------------------------------------------------------------

    Aggregate Internal Hours Burden for Form N-3, N-4, and N-6
Registrants. In the aggregate, we estimate that the adoption of the
proposed Inline XBRL requirements would result in 28,566 burden hours
for each of the first three years for Form N-3, N-4, and N-6
registrants.\826\ Converted into dollars, this amounts to a collective
internal cost burden of approximately $9,598,176 to tag and submit the
required Form N-3, N-4, and N-6 disclosure information in Inline
XBRL.\827\ We therefore estimate the aggregate total hour burden for
the re-titled ``Registered Investment Company Interactive Data''
collection of information would be 207,369 hours as a result of the
proposed amendments.\828\
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    \826\ 300 burden hours for Form N-3 registrants + 18,270 burden
hours for Form N-4 registrants + 9,996 burden hours for Form N-6
registrants = 28,566 hours.
    \827\ $100,800 for Form N-3 registrants + $6,138,720 for Form N-
4 registrants + $3,358,656 for Form N-6 registrants = $9,598,176.
    \828\ 178,803 annual burden hours (current estimated annual hour
burden) + additional 28,566 burden hours resulting from the proposed
amendments = 207,369.
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External Cost Burden
    Compliance with the proposed Inline XBRL requirements would entail
certain external costs, such as for software and/or the services of
consultants and filing agents. For Form N-4 and Form N-6 registrants,
we estimate an external cost burden of $900 per registrant for the cost
of goods and services purchased to comply with the proposed Inline XBRL
requirements, which is based on the estimated average external cost
burden associated with the Inline XBRL preparation expenses for mutual
funds and ETFs.\829\ We understand that annual software licensing costs
generally would be included in the cost of hiring external
professionals, in which case registrants may receive tagging software
at no cost, while others may create their own software in-house. For
Form N-3 registrants, we estimate an additional cost of $300 per
investment option for the cost of goods and services purchased to
comply with the proposed Inline XBRL requirements for an estimated
external cost burden of $1,800 per registrant.\830\
---------------------------------------------------------------------------

    \829\ See Inline XBRL Adopting Release, supra note 613.
    \830\ $900 per registrant + (3 investment options per registrant
x $300 per investment option) = $1,800 per Form N-3 registrant.
---------------------------------------------------------------------------

    Based on the estimate of five Form N-3 registrants,\831\ 435 Form
N-4 registrants,\832\ and 238 Form N-6 registrants,\833\ we estimate
that, in the aggregate, the total external costs to Form N-3, N-4, and
N-6 registrants associated with the proposed requirements to tag and
submit certain information in Inline XBRL would be approximately
$614,700.\834\ We

therefore estimate the aggregate total external cost burden for the re-
titled ``Registered Investment Company Interactive Data'' collection of
information would be $10,615,347 as a result of the proposed
amendments.\835\
---------------------------------------------------------------------------

    \831\ See supra note 23.
    \832\ See supra note 29.
    \833\ See supra note 25.
    \834\ (5 Form N-3 registrants + 435 Form N-4 registrants + 238
Form N-6 registrants) x $900 per registrant = 610,200) + (5 Form N-3
registrants x 3 investment options per registrant x $300 per
investment option) = $614,700.
    \835\ $10,000,647 (current estimated external cost burden) +
additional $614,700 = $10,615,347.
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E. Proposed Rule 498A

    Proposed rule 498A would contain collection of information
requirements. The likely respondents to this information collection are
variable annuity and variable life insurance separate accounts
registered or registering with the Commission.\836\ Under proposed rule
498A, use of the summary prospectus would be voluntary, but the rule's
requirements would be mandatory for variable annuity and variable life
insurance separate accounts that elect to send or give a summary
prospectus in reliance upon proposed rule 498A. The information
provided under proposed rule 498A would not be kept confidential.
---------------------------------------------------------------------------

    \836\ As drafted, proposed rule 498A could be broadly relied
upon by any person to satisfy prospectus delivery obligations under
section 5(b)(2) under the Securities Act for a variable contract or
portfolio company. However, we expect the hour and cost burdens of
the rule (i.e., to create and file initial and updating summary
prospectuses and to make certain documents available online and to
distribute them upon request) would generally be borne by
registrants. We base this expectation in part on the fact that our
proposed amendments would require prospectuses and summary
prospectuses to include the website address where the documents
required to be posted online would be located, and contact
information to call or email to obtain paper copies of those
documents, and we expect registrants to list their own website and
their own contact information to satisfy these requirements, as
opposed to directing investors to various financial intermediaries
who may be involved in distributing those contracts.
---------------------------------------------------------------------------

    The summary prospectus is voluntary, so the percentage of variable
annuity and variable life insurance separate accounts that will choose
to utilize it is uncertain. Given this uncertainty, we have assumed
that 95% of all separate accounts would choose to use a summary
prospectus under proposed rule 498A.\837\
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    \837\ Given expressed industry support for layered disclosure
with summary prospectuses, our experience that approximately 95% of
mutual funds have adopted layered disclosure with summary
prospectuses, and our anticipation that the proposed rule will
provide costs savings to insurers, we believe it is appropriate to
assume that 95% of insurers will choose delivery of summary
prospectuses. See supra note 44.
---------------------------------------------------------------------------

Preparation of Initial Summary Prospectus and Updating Summary
Prospectus
    For registrants that choose to rely upon proposed rule 498A, we
estimate a one-time collective burden of 40 hours per registration
statement to prepare and file both a new initial summary prospectus and
a new updating summary prospectus for offerings on Forms N-4 or N-
6.\838\ In addition, we estimate an ongoing collective burden of 10
hours per registration statement during each subsequent year for the
registrant to prepare and file updates of the initial summary
prospectus and updating summary prospectus for offerings on Forms N-4
or N-6.
---------------------------------------------------------------------------

    \838\ We are aware that more than one prospectus may be filed as
part of a registration statement. Our proposal would provide
guidance clarifying the circumstances under which this would be
appropriate. See supra text preceding and accompanying note 400. We
do not have data regarding how many registration statements
currently include more than one prospectus, nor are we able to
determine how the number of prospectuses per registration statement
might be affected by our proposed guidance. For these reasons, we
assume one prospectus is filed per registration statement.
---------------------------------------------------------------------------

    For offerings on Form N-3, we estimate a one-time collective burden
of 40 hours per registration statement to prepare and file both a new
initial summary prospectus and a new updating summary prospectus, plus
a further burden of 12 hours per contract investment option.
Subsequently, we estimate an ongoing collective burden of 10 hours per
registration statement that would be incurred each following year to
prepare and file updates of summary prospectuses, plus a further burden
of 3 hours per investment option. We estimate that each registration
statement filed on Form N-3 would include three investment
options.\839\
---------------------------------------------------------------------------

    \839\ See supra note 774 and accompanying text.
---------------------------------------------------------------------------

    Because the PRA estimates represent the average burden over a
three-year period, we estimate the average annual hour burden per
registration statement to prepare initial and updating summary
prospectuses would be 20 hours for filings on Form N-4 or N-6.\840\ For
Form N-3, we estimate the average annual hour burden per registration
statement to prepare initial and updating summary prospectuses would be
38 hours.\841\
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    \840\ The estimate of 20 hours is based upon the following
calculation: (40 hours to prepare a new initial and updating summary
prospectus in year 1) + (10 hours in year 2) + (10 hours in year 3)/
3 years = 20 hours.
    \841\ The estimate of 38 hours is based upon the following
calculation: 40 hours to prepare summary prospectuses + (12 hours
per investment option x 3 investment options) = 76 hours in year 1.
10 hours + (3 hours per investment option x 3 investment options) =
19 hours in each of year 2 and year 3. (76 hours in year 1) + (19
hours in year 2) + (19 hours in year 3)/3 years = 38 hours.
---------------------------------------------------------------------------

    We estimate the aggregate annual hour burden to prepare initial and
updating summary prospectuses for offerings on Forms N-3, N-4, and N-6
would be 14,610 hours, at an internal cost equivalent of
$4,908,960.\842\
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    \842\ The estimate of 14,610 hours is based upon the following
calculation: ((38 hours x 5 registrants on Form N-3) + (20 hours x
500 registrants on Form N-4) + (20 hours x 221 registrants on Form
N-6)) x 95% = 14,610 hours.
     The internal time cost equivalent of $4,908,960 is calculated
by multiplying the hour burden (14,610 hours) by the estimated
hourly wage of $336. See supra note 775.
---------------------------------------------------------------------------

    Registrants may also bear external costs to prepare and update the
initial and updating summary prospectuses, such as the services of
independent auditors and outside counsel. However, any external costs
associated with filing the summary prospectuses as exhibits to the
registration statements would already be reflected in the external
costs associated with those registration statements.
    For registrants that choose to rely upon proposed rule 498A, we
estimate a one-time collective external cost burden of $10,000 per
registration statement to prepare both a new initial summary prospectus
and a new updating summary prospectus for offerings on Forms N-4 or N-
6. In addition, we estimate an ongoing collective burden of $2,500 per
registration statement during each subsequent year for the registrant
to prepare updates of the initial summary prospectus and updating
summary prospectus for offerings on Forms N-4 or N-6. For offerings on
Form N-3, we estimate a one-time collective burden of $10,000 per
registration statement to prepare and file both a new initial summary
prospectus and a new updating summary prospectus, plus a further burden
of $3,000 per contract investment option. Subsequently, we estimate an
ongoing collective burden of $2,500 per registration statement during
each following year to prepare and file updates of summary
prospectuses, plus a further burden of $750 per investment option. We
estimate that each registration statement filed on Form N-3 would
include three investment options.\843\
---------------------------------------------------------------------------

    \843\ See supra note 774 and accompanying text.
---------------------------------------------------------------------------

    Because the PRA estimates represent the average burden over a
three-year period, we estimate the average annual hour burden per
registration statement to prepare and update initial and updating
summary prospectuses would be $5,000 for filings on Form N-4 or N-

6.\844\ For Form N-3, we estimate the average annual hour burden per
registration statement to prepare and update initial and updating
summary prospectuses would be $9,500.\845\
---------------------------------------------------------------------------

    \844\ The estimate of $5,000 is based upon the following
calculation: ($10,000 to prepare a new initial and updating summary
prospectuses in year 1) + ($2,500 in year 2) + ($2,500 in year 3)/3
years = $5,000.
    \845\ The estimate of $9,500 is based upon the following
calculation: $10,000 to prepare new initial and updating summary
prospectuses + ($3,000 per investment option x 3 investment options)
= $19,000 in year 1. $2,500 + ($750 per investment option x 3
investment options) = $4,750 in each of year 2 and year 3. ($19,000
in year 1) + ($4,750 in year 2) + ($4,750 in year 3)/3 = $9,500.
---------------------------------------------------------------------------

    We estimate the aggregate annual external cost burden to prepare
and update initial and updating summary prospectuses for offerings on
Forms N-3, N-4, and N-6 would be $3,469,875.\846\
---------------------------------------------------------------------------

    \846\ The estimate of $3,469,875 is based upon the following
calculation: (($9,500 x 5 registrants on Form N-3) + ($5,000 x 500
registrants on Form N-4) + ($5,000 x 221 registrants on Form N-6)) x
95% = $3,469,875.
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Online Availability of Contract Statutory Prospectus and Certain Other
Documents Relating to the Contract
    Registrants that choose to rely upon proposed rule 498A would be
required to make certain documents relating to the contract available
online, including a variable contract's initial summary prospectus,
updating summary prospectus, statutory prospectus, and SAI for
contracts registered on Forms N-3, N-4, or N-6, and the contract's most
recent annual and semi-annual reports to shareholders under rule 30e-1
in the case of a variable annuity contract registered under Form N-3.
    We estimate the average burden to comply with the proposed website
posting requirements would be 2 hours per set of documents associated
with a single registration statement, both in the first year and
annually thereafter.\847\
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    \847\ We note that separate account registrants are generally
larger entities, and therefore, based on our experience with these
registrants, we assume that all separate account registrants already
have their own website and would not experience any burdens
associated with developing a website.
---------------------------------------------------------------------------

    In total, we estimate the annual burden to comply with the proposed
website posting requirements of the rule for documents relating to
variable contracts would be 1,379 hours, at an internal cost equivalent
of $329,581.\848\
---------------------------------------------------------------------------

    \848\ The estimate of 1,379 hours is based on the following
calculation: 95% reliance on the rule x ((2 hours per registration
statement x 5 registration statements on Form N-3) + (2 hours per
registration statement x 500 registration statements on Form N-4) +
(2 hours per registration statement x 221 registration statements on
Form N-6)) = approximately 1,379 hours.
     The internal time cost equivalent of $329,581 is calculated by
multiplying the hour burden (1,379 hours) by the estimated hourly
wage based on published rates for webmasters ($239). This hourly
figure is from SIFMA's Management & Professional Earnings in the
Securities Industry 2013, modified to account for an 1,800-hour work
year; multiplied by 5.35 to account for bonuses, firm size, employee
benefits and overhead; and adjusted to account for the effects of
inflation.
---------------------------------------------------------------------------

    Furthermore, we also estimate that registrants may incur external
costs in connection with the requirement to provide these documents
upon request of a shareholder. We estimate that the average annual
costs associated with printing and mailing these documents upon request
would be collectively $500 for all documents associated with a single
registrant.\849\ Accordingly, we estimate that the aggregate annual
external costs associated with printing and mailing these documents
upon request would be $344,850.\850\
---------------------------------------------------------------------------

    \849\ We do not have specific data regarding how the cost of
printing and mailing the two sets of proposed documents would
differ, nor are we able to specifically identify how the cost of
printing and mailing the documents at issue here might be affected
by the amendments to the forms we are proposing today. For these
reasons, we are continuing to use the estimate of $500 per year to
collectively print and mail upon request all documents associated
with a single registrant for purposes of our analysis. However, we
are requesting comment on this estimate.
     Investors could also request to receive these documents
electronically. We estimate that there would be negligible external
costs associated with emailing electronic copies of these documents.
    \850\ This estimate is based upon the following calculations:
95% reliance on the rule x $500 per registrant x (5 registration
statements on Form N-3 + 500 registration statements on Form N-4 +
221 registration statements on Form N-6)) = $344,850.
---------------------------------------------------------------------------

Online Availability of Portfolio Company Statutory Prospectuses and
Certain Other Documents Relating to Portfolio Companies
    Registrants on Forms N-4 and N-6 that choose to rely on the new
delivery option for portfolio company prospectuses would also be
required to post online the portfolio company's summary prospectus,
statutory prospectus, SAI, and most recent annual and semi-annual
shareholder reports.\851\
---------------------------------------------------------------------------

    \851\ The obligation to post these documents online would fall
upon the party that has the prospectus delivery obligation for the
portfolio company prospectus. For purposes of this Paperwork
Reduction Act analysis, we assume that delivery of portfolio company
prospectuses would be done by registrants, rather than portfolio
companies or financial intermediaries such as broker-dealers. In
some situations, portfolio company documents may already be posted
online, such as in the case of portfolio companies that already use
summary prospectuses and therefore are subject to the document
posting requirements of rule 498. However, for purposes of this
Paperwork Reduction Analysis, we still assume that the registrant
would bear the burden of posting those documents since we expect the
registrant would repost those documents to make them available on a
single website. See supra note 836.
---------------------------------------------------------------------------

    We estimate the average burden to comply with the proposed website
posting requirements would be 2 hours per set of documents associated
with a single registration statement, both in the first year and
annually thereafter. In total, we estimate the annual burden to comply
with the proposed website posting requirements of the rule for
documents relating to portfolio companies would be 1,370 hours, at an
internal cost equivalent of $327,430.\852\
---------------------------------------------------------------------------

    \852\ The estimate of 1,370 hours is based on the following
calculation: 95% reliance on the rule x 2 hours per registration
statement x (500 registration statements on Form N-4 + 221
registration statements on Form N-6) = approximately 1,370 hours.
     The internal time cost equivalent of $327,430 is calculated by
multiplying the hour burden (1,370 hours) by the estimated hourly
wage based on published rates for Webmasters ($239).
---------------------------------------------------------------------------

    Furthermore, we also estimate that registrants may incur external
costs in connection with the requirement to provide these documents
upon investor request. We estimate that the average annual costs
associated with printing and mailing these documents upon request would
be collectively $500 for all documents associated with a single
registrant.\853\ Accordingly, we estimate that the aggregate annual
external costs associated with printing and mailing these documents
upon request would be $342,475.\854\
---------------------------------------------------------------------------

    \853\ Investors could also request to receive these documents
electronically. We estimate that there would be negligible external
costs associated with emailing electronic copies of these documents.
    \854\ This estimate is based upon the following calculations:
95% reliance on the rule x $500 per printing and mailing x (500
registration statements on Form N-4 + 221 registration statements on
Form N-6) = $342,475. For purposes of this Paperwork Reduction Act
analysis, based upon our experience, we assume that the burden of
emailing these documents would be outsourced to third-party service
providers and therefore would be included within these external cost
estimates.
---------------------------------------------------------------------------

Total Hour Burden Associated With Proposed Rule 498A
    Accordingly, we estimate the total annual hour burden for
registrants under proposed rule 498A to prepare, file and update both
the initial summary prospectus and updating summary prospectuses, and
post the required variable contract and portfolio company documents to
a website would be 17,359 hours, at an internal time cost equivalent of
$5,565,971.\855\ In addition,

we estimate the total external cost to the variable contract industry
would be $4,157,200 to prepare and update both the initial summary
prospectus and the updating summary prospectus and print and mail the
required variable contract and portfolio company documents upon
request.\856\
---------------------------------------------------------------------------

    \855\ The internal hours estimate is based upon the following
calculation: 14,610 hours to prepare, file, and update initial and
updating summary prospectuses for offerings on Forms N-3, N-4, and
N-6 + 1,379 hours to comply with the proposed website posting
requirements for documents relating to variable contracts + 1,370
hours to comply with the proposed website posting requirements for
documents relating to portfolio companies = 17,359 hours.
    This internal time cost equivalent estimate is based upon the
following calculation: $4,908,960 to prepare, file, and update
initial and updating summary prospectuses for offerings on Forms N-
3, N-4, and N-6 + $329,581 to comply with the proposed website
posting requirements for documents relating to variable contracts +
$327,430 to comply with the proposed website posting requirements
for documents relating to portfolio companies = $5,565,971.
    \856\ This estimate is based on the following calculation:
$3,469,875 to prepare and update initial and updating summary
prospectuses for offerings on Forms N-3, N-4, and N-6 + $344,850 to
comply with the proposed printing and mailing requirements for
documents relating to variable contracts + $342,475 to comply with
the proposed printing and mailing requirements for documents
relating to portfolio companies = $4,157,200.
---------------------------------------------------------------------------

F. Request for Comments

    Pursuant to 44 U.S.C. 3506(c)(2)(B), we request comments to: (1)
Evaluate whether the proposed collections of information are necessary
for the proper performance of the functions of the agency, including
whether the information will have practical utility; (2) evaluate the
accuracy of our estimate of the burden of the proposed collections of
information; (3) determine whether there are ways to enhance the
quality, utility, and clarity of the information to be collected; and
(4) determine whether there are ways to minimize the burden of the
collections of information on those who are to respond, including
through the use of automated collection techniques or other forms of
information technology.
    In addition to these general requests for comment, we also request
comment specifically on the following issues:

     Our analysis relies upon certain assumptions, such as
all registrants on Forms N-3, N-4, and N-6 already have websites,
and 95% of these registrants would choose to use a summary
prospectus under proposed rule 498A. Do commenters agree with these
assumptions?
     We also assume that 100% of registrants that rely on
498A to deliver contract summary prospectuses also would rely on the
rule for the new delivery option for portfolio company prospectuses.
Do commenters agree with these assumptions?

    Persons wishing to submit comments on the collection of information
requirements of the proposed rules and amendments should direct them to
the OMB, Attention Desk Officer for the Securities and Exchange
Commission, Office of Information and Regulatory Affairs, Washington,
DC 20503, and should send a copy to, Brent J. Fields, Secretary,
Securities and Exchange Commission, 100 F Street NE, Washington, DC
20549-1090, with reference to File No. S7-23-18. Requests for materials
submitted to OMB by the Commission with regard to these collections of
information should be in writing, refer to File No. S7-23-18, and be
submitted to the Securities and Exchange Commission, Office of FOIA
Services, 100 F Street NE, Washington, DC 20549. OMB is required to
make a decision concerning the collections of information between 30
and 60 days after publication of this release. Consequently, a comment
to OMB is best assured of having its full effect if OMB receives it
within 30 days after publication of this release.

V. Regulatory Flexibility Certification

    Section 3(a) of the Regulatory Flexibility Act of 1980 (``RFA'')
\857\ requires us to undertake an initial regulatory flexibility
analysis (``IRFA'') of the proposed rule and proposed form amendments
on small entities unless we certify that the rule and form amendments,
if adopted, would not have a significant economic impact on a
substantial number of small entities.\858\ Pursuant to 5 U.S.C. 605(b),
we hereby certify that proposed new rule 498A under the Securities Act
and proposed amendments to Forms N-3, N-4, and N-6 under the Securities
Act and the Investment Company Act, would not, if adopted have a
significant economic impact on a substantial number of small entities.
---------------------------------------------------------------------------

    \857\ 5 U.S.C. 603(a).
    \858\ 5 U.S.C. 605(b).
---------------------------------------------------------------------------

    We are proposing new rule 498A under the Securities Act pursuant to
authority set forth in Sections 5, 6, 7, 10, 19, and 28 of the
Securities Act [15 U.S.C. 77e, 77f, 77g, 77j, 77s, and 77z-3] and
Sections 8, 24(a), 24(g), 30, and 38 of the Investment Company Act [15
U.S.C. 80a-8, 80a-24(a), 80a-24(g), 80a-29, and 80a-37]. Proposed rule
498A would provide a new option that would permit a person to satisfy
its variable annuity and variable life insurance contract prospectus
delivery obligations under the Securities Act by providing a summary
prospectus to investors.
    A person would have the option of satisfying its prospectus
delivery obligations for variable contracts under section 5(b)(2) of
the Securities Act by: (1) Sending or giving to new investors the key
information contained in a variable contract statutory prospectus in
the form of an initial summary prospectus; (2) sending or giving to
existing investors each year a brief description of certain changes to
the contract, and a subset of the information in the initial summary
prospectus, in the form of an updating summary prospectus; and (3)
providing the statutory prospectus and other materials online. The
proposed rule would require a registrant (or the financial intermediary
distributing the variable contact) to send the variable contract
statutory prospectus and other materials to the investor in paper or by
email upon request. Additionally, the proposed rule would permit
satisfaction of any portfolio company prospectus delivery obligations
by posting the portfolio company summary and statutory prospectuses
online at the website address specified on the variable contract
summary prospectus.\859\
---------------------------------------------------------------------------

    \859\ This option would not apply to Form N-3 registrants, which
do not have underlying portfolio companies due to a single-tier
investment company structure.
    The obligation to post these documents online would fall upon
the party that has the prospectus delivery obligation for the
portfolio company prospectus. For purposes of this Regulatory
Flexibility Act analysis, we assume that delivery of portfolio
company prospectuses would be done by registrants, rather than
portfolio companies or financial intermediaries such as broker-
dealers. See supra note 851 (making the same assumption for purposes
of the Paperwork Reduction Act analysis).
---------------------------------------------------------------------------

    Investors would also be able to request and receive those documents
in paper or electronically at no cost. No variable contract separate
accounts would be required to send or give a summary prospectus.
    We are also proposing amendments to Forms N-3, N-4, and N-6
pursuant to authority set forth in Sections 5, 6, 7, 10, and 19(a) of
the Securities Act [15 U.S.C. 77e, 77f, 77g, 77j, and 77s(a)] and
Sections 8, 24(a), 24(g), 30, and 38 of the Investment Company Act [15
U.S.C. 80a-8, 80a-24(a), 80a-24(g), 80a-29, and 80a-37]. The proposed
amendments to Forms N-3, N-4, and N-6 are intended to update and
enhance the disclosures to investors in variable annuity and variable
life insurance contracts, and to implement the proposed summary
prospectus framework.
    Specifically, the proposed amendments would add new disclosures
requiring, among other things, an overview of the contract, key
information, consolidated risk disclosures, a list of the available
portfolio companies with expense and performance information, and
information about standard and optional benefits that a contract may
offer. The proposed amendments also would standardize presentation
requirements across registration statement forms to make the
information more accessible to retail investors. We are also proposing
to require variable contracts to use the

Inline XBRL format for the submission of certain required disclosures
in the variable contract statutory prospectus.\860\ All insurance
company separate accounts offering variable annuity and variable life
insurance contracts would be subject to the proposed disclosure and
reporting requirements, regardless of size.
---------------------------------------------------------------------------

    \860\ See supra note 615.
---------------------------------------------------------------------------

    Generally, an investment company is a small entity if, together
with other investment companies in the same group of related investment
companies, it has net assets of $50 million or less as of the end of
its most recent fiscal year.\861\ The analysis is slightly different
for insurance company separate accounts. Because state law generally
treats separate account assets as the property of the sponsoring
insurance company, rule 0-10 aggregates each separate account's assets
with the assets of the sponsoring insurance company, together with
assets held in other sponsored separate accounts.\862\ As a result, the
Commission expects few, if any, separate accounts to be treated as
small entities.
---------------------------------------------------------------------------

    \861\ 17 CFR 270.0-10(a).
    \862\ Rule 0-10(b).
---------------------------------------------------------------------------

    For this reason, we believe the new proposed rule 498A and the
proposed amendments to Forms N-3, N-4, and N-6, would not, if adopted,
have a significant economic impact on a substantial number of small
entities.
    We encourage written comments regarding this certification. We
solicit comment as to whether new rule 498A and the proposed amendments
to Forms N-3, N-4, and N-6 could have an effect on small entities that
has not been considered. We ask that commenters describe the nature of
any impact on small entities and provide empirical data to support the
extent of such impact.

VI. Consideration of Impact on the Economy

    For purposes of the Small Business Regulatory Enforcement Fairness
Act of 1996, or ``SBREFA,'' \863\ the Commission must advise OMB
whether a proposed regulation constitutes a ``major'' rule. Under
SBREFA, a rule is considered ``major'' where, if adopted, it results in
or is likely to result in:

    \863\ Public Law 104-121, Title II, 110 Stat. 857 (1996)
(codified in various sections of 5 U.S.C., 15 U.S.C. and as a note
to 5 U.S.C. 601).

     An annual effect on the economy of $100 million or
more;
     A major increase in costs or prices for consumers or
individual industries; or
     Significant adverse effects on competition, investment
or innovation.
    We request comment on whether our proposal would be a ``major
rule'' for purposes of SBREFA. We solicit comment and empirical data
on:
     The potential effect on the U.S. economy on an annual
basis;
     Any potential increase in costs or prices for consumers
or individual industries; and
     Any potential effect on competition, investment, or
innovation.
    Commenters are requested to provide empirical data and other
factual support for their views to the extent possible.

VII. Statutory Authority and Text of Proposed Amendments

    The Commission is proposing the rules and forms contained in this
document under the authority set forth in the Securities Act,
particularly, sections 10, 19, and 28 thereof [15 U.S.C. 77a et seq.],
the Exchange Act, particularly, section 23 thereof [15 U.S.C. 78a et
seq.], the Investment Company Act, particularly, sections 8, 30, and 38
thereof [15 U.S.C. 80a et seq.], and 44 U.S.C. 3506, 3507.

List of Subjects

17 CFR Parts 230, 270, and 274

    Investment companies, Reporting and recordkeeping requirements,
Securities.

17 CFR Part 232

    Administrative practice and procedure, Reporting and recordkeeping
requirements, Securities.

17 CFR Parts 239 and 240

    Reporting and recordkeeping requirements, Securities.

Text of Proposed Rule and Form Amendments

    For reasons set forth in the preamble, title 17, chapter II of the
Code of Federal Regulations is proposed to be amended as follows:

PART 230--GENERAL RULES AND REGULATIONS, SECURITIES ACT OF 1933

0
1. The authority citation for part 230 continues to read in part as
follows:

    Authority:  15 U.S.C. 77b, 77b note, 77c, 77d, 77f, 77g, 77h,
77j, 77r, 77s, 77z-3, 77sss, 78c, 78d, 78j, 78l, 78m, 78n, 78o, 78o-
7 note, 78t, 78w, 78ll(d), 78mm, 80a-8, 80a-24, 80a-28, 80a-29, 80a-
30, and 80a-37, and Pub. L. 112-106, sec. 201(a), sec. 401, 126
Stat. 313 (2012), unless otherwise noted.

0
2. Amend Sec.  230.159A by revising paragraph (a)(2) to read as
follows:

Sec.  230.159A   Certain definitions for purposes of Section 12(a)(2)
of the Act.

    (a) * * *
    (2) Any free writing prospectus as defined in Sec.  230.405 (Rule
405) relating to the offering prepared by or on behalf of the issuer or
used or referred to by the issuer and, in the case of an issuer that is
an open-end management company registered under the Investment Company
Act of 1940 (15 U.S.C. 80a-1 et seq.) or a separate account (as defined
in Section 2(a)(14) of the Securities Act) (15 U.S.C. 77b(a)(14))
registered under the Investment Company Act of 1940 on Sec. Sec.
239.17a and 274.11b of this chapter (Form N-3), Sec. Sec.  239.17b and
274.11c of this chapter (Form N-4), or Sec. Sec.  239.17c and 274.11d
of this chapter (Form N-6), any summary prospectus relating to the
offering provided pursuant to Sec.  230.498 (Rule 498) or Sec.
230.498A (Rule 498A), respectively;
* * * * *
0
3. Amend Sec.  230.421 by adding paragraph (e) to read as follows:

Sec.  230.421   Presentation of information in prospectuses.

* * * * *
    (e) A summary prospectus prepared and filed (except a summary
prospectus filed by an open-end management investment company
registered under the Investment Company Act of 1940 (15 U.S.C. 80a-1 et
seq.) or a separate account (as defined in Section 2(a)(14) of the
Securities Act (15 U.S.C. 77b(a)(14)) registered under the Investment
Company Act of 1940 on Sec. Sec.  239.17a and 274.11b of this chapter
(Form N-3), Sec. Sec.  239.17b and 274.11c of this chapter (Form N-4),
or Sec. Sec.  239.17c and 274.11d of this chapter (Form N-6)) as part
of a registration statement in accordance with this rule shall be
deemed to be a prospectus permitted under section 10(b) of the Act (15
U.S.C. 77j(b)) for the purposes of section 5(b)(1) of the Act (15
U.S.C. 77e(b)(1)) if the form used for registration of the securities
to be offered provides for the use of a summary prospectus and the
following conditions are met:
0
4. Amend Sec.  230.431 by revising the introductory text to paragraph
(a) to read as follows:

Sec.  230.431   Summary prospectuses.

    (a) A summary prospectus prepared and filed (except a summary
prospectus filed by an open-end management investment company
registered under the Investment Company Act of 1940 (15 U.S.C. 80a-1 et
seq.) or a separate account (as defined in Section 2(a)(14) of the
Securities Act (15 U.S.C. 77b(a)(14)) registered under the Investment
Company Act of 1940 on Sec. Sec.  239.17a and 274.11b of this chapter
(Form N-3), Sec. Sec.  239.17b and 274.11c of this chapter (Form N-4),
or Sec. Sec.  239.17c and 274.11d of this chapter (Form N-6) as part of
a registration statement in accordance with this rule shall be

deemed to be a prospectus permitted under section 10(b) of the Act (15
U.S.C. 77j(b)) for the purposes of section 5(b)(1) of the Act (15
U.S.C. 77e(b)(1)) if the form used for registration of the securities
to be offered provides for the use of a summary prospectus and the
following conditions are met:
* * * * *
0
5. Amend Sec.  230.482 by revising paragraph (a) to read as follows:

Sec.  230.482   Advertising by an investment company as satisfying
requirements of section 10.

    (a) Scope of rule. This rule applies to an advertisement or other
sales material (advertisement) with respect to securities of an
investment company registered under the Investment Company Act of 1940
(15 U.S.C. 80a-1 et seq.) (1940 Act), or a business development
company, that is selling or proposing to sell its securities pursuant
to a registration statement that has been filed under the Act. This
section does not apply to an advertisement that is excepted from the
definition of prospectus by section 2(a)(10) of the Act (15 U.S.C.
77b(a)(10)), Sec.  230.498(d), Sec.  230.498A(g), or Sec.
230.498A(j)(2), or to a summary prospectus under Sec.  230.498 or Sec.
230.498A. An advertisement that complies with this section, which may
include information the substance of which is not included in the
prospectus specified in section 10(a) of the Act (15 U.S.C 77j(a)),
will be deemed to be a prospectus under section 10(b) of the Act (15
U.S.C. 77j(b)) for the purposes of section 5(b)(1) of the Act (15
U.S.C. 77e(b)(1)).

    Note to paragraph (a):  The fact that an advertisement complies
with this section does not relieve the investment company,
underwriter, or dealer of any obligations with respect to the
advertisement under the antifraud provisions of the federal
securities laws. For guidance about factors to be weighed in
determining whether statements, representations, illustrations, and
descriptions contained in investment company advertisements are
misleading, see Sec.  230.156. In addition, an advertisement that
complies with this section is subject to the legibility requirements
of Sec.  230.420.

* * * * *
0
6. Amend Sec.  230.485 by revising paragraph (c)(3) to read as follows:

Sec.  230.485   Effective date of post-effective amendments filed by
certain registered investment companies.

* * * * *
    (c) * * *
    (3) A registrant's ability to file a post-effective amendment,
other than an amendment filed solely for purposes of submitting an
Interactive Data File, under paragraph (b) of this section is
automatically suspended if a registrant fails to submit any Interactive
Data File as required by General Instruction C.3.(g) of Sec. Sec.
239.15A and 274.11A of this chapter (Form N-1A), General Instruction
C.3.(h) of Sec. Sec.  239.17a and 274.11b of this chapter (Form N-3),
General Instruction C.3.(h) of Sec. Sec.  239.17b and 274.11c of this
chapter (Form N-4), or General Instruction C.3.(h) of Sec. Sec.
239.17c and 274.11d of this chapter (Form N-6). A suspension under this
paragraph (c)(3) shall become effective at such time as the registrant
fails to submit an Interactive Data File as required by General
Instruction C.3.(g) of Form N-1A, or General Instruction C.3.(h) of
Form N-3, General Instruction C.3.(h) of Form N-4, or General
Instruction C.3.(h) of Form N-6. Any such suspension, so long as it is
in effect, shall apply to any post-effective amendment that is filed
after the suspension becomes effective, but shall not apply to any
post-effective amendment that was filed before the suspension became
effective. Any suspension shall apply only to the ability to file a
post-effective amendment pursuant to paragraph (b) of this section and
shall not otherwise affect any post-effective amendment. Any suspension
under this paragraph (c)(3) shall terminate as soon as a registrant has
submitted the Interactive Data File as required by General Instruction
C.3.(g) of Form N-1A, General Instruction C.3.(h) of Form N-3, General
Instruction C.3.(h) of Form N-4, or General Instruction C.3.(h) of Form
N-6.
* * * * *
0
7. Amend Sec.  230.497 by revising paragraphs (c), (e), and (k) to read
as follows:

Sec.  230.497   Filing of investment company prospectuses--number of
copies.

* * * * *
    (c) For investment companies filing on Sec. Sec.  239.15A and
274.11A of this chapter (Form N-1A), Sec. Sec.  239.14 and 274.11a-1 of
this chapter (Form N-2), Sec. Sec.  239.17a and 274.11b of this chapter
(Form N-3), Sec. Sec.  239.17b and 274.11c of this chapter (Form N-4),
or Sec. Sec.  239.17c and 274.11d of this chapter (Form N-6), within
five days after the effective date of a registration statement or the
commencement of a public offering after the effective date of a
registration statement, whichever occurs later, 10 copies of each form
of prospectus and form of Statement of Additional Information used
after the effective date in connection with such offering shall be
filed with the Commission in the exact form in which it was used.
Investment companies filing on Forms N-1A, N-3, N-4, or N-6 must, if
applicable pursuant to General Instruction C.3.(g) of Form N-1A,
General Instruction C.3.(h) of Form N-3, General Instruction C.3.(h) of
Form N-4, or General Instruction C.3.(h) of Form N-6, submit an
Interactive Data File (as defined in Sec.  232.11 of this chapter).
* * * * *
    (e) For investment companies filing on Sec. Sec.  239.15A and
274.11A of this chapter (Form N-1A), Sec. Sec.  239.14 and 274.11a-1 of
this chapter (Form N-2), Sec. Sec.  239.17a and 274.11b of this chapter
(Form N-3), Sec. Sec.  239.17b and 274.11c of this chapter (Form N-4),
or Sec. Sec.  239.17c and 274.11d of this chapter (Form N-6), after the
effective date of a registration statement, no prospectus that purports
to comply with Section 10 of the Act (15 U.S.C. 77j) or Statement of
Additional Information that varies from any form of prospectus or form
of Statement of Additional Information filed pursuant to paragraph (c)
of this section shall be used until five copies thereof have been filed
with, or mailed for filing to the Commission. Investment companies
filing on Forms N-1A, N-3, N-4, or N-6 must, if applicable pursuant to
General Instruction C.3.(g) of Form N-1A, General Instruction C.3.(h)
of Form N-3, General Instruction C.3.(h) of Form N-4, or General
Instruction C.3.(h) of Form N-6, submit an Interactive Data File (as
defined in Sec.  232.11 of this chapter).
* * * * *
    (k) Summary Prospectus filing requirements. This paragraph (k), and
not the other provisions of Sec.  230.497, shall govern the filing of
summary prospectuses under Sec.  230.498 and Sec.  230.498A. Each
definitive form of a summary prospectus under Sec.  230.498 and Sec.
230.498A shall be filed with the Commission no later than the date that
it is first used.
0
8. Amend Sec.  230.498 by revising paragraph (c)(2) to read as follows:

Sec.  230.498   Summary Prospectuses for open-end management investment
companies.

* * * * *
    (c) * * *
    (2) The Summary Prospectus is not bound together with any
materials, except that a Summary Prospectus for a Fund that is
available as an investment option in a variable annuity or variable
life insurance contract may be bound together with the Statutory
Prospectus for the contract (or a summary prospectus for the contract
provided under Sec.  230.498A) and Summary Prospectuses and Statutory
Prospectuses

for other investment options available in the contract, provided that:
    (i) All of the Funds to which the Summary Prospectuses and
Statutory Prospectuses that are bound together relate are available to
the person to whom such documents are sent or given; and
    (ii) A table of contents identifying each Summary Prospectus,
Statutory Prospectus, and summary prospectus under Sec.  230.498A that
is bound together, and the page number on which it is found, is
included at the beginning or immediately following a cover page of the
bound materials;
* * * * *
0
9. Add Sec.  230.498A to read as follows:

Sec.  230.498A   Summary Prospectuses for separate accounts offering
variable annuity and variable life insurance contracts.

    (a) Definitions. For purposes of this section:
    (1) Class means a class of a Contract that varies principally with
respect to distribution-related fees and expenses.
    (2) Contract means a Variable Annuity Contract or a Variable Life
Insurance Contract as defined in paragraphs (a)(14) and (a)(15) of this
section, respectively.
    (3) Depositor means the person primarily responsible for the
organization of the Registrant and the person, other than the trustee
or custodian, who has continuing functions or responsibilities with
respect to the administration of the affairs of the Registrant.
``Depositor'' includes the sponsoring insurance company that
establishes and maintains the Registrant.
    (4) Initial Summary Prospectus means the initial summary prospectus
described in paragraph (b) of this section.
    (5) Investment Option means any portfolio of investments in which a
Registrant on Form N-3 invests and which may be selected as an option
by the investor.
    (6) Portfolio Company means any company in which a Registrant on
Form N-4 or Form N-6 invests and which may be selected as an option by
the investor.
    (7) Portfolio Company Prospectus means the Statutory Prospectus of
a Portfolio Company and a summary prospectus of a Portfolio Company
permitted by Sec.  230.498 of this chapter.
    (8) Prospectus Supplement means a correction or update to a
prospectus filed with the Commission pursuant to Sec.  230.497(e) of
this chapter.
    (9) Registrant means a separate account (as defined in section
2(a)(14) of the Securities Act (15 U.S.C. 77b(a)(14)) that has an
effective registration statement on Sec. Sec.  239.17a and 274.11b
(Form N-3), Sec. Sec.  239.17b and 274.11c (Form N-4), or Sec. Sec.
239.17c and 274.11d (Form N-6) and that has a current prospectus that
satisfies the requirements of section 10(a) of the Act (15 U.S.C.
77j(a)).
    (10) Statement of Additional Information means the statement of
additional information required by Part B of Form N-1A, Form N-3, Form
N-4, or Form N-6.
    (11) Statutory Prospectus means a prospectus that satisfies the
requirements of section 10(a) of the Act (15 U.S.C. 77j(a)).
    (12) Summary Prospectus refers to both the Initial Summary
Prospectus and the Updating Summary Prospectus.
    (13) Updating Summary Prospectus means the updating summary
prospectus described in paragraph (c) of this section.
    (14) Variable Annuity Contract means any accumulation contract or
annuity contract, any portion thereof, or any unit of interest or
participation therein pursuant to which the value of the contract,
either during an accumulation period or after annuitization, or both,
may vary with the investment performance of any separate account.
    (15) Variable Life Insurance Contract means a life insurance
contract that provides for death benefits and cash values that may vary
with the investment performance of any separate account.
    (b) General Requirements for Initial Summary Prospectus. An Initial
Summary Prospectus that complies with this paragraph will be deemed to
be a prospectus that is authorized under section 10(b) of the Act (15
U.S.C. 77j(b)) and section 24(g) of the Investment Company Act (15
U.S.C. 80a-24(g)) for the purposes of section 5(b)(1) of the Act (15
U.S.C. 77e(b)(1)).
    (1) Scope of Initial Summary Prospectus. An Initial Summary
Prospectus may only describe a single Contract (but may describe more
than one Class of the Contract) currently offered by the Registrant
under the Statutory Prospectus to which the Initial Summary Prospectus
relates.
    (2) Cover Page or Beginning of Initial Summary Prospectus. Include
on the front cover page or the beginning of the Initial Summary
Prospectus:
    (i) The Depositor's name.
    (ii) The Registrant's name.
    (iii) The name of the Contract, and the Class or Classes if any, to
which the Initial Summary Prospectus relates.
    (iv) A statement identifying the document as a ``Summary Prospectus
for New Investors.''
    (v) The approximate date of the first use of the Initial Summary
Prospectus.
    (vi) The following legend:
    This Summary Prospectus summarizes key features of the [name of
Contract]. You should read this Summary Prospectus carefully,
particularly the section titled Important Information You Should
Consider About the [Contract].
    Before you invest, you should review the prospectus for the [name
of Contract], 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 [__].
You can also obtain this information at no cost by calling [__] or by
sending an email request to [__].
    You may cancel your [Contract] within 10 days of receiving it
without paying fees or penalties. In some states, this cancellation
period may be longer. Upon cancellation, you will receive either a full
refund of the amount you paid with your application or your total
contract value. You should review the prospectus, or consult with your
investment professional, for additional information about the specific
cancellation terms that apply.
    Additional information about certain investment products, including
[variable annuities/variable life insurance contracts], has been
prepared by the Securities and Exchange Commission's staff and is
available at Investor.gov.
    (A) A registrant may modify the legend so long as the modified
legend contains comparable information.
    (B) The legend must provide an internet address, other than the
address of the Commission's electronic filing system; toll-free
telephone number; and email address that investors can use to obtain
the Statutory Prospectus and other information, request other
information about the Contract, and to make investor inquiries. The
internet website address must be specific enough to lead investors
directly to the Statutory Prospectus and other materials that are
required to be accessible under paragraph (h)(1) of this section,
rather than to the home page or other section of the website on which
the materials are posted. The website could be a central site with
prominent links to each document. The legend may indicate, if
applicable, that the Statutory Prospectus and other information are
available from a financial intermediary (such as a broker-dealer)
through which the Contract may be purchased or sold.
    (C) If a Registrant incorporates any information by reference into
the Summary Prospectus, the legend must

identify the type of document (e.g., Statutory Prospectus) from which
the information is incorporated and the date of the document. If a
Registrant incorporates by reference a part of a document, the legend
must clearly identify the part by page, paragraph, caption, or
otherwise. If information is incorporated from a source other than the
Statutory Prospectus, the legend must explain that the incorporated
information may be obtained, free of charge, in the same manner as the
Statutory Prospectus.
    (vii) The following legend that indicates that the Securities and
Exchange Commission has not approved or disapproved of the Contract or
passed upon the accuracy or adequacy of the disclosure in the summary
prospectus and that any contrary representation is a criminal offense.
The legend may be in one of the following or other clear and concise
language:
    Example A to paragraph (b)(2)(vii): The Securities and Exchange
Commission has not approved or disapproved the [Contract] or passed
upon the adequacy of this summary prospectus. Any representation to the
contrary is a criminal offense.
    Example B to paragraph (b)(2)(vii): The Securities and Exchange
Commission has not approved or disapproved of the [Contract] or
determined if this summary prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.
    (3) Back Cover Page or Last Page of Initial Summary Prospectus.
Include on the bottom of the back cover page or the last page of the
Initial Summary Prospectus the EDGAR contract identifier for the
contract in type size smaller than that generally used in the
prospectus (e.g., 8-point modern type).
    (4) Table of Contents. An Initial Summary Prospectus may include a
table of contents meeting the requirements of Sec.  230.481(c) of this
chapter.
    (5) Contents of Initial Summary Prospectus. An Initial Summary
Prospectus must contain the information required by this paragraph
(b)(5) with respect to the applicable registration form, and only the
information required by this paragraph (b)(5), in the order provided
below.
    (i) Under the heading ``Overview of the [Variable Annuity/Life
Insurance Contract],'' the information required by Item 2 of Form N-3,
Item 2 of Form N-4, or Item 2 of Form N-6.
    (ii) Under the heading ``Important Information You Should Consider
About the [Contract],'' the information required by Item 3 of Form N-3,
Item 3 of Form N-4, or Item 3 of Form N-6.
    (iii) Under the heading ``Standard Death Benefit,'' the information
required by Item 11(a) of Form N-3, Item 10(a) of Form N-4, or Item
10(a) of Form N-6.
    (iv) Under the heading ``Other Benefits Available Under the
[Contract],'' the information required by Item 12(a) of Form N-3, Item
11(a) of Form N-4, or Item 11(a) of Form N-6.
    (v) Under the heading ``Buying the [Contract],'' the information
required by Item 13(a) of Form N-3, Item 12(a) of Form N-4, or Items
9(a) through 9(e) of Form N-6.
    (vi) Under the heading ``How Your [Contract] Can Lapse,'' the
information required by Item 14 of Form N-6.
    (vii) Under the heading ``Surrendering Your [Contract] or Making
Withdrawals: Accessing the Money in Your [Contract],'' the information
required by Item 14(a) of Form N-3, Item 13(a) of Form N-4, or Item
12(a) of Form N-6.
    (viii) Under the heading ``Additional Information About Fees,'' the
information required by Item 4 of Form N-3, Item 4 of Form N-4, or Item
4 of Form N-6.
    (ix) Under the heading ``Appendix: [Portfolio Companies] Available
Under the [Contract],'' include as an appendix the information required
by Item 19 of Form N-3, Item 18 of Form N-4, or Item 18 of Form N-6. If
the appendix includes the information required by Item 19 of Form N-3,
the appendix shall also include the following introductory legend:
``The following is a list of [Investment Options] currently available
under the [Contract], which is subject to change as discussed in [the
Statutory Prospectus for the Contract]. More information about the
[Investment Options] is available in [the Statutory Prospectus for the
Contract], which can be requested at no cost by following the
instructions on [the front cover page or beginning of the Summary
Prospectus].'' This introductory legend also may indicate, if
applicable, that the prospectus and other information are available
from a financial intermediary (such as an insurance sales agent or
broker-dealer) through which the Contract may be purchased or sold.
Alternatively, an Initial Summary Prospectus for a Contract registered
on Form N-3 may include the information required by Item 20 of Form N-3
under the heading ``Additional Information About Investment Options
Available Under the Contract.''
    (c) General Requirements for Updating Summary Prospectus. An
Updating Summary Prospectus that complies with this paragraph (c) will
be deemed to be a prospectus that is authorized under section 10(b) of
the Act (15 U.S.C. 77j(b)) and section 24(g) of the Investment Company
Act (15 U.S.C. 80a-24(g)) for the purposes of section 5(b)(1) of the
Act (15 U.S.C. 77e(b)(1)).
    (1) Use of Updating Summary Prospectus. A Registrant may only use
an Updating Summary Prospectus if the Registrant uses an Initial
Summary Prospectus for each currently offered Contract described under
the Statutory Prospectus to which the Updating Summary Prospectus
relates.
    (2) Scope of Updating Summary Prospectus. An Updating Summary
Prospectus may describe one or more Contracts (and more than one Class)
described under the Statutory Prospectus to which the Updating Summary
Prospectus relates.
    (3) Cover Page or Beginning of Updating Summary Prospectus. Include
on the front cover page or at the beginning of the Updating Summary
Prospectus:
    (i) The Depositor's name.
    (ii) The Registrant's name.
    (iii) The name of the Contract(s) and the Class or Classes, if any,
to which the Updating Summary Prospectus relates.
    (iv) A statement identifying the document as an ``Updating Summary
Prospectus.''
    (v) The approximate date of the first use of the Updating Summary
Prospectus.
    (vi) The following legend, which must meet the requirements of
paragraphs (b)(2)(vi)(A) through (C) of this section:
    You should read this Summary Prospectus carefully, particularly the
section titled Important Information You Should Consider About the
[Contract].
    An updated prospectus for the [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 [__]. You can also
obtain this information at no cost by calling [__] or by sending an
email request to [__].
    Additional information about certain investment products, including
[variable annuities/variable life insurance contracts], has been
prepared by the Securities and Exchange Commission's staff and is
available at Investor.gov.
    (vii) The legend required by paragraph (b)(2)(vii) of this section.
    (4) Back Cover Page or Last Page of Updating Summary Prospectus.
Include on the bottom of the back cover page or the last page of the
Updating Summary

Prospectus the EDGAR contract identifier(s) for each contract in type
size smaller than that generally used in the prospectus (e.g., 8-point
modern type).
    (5) Table of Contents. An Updating Summary Prospectus may include a
table of contents meeting the requirements of Sec.  230.481(c) of this
chapter.
    (6) Contents of Updating Summary Prospectus.
    An Updating Summary Prospectus must contain the information
required by this paragraph (c)(6) with respect to the applicable
registration form, in the order provided below.
    (i) If any changes have been made with respect to the Contract
after the Registrant has sent or given its most recent Updating Summary
Prospectus or Statutory Prospectus with respect to the availability of
Investment Options (for Registrants on Form N-3) or Portfolio Companies
(for Registrants on Forms N-4 and N-6) under the Contract, or the
disclosure that the Registrant included in response to Item 4 (Fee
Table), Item 11 (Standard Death Benefit), or Item 12 (Other Benefits
Available Under the Contract) of Form N-3 ; Item 4 (Fee Table), Item 10
(Standard Death Benefit), or Item 11 (Other Benefits Available Under
the Contract) of Form N-4; and Item 4 (Fee Table), Item 10 (Standard
Death Benefit), or Item 11 (Other Benefits Available Under the
Contract) of Form N-6, include the following as applicable, under the
heading ``Updated Information About Your [Contract]'':
    (A) The following legend: ``The information in this [Updating
Summary Prospectus] is a summary of certain [Contract] features that
have changed since the [Updating Summary Prospectus] dated [date]. This
may not reflect all of the changes that have occurred since you entered
into your Contract.''
    (B) As applicable, provide a concise description of each change
specified in paragraph (c)(6)(i) of this section. Provide enough detail
to allow investors to understand the change and how it will affect
investors.
    (ii) In addition to the changes specified in paragraph (c)(6)(i) of
this section, a Registrant may provide a concise description of any
other change with respect to the Contract within the time period that
paragraph (c)(6)(i) of this section specifies, under the same heading
that paragraph (c)(6)(i) of this section specifies. Any additional
information included pursuant to this paragraph should not, by its
nature, quantity, or manner of presentation, obscure or impede
understanding of the information that paragraph (c)(6)(i) of this
section requires.
    (iii) Under the heading ``Important Information You Should Consider
About the [Contract],'' provide the information required by Item 3 of
Form N-3, Item 3 of Form N-4, or Item 3 of Form N-6.
    (iv) Under the heading ``Appendix: [Portfolio Companies/Investment
Options] Available Under the [Contract],'' include as an appendix the
information required by Item 19 of Form N-3, Item 18 of Form N-4, or
Item 18 of Form N-6. If the appendix includes the information required
by Item 19 of Form N-3, the appendix shall also include the following
introductory legend: ``The following is a list of [Investment Options]
currently available under the [Contract], which is subject to change as
discussed in [the Statutory Prospectus for the Contract]. More
information about the [Investment Options] is available in [the
Statutory Prospectus for the Contract], which can be requested at no
cost by following the instructions on [the front cover page or
beginning of the Summary Prospectus].'' This introductory legend also
may indicate, if applicable, that the prospectus and other information
are available from a financial intermediary (such as an insurance sales
agent or broker-dealer) through which the Contract may be purchased or
sold. Alternatively, an Updating Summary Prospectus for a Contract
registered on Form N-3 may include, under the heading ``Additional
Information About Investment Options Available Under the Contract,''
the information required by Item 20 of Form N-3.
    (d) Incorporation by Reference into a Summary Prospectus. (1)
Except as provided by paragraph (d)(2) of this section, information may
not be incorporated by reference into a Summary Prospectus. Information
that is incorporated by reference into a Summary Prospectus in
accordance with paragraph (d)(2) of this section need not be sent or
given with the Summary Prospectus.
    (2) A Registrant may incorporate by reference into a Summary
Prospectus any or all of the information contained in the Registrant's
Statutory Prospectus and Statement of Additional Information, and any
information from the Registrant's reports under Sec.  270.30e-1 (Rule
30e-1) that the Registrant has incorporated by reference into the
Registrant's Statutory Prospectus, provided that:
    (i) The conditions of paragraphs (b)(2)(vi)(B), (c)(3)(vi), and (h)
of this section are met;
    (ii) A Registrant may not incorporate by reference into a Summary
Prospectus information that paragraphs (b) and (c) of this section
require to be included in an Initial Summary Prospectus or Updating
Summary Prospectus, respectively; and
    (iii) Information that is permitted to be incorporated by reference
into the Summary Prospectus may be incorporated by reference into the
Summary Prospectus only by reference to the specific document that
contains the information, not by reference to another document that
incorporates such information by reference.
    (3) For purposes of Sec.  230.159 of this chapter, information is
conveyed to a person not later than the time that a Summary Prospectus
is received by the person if the information is incorporated by
reference into the Summary Prospectus in accordance with paragraph
(d)(2) of this section.
    (e) Definitions. Define special terms used in the Initial Summary
Prospectus and Updating Summary Prospectus using any presentation style
that clearly conveys their meaning to investors.
    (f) Transfer of the Contract Security. Any obligation under section
5(b)(2) of the Act (15 U.S.C. 77e(b)(2)) to have a Statutory Prospectus
precede or accompany the carrying or delivery of a Contract security in
an offering registered on Form N-3, Form N-4, or Form N-6 is satisfied
if:
    (1) A Summary Prospectus is sent or given no later than the time of
the carrying or delivery of the Contract security (an Initial Summary
Prospectus in the case of a purchase of a new Contract, or an Updating
Summary Prospectus in the case of additional purchase payments in an
existing Contract);
    (2) The Summary Prospectus is not bound together with any materials
except Portfolio Company Prospectuses for Portfolio Companies available
as investment options under the Contract, provided that:
    (i) All of the Portfolio Companies are available as investment
options to the person to whom such documents are sent or given; and
    (ii) A table of contents identifying each Portfolio Company
Prospectus that is bound together, and the page number on which each
document is found, is included at the beginning or immediately
following a cover page of the bound materials.
    (3) The Summary Prospectus that is sent or given satisfies the
requirements of paragraph (b) or paragraph (c) of this section, as
applicable, at the time of the carrying or delivery of the Contract
security; and

    (4) The conditions set forth in paragraph (h) of this section are
satisfied.
    (g) Sending Communications. A communication relating to an offering
registered on Form N-3, Form N-4, or Form N-6 sent or given after the
effective date of a Contract's registration statement (other than a
prospectus permitted or required under section 10 of the Act) shall not
be deemed a prospectus under section 2(a)(10) of the Act (15 U.S.C.
77b(a)(10)) if:
    (1) It is proved that prior to or at the same time with such
communication a Summary Prospectus was sent or given to the person to
whom the communication was made;
    (2) The Summary Prospectus is not bound together with any
materials, except as permitted by paragraph (f)(2) of this section;
    (3) The Summary Prospectus that was sent or given satisfies the
requirements of paragraph (b) or paragraph (c) of this section, as
applicable, at the time of such communication; and
    (4) The conditions set forth in paragraph (h) of this section are
satisfied.
    (h) Availability of the Statutory Prospectus and Certain Other
Documents.
    (1) The current Initial Summary Prospectus, Updating Summary
Prospectus, Statutory Prospectus, Statement of Additional Information,
and in the case of a Registrant on Form N-3, the Registrant's most
recent annual and semi-annual reports to shareholders under Sec.
270.30e-1, are publicly accessible, free of charge, at the website
address specified on the cover page or beginning of the Summary
Prospectuses, on or before the time that the Summary Prospectuses are
sent or given and current versions of those documents remain on the
website through the date that is at least 90 days after:
    (i) In the case of reliance on paragraph (f) of this section, the
date that the Contract security is carried or delivered; or
    (ii) In the case of reliance on paragraph (g) of this section, the
date that the communication is sent or given.
    (2) The materials that are accessible in accordance with paragraph
(h)(1) of this section must be presented on the website in a format, or
formats, that:
    (i) Are human-readable and capable of being printed on paper in
human-readable format;
    (ii) Permit persons accessing the Statutory Prospectus or Statement
of Additional Information for the Contract to move directly back and
forth between each section heading in a table of contents of such
document and the section of the document referenced in that section
heading; provided that, in the case of the Statutory Prospectus, the
table of contents is either required by Sec.  230.481(c) of this
chapter or contains the same section headings as the table of contents
required by Sec.  230.481(c) of this chapter; and
    (iii) Permit persons accessing a Summary Prospectus to move
directly back and forth between:
    (A) Each section of the Summary Prospectus and any section of the
Statutory Prospectus and Contract Statement of Additional Information
that provides additional detail concerning that section of the Summary
Prospectus; or
    (B) Links located at both the beginning and end of the Summary
Prospectus, or that remain continuously visible to persons accessing
the Summary Prospectus, and tables of contents of both the Statutory
Prospectus and the Contract Statement of Additional Information that
meet the requirements of paragraph (h)(2)(ii) of this section.
    (iv) Permit persons accessing the Summary Prospectus to view the
definition of each special term used in the Summary Prospectus (as
required by paragraph (e) of this section) upon command (e.g., by
moving or ``hovering'' the computer's pointer or mouse over the term,
or selecting the term on a mobile device); or permits persons accessing
the Contract Summary Prospectus to move directly back and forth between
each special term and the corresponding entry in any glossary or list
of definitions in the Contract Summary Prospectus (as described in
paragraph (e) of this section).
    (3) Persons accessing the materials specified in paragraph (h)(1)
of this section must be able to permanently retain, free of charge, an
electronic version of such materials in a format, or formats, that meet
each of the requirements of paragraphs (h)(2)(i) and (ii) of this
section.
    (4) The conditions set forth in paragraphs (h)(1), (h)(2), and
(h)(3) of this section shall be deemed to be met, notwithstanding the
fact that the materials specified in paragraph (h)(1) of this section
are not available for a time in the manner required by paragraphs
(h)(1), (h)(2), and (h)(3) of this section, provided that:
    (i) The Registrant has reasonable procedures in place to ensure
that the specified materials are available in the manner required by
paragraphs (h)(1), (h)(2), and (h)(3) of this section; and
    (ii) The Registrant takes prompt action to ensure that the
specified documents become available in the manner required by
paragraphs (h)(1), (h)(2), and (h)(3) of this section, as soon as
practicable following the earlier of the time at which it knows or
reasonably should have known that the documents are not available in
the manner required by paragraphs (h)(1), (h)(2), and (h)(3) of this
section.
    (i) Other Requirements--(1) Delivery Upon Request. If paragraph (f)
or (g) of this section is relied on with respect to a Contract, the
Registrant (or a financial intermediary through which the Contract may
be purchased) must send, at no cost to the requestor and by U.S. first
class mail or other reasonably prompt means, a paper copy of the
Contract Statutory Prospectus, Contract Statement of Additional
Information, and in the case of a Registrant on Form N-3, the
Registrant's most recent annual and semi-annual reports to shareholders
under Sec.  270.30e-1, to any person requesting such a copy within
three business days after receiving a request for a paper copy. If
paragraph (f) or (g) of this section is relied on with respect to a
Contract, the Registrant (or a financial intermediary through which
Contract may be purchased) must send, at no cost to the requestor, and
by email, an electronic copy of any of the documents listed in this
paragraph (i)(1) to any person requesting a copy of such document
within three business days after receiving a request for an electronic
copy. The requirement to send an electronic copy of a document may be
satisfied by sending a direct link to the online document; provided
that a current version of the document is directly accessible through
the link from the time that the email is sent through the date that is
six months after the date that the email is sent and the email explains
both how long the link will remain useable and that, if the recipient
desires to retain a copy of the document, he or she should access and
save the document.
    (2) Greater Prominence. If paragraph (f) or (g) of this section is
relied on with respect to a Contract, the Summary Prospectus shall be
given greater prominence than any materials that accompany the Summary
Prospectus.
    (3) Convenient for Reading and Printing. If paragraph (f) or (g) of
this section is relied on with respect to a Contract:
    (i) The materials that are accessible in accordance with paragraph
(h)(1) of this section must be presented on the website in a format, or
formats, that are convenient for both reading online and printing on
paper; and
    (ii) Persons accessing the materials that are accessible in
accordance with

paragraph (h)(1) of this section must be able to permanently retain,
free of charge, an electronic version of such materials in a format, or
formats, that are convenient for both reading online and printing on
paper.
    (4) Website Addresses and Cross-References. Any website address or
cross-reference that is included in an electronic version of the
Summary Prospectus must be an active hyperlink. This requirement does
not apply to electronic versions of a Summary Prospectus that are filed
on the EDGAR system. Rule 105 of Regulation S-T (Sec.  232.105 of this
chapter) prohibits hyperlinking to websites, locations, or other
documents that are outside of the EDGAR system.
    (5) Compliance with paragraph (i) not a condition to reliance on
paragraphs (f) or (g). Compliance with this paragraph (i) of this
section is not a condition to the ability to rely on paragraph (f) or
(g) of this section with respect to a Contract, and failure to comply
with paragraph (i) does not negate the ability to rely on paragraph (f)
or (g) of this section.
    (j) Portfolio Company Prospectuses. (1) Delivery. Any obligation
under section 5(b)(2) of the Act to deliver a Statutory Prospectus for
a Portfolio Company available as an investment option under a Contract
is satisfied if:
    (i) An Initial Summary Prospectus is used for each currently
offered Contract described under the related registration statement;
    (ii) A summary prospectus is used for the Portfolio Company (if the
Portfolio Company is registered on Form N-1A); and
    (iii) The current summary prospectus, Statutory Prospectus,
Statement of Additional Information, and most recent annual and semi-
annual reports to shareholders under Sec.  270.30e-1 of this chapter
for the Portfolio Company are publicly accessible, free of charge, at
the website address specified on the cover page or beginning of the
Contract Summary Prospectuses, and are accessible under the conditions
set forth in paragraphs (h)(1), (h)(2)(i) and (ii), (h)(3), and (h)(4)
of this section, and paragraphs (i)(1) and (i)(3) of this section, with
respect to the availability of documents relating to the Contract.
    (2) Communications. Any communication relating to a Portfolio
Company (other than a prospectus permitted or required under section 10
of the Act) shall not be deemed a prospectus under section 2(a)(10) of
the Act (15 U.S.C. 77b(a)(10)) if the conditions set forth in paragraph
(j)(1) of this section are satisfied.

PART 232--REGULATION S-T--GENERAL RULES AND REGULATIONS FOR
ELECTRONIC FILINGS

0
10. The authority citation for part 232 continues to read in part as
follows:

    Authority: 15 U.S.C. 77c, 77f, 77g, 77h, 77j, 77s(a), 77z-3,
77sss(a), 78c(b), 78l, 78m, 78n, 78o(d), 78w(a), 78ll, 80a-6(c),
80a-8, 80a-29, 80a-30, 80a-37, 7201 et seq., and 18 U.S.C. 1350,
unless otherwise noted.
* * * * *
0
11. Amend Sec.  232.11 by revising the definition of ``Related Official
Filing'' to read as follows:

Sec.  232.11   Definition of terms used in part 232.

* * * * *
    Related Official Filing. The term Related Official Filing means the
ASCII or HTML format part of the official filing with which all or part
of an Interactive Data File appears as an exhibit or, in the case of a
filing on Sec. Sec.  239.15A and 274.11A of this chapter (Form N-1A),
General Instruction C.3.(h) of Sec. Sec.  239.17a and 274.11b of this
chapter (Form N-3), General Instruction C.3.(h) of Sec. Sec.  239.17b
and 274.11c of this chapter (Form N-4), and General Instruction C.3.(h)
of Sec. Sec.  239.17c and 274.11d of this chapter (Form N-6), the ASCII
or HTML format part of an official filing that contains the information
to which an Interactive Data File corresponds.
* * * * *
0
12. Amend Sec.  232.405 by revising the introductory text, paragraphs
(a)(2), (a)(3)(i) introductory text, (a)(3)(ii), (a)(4), (b)(1)
introductory text, (b)(2), (f)(1)(i) introductory text and the Note to
Sec.  232.405 to read as follows:

Sec.  232.405   Interactive Data File submissions.

    This section applies to electronic filers that submit Interactive
Data Files. Section 229.601(b)(101) of this chapter (Item 601(b)(101)
of Regulation S-K), paragraph (101) of Part II--Information Not
Required to be Delivered to Offerees or Purchasers of Sec.  239.40 of
this chapter) (Form F-10), paragraph 101 of the Instructions as to
Exhibits of Sec.  249.220f of this chapter (Form F-20), paragraph
B.(15) of the General Instructions to Sec.  249.240f of this chapter
(Form 40-F), paragraph C.(6) of the General Instructions to Sec.
249.306 of this chapter (Form 6-K), General Instruction C.3.(g) of
Sec. Sec.  239.15A and 274.11A of this chapter (Form N-1A), General
Instruction C.3.(h) of Sec. Sec.  239.17a and 274.11b of this chapter
(Form N-3), General Instruction C.3.(h) of Sec. Sec.  239.17b and
274.11c of this chapter (Form N-4), and General Instruction C.3.(h) of
Sec. Sec.  239.17c and 274.11d of this chapter (Form N-6) specify when
electronic filers are required or permitted to submit an Interactive
Data File (as defined in Sec.  232.11), as further described in the
note to this section. This section imposes content, format and
submission requirements for an Interactive Data File, but does not
change the substantive content requirements for the financial and other
disclosures in the Related Official Filing (as defined in Sec.
232.11).
    (a) * * *
    (2) Be submitted only by an electronic filer either required or
permitted to submit an Interactive Data File as specified by Sec.
229.601(b)(101) of this chapter (Item 601(b)(101) of Regulation S-K),
paragraph (101) of Part II--Information Not Required to be Delivered to
Offerees or Purchasers of Sec.  239.40 of this chapter (Form F-10),
paragraph 101 of the Instructions as to Exhibits of Sec.  249.220f of
this chapter (Form 20-F), paragraph B.(15) of the General Instructions
to Sec.  249.240f of this chapter (Form 40-F), paragraph C.(6) of the
General Instructions to Sec.  249.306 of this chapter (Form 6-K),
General Instruction C.3.(g) of Sec. Sec.  239.15A and 274.11A of this
chapter (Form N-1A), General Instruction C.3.(h) of Sec. Sec.  239.17a
and 274.11b of this chapter (Form N-3), General Instruction C.3.(h) of
Sec. Sec.  239.17b and 274.11c of this chapter (Form N-4), or General
Instruction C.3.(h) of Sec. Sec.  239.17c and 274.11d of this chapter
(Form N-6), as applicable;
    (3) * * *
    (i) If the electronic filer is neither an open-end management
investment company registered under the Investment Company Act of 1940
(15 U.S.C. 80a et seq.) nor a separate account (as defined in Section
2(a)(14) of the Securities Act) (15 U.S.C. 77b(a)(14)) registered under
the Investment Company Act of 1940 (15 U.S.C. 80a et seq.), and is not
within one of the categories specified in paragraph (f)(1)(i) of this
section, as partly embedded into a filing with the remainder
simultaneously submitted as an exhibit to:
* * * * *
    (ii) If the electronic filer is either an open-end management
investment company registered under the Investment Company Act of 1940
(15 U.S.C. 80a et seq.) or a separate account (as defined in Section
2(a)(14) of the Securities Act) registered under the Investment Company
Act of 1940 (15 U.S.C. 80a et seq.), and is not within one of the
categories specified in paragraph (f)(1)(ii) of this section, as partly
embedded into a filing with the

remainder simultaneously submitted as an exhibit to a filing that
contains the disclosure this section requires to be tagged;
    (4) Be submitted in accordance with the EDGAR Filer Manual and, as
applicable, either Sec.  229.601(b)(101) of this chapter (Item
601(b)(101) of Regulation S-K), paragraph (101) of Part II--Information
Not Required to be Delivered to Offerees or Purchasers of Sec.  239.40
of this chapter (Form F-10), paragraph 101 of the Instructions as to
Exhibits of Sec.  249.220f of this chapter (Form 20-F), paragraph
B.(15) of the General Instructions to Sec.  249.240f of this chapter
(Form 40-F), paragraph C.(6) of the General Instructions to Sec.
249.306 of this chapter (Form 6-K), General Instruction C.3.(g) of
Sec. Sec.  239.15A and 274.11A of this chapter (Form N-1A), General
Instruction C.3.(h) of Sec. Sec.  239.17a and 274.11b of this chapter
(Form N-3), General Instruction C.3.(h) of Sec. Sec.  239.17b and
274.11c of this chapter (Form N-4), or General Instruction C.3.(h) of
Sec. Sec.  239.17c and 274.11d of this chapter (Form N-6).
    (b)(1) If the electronic filer is neither an open-end management
investment company registered under the Investment Company Act of 1940
nor a separate account (as defined in Section 2(a)(14) of the
Securities Act) registered under the Investment Company Act of 1940 (15
U.S.C. 80a et seq.), an Interactive Data File must consist of only a
complete set of information for all periods required to be presented in
the corresponding data in the Related Official Filing, no more and no
less, from all of the following categories:
* * * * *
    (2) If the electronic filer is an open-end management investment
company registered under the Investment Company Act of 1940) or a
separate account (as defined in Section 2(a)(14) of the Securities Act)
registered under the Investment Company Act of 1940 (15 U.S.C. 80a et
seq.), an Interactive Data File must consist of only a complete set of
information for all periods required to be presented in the
corresponding data in the Related Official Filing, no more and no less,
from the risk/return summary information set forth in (i) Items 2, 3,
and 4 of Sec. Sec.  239.15A and 274.11A of this chapter (Form N-1A),
(ii) Items 3, 4, 5, 12, 19 and 20 of Sec. Sec.  239.17a and 274.11b of
this chapter (Form N-3), (iii) Items 3, 4, 5, 11 and 18 of Sec. Sec.
239.17b and 274.11c of this chapter (Form N-4), or (iv) Items 3, 4, 5,
11 and 18 Sec. Sec.  239.17c and 274.11d of this chapter (Form N-6) as
applicable.
* * * * *
    (f) * * * (1) * * *
    (i) In the manner specified in paragraph (f)(2) of this section
rather than as specified by paragraph (a)(3)(i) of this section: Any
electronic filer that is neither an open-end management investment
company registered under the Investment Company Act of 1940 (15 U.S.C.
80a et seq.) nor a separate account (as defined in Section 2(a)(14) of
the Securities Act) registered under the Investment Company Act of 1940
(15 U.S.C. 80a et seq.), if it is within one of the following
categories, provided, however, that an Interactive Data File first is
required to be submitted in the manner specified by paragraph (a)(3)(i)
of this section for a periodic report on Sec.  249.308a of this chapter
(Form 10-Q) if the filer reports on Form 10-Q:
* * * * *

    Note to Sec.  232.405:  Section 229.601(b)(101) of this chapter
(Item 601(b)(101) of Regulation S-K) specifies the circumstances
under which an Interactive Data File must be submitted and the
circumstances under which it is permitted to be submitted, with
respect to Sec.  239.11 of this chapter (Form S-1), Sec.  239.13 of
this chapter (Form S-3), Sec.  239.25 of this chapter (Form S-4),
Sec.  239.18 of this chapter (Form S-11), Sec.  239.31 of this
chapter (Form F-1), Sec.  239.33 of this chapter (Form F-3), Sec.
239.34 of this chapter (Form F-4), Sec.  249.310 of this chapter
(Form 10-K), Sec.  249.308a of this chapter (Form 10-Q), and Sec.
249.308 of this chapter (Form 8-K). Paragraph (101) of Part II--
Information not Required to be Delivered to Offerees or Purchasers
of Sec.  239.40 of this chapter (Form F-10) specifies the
circumstances under which an Interactive Data File must be submitted
and the circumstances under which it is permitted to be submitted,
with respect to Form F-10. Paragraph 101 of the Instructions as to
Exhibits of Sec.  249.220f of this chapter (Form 20-F) specifies the
circumstances under which an Interactive Data File must be submitted
and the circumstances under which it is permitted to be submitted,
with respect to Form 20-F. Paragraph B.(15) of the General
Instructions to Sec.  249.240f of this chapter (Form 40-F) and
Paragraph C.(6) of the General Instructions to Sec.  249.306 of this
chapter (Form 6-K) specify the circumstances under which an
Interactive Data File must be submitted and the circumstances under
which it is permitted to be submitted, with respect to Sec.
249.240f of this chapter (Form 40-F) and Sec.  249.306 of this
chapter (Form 6-K). Section 229.601(b)(101) (Item 601(b)(101) of
Regulation S-K), paragraph (101) of Part II--Information not
Required to be Delivered to Offerees or Purchasers of Form F-10,
paragraph 101 of the Instructions as to Exhibits of Form 20-F,
paragraph B.(15) of the General Instructions to Form 40-F, and
paragraph C.(6) of the General Instructions to Form 6-K all prohibit
submission of an Interactive Data File by an issuer that prepares
its financial statements in accordance with 17 CFR 210.6-01 through
210.6-10 (Article 6 of Regulation S-X). For an issuer that is an
open-end management investment company or separate account
registered under the Investment Company Act of 1940 (15 U.S.C. 80a
et seq.), General Instruction C.3.(g) Sec. Sec.  239.15A and 274.11A
of this chapter (Form N-1A), General Instruction C.3.(h) of
Sec. Sec.  239.17a and 274.11b of this chapter (Form N-3), General
Instruction C.3.(h) of Sec. Sec.  239.17b and 274.11c of this
chapter (Form N-4), or General Instruction C.3.(h) of Sec. Sec.
239.17c and 274.11d of this chapter (Form N-6), as applicable,
specifies the circumstances under which an Interactive Data File
must be submitted.

PART 240--GENERAL RULES AND REGULATIONS, SECURITIES EXCHANGE ACT OF
1934

0
13. The authority citation for part 240 continues to read in part as
follows:

    Authority:  15 U.S.C. 77c, 77d, 77g, 77j, 77s, 77z-2, 77z-3,
77eee, 77ggg, 77nnn, 77sss, 77ttt, 78c, 78c-3, 78c-5, 78d, 78e, 78f,
78g, 78i, 78j, 78j-1, 78k, 78k-1, 78l, 78m, 78n, 78n-1, 78o, 78o-4,
78o-10, 78p, 78q, 78q-1, 78s, 78u-5, 78w, 78x, 78ll, 78mm, 80a-20,
80a-23, 80a-29, 80a-37, 80b-3, 80b-4, 80b-11, 7201 et seq.; and
8302; 7 U.S.C. 2(c)(2)(E); 12 U.S.C. 5221(e)(3); 18 U.S.C. 1350; and
Pub. L. 111-203, 939A, 124 Stat. 1887 (2010); and secs. 503 and 602,
Pub. L. 112-106, 126 Stat. 326 (2012), unless otherwise noted.
* * * * *
0
14. Amend Sec.  240.14a-16 by revising paragraph (f)(2)(iii) to read as
follows:

Sec.  240.14a-16   internet availability of proxy materials.

* * * * *
    (f) * * *
    (2) * * *
    (iii) In the case of an investment company registered under the
Investment Company Act of 1940, the company's prospectus, a summary
prospectus that satisfies the requirements of Sec.  230.498(b), Sec.
230.498A(b), or Sec.  230.498A(c) of this chapter, a Notice under Sec.
270.30e-3 of this chapter, or a report that is required to be
transmitted to stockholders by section 30(e) of the Investment Company
Act (15 U.S.C. 80a-29(e)) and the rules thereunder; and
* * * * *

PART 270--RULES AND REGULATIONS, INVESTMENT COMPANY ACT OF 1940

0
15. The general authority citation for part 270 continues to read, and
sectional authority for Sec.  270.6e-3 is added to read, as follows:

    Authority:  15 U.S.C. 80a-1 et seq., 80a-34(d), 80a-37, 80a-39,
and Pub. L. 111-203, sec. 939A, 124 Stat. 1376 (2010), unless
otherwise noted.
* * * * *

    Section 270.6e-3 is also issued under 15 U.S.C. 80a-5(e).
* * * * *
0
16. Amend Sec.  270.0-1 by revising paragraph (e) introductory text and
paragraph (e)(2) to read as follows:

Sec.  270.0-1   Definition of terms used in this part.

* * * * *
    (e) Definition of separate account and conditions for availability
of exemption under Sec. Sec.  270.6c-6, 270.6c-7, 270.6c-8, 270.11a-2,
270.14a-2, 270.15a-3, 270.16a-1, 270.22c-1, 270.22d-3, 270.22e-1,
270.26a-1, 270.27i-1, and 270.32a-2 of this chapter.
* * * * *
    (2) As conditions to the availability of exemptive Rules 6c-6, 6c-
7, 6c-8, 11a-2, 14a-2, 15a-3, 16a-1, 22c-1, 22d-3, 22e-1, 26a-1, 27i-1,
and 32a-2, the separate account shall be legally segregated, the assets
of the separate account shall, at the time during the year that
adjustments in the reserves are made, have a value at least equal to
the reserves and other contract liabilities with respect to such
account, and at all other times, shall have a value approximately equal
to or in excess of such reserves and liabilities; and that portion of
such assets having a value equal to, or approximately equal to, such
reserves and contract liabilities shall not be chargeable with
liabilities arising out of any other business which the insurance
company may conduct.
0
17. Amend Sec.  270.6c-7 by revising the introductory text to read as
follows:

Sec.  270.6c-7   Exemptions from certain provisions of sections 22(e)
and 27 for registered separate accounts offering variable annuity
contracts to participants in the Texas Optional Retirement Program.

    A registered separate account, and any depositor of or underwriter
for such account, shall be exempt from the provisions of sections
22(e), 27(i)(2)(A), and 27(d) of the Act (15 U.S.C. 80a-22(e), 80a-
27(i)(2)(A), and 80a-27(d), respectively) with respect to any variable
annuity contract participating in such account to the extent necessary
to permit compliance with the Texas Optional Retirement Program
(``Program''), Provided, That the separate, account, depositor, or
underwriter for such account:
* * * * *
0
18. Amend Sec.  270.6c-8 by revising paragraphs (b) and (c) to read as
follows:

Sec.  270.6c-8   Exemptions for registered separate accounts to impose
a deferred sales load and to deduct certain administrative charges.

* * * * *
    (b) A registered separate account, and any depositor of or
principal underwriter for such account, shall be exempt from the
provisions of Sections 22(c) and 27(i)(2)(A) of the Act (15 U.S.C. 80a-
22(c) and 80a-27(i)(2)(A), respectively) and Sec.  270.22c-1 (Rule 22c-
1) to the extent necessary to permit them to impose a deferred sales
load on any variable annuity contract participating in such account;
provided that the terms of any offer to exchange another contract for
the contract are in compliance with the requirements of paragraph (d)
or (e) of Sec.  270.11a-2 (Rule 11a-2).
    (c) A registered separate account, and any depositor of or
principal underwriter for such account, shall be exempt from Sections
22(c) and 27(i)(2)(A) of the Act (15 U.S.C. 80a-22(c) and 80a-
27(i)(2)(A), respectively) and Sec.  270.22c-1 (Rule 22c-1) to the
extent necessary to permit them to deduct from the value of any
variable annuity contract participating in such account, upon total
redemption of the contract prior to the last day of the year, the full
annual fee for administrative services that otherwise would have been
deducted on that date.
0
19. Revise Sec.  270.6e-2 to read as follows:

Sec.  270.6e-2   Exemptions for certain variable life insurance
separate accounts.

    (a) A separate account, and the investment adviser, principal
underwriter and depositor of such separate account, shall, except for
the exemptions provided in paragraph (b) of this section, be subject to
all provisions of the Act and rules and regulations promulgated
thereunder as though such separate account were a registered investment
company issuing periodic payment plan certificates if:
    (1) Such separate account is established and maintained by a life
insurance company pursuant to the insurance laws or code of:
    (i) Any state or territory of the United States or the District of
Columbia; or
    (ii) Canada or any province thereof, if it complies to the extent
necessary with Sec.  270.7d-1 (Rule 7d-1) under the Act;
    (2) The assets of the separate account are derived solely from the
sale of variable life insurance contracts as defined in paragraph (c)
of this section, and advances made by the life insurance company which
established and maintains the separate account (``life insurer'') in
connection with the operation of such separate account;
    (3) The separate account is not used for variable annuity contracts
or for funds corresponding to dividend accumulations or other contract
liabilities not involving life contingencies;
    (4) The income, gains and losses, whether or not realized, from
assets allocated to such separate account, are, in accordance with the
applicable variable life insurance contract, credited to or charged
against such account without regard to other income, gains or losses of
the life insurer;
    (5) The separate account is legally segregated, and that portion of
its assets having a value equal to, or approximately equal to, the
reserves and other contract liabilities with respect to such separate
account are not chargeable with liabilities arising out of any other
business that the life insurer may conduct;
    (6) The assets of the separate account have, at each time during
the year that adjustments in the reserves are made, a value at least
equal to the reserves and other contract liabilities with respect to
such separate account, and at all other times, except pursuant to an
order of the Commission, have a value approximately equal to or in
excess of such reserves and liabilities; and
    (7) The investment adviser of the separate account is registered
under the Investment Advisers Act of 1940.
    (b) If a separate account meets the requirements of paragraph (a)
of this section, then such separate account and the other persons
described in paragraph (a) of this section shall be exempt from the
provisions of the Act as follows:
    (1) Section 7 (15 U.S.C. 80a-7);
    (2) Section 8 (15 U.S.C. 80a-8) to the extent that:
    (i) For purposes of paragraph (a) of Section 8, the separate
account shall file with the Commission a notification on Sec.  274.301
(Form N-6EI-1) which identifies such separate account; and
    (ii) For purposes of paragraph (b) of Section 8, the separate
account shall file with the Commission a form to be designated by the
Commission within 90 days after filing the notification on Form N-6EI-
1; provided, however, that if the fiscal year of the separate account
ends within this 90 day period the form may be filed within ninety days
after the end of such fiscal year.
    (3) Section 9 (15 U.S.C. 80a-9) to the extent that:
    (i) The eligibility restrictions of Section 9(a) shall not be
applicable to those persons who are officers, directors and employees
of the life insurer or its affiliates who do not participate directly
in the management or administration of the separate account or in the
sale of variable life insurance contracts funded by such separate
account; and

    (ii) A life insurer shall be ineligible pursuant to paragraph (3)
of Section 9(a) to serve as investment adviser, depositor of or
principal underwriter for a variable life insurance separate account
only if an affiliated person of such life insurer, ineligible by reason
of paragraph (1) or (2) of Section 9(a), participates directly in the
management or administration of the separate account or in the sale of
variable life insurance contracts funded by such separate account.
    (4) Section 13(a) (15 U.S.C. 80a-13(a)) to the extent that:
    (i) An insurance regulatory authority may require pursuant to
insurance law or regulation that the separate account make (or refrain
from making) certain investments which would result in changes in the
subclassification or investment policies of the separate account;
    (ii) Changes in the investment policy of the separate account
initiated by contractholders or the board of directors of the separate
account may be disapproved by the life insurer, provided that such
disapproval is reasonable and is based upon a determination by the life
insurer in good faith that:
    (A) Such change would be contrary to state law; or
    (B) Such change would be inconsistent with the investment
objectives of the separate account or would result in the purchase of
securities for the separate account which vary from the general quality
and nature of investments and investment techniques utilized by other
separate accounts of the life insurer or of an affiliated life
insurance company, which separate accounts have investment objectives
similar to the separate account;
    (iii) Any action taken in accordance with paragraph (b)(4) (i) or
(ii) of this section and the reasons therefor shall be disclosed in the
proxy statement for the next meeting of variable life insurance
contractholders of the separate account.
    (5) Section 14(a) (15 U.S.C. 80a-14(a));
    (6)(i) Section 15(a) (15 U.S.C. 80a-15(a)) to the extent this
Section requires that the initial written contract pursuant to which
the investment adviser serves or acts shall have been approved by the
vote of a majority of the outstanding voting securities of the
registered company; provided that:
    (A) Such investment adviser is selected and a written contract is
entered into before the effective date of the registration statement
under the Securities Act of 1933, as amended, for variable life
insurance contracts which are funded by the separate account, and that
the terms of the contract are fully disclosed in such registration
statement, and
    (B) A written contract is submitted to a vote of variable life
insurance contractholders at their first meeting after the effective
date of the registration statement under the Securities Act of 1933, as
amended, on condition that such meeting shall take place within one
year after such effective date, unless the time for the holding of such
meeting shall be extended by the Commission upon written request for
good cause shown;
    (ii) Sections 15 (a), (b) and (c) (15 U.S.C. 80a-15(a), (b), and
(c)) to the extent that:
    (A) An insurance regulatory authority may disapprove pursuant to
insurance law or regulation any contract between the separate account
and an investment adviser or principal underwriter;
    (B) Changes in the principal underwriter for the separate account
initiated by contractholders or the board of directors of the separate
account may be disapproved by the life insurer; provided that such
disapproval is reasonable;
    (C) Changes in the investment adviser of the separate account
initiated by contractholders or the board of directors of the separate
account may be disapproved by the life insurer; provided that such
disapproval is reasonable and is based upon a determination by the life
insurer in good faith that:
    (1) The rate of the proposed investment advisory fee will exceed
the maximum rate that is permitted to be charged against the assets of
the separate account for such services as specified by any variable
life insurance contract funded by such separate account; or
    (2) The proposed investment adviser may be expected to employ
investment techniques which vary from the general techniques utilized
by the current investment adviser to the separate account, or advise
the purchase or sale of securities which would be inconsistent with the
investment objectives of the separate account, or which would vary from
the quality and nature of investments made by other separate accounts
of the life insurer or of an affiliated life insurance company, which
separate accounts have investment objectives similar to the separate
account;
    (D) Any action taken in accordance with paragraph (b)(6)(ii)(A),
(B), or (C) of this section and the reasons therefor shall be disclosed
in the proxy statement for the next meeting of variable life insurance
contractholders of the separate account.
    (7) Section 16(a) (15 U.S.C. 80a-16(a)) to the extent that:
    (i) Persons serving as directors of the separate account prior to
the first meeting of such account's variable life insurance
contractholders are exempt from the requirement of Section 16(a) that
such persons be elected by the holders of outstanding voting securities
of such account at an annual or special meeting called for that
purpose; provided that:
    (A) Such persons have been appointed directors of such account by
the life insurer before the effective date of the registration
statement under the Securities Act of 1933, as amended, for variable
life insurance contracts which are funded by the separate account and
are identified in such registration statement (or are replacements
appointed by the life insurer for any such persons who have become
unable to serve as directors), and
    (B) An election of directors for such account shall be held at the
first meeting of variable life insurance contractholders after the
effective date of the registration statement under the Securities Act
of 1933, as amended, relating to contracts funded by such account,
which meeting shall take place within one year after such effective
date, unless the time for holding such meeting shall be extended by the
Commission upon written request for good cause shown;
    (ii) A member of the board of directors of such separate account
may be disapproved or removed by the appropriate insurance regulatory
authority if such person is ineligible to serve as a director of the
separate account pursuant to insurance law or regulation of the
jurisdiction in which the life insurer is domiciled.
    (8) Section 17(f) (15 U.S.C. 80a-17(f)) to the extent that the
securities and similar investments of the separate account may be
maintained in the custody of the life insurer or an insurance company
which is an affiliated person of such life insurer; provided that:
    (i) The securities and similar investments allocated to such
separate account are clearly identified as to ownership by such
account, and such securities and similar investments are maintained in
the vault of an insurance company which meets the qualifications set
forth in paragraph (b)(8)(ii) of this section, and whose procedures and
activities with respect to such safekeeping function are supervised by
the insurance regulatory authorities of

the jurisdiction in which the securities and similar investments will
be held;
    (ii) The insurance company maintaining such investments must file
with an insurance regulatory authority of a State or territory of the
United States or the District of Columbia an annual statement of its
financial condition in the form prescribed by the National Association
of Insurance Commissioners, must be subject to supervision and
inspection by such authority and must be examined periodically as to
its financial condition and other affairs by such authority, must hold
the securities and similar investments of the separate account in its
vault, which vault must be equivalent to that of a bank which is a
member of the Federal Reserve System, and must have a combined capital
and surplus, if a stock company, or an unassigned surplus, if a mutual
company, of not less than $1,000,000 as set forth in its most recent
annual statement filed with such authority;
    (iii) Access to such securities and similar investments shall be
limited to employees of or agents authorized by the Commission,
representatives of insurance regulatory authorities, independent public
accountants for the separate account, accountants for the life insurer
and to no more than 20 persons authorized pursuant to a resolution of
the board of directors of the separate account, which persons shall be
directors of the separate account, officers and responsible employees
of the life insurer or officers and responsible employees of the
affiliated insurance company in whose vault such investments are
maintained (if applicable), and access to such securities and similar
investments shall be had only by two or more such persons jointly, at
least one of whom shall be a director of the separate account or
officer of the life insurer;
    (iv) The requirement in paragraph (b)(8)(i) of this section that
the securities and similar investments of the separate account be
maintained in the vault of a qualified insurance company shall not
apply to securities deposited with insurance regulatory authorities or
deposited in a system for the central handling of securities
established by a national securities exchange or national securities
association registered with the Commission under the Securities
Exchange Act of 1934, as amended, or such person as may be permitted by
the Commission, or to securities on loan which are collateralized to
the extent of their full market value, or to securities hypothecated,
pledged, or placed in escrow for the account of such separate account
in connection with a loan or other transaction authorized by specific
resolution of the board of directors of the separate account, or to
securities in transit in connection with the sale, exchange,
redemption, maturity or conversion, the exercise of warrants or rights,
assents to changes in terms of the securities, or to other transactions
necessary or appropriate in the ordinary course of business relating to
the management of securities;
    (v) Each person when depositing such securities or similar
investments in or withdrawing them from the depository or when ordering