Lincoln Life & Annuity Variable Annuity Account H CORRESP Correspondence with SEC

Legal Department

The Lincoln National Life Insurance Company

1300 S. Clinton Street

FOrt Wayne, IN 46802

Mary Jo Ardington

Vice President

and Associate General Counsel

Phone: 260-455-3917

MaryJo.Ardington@LFG.com

VIA Email & EDGAR

April 18, 2017

Alberto Zapata

Senior Counsel

Disclosure Review and Accounting Office

Division of Investment Management

Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

RE:

Lincoln National Variable Annuity Account H Post-Effective Amendment No. 62 File No. 333-63505	Lincoln Life Variable Annuity Account N Post-Effective Amendment No. 42 File No. 333-138190

Lincoln Life & Annuity Variable Annuity Account H Post-Effective Amendment No. 31 File No. 333-141763	Lincoln New York Account N for Variable Annuities Post-Effective Amendment No. 32 File No. 333-145531

Dear Mr. Zapata:

This letter is in response to your comments of April 3, 2017. The blacklined prospectuses attached to this letter reflect changes made in response to these comments.

Specifically in reference to File No. 333-63505, please consider creating a separate prospectus for new sales. This prospectus contains so much "legacy" information that the Staff is concerned that people won't know what they are buying.

Response: Over the next twelve months, we will attempt to move broker-dealers to another product so that we can close this product to new sales. If we cannot close the product, we will prepare a new prospectus to be used for new sales. We have rearranged certain legacy information in the current disclosure to help improve clarity.

The following questions and responses were received under File No. 333-63505, but apply to all of the registration statements listed above.

1.	Please file the SAI in the next post-effective amendment.

Response: The SAI will be included in the next post-effective filing.

2.	These page numbers referenced in these comments are from File No. 333-63505. Unless otherwise indicated, please make conforming changes to the other three filings listed above, as applicable.

Response: Conforming changes have been made to all of the registrations statements listed above.

3.	Confirm all necessary Rate Sheet disclosure has been included in prospectus.

Response: All necessary Rate Sheet disclosure has been included in the prospectus.

4.	Rate Sheets

a.	Confirm that historic rates are included in an appendix.

b.	Confirm that the Rate Sheet is in the same format as previously reviewed by staff.

c.	Confirm that the Rate Sheet will be delivered with the prospectus and will be in the front.

Response: We confirm all of the above.

5.	Expense Tables

a.	Contractowner Transaction Expenses

i.	Include any applicable surrender charge and surrender charge schedule.

ii.	Clarify whether there is an underlying transfer charge or other transaction expense upon which an interest adjustment is assessed.

iii.	Confirm that there is no separate transfer, exchange, or withdrawal charge on the variable side of the contract.

Table A

i.	Make it clear that the first column reflects the charges for non-fee-based contracts.

ii.	Footnote 1 – fees that apply during the accumulation phase are listed. If there are different fees that would apply during the annuitization phase, add appropriate narrative and cross-reference.

iii.	Footnote 9, 10, 11 – Remove the disclosure that discusses prior scenarios if appropriate. Keep explanatory discussion to a minimum, and instead keep the discussion specific to variation of charges. Move legacy information to an appendix if possible.

c.	Table E – Set off current rates from historic rates.

Response:

a.	Contractowner Transaction Expenses

i.	No surrender charge applies to these contracts.

ii.

There is no “transfer charge” or other transaction fee that is not included in this disclosure. The interest adjustment applies only to amounts withdrawn, surrendered, or transferred from the fixed account. The disclosure has been revised to clarify this point. The interest adjustment does not apply to the variable account.

iii.	There is no separate transfer, exchange, or withdrawal charge on the variable side of the contract (except for the New York products, and this transfer charge is disclosed).

Table A

i.	We have added a heading for the A Share contracts.

ii.	The only fee that applies in the annuitization phase is the Mortality and Expense risk and Administrative Charge which is stated in footnote 3 of Table A. Footnote 3 has been re-written based on a later comment.

iii.	These references are still relevant as there are outstanding contracts to which each scenario may apply; for example, individual contractowners could elect a step-up which will increase the charge.

c.	We were able to remove historical information on Table D (formerly Table E) since no one purchased the prior versions of the rider.

6.	Consider adding a new heading and section following the Summary of Common Questions for Condensed Financial Information that will refer the reader to the Appendix.

Response: We have added a separate heading for Condensed Financial Information.

7.	The Lincoln National Life Insurance Company

a.	Please confirm that Item 5f of Form N-4 is adequately addressed concerning administrator and servicing agent identities and descriptions.

b.	In the bold paragraph, please clarify whether the contractowner can allocate to the fixed account.

Response:

a.	Lincoln does not use a third party administrator or servicing agent except for Records and Reports described later in the prospectus.

b.	We have specified that the fixed account is not currently available except for dollar cost averaging.

8.	Financial Statements – Update the dates of the financial statements.

Response: The dates have been updated to 2016.

9.	Charges and Other Deductions

a.	Move the footnote under the first table to an appendix.

b.	Charge sections for discontinued riders – consider moving the fee discussion for historical/discontinued riders to an appendix, or to the end of this section.

Response:

a.	We were concerned that separating prior M&E charges would be too confusing; however we did move prior sales charge information to the end of this section.

b.	We moved discontinued riders to the end of this section.

10.	Replacement of Existing Insurance – Consider disclosing if an exchange fee is incurred.

Response: Language was added to consider any applicable exchange fee.

11.	Allocation Investment Strategy – Consider whether this disclosure is needed.

Response: This section has been removed.

12.	Death Benefit – Estate Enhancement Benefit – Consider moving this discussion to an appendix.

Response: This section has been moved to an appendix.

13.	Make clear in your discussion that the payment of the advisory fees to your financial professional are considered withdrawals and will have the effect of reducing the amount of withdrawals available to you under the rider.

Response: This language has been added in the Withdrawal section for each applicable living benefit rider.

These comments were received for File No. 333-138190.

1.	Confirm the correctness of the EDGAR Series identifier of this contract.

Response: The Class ID is C000041381.

2.	Table C, Footnote 3 – Prior Rider – This term is not defined until page 31. Consider defining in glossary or prior to first use.

Response: The term “Prior Rider” is part of the heading of another section we are cross-referencing.

These comments were received for File No. 333-141763.

1.	Cover page, 4th paragraph – Confirm that the interest adjustment does not apply to the variable account.

Response: The interest adjustment only applies to the fixed account.

2.	Expense Tables

a.	Consider providing the premium tax range in the preamble to the expense tables.

b.	Re-write footnote 3 in Plain English.

c.	Please consider stating “paid on a quarterly basis” one time instead of repeating multiple times.

Response:

a.	We redrafted the premium tax language for New York.

b.	This footnote has been rewritten.

c.	We left this language in each footnote so it would be clear to our readers.

3.	Examples – Please add in the preamble that any waivers included in the examples are for the term of the waiver.

Response: The Examples are calculated using the fees and expenses of the funds prior to the application of any contractual waivers and/or reimbursements.

These comments were received for File No. 333-145531.

1.	Expense Table B – remove the “B Share” heading

Response: This heading has been removed.

Please call me at 260-455-3917 with any questions or additional comments.

Sincerely,

Mary Jo Ardington

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American Legacy Shareholder's Advantage (Reg. TM) Individual Variable Annuity
Contracts
Lincoln Life & Annuity Variable Annuity Account H
May 1, 2017

Home Office:
Lincoln Life & Annuity Company of New York
100 Madison Street, Suite 1860
Syracuse, NY 13202
www.LincolnFinancial.com

Servicing Office:
Lincoln Life & Annuity Company of New York
PO Box 2348
Fort Wayne, IN 46801-2348
1-800-942-5500

This prospectus describes an individual flexible premium deferred variable
annuity contract issued by Lincoln Life & Annuity Company of New York (Lincoln
New York or Company). This contract can be purchased primarily as either a
nonqualified annuity or qualified retirement annuity under Section 408 (IRAs)
and 408A (Roth IRAs) of the tax code. Generally, you do not pay federal income
tax on the contract's growth until it is paid out. You receive tax deferral for
an IRA, whether or not the funds are invested in an annuity contract. Further,
if your contract is a Roth IRA, you generally will not pay income tax on a
distribution, provided certain conditions are met. Therefore, there should be
reasons other than tax deferral for purchasing a qualified annuity contract.

The contract is designed to accumulate Contract Value and to provide retirement
income over a certain period of time, or for life, subject to certain
conditions. This contract also offers a Death Benefit payable upon the death of
the Contractowner or Annuitant. This prospectus is used by both new purchasers
and current Contractowners. Certain benefits described in this prospectus are
no longer available.

The minimum initial Gross Purchase Payment for the contract is $1,500 ($10,000
if sold as part of a Fee-Based Financial Plan). The minimum initial Contract
Value for nonqualifed contracts sold as part of a Fee-Based Financial Plan
where i4LIFE (Reg. TM) Advantage is elected, and where the Contractowner, joint
owner and/or Annuitant are ages 86 to 90 (subject to additional terms and
limitations, and Servicing Office approval) is $50,000. Additional Gross
Purchase Payments may be made to the contract, subject to certain restrictions,
and must be at least $100 per payment ($25 if transmitted electronically) and
at least $300 annually. Upon advance written notice, we reserve the right to
limit, restrict, or suspend Gross Purchase Payments made to the contract.

Except as noted below, you choose whether your Contract Value accumulates on a
variable or a fixed (guaranteed) basis or both. Your contract may not offer a
fixed account or if permitted by your contract, we may discontinue accepting
Purchase Payments or transfers into the fixed side of the contract at any time.
If any portion of your Contract Value is in the fixed account, we promise to
pay you your principal and a minimum interest rate. For the life of your
contract or during certain periods, we may impose restrictions on the fixed
account. For contracts issued after September 30, 2003, the only fixed account
available is for dollar cost averaging purposes. Also, an Interest Adjustment
may be applied to any withdrawal, surrender or transfer from the fixed account
before the expiration date of a Guaranteed Period.

All Net Purchase Payments for benefits on a variable basis will be placed in
Lincoln New York Variable Annuity Account H (Variable Annuity Account [VAA]).
The VAA is a segregated investment account of Lincoln New York. You take all
the investment risk on the Contract Value and the retirement income for amounts
placed into one or more of the contract's variable options ("Subaccounts"),
which, in turn, invest in corresponding underlying funds. If the Subaccounts
you select make money, your Contract Value goes up; if they lose money, it goes
down. How much it goes up or down depends on the performance of the Subaccounts
you select. We do not guarantee how any of the Subaccounts or their funds will
perform. Also, neither the U.S. Government nor any federal agency insures or
guarantees your investment in the contract. The contracts are not bank deposits
and are not endorsed by any bank or government agency.

The available funds are listed below:

American Funds Insurance Series (Reg. TM):
American Funds Asset Allocation Fund
American Funds Blue Chip Income and Growth Fund
American Funds Bond Fund
American Funds Capital Income Builder (Reg. TM)
American Funds Global Balanced FundSM
American Funds Global Bond Fund
American Funds Global Growth and Income Fund
American Funds Global Growth Fund
American Funds Global Small Capitalization Fund

American Funds Growth Fund
American Funds Growth-Income Fund
American Funds High-Income Bond Fund
American Funds International Fund
American Funds International Growth and Income FundSM
American Funds Managed Risk Asset Allocation FundSM
American Funds Managed Risk Blue Chip Income and Growth FundSM
American Funds Managed Risk Growth FundSM

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American Funds Managed Risk Growth-Income FundSM
American Funds Managed Risk International FundSM
American Funds Mortgage FundSM
American Funds New World Fund (Reg. TM)
American Funds U.S. Government/AAA-Rated Securities Fund
American Funds Ultra-Short Bond Fund

American Funds Insurance Series (Reg. TM) - Portfolio SeriesSM:
American Funds Global Growth PortfolioSM
American Funds Growth and Income PortfolioSM
American Funds Managed Risk Global Allocation PortfolioSM

American Funds Managed Risk Growth and Income PortfolioSM
American Funds Managed Risk Growth PortfolioSM

Lincoln Variable Insurance Products Trust:
LVIP American Balanced Allocation Fund
LVIP American Global Balanced Allocation Managed Risk Fund
LVIP American Global Growth Allocation Managed Risk Fund
LVIP American Growth Allocation Fund
LVIP American Income Allocation Fund
LVIP American Preservation Fund

This prospectus gives you information about the contract that you should know
before you decide to buy a contract and make Gross Purchase Payments. You
should also review the prospectuses for the funds and keep all prospectuses for
future reference.

Neither the SEC nor any state securities commission has approved this contract
or determined that this prospectus is accurate or complete. Any representation
to the contrary is a criminal offense.

More information about the contract is in the current Statement of Additional
Information (SAI), dated the same date as this prospectus. The SAI is
incorporated by reference into this prospectus and is legally part of this
prospectus. For a free copy of the SAI, write: Lincoln Life & Annuity Company
of New York, PO Box 2348, Fort Wayne, IN 46801-2348, or call 1-800-942-5500.
The SAI and other information about Lincoln New York and the VAA are also
available on the SEC's website (http://www.sec.gov). There is a table of
contents for the SAI on the last page of this prospectus.

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Table of Contents

Item Page

Special Terms 4
Expense Tables 6
Summary of Common Questions 15
Condensed Financial Information 18
Lincoln Life & Annuity Company of New York 18
Variable Annuity Account (VAA) 19
Investments of the Variable Annuity Account 20
Charges and Other Deductions 24
The Contracts 36
Purchase Payments 37
Transfers On or Before the Annuity Commencement Date 38
Surrenders and Withdrawals 41
Death Benefit 44
Investment Requirements 47
Living Benefit Riders 50
Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) 51
Lincoln Market Select (Reg. TM) Advantage 59
4LATER (Reg. TM) Select Advantage 67
i4LIFE (Reg. TM) Advantage 70
Guaranteed Income Benefit with i4LIFE (Reg. TM) Advantage 74
Annuity Payouts 81
Fixed Side of the Contract 82
Distribution of the Contracts 85
Federal Tax Matters 86
Additional Information 92
Voting Rights 92
Return Privilege 92
State Regulation 92
Records and Reports 92
Cyber Security 93
Legal Proceedings 93
Contents of the Statement of Additional Information (SAI)
for Lincoln Life & Annuity Variable Annuity Account H 94
Appendix A - Condensed Financial Information A-1
Appendix B - Condensed Financial Information B-1
Appendix C - Condensed Financial Information C-1
Appendix D - Condensed Financial Information D-1
Appendix E - Discontinued Living Benefit Riders E-1
Appendix F - Guaranteed Annual Income Rates for Previous Rider Elections F-1
Appendix G - Guaranteed Income Benefit Percentages for Previous Rider Elections G-1

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Special Terms
In this prospectus, the following terms have the indicated meanings:

5% Enhancement-A feature under certain Living Benefit Riders in which the
Guaranteed Amount or Income Base, minus Purchase Payments received in the
preceding Benefit Year, will be increased by 5%, subject to certain conditions.

Access Period-Under i4LIFE (Reg. TM) Advantage, a defined period of time during
which we make Regular Income Payments to you while you still have access to
your Account Value. This means that you may make withdrawals, surrender the
contract, and have a Death Benefit.

Account or Variable Annuity Account (VAA)-The segregated investment account,
Account H, into which we set aside and invest the assets for the variable side
of the contract offered in this prospectus.

Account Value-Under i4LIFE (Reg. TM) Advantage, the initial Account Value is
the Contract Value on the Valuation Date that i4LIFE (Reg. TM) Advantage is
effective, less any applicable premium taxes. During the Access Period, the
Account Value on a Valuation Date equals the total value of all of the
Contractowner's Accumulation Units plus the Contractowner's value in the fixed
account, reduced by Regular Income Payments, Guaranteed Income Benefit payments
and withdrawals.

Accumulation Unit-A measure used to calculate Contract Value for the variable
side of the contract before the Annuity Commencement Date and to calculate the
i4LIFE (Reg. TM) Advantage Account Value during the Access Period.

Annuitant-The person upon whose life the annuity benefit payments are based,
and upon whose death a Death Benefit may be paid.

Annuity Commencement Date-The Valuation Date when funds are withdrawn or
converted into Annuity Units or fixed dollar payout for payment of retirement
income benefits under the Annuity Payout option you select (other than i4LIFE
(Reg. TM) Advantage).

Annuity Payout-A regularly scheduled payment (under any of the available
annuity options) that occurs after the Annuity Commencement Date (or Periodic
Income Commencement Date if i4LIFE (Reg. TM) Advantage has been elected).
Payments may be variable or fixed, or a combination of both.

Annuity Unit-A measure used to calculate the amount of Annuity Payouts for the
variable side of the contract after the Annuity Commencement Date.

Automatic Annual Step-up-Under certain Living Benefit Riders, the Guaranteed
Amount or Income Base will automatically step up to the Contract Value on each
Benefit Year anniversary, subject to certain conditions.

Beneficiary-The person you choose to receive any Death Benefit paid if you die
before the Annuity Commencement Date.

Benefit Year-Under certain Living Benefit Riders, the 12-month period starting
with the effective date of the rider and starting with each anniversary of the
rider effective date after that. Under Lincoln SmartSecurity (Reg. TM)
Advantage, if the Contractowner elects a step-up, the Benefit Year will begin
on the effective date of the step-up and each anniversary of the step-up after
that.

Contractowner (you, your, owner)-The person who can exercise the rights within
the contract (decides on investment allocations, transfers, payout option,
designates the Beneficiary, etc.). Usually, but not always, the Contractowner
is the Annuitant.

Contract Value (may be referred to as Account Value in marketing materials)-At
any given time before the Annuity Commencement Date, the total value of all
Accumulation Units of a contract plus the value of the fixed side of the
contract, if any.

Contract Year-Each 12-month period starting with the effective date of the
contract and starting with each contract anniversary after that.

Death Benefit-Before the Annuity Commencement Date, the amount payable to your
designated Beneficiary if the Contractowner dies. As an alternative, the
Contractowner may receive a Death Benefit on the death of the Annuitant prior
to the Annuity Commencement Date.

Enhancement Period-Under certain Living Benefit Riders, the 10-year period
during which the 5% Enhancement is in effect. A new Enhancement Period may
begin each time an Automatic Annual Step-up to the Contract Value occurs,
depending on which Living Benefit Rider you have elected, and subject to
certain conditions.

Excess Withdrawals-Amounts withdrawn during a Benefit Year, as specified for
each Living Benefit Rider, which decrease or eliminate the guarantees under the
rider.

Fee-Based Financial Plan-A wrap account, managed account or other investment
program whereby an investment firm/
professional offers asset allocation and/or investment advice for a fee. Such
programs can be offered by broker-dealers, banks and registered investment
advisors, trust companies and other firms. Under this arrangement, the
Contractowner pays the investment firm/professional directly for services.
Different charges and expenses apply to contracts purchased as part of a
Fee-Based Financial Plan.

Good Order-The actual receipt at our Servicing Office of the requested
transaction in writing or by other means we accept, along with all information
and supporting legal documentation necessary to effect the transaction. The
forms we provide will identify the necessary documentation. We may, in our sole
discretion, determine whether any particular transaction request is

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in Good Order, and we reserve the right to change or waive any Good Order
requirements at any time.

Gross Purchase Payments-Amounts paid into the contract before deduction of the
sales charge. References to Purchase Payments refer to Gross Purchase Payments
unless otherwise stated.

Guaranteed Amount-The value used to calculate your withdrawal benefit under
Lincoln Lifetime IncomeSM Advantage or Lincoln SmartSecurity (Reg. TM)
Advantage.

Guaranteed Amount Annuity Payment Option-A fixed Annuity Payout option
available under Lincoln SmartSecurity (Reg. TM) Advantage under which the
Contractowner (and spouse if applicable) will receive annual annuity payments
equal to the Maximum Annual Withdrawal amount for life.

Guaranteed Annual Income-The guaranteed periodic withdrawal amount available
from the contract each Benefit Year for life under certain Living Benefit
Riders.

Guaranteed Annual Income Amount Annuity Payout Option-A payout option available
under certain Living Benefit Riders in which the Contractowner (and spouse if
applicable) will receive annual annuity payments equal to the Guaranteed Annual
Income amount for life.

Guaranteed Period-The period during which Contract Value in a fixed account
will be credited a guaranteed interest rate.

Income Base-Under certain Living Benefit Riders, a value used to calculate
either the Guaranteed Annual Income amount or the minimum payouts under your
contract at a later date. The amount of the Income Base may vary based on when
you elect the rider, and is adjusted as set forth in this prospectus.

Interest Adjustment-An upward or downward adjustment on the amount of Contract
Value in the fixed account upon a transfer, withdrawal or surrender of Contract
Value from the fixed account due to fluctuations in interest rates.

Investment Requirements-Restrictions in how you may allocate your Subaccount
investments if you own certain Living Benefit Riders.

Lifetime Income Period-Under i4LIFE (Reg. TM) Advantage, the period of time
following the Access Period during which we make Regular Income Payments to you
for the rest of your life (and Secondary Life, if applicable). During the
Lifetime Income Period, you will no longer have access to your Account Value or
receive a Death Benefit.

Lincoln New York (we, us, our, Company)-Lincoln Life & Annuity Company of New
York.

Living Benefit Rider-A general reference to optional riders that provide some
type of a minimum guarantee while you are alive. If you select a Living Benefit
Rider, Excess Withdrawals may have adverse effects on the benefit, and you may
be subject to Investment Requirements.

Maximum Annual Withdrawal-The guaranteed periodic withdrawal available under
Lincoln Lifetime IncomeSM Advantage and Lincoln SmartSecurity (Reg. TM)
Advantage.

Maximum Annual Withdrawal Amount Annuity Payout Option - A fixed Annuity Payout
option available under Lincoln Lifetime IncomeSM Advantage under which the
Contractowner (and spouse if applicable) will receive annual annuity payments
equal to the Maximum Annual Withdrawal amount for life.

Periodic Income Commencement Date-The Valuation Date on which the amount of
i4LIFE (Reg. TM) Advantage Regular Income Payments are determined.

Net Purchase Payments-The Gross Purchase Payment amount less the sales charge.
The Net Purchase Payment is the amount placed in the fixed account and/or the
variable account.

Rate Sheet-A prospectus supplement, that will be filed periodically, where we
declare the current Guaranteed Annual Income rates under Lincoln Market Select
(Reg. TM) Advantage, and the Guaranteed Income Benefit percentages under i4LIFE
(Reg. TM) Advantage Select Guaranteed Income Benefit.

Regular Income Payments-The variable, periodic income payments paid under
i4LIFE (Reg. TM) Advantage.

Secondary Life-Under certain Living Benefit Riders, the person designated by
the Contractowner upon whose life the annuity payments will also be contingent.

Subaccount-Each portion of the VAA that reflects investments in Accumulation
and Annuity Units of a class of a particular fund available under the
contracts. There is a separate Subaccount which corresponds to each class of a
fund.

Valuation Date-Each day the New York Stock Exchange (NYSE) is open for trading.

Valuation Period-The period starting at the close of trading (normally 4:00
p.m. New York time) on each day that the NYSE is open for trading (Valuation
Date) and ending at the close of such trading on the next Valuation Date.

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Expense Tables
The following tables describe the fees and expenses that you will pay when
buying, owning, and surrendering the contract.

The first table describes the fees and expenses that you will pay at the time
that you buy the contract, surrender the contract, or transfer Contract Value
between investment options, and/or the fixed account (if available). No state
premium tax is currently deducted.

CONTRACTOWNER TRANSACTION EXPENSES

Accumulation Phase:
Sales charge (as a percentage of Gross Purchase Payments):1............................. 5.50%
Transfer charge:2....................................................................... up to $25
We may also apply an Interest Adjustment to amounts being withdrawn, surrendered or
transferred from a
Guaranteed Period of the fixed account (except for dollar cost averaging,
cross-reinvestment, withdrawals up to the
Maximum Annual Withdrawal amount under Lincoln SmartSecurity (Reg. TM) Advantage and
Regular Income Payments
under i4LIFE (Reg. TM) Advantage). See Fixed Side of the Contract.

1 The sales charge percentage decreases as the value accumulated under certain
of the owner's investment increases. For contracts purchased prior to
November 15, 2010, the maximum sales charge is 5.75%. The sales charge will
be waived for contracts purchased as part of a Fee-Based Financial Plan. See
Charges and Other Deductions.

2 The transfer charge will not be imposed on the first 12 transfers during a
Contract Year. We reserve the right to charge a $25 fee for the 13th and
each additional transfer during any Contract Year, excluding automatic
dollar cost averaging, portfolio rebalancing and cross reinvestment
transfers.

The following tables describe the fees and expenses that you will pay
periodically during the time that you own the contract, not including fund fees
and expenses. Only one table will apply to a given Contractowner. The tables
differ based on whether the Contractowner has purchased the i4LIFE (Reg. TM)
Advantage rider.
o Table A reflects the expenses for a contract that has not elected i4LIFE
(Reg. TM) Advantage (Base contract).
o Table B reflects the expenses for a contract that has elected i4LIFE (Reg.
TM) Advantage.
o Table C reflects the expenses for i4LIFE (Reg. TM) Advantage Guaranteed
Income Benefit (Managed Risk) for Contractowners who transition from Lincoln
Lifetime IncomeSM Advantage 2.0 (Managed Risk) or 4LATER (Reg. TM) Advantage
(Managed Risk).
o Table D reflects the expenses for i4LIFE (Reg. TM) Advantage Select
Guaranteed Income Benefit for Contractowners who transition from Lincoln
Market Select (Reg. TM) Advantage or 4LATER (Reg. TM) Select Advantage.
o Table E reflects the expenses for i4LIFE (Reg. TM) Advantage for
Contractowners who transition from 4LATER (Reg. TM) Advantage.

TABLE A
Expenses for a Contract that has not Elected i4LIFE (Reg. TM) Advantage (Base
contract)

A-Share Contracts Contracts Purchased as Part of a Fee-Based Financial
Plan
Prior to May 22, 2017 On and after May 22, 2017
Annual Account Fee:1....................... $ 20 N/A $ 50
Separate Account Annual Expenses (as a
percentage of daily assets in the
Subaccounts):2, 3
Enhanced Guaranteed Minimum Death
Benefit (EGMDB)
Mortality and Expense Risk Charge........ 0.95% 0.80% 0.45%
Administrative Charge.................... 0.10% 0.10% 0.10%
Total Separate Account Expenses.......... 1.05% 0.90% 0.55%
Guarantee of Principal Death Benefit
Mortality and Expense Risk Charge........ 0.70% 0.55% 0.20%
Administrative Charge.................... 0.10% 0.10% 0.10%
Total Separate Account Expenses.......... 0.80% 0.65% 0.30%
Account Value Death Benefit

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Mortality and Expense Risk Charge........ 0.65% 0.50% 0.10%
Administrative Charge.................... 0.10% 0.10% 0.10%
Total Separate Account Expenses.......... 0.75% 0.60% 0.20%

Single Joint
Life Life
Optional Living Benefit Rider Charges:
Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk):4, 5
Guaranteed Maximum Annual Charge........................................... 2.00% 2.00%
Current Initial Annual Charge.............................................. 1.05% 1.25%
Lincoln Market Select (Reg. TM) Advantage:6
Guaranteed Maximum Annual Charge........................................... 2.25% 2.45%
Current Initial Annual Charge.............................................. 1.25% 1.50%
4LATER (Reg. TM) Select Advantage:7
Guaranteed Maximum Annual Charge........................................... 2.25% 2.45%
Current Initial Annual Charge.............................................. 1.25% 1.50%
Lincoln Lifetime IncomeSM Advantage:8
Guaranteed Maximum Charge.................................................. 1.50% 1.50%
Current Charge............................................................. 0.90% 0.90%
Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year Automatic Step-up option:9
Guaranteed Maximum Charge.................................................. 1.50% 1.50%
Current Charge............................................................. 0.85% 1.00%
Lincoln SmartSecurity (Reg. TM) Advantage - 5 Year Elective Step-up option:9
Guaranteed Maximum Charge.................................................. 0.95% N/A
Current Charge............................................................. 0.85% N/A
4LATER (Reg. TM) Advantage:10
Guaranteed Maximum Charge.................................................. 1.50% N/A
Current Charge............................................................. 0.65% N/A
4LATER (Reg. TM) Advantage (Managed Risk):11
Guaranteed Maximum Charge.................................................. 2.00% 2.00%
Current Charge............................................................. 1.05% 1.25%

1 During the accumulation phase, the account fee will be deducted from your
Contract Value on each contract anniversary, or upon surrender of the
contract. The account fee will be waived if your Contract Value is $50,000
or more on the contract anniversary (or date of surrender). This account fee
will be waived after the fifteenth Contract Year, regardless of your
Contract Value unless your contract was purchased as part of a Fee-Based
Financial Plan on and after May 22, 2017. We do not assess the account fee
on contracts issued to individuals who purchased the contract as part of a
Fee-Based Financial Plan prior to May 22, 2017.

2 For contracts purchased on or after July 22, 2005 and prior to November 15,
2010, the total annual charges are as follows: EGMDB 0.90%; Guarantee of
Principal 0.75%; Account Value 0.65%. For contracts purchased before July
22, 2005, the total annual charges are as follows: EGMDB 0.72%; Guarantee of
Principal 0.60%; Account Value N/A. In the event of a subsequent Death
Benefit change, the charge will be based on the charges in effect at the
time the contract was purchased.

3 A mortality and expense risk and administrative charge of 0.75% of the
Contract Value is charged for A-Share contracts on and after the Annuity
Commencement Date. The charge is 0.20% of the Contract Value on contracts
purchased as part of a Fee-Based Financial Plan on and after May 22, 2017,
or 0.60% of Contract Value on contracts purchased as part of a Fee-Based
Financial Plan between June 30, 2010 and prior to May 22, 2017. The charge
is 0.60% of Contract Value for A-Share contracts purchased prior to November
15, 2010.

4 As an annualized percentage of the Income Base, as increased for subsequent
Purchase Payments, Automatic Annual Step-ups, 5% Enhancements and decreased
by Excess Withdrawals. This charge is deducted from the Contract Value on a
quarterly basis. See Charges and Other Deductions - Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk) Charge for a discussion of these
changes to the Income Base.

5 The charge for Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) also
applies to an older version of the rider - Lincoln Lifetime IncomeSM
Advantage 2.0 - which is no longer available for purchase.

6 As an annualized percentage of the Income Base, as increased by subsequent
Purchase Payments, 5% Enhancements, and/or Automatic Annual Step-ups, and
decreased by Excess Withdrawals. This charge is deducted from the Contract
Value on a quarterly basis. See Charges and Other Deductions - Lincoln
Market Select (Reg. TM) Advantage Charge for more information.

7 As an annualized percentage of the Income Base, as increased by subsequent
Purchase Payments, 5% Enhancements, and Automatic Annual Step-ups, and
decreased by withdrawals. This charge is deducted from the Contract Value on
a quarterly basis. See Charges and Other Deductions - 4LATER (Reg. TM)
Select Advantage Charge for more information.

8 As an annualized percentage of the Guaranteed Amount as increased for
subsequent Purchase Payments, Automatic Annual Step-ups, 5% Enhancements and
the 200% step-up and decreased for withdrawals. This charge is deducted from
the Contract Value on a quarterly basis. For Lincoln Lifetime IncomeSM
Advantage riders purchased before January 20, 2009, the current annual
charge rate will increase from 0.75% to 0.90% upon the earlier of (a) the
next Automatic Annual

7
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Step-up of the Guaranteed Amount or (b) the next Benefit Year anniversary if
cumulative Purchase Payments received after the first Benefit Year
anniversary equal or exceed $100,000. See Charges and Other Deductions -
Lincoln Lifetime IncomeSM Advantage Charge for more information.

9 As an annualized percentage of the Guaranteed Amount, as increased for
subsequent Purchase Payments, and step-ups and decreased for withdrawals.
This charge is deducted from the Contract Value on a quarterly basis. For
Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year Automatic Step-up option
riders purchased prior to December 3, 2012, the current annual charge rate
will increase to 0.85% (single life option) and 1.00% (joint life option)
upon the next election of a step-up of the Guaranteed Amount. For Lincoln
SmartSecurity (Reg. TM) Advantage - 5 Year Elective Step-up option riders
the current annual charge rate will increase to 0.85% upon the next election
of a step-up of the Guaranteed Amount. See Charges and Other Deductions -
Lincoln SmartSecurity (Reg. TM) Advantage Charge for more information.

10 As an annualized percentage of the Income Base, as increased for subsequent
Purchase Payments, automatic 15% enhancements, and Resets and decreased for
withdrawals. This charge is deducted from the Subaccounts on a quarterly
basis. For riders purchased before January 20, 2009, the current annual
charge rate will increase from 0.50% to 0.65% upon the next election to
reset the Income Base. See Charges and Other Deductions - 4LATER (Reg. TM)
Advantage Charge for more information.

11 As an annualized percentage of the Income Base (initial Purchase Payment or
Contract Value at the time of election), as increased for subsequent
Purchase Payments, Automatic Annual Step-ups, 5% Enhancements and decreased
by withdrawals. This charge is deducted from the Contract Value on a
quarterly basis. See Charges and Other Deductions - 4LATER (Reg. TM)
Advantage (Managed Risk) Charge for a discussion of these changes to the
Income Base.

TABLE B
Expenses for a Contract that has elected i4LIFE (Reg. TM) Advantage

A-Share Contracts Contracts Purchased as Part of a Fee-Based Financial
Plan
Prior to May 22, 2017 On and after May 22, 2017
Annual Account Fee:1............................. $ 20 N/A $ 50
i4LIFE (Reg. TM) Advantage without a Guaranteed
Income Benefit rider:2 Single/Joint Life Single/Joint Life Single/Joint Life
Enhanced Guaranteed Minimum Death
Benefit (EGMDB)............................... 1.45% 1.30% 0.95%
Guarantee of Principal Death Benefit........... 1.20% 1.05% 0.70%
Account Value Death Benefit.................... 1.15% 1.00% 0.60%

A-Share Contracts Contracts Purchased as Part of a Fee-Based
Financial Plan
Prior to May 22, On and after May 22,
2017 2017
i4LIFE (Reg. TM) Advantage Select Guaranteed Single Joint Single Joint Single Joint
Income Benefit:3 Life Life Life Life Life Life
Enhanced Guaranteed Minimum Death
Benefit (EGMDB)
Guaranteed Maximum Charge................. 3.70% 3.90% 3.55% 3.75% 3.20% 3.40%
Current Charge............................ 2.40% 2.60% 2.25% 2.45% 1.90% 2.10%
Guarantee of Principal Death Benefit
Guaranteed Maximum Charge................. 3.45% 3.65% 3.30% 3.50% 2.95% 3.15%
Current Charge............................ 2.15% 2.35% 2.00% 2.20% 1.65% 1.85%
Account Value Death Benefit
Guaranteed Maximum Charge................. 3.40% 3.60% 3.25% 3.45% 2.85% 3.05%
Current Charge............................ 2.10% 2.30% 1.95% 2.15% 1.55% 1.75%

A-Share Contracts Contracts Purchased as Part of a Fee-Based
Financial Plan
Prior to May 22, On and after May 22,
2017 2017
i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit (Managed Risk) and Guaranteed Single Joint Single Joint Single Joint
Income Benefit (version 4):4 Life Life Life Life Life Life
Enhanced Guaranteed Minimum Death
Benefit (EGMDB)
Guaranteed Maximum Charge................. 3.45% 3.45% 3.30% 3.30% 2.95% 2.95%

8
<PAGE>

Current Charge.................... 2.10% 2.30% 1.95% 2.15% 1.60% 1.80%
Guarantee of Principal Death Benefit
Guaranteed Maximum Charge......... 3.20% 3.20% 3.05% 3.05% 2.70% 2.70%
Current Charge.................... 1.85% 2.05% 1.70% 1.90% 1.35% 1.55%
Account Value Death Benefit
Guaranteed Maximum Charge......... 3.15% 3.15% 3.00% 3.00% 2.60% 2.60%
Current Charge.................... 1.80% 2.00% 1.65% 1.85% 1.25% 1.45%

A-Share Contracts Contracts Purchased as Part of a Fee-Based Financial Plan
Prior to May 22, 2017 On and after May 22, 2017
i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit (versions 1, 2 and 3):5 Single/Joint Life Single/Joint Life Single/Joint Life
Enhanced Guaranteed Minimum Death
Benefit (EGMDB)
Guaranteed Maximum Charge................. 2.95% 2.80% N/A
Current Charge............................ 1.95% 1.80% N/A
Guarantee of Principal Death Benefit
Guaranteed Maximum Charge................. 2.70% 2.55% N/A
Current Charge............................ 1.70% 1.55% N/A
Account Value Death Benefit.................
Guaranteed Maximum Charge................. 2.65% 2.50% N/A
Current Charge............................ 1.65% 1.50% N/A

2 As a percentage of daily assets in the Subaccounts. This charge is assessed
only on and after the effective date of i4LIFE (Reg. TM) Advantage. See
Charges and Other Deductions - i4LIFE (Reg. TM) Advantage Rider Charge for
further information. These charges continue during the Access Period. For
all contracts purchased prior to November 15, 2010, the annual charge rates
are as follows: EGMDB 1.30%; Guarantee of Principal 1.15%; Account Value
1.05%. The i4LIFE (Reg. TM) Advantage charge rate is reduced to 1.15% during
the Lifetime Income Period, or 1.00% for contracts purchased as part of a
Fee-Based Financial Plan prior to May 22, 2017 and 0.60% for contracts
purchased as part of a Fee-Based Financial Plan on and after May 22, 2017.

3 As a percentage of daily assets in the Subaccounts. This charge is assessed
only on and after the effective date of the Guaranteed Income Benefit. The
current annual charge rate for the Guaranteed Income Benefit is 0.95% of
Account Value for the single life option and 1.15% of Account Value for the
joint life option with a guaranteed maximum charge rate of 2.25% (2.45%
joint life option). These charges are added to the i4LIFE (Reg. TM)
Advantage charges to comprise the total charges reflected. During the
Lifetime Income Period, the Guaranteed Income Benefit charge is added to the
i4LIFE (Reg. TM) Advantage charge rate of 1.15% (1.00% for contracts
purchased as part of a Fee-Based Financial Plan prior to May 22, 2017 and
0.60% for contracts purchased as part of a Fee-Based Financial Plan on and
after May 22, 2017). See Charges and Other Deductions - i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit Charge for more information.

4 As a percentage of daily assets in the Subaccounts. This charge is assessed
only on and after the effective date of the Guaranteed Income Benefit. The
current annual charge rate for the Guaranteed Income Benefit is 0.65% of
Account Value for the single life option and 0.85% of Account Value for the
joint life option with a guaranteed maximum charge rate of 2.00%. These
charges are added to the i4LIFE (Reg. TM) Advantage charges to comprise the
total charges reflected. During the Lifetime Income Period, the Guaranteed
Income Benefit charge rate is added to the i4LIFE (Reg. TM) Advantage charge
rate of 1.15% (1.00% for contracts purchased as part of a Fee-Based
Financial Plan prior to May 22, 2017 and 0.60% for contracts purchased as
part of a Fee-Based Financial Plan on and after May 22, 2017). See Charges
and Other Deductions - i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
Charge for more information. These charges apply to i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit (Managed Risk) and i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit (version 4).

5 As a percentage of daily assets in the Subaccounts. This charge is assessed
only on and after the effective date of the Guaranteed Income Benefit. The
current annual charge rate for the Guaranteed Income Benefit is 0.50% of
Account Value with a guaranteed maximum charge rate of 1.50%. This charge is
added to the i4LIFE (Reg. TM) Advantage charges to comprise the total
charges reflected. During the Lifetime Income Period, the Guaranteed Income
Benefit charge rate is added to the i4LIFE (Reg. TM) Advantage charge rate
of 1.15% (1.00% for contracts purchased as part of a Fee-Based Financial
Plan). The charge rate may change to the current charge rate in effect at
the time you elect an additional step-up period, not to exceed the
guaranteed maximum charge rate. See Charges and Other Deductions - i4LIFE
(Reg. TM) Advantage Guaranteed Income Benefit Charge for more information.

9
<PAGE>

TABLE C
Expenses for i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed
Risk) for Contractowners who Transition from Lincoln Lifetime IncomeSM
Advantage 2.0 (Managed Risk) or 4LATER (Reg. TM) Advantage (Managed Risk)1

A-Share Contracts Contracts Purchased as Part of a Fee-Based Financial
Plan
Prior to May 22, 2017 On and after May 22, 2017
Annual Account Fee:2.......................... $ 20 N/A $ 50
i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit (Managed Risk) for
Contractowners who transition from
Lincoln Lifetime IncomeSM Advantage
2.0 (Managed Risk) or 4LATER (Reg. TM)
Advantage (Managed Risk): Single/Joint Life Single/Joint Life Single/Joint Life
Separate Account Annual Expenses (as
a percentage of daily assets in the
Subaccounts):
Enhanced Guaranteed Minimum Death
Benefit (EGMDB)............................ 1.05% 0.90% 0.55%
Guarantee of Principal Death Benefit........ 0.80% 0.65% 0.30%
Account Value Death Benefit................. 0.75% 0.60% 0.20%

All Contracts
Single Life Joint LIfe
i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed Risk):3, 4
Guaranteed Maximum Annual Charge....................................... 2.00% 2.00%
Current Initial Annual Charge.......................................... 1.05% 1.25%

1 These charges also apply to Lincoln Lifetime IncomeSM Advantage 2.0
purchasers who elect i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
(version 4).

2 During the accumulation phase, the account fee will be deducted from your
Contract Value on each contract anniversary, or upon surrender of the
contract. The account fee will be waived if your Contract Value is $50,000
or more on the contract anniversary (or date of surrender). This account fee
will be waived after the fifteenth Contract Year, regardless of your
Contract Value unless your contract was purchased as part of a Fee-Based
Financial Plan on and after May 22, 2017. We do not assess the account fee
on contracts issued to individuals who purchased the contract as part of a
Fee-Based Financial Plan prior to May 22, 2017.

3 As an annualized percentage of the greater of the Income Base (associated
with Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)) or Account
Value. This charge is deducted from Account Value on a quarterly basis and
only on and after the effective date of i4LIFE (Reg. TM) Advantage. In the
event of an automatic step-up in the Guaranteed Income Benefit, the dollar
amount of the charge will increase by a two part formula: 1) the charge will
increase by the same percentage that the Guaranteed Income Benefit payment
increases and 2) the dollar amount of the charge will also increase by the
percentage increase, if any, to the Lincoln Lifetime IncomeSM Advantage 2.0
(Managed Risk) current charge rate. (The Lincoln Lifetime IncomeSM Advantage
2.0 (Managed Risk) charge continues to be a factor in determining the i4LIFE
(Reg. TM) Advantage Guaranteed Income Benefit (Managed Risk) charge.) See
Charges and Other Deductions - i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit Charge for Contractowners who transition from a Prior Rider for more
information.

4 As an annualized percentage of the greater of the Income Base (associated
with the 4LATER (Reg. TM) Advantage (Managed Risk)) or Account Value. This
charge is deducted from Account Value on a quarterly basis and only on and
after the effective date of i4LIFE (Reg. TM) Advantage. In the event of an
automatic step-up in the Guaranteed Income Benefit, the dollar amount of the
charge will increase by a two part formula: 1) the charge will increase by
the same percentage that the Guaranteed Income Benefit payment increases and
2) the dollar amount of the charge will also increase by the percentage
increase, if any, to the 4LATER (Reg. TM) Advantage (Managed Risk) current
charge rate. (The 4LATER (Reg. TM) Advantage (Managed Risk) charge continues
to be a factor in determining the i4LIFE (Reg. TM) Advantage with Guaranteed
Income Benefit charge.) See Charges and Other Deductions - i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit Charge for Contractowners who transition
from a Prior Rider for more information.

TABLE D
Expenses for i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit for
Contractowners who Transition from Lincoln Market Select (Reg. TM) Advantage or
4LATER (Reg. TM) Select Advantage

A-Share Contracts Contracts Purchased as Part of a Fee-Based Financial Plan

10
<PAGE>

Prior to May 22, 2017 On and after May 22, 2017
Annual Account Fee:1........................... $ 20 N/A $ 50
i4LIFE (Reg. TM) Advantage Select Guaranteed
Income Benefit for Contractowners who
transition from Lincoln Market Select (Reg. TM)
Advantage or 4LATER (Reg. TM) Select
Advantage: Single/Joint Life Single/Joint Life Single/Joint Life
Separate Account Annual Expenses (as
a percentage of daily assets in the
Subaccounts):
Enhanced Guaranteed Minimum
Death Benefit (EGMDB)...................... 1.05% 0.90% 0.55%
Guarantee of Principal Death Benefit........ 0.80% 0.65% 0.30%
Account Value Death Benefit................. 0.75% 0.60% 0.20%

All Contracts
Single Life Joint LIfe
i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit for Contractowners who
transition from
Lincoln Market Select (Reg. TM) Advantage or 4LATER (Reg. TM) Select Advantage:2, 3
Guaranteed Maximum Annual Charge....................................................... 2.25% 2.45%
Current Initial Annual Charge.......................................................... 1.25% 1.50%

2 As an annualized percentage of the greater of the Income Base (associated
with Lincoln Market Select (Reg. TM) Advantage) or Account Value. This
charge is deducted from Account Value on a quarterly basis and only on and
after the effective date of i4LIFE (Reg. TM) Advantage. In the event of an
automatic step up in the Guaranteed Income Benefit, the dollar amount of the
charge will increase by a two part formula: 1) the charge will increase by
the same percentage that the Guaranteed Income Benefit payment increases and
2) the dollar amount of the charge will also increase by the percentage
increase, if any, to the Lincoln Market Select (Reg. TM) Advantage current
charge rate. (The Lincoln Market Select (Reg. TM) Advantage charge continues
to be a factor in determining the i4LIFE (Reg. TM) Advantage Select
Guaranteed Income Benefit charge.) See Charges and Other Deductions - i4LIFE
(Reg. TM) Advantage Guaranteed Income Benefit Charge for Contractowners who
transition from a Prior Rider for more information.

3 As an annualized percentage of the greater of the Income Base (associated
with 4LATER (Reg. TM) Select Advantage) or Account Value. This charge is
deducted from Account Value on a quarterly basis and only on and after the
effective date of i4LIFE (Reg. TM) Advantage. In the event of an automatic
step-up in the Guaranteed Income Benefit, the dollar amount of the charge
will increase by a two part formula: 1) the charge will increase by the same
percentage that the Guaranteed Income Benefit payment increases and 2) the
dollar amount of the charge will also increase by the percentage increase,
if any, to the 4LATER (Reg. TM) Select Advantage current charge rate. (The
4LATER (Reg. TM) Select Advantage charge continues to be a factor in
determining the i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit
charge.) See Charges and Other Deductions - i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit Charge for Contractowners who transition from a
Prior Rider for more information.

TABLE E
Expenses for i4LIFE (Reg. TM) Advantage for Contractowners who Transition from
4LATER (Reg. TM) Advantage

Contracts Purchased
as Part of a Fee-Based
A-Share Contracts Financial Plan prior to May 22, 2017
Annual Account Fee:1................................................. $ 20 N/A
i4LIFE (Reg. TM) Advantage with 4LATER (Reg. TM) Advantage Guaranteed
Income Benefit for Contractowners who transition from
4LATER (Reg. TM) Advantage:2
Enhanced Guaranteed Minimum Death Benefit (EGMDB)
Guaranteed Maximum Charge.......................................... 2.95% 2.80%
Current Charge..................................................... 2.10% 1.95%
Guarantee of Principal Death Benefit

11
<PAGE>

Guaranteed Maximum Charge........ 2.70% 2.55%
Current Charge................... 1.85% 1.70%
Account Value Death Benefit
Guaranteed Maximum Charge........ 2.65% 2.50%
Current Charge................... 1.80% 1.65%

1 During the accumulation phase, the account fee will be deducted from your
Contract Value on each contract anniversary, or upon surrender of the
contract. The account fee will be waived if your Contract Value is $50,000
or more on the contract anniversary (or date of surrender). This account fee
will be waived after the fifteenth Contract Year, regardless of your
Contract Value. We do not asses the account fee on contracts issued to
Selling Group Individuals, to individuals who purchased the contract as part
of a Fee-Based Financial Plan prior to May 22, 2017, or on contracts issue
before August 15, 2003.

2 As a percentage of daily assets in the Subaccounts. This charge is assessed
only on and after the effective date of the Guaranteed Income Benefit. The
current annual charge rate for the Guaranteed Income Benefit is 0.65% of the
Account Value with a guaranteed maximum charge rate of 1.50%. This charge is
added to the i4LIFE (Reg. TM) Advantage charges to comprise the total
charges reflected. During the Lifetime Income Period, the Guaranteed Income
Benefit charge rate is added to the i4LIFE (Reg. TM) Advantage charge rate
of 1.15% (1.00% for contracts purchased as part of a Fee-Based Financial
Plan). The charge rate will change to the current charge rate in effect upon
election of a new step-up period, not to exceed the guaranteed maximum
charge rate. For riders purchased before January 20, 2009, the current
annual charge rate will increase from 0.50% to 0.65% upon the next election
to reset the Income Base. See Charges and Other Deductions - 4LATER (Reg.
TM) Advantage Guaranteed Income Benefit Charge for more information.

The next item shows the minimum and maximum total annual operating expenses
charged by the funds that you may pay
periodically during the time that you own the contract. The expenses are for
the year ended December 31, 2016. More detail concerning each fund's fees and
expenses is contained in the prospectus for each fund.

Minimum Maximum
--------- --------

Total Annual Fund Operating Expenses (expenses that are deducted from
fund assets, including management fees, distribution and/or service
(12b-1) fees, and other expenses)................................... 0.54% 1.37%
Total Annual Fund Operating Expenses (after contractual waivers/
reimbursements*).................................................... 0.54% 1.28%

* Some of the funds have entered into contractual waiver or reimbursement
arrangements that may reduce fund management and other fees and/or
expenses during the period of the arrangement. These arrangements vary in
length, but no arrangement will terminate before April 30, 2018.

The following table shows the expenses charged by each fund for the year ended
December 31, 2016:
(as a percentage of each fund's average net assets):

Other
Management 12b-1 Fees Expenses
Fees (before (before any (before any
any waivers/ waivers/ waivers/
reimburse- reimburse- reimburse-
ments) + ments) + ments) +

American Funds Asset Allocation Fund - Class 2 0.27% 0.25% 0.02%
American Funds Asset Allocation Fund - Class 4 0.27% 0.25% 0.27%
American Funds Blue Chip Income and Growth Fund - Class 2 0.39% 0.25% 0.02%
American Funds Blue Chip Income and Growth Fund - Class 4 0.39% 0.25% 0.27%
American Funds Bond Fund - Class 2 0.36% 0.25% 0.02%
American Funds Bond Fund - Class 4 0.36% 0.25% 0.27%
American Funds Capital Income Builder (Reg. TM) - Class 4 0.50% 0.25% 0.29%
American Funds Global Balanced FundSM - Class 2 0.66% 0.25% 0.06%
American Funds Global Balanced FundSM - Class 4 0.66% 0.25% 0.33%
American Funds Global Bond Fund - Class 2 0.53% 0.25% 0.04%
American Funds Global Bond Fund - Class 4 0.53% 0.25% 0.29%
American Funds Global Growth and Income Fund - Class 2 0.60% 0.25% 0.03%
American Funds Global Growth and Income Fund - Class 4 0.60% 0.25% 0.28%
American Funds Global Growth Fund - Class 2 0.53% 0.25% 0.03%
American Funds Global Growth Fund - Class 4 0.53% 0.25% 0.28%
American Funds Global Growth PortfolioSM - Class 4(1) 0.00% 0.25% 0.50%
American Funds Global Small Capitalization Fund - Class 2 0.70% 0.25% 0.04%

Total
Total Total Expenses
Expenses Contractual (after
Acquired (before any waivers/ Contractual
Fund waivers/ reimburse- waivers/
Fees and reimburse- ments reimburse-
Expenses = ments) (if any) ments)

American Funds Asset Allocation Fund - Class 2 0.00% 0.54% 0.00% 0.54%
American Funds Asset Allocation Fund - Class 4 0.00% 0.79% 0.00% 0.79%
American Funds Blue Chip Income and Growth Fund - Class 2 0.00% 0.66% 0.00% 0.66%
American Funds Blue Chip Income and Growth Fund - Class 4 0.00% 0.91% 0.00% 0.91%
American Funds Bond Fund - Class 2 0.00% 0.63% 0.00% 0.63%
American Funds Bond Fund - Class 4 0.00% 0.88% 0.00% 0.88%
American Funds Capital Income Builder (Reg. TM) - Class 4 0.00% 1.04% 0.00% 1.04%
American Funds Global Balanced FundSM - Class 2 0.00% 0.97% 0.00% 0.97%
American Funds Global Balanced FundSM - Class 4 0.00% 1.24% 0.00% 1.24%
American Funds Global Bond Fund - Class 2 0.00% 0.82% 0.00% 0.82%
American Funds Global Bond Fund - Class 4 0.00% 1.07% 0.00% 1.07%
American Funds Global Growth and Income Fund - Class 2 0.00% 0.88% 0.00% 0.88%
American Funds Global Growth and Income Fund - Class 4 0.00% 1.13% 0.00% 1.13%
American Funds Global Growth Fund - Class 2 0.00% 0.81% 0.00% 0.81%
American Funds Global Growth Fund - Class 4 0.00% 1.06% 0.00% 1.06%
American Funds Global Growth PortfolioSM - Class 4(1) 0.62% 1.37% -0.19% 1.18%
American Funds Global Small Capitalization Fund - Class 2 0.00% 0.99% 0.00% 0.99%

12
<PAGE>

Other
Management 12b-1 Fees Expenses
Fees (before (before any (before any
any waivers/ waivers/ waivers/
reimburse- reimburse- reimburse-
ments) + ments) + ments) +

American Funds Global Small Capitalization Fund - Class 4 0.70% 0.25% 0.29%
American Funds Growth and Income PortfolioSM - Class 4(1) 0.00% 0.25% 0.32%
American Funds Growth Fund - Class 2 0.33% 0.25% 0.02%
American Funds Growth Fund - Class 4 0.33% 0.25% 0.27%
American Funds Growth-Income Fund - Class 2 0.27% 0.25% 0.02%
American Funds Growth-Income Fund - Class 4 0.27% 0.25% 0.27%
American Funds High-Income Bond Fund - Class 2 0.47% 0.25% 0.02%
American Funds High-Income Bond Fund - Class 4 0.47% 0.25% 0.27%
American Funds International Fund - Class 2 0.50% 0.25% 0.04%
American Funds International Fund - Class 4 0.50% 0.25% 0.29%
American Funds International Growth and Income FundSM - Class 2 0.63% 0.25% 0.05%
American Funds International Growth and Income FundSM - Class 4 0.63% 0.25% 0.30%
American Funds Managed Risk Asset Allocation FundSM - Class P2(2) 0.15% 0.25% 0.28%
American Funds Managed Risk Blue Chip Income and Growth FundSM -
Class P2(3) 0.15% 0.25% 0.39%
American Funds Managed Risk Global Allocation PortfolioSM - Class P2(4) 0.15% 0.25% 0.37%
American Funds Managed Risk Growth and Income PortfolioSM - Class
P2(4) 0.15% 0.25% 0.37%
American Funds Managed Risk Growth FundSM - Class P2(5) 0.15% 0.25% 0.39%
American Funds Managed Risk Growth PortfolioSM - Class P2(6) 0.15% 0.25% 0.37%
American Funds Managed Risk Growth-Income FundSM - Class P2(5) 0.15% 0.25% 0.39%
American Funds Managed Risk International FundSM - Class P2(5) 0.15% 0.25% 0.39%
American Funds Mortgage FundSM - Class 2 0.42% 0.25% 0.04%
American Funds Mortgage FundSM - Class 4 0.42% 0.25% 0.29%
American Funds New World Fund (Reg. TM) - Class 2 0.72% 0.25% 0.06%
American Funds New World Fund (Reg. TM) - Class 4 0.72% 0.25% 0.31%
American Funds U. S. Government/AAA-Rated Securities Fund - Class 2 0.34% 0.25% 0.02%
American Funds U. S. Government/AAA-Rated Securities Fund - Class 4 0.34% 0.25% 0.27%
American Funds Ultra-Short Bond Fund - Class 2 0.32% 0.25% 0.03%
American Funds Ultra-Short Bond Fund - Class 4 0.32% 0.25% 0.28%
LVIP American Balanced Allocation Fund - Service Class(7) 0.25% 0.35% 0.05%
LVIP American Global Balanced Allocation Managed Risk Fund - Service
Class(8) 0.25% 0.35% 0.05%
LVIP American Global Growth Allocation Managed Risk Fund - Service
Class(9) 0.25% 0.35% 0.05%
LVIP American Growth Allocation Fund - Service Class(10) 0.25% 0.35% 0.05%
LVIP American Income Allocation Fund - Service Class(11) 0.25% 0.35% 0.08%
LVIP American Preservation Fund - Service Class(12) 0.25% 0.35% 0.06%

American Funds Global Small Capitalization Fund - Class 4 0.00% 1.24% 0.00% 1.24%
American Funds Growth and Income PortfolioSM - Class 4(1) 0.44% 1.01% -0.01% 1.00%
American Funds Growth Fund - Class 2 0.00% 0.60% 0.00% 0.60%
American Funds Growth Fund - Class 4 0.00% 0.85% 0.00% 0.85%
American Funds Growth-Income Fund - Class 2 0.00% 0.54% 0.00% 0.54%
American Funds Growth-Income Fund - Class 4 0.00% 0.79% 0.00% 0.79%
American Funds High-Income Bond Fund - Class 2 0.00% 0.74% 0.00% 0.74%
American Funds High-Income Bond Fund - Class 4 0.00% 0.99% 0.00% 0.99%
American Funds International Fund - Class 2 0.00% 0.79% 0.00% 0.79%
American Funds International Fund - Class 4 0.00% 1.04% 0.00% 1.04%
American Funds International Growth and Income FundSM - Class 2 0.00% 0.93% 0.00% 0.93%
American Funds International Growth and Income FundSM - Class 4 0.00% 1.18% 0.00% 1.18%
American Funds Managed Risk Asset Allocation FundSM - Class P2(2) 0.27% 0.95% -0.05% 0.90%
American Funds Managed Risk Blue Chip Income and Growth FundSM -
Class P2(3) 0.38% 1.17% -0.16% 1.01%
American Funds Managed Risk Global Allocation PortfolioSM - Class P2(4) 0.55% 1.32% -0.14% 1.18%
American Funds Managed Risk Growth and Income PortfolioSM - Class
P2(4) 0.44% 1.21% -0.14% 1.07%
American Funds Managed Risk Growth FundSM - Class P2(5) 0.33% 1.12% -0.16% 0.96%
American Funds Managed Risk Growth PortfolioSM - Class P2(6) 0.38% 1.15% -0.14% 1.01%
American Funds Managed Risk Growth-Income FundSM - Class P2(5) 0.29% 1.08% -0.16% 0.92%
American Funds Managed Risk International FundSM - Class P2(5) 0.51% 1.30% -0.16% 1.14%
American Funds Mortgage FundSM - Class 2 0.00% 0.71% 0.00% 0.71%
American Funds Mortgage FundSM - Class 4 0.00% 0.96% 0.00% 0.96%
American Funds New World Fund (Reg. TM) - Class 2 0.00% 1.03% 0.00% 1.03%
American Funds New World Fund (Reg. TM) - Class 4 0.00% 1.28% 0.00% 1.28%
American Funds U. S. Government/AAA-Rated Securities Fund - Class 2 0.00% 0.61% 0.00% 0.61%
American Funds U. S. Government/AAA-Rated Securities Fund - Class 4 0.00% 0.86% 0.00% 0.86%
American Funds Ultra-Short Bond Fund - Class 2 0.00% 0.60% 0.00% 0.60%
American Funds Ultra-Short Bond Fund - Class 4 0.00% 0.85% 0.00% 0.85%
LVIP American Balanced Allocation Fund - Service Class(7) 0.41% 1.06% -0.05% 1.01%
LVIP American Global Balanced Allocation Managed Risk Fund - Service
Class(8) 0.38% 1.03% 0.00% 1.03%
LVIP American Global Growth Allocation Managed Risk Fund - Service
Class(9) 0.40% 1.05% 0.00% 1.05%
LVIP American Growth Allocation Fund - Service Class(10) 0.43% 1.08% -0.05% 1.03%
LVIP American Income Allocation Fund - Service Class(11) 0.38% 1.06% -0.05% 1.01%
LVIP American Preservation Fund - Service Class(12) 0.34% 1.00% -0.10% 0.90%

(1) The investment adviser is currently reimbursing a portion of the other
expenses. This reimbursement will be in effect through at least May 1,
2018, unless modified or terminated by the fund's board. The adviser may
elect at its discretion to extend, modify or terminate the reimbursement
at that time.

(2) The investment adviser is currently waiving a portion of its management
fees equal to .05% of the fund's net assets. This waiver will be in
effect through at least May 1, 2018, unless modified or terminated by the
fund's board. The waiver may only be modified or terminated with the
approval of the fund's board.

(3) Other Expenses are restated to reflect current fees. The investment
adviser is currently waiving a portion of its management fees equal to
.05% of the fund's net assets. In addition, the investment adviser is
currently reimbursing a portion of other expenses. This waiver and
reimbursement will be in effect through at least May 1, 2018, unless
modified or terminated by the fund's board. The waiver may only be
modified or terminated with the approval of the fund's board.

(4) The investment adviser is currently waiving a portion of its management
fees equal to 0.05% of the fund's net assets. In addition, the investment
adviser is currently reimbursing a portion of other expenses. This waiver
and reimbursement will be in effect through at least May 1, 2018, unless
modified or terminated by

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the fund's board. The adviser may elect at its discretion to extend, modify
or terminate the reimbursement at that time. The waiver may only be modified
or terminated with the approval of the fund's board.

(5) Other Expenses are restated to reflect current fees. The investment
adviser is currently waiving a portion of its management fees equal to
.05% of the fund's net assets. In addition, the investment adviser is
currently reimbursing a portion of other expenses. This waiver and
reimbursement will be in effect through at least May 1, 2018, unless
modified or terminated by the fund's board. The waiver may only be
modified or terminated with the approval of the fund's board.

(6) The investment adviser is currently waiving a portion of its management
fees equal to 0.05% of the fund's net assets. In addition, the investment
adviser is currently reimbursing a portion of other expenses. This waiver
and reimbursement will be in effect through at least May 1, 2018, unless
modified or terminated by the fund's board. The adviser may elect at its
discretion to extend, modify or terminate the reimbursement at that time.
The waiver may only be modified or terminated with the approval of the
fund's board.

(7) Other expenses were restated to reflect the current fee structure of the
fund. The Total Annual Fund Operating Expenses do not correlate to the
ratio of expenses to the average net assets appearing in the Financial
Highlights table which reflects only the operating expenses of the Fund
and does not include AFFE. Lincoln Investment Advisors Corporation (the
"adviser") has contractually agreed to waive the following portion of its
advisory fee: 0.05% of the Fund's average daily net assets. The agreement
will continue at least through April 30, 2018 and cannot be terminated
before that date without the mutual agreement of the Fund's board of
trustees and the adviser.

(8) The Total Annual Fund Operating Expenses do not correlate to the ratio of
expenses to the average net assets appearing in the Financial Highlights
table which reflects only the operating expenses of the Fund and does not
include AFFE. Other expenses were restated to reflect the current fee
structure of the fund.

(9) Other expenses were restated to reflect the current fee structure of the
fund. The Total Annual Fund Operating Expenses do not correlate to the
ratio of expenses to the average net assets appearing in the Financial
Highlights table which reflects only the operating expenses of the Fund
and does not include AFFE.

(10) The Total Annual Fund Operating Expenses do not correlate to the ratio of
expenses to the average net assets appearing in the Financial Highlights
table which reflects only the operating expenses of the Fund and does not
include AFFE. Lincoln Investment Advisors Corporation (the "adviser") has
contractually agreed to waive the following portion of its advisory fee:
0.05% of the Fund's average daily net assets. The agreement will continue
at least through April 30, 2018 and cannot be terminated before that date
without the mutual agreement of the Fund's board of trustees and the
adviser. Other expenses were restated to reflect the current fee
structure of the fund.

(11) Other expenses were restated to reflect the current fee structure of the
fund. The Total Annual Fund Operating Expenses do not correlate to the
ratio of expenses to the average net assets appearing in the Financial
Highlights table which reflects only the operating expenses of the Fund
and does not include AFFE. Lincoln Investment Advisors Corporation (the
"adviser") has contractually agreed to waive the following portion of its
advisory fee: 0.05% of the Fund's average daily net assets. The agreement
will continue at least through April 30, 2018 and cannot be terminated
before that date without the mutual agreement of the Fund's board of
trustees and the adviser.

(12) The Total Annual Fund Operating Expenses do not correlate to the ratio of
expenses to the average net assets appearing in the Financial Highlights
table which reflects only the operating expenses of the Fund and does not
include AFFE. Lincoln Investment Advisors Corporation (the "adviser") has
contractually agreed to waive the following portion of its advisory fee:
0.10% of the Fund's average daily net assets. The agreement will continue
at least through April 30, 2018 and cannot be terminated before that date
without the mutual agreement of the Fund's board of trustees and the
adviser. Other expenses were restated to reflect the current fee
structure of the fund.

Certain underlying funds have reserved the right to impose fees when fund
shares are redeemed within a specified period of time of purchase ("redemption
fees")which are not reflected in the table above. As of the date of this
prospectus, none have done so. See The Contracts - Market Timing for a
discussion of redemption fees.

For information concerning compensation paid for the sale of the contracts, see
Distribution of the Contracts.

EXAMPLES

The following Examples are intended to help you compare the cost of investing
in the contract with the cost of investing in other variable annuity contracts.
These costs include Contractowner transaction expenses, contract fees, separate
account annual expenses, and fund fees and expenses. The Examples have been
calculated using the fees and expenses of the funds prior to the application of
any contractual waivers and/or reimbursements.

The first Example assumes that you invest $10,000 in the contract for the time
periods indicated. The Example also assumes that your investment has a 5%
return each year, the maximum fees and expenses of any of the funds and that
the EGMDB Death Benefit and Lincoln Lifetime IncomeSM Advantage 2.0 (Managed
Risk) at the guaranteed maximum charge are in effect. Although your actual
costs may be higher or lower, based on these assumptions, your costs would be:

1) If you surrender your contract at the end of the applicable time period:

1 year 3 years 5 years 10 years
-------- --------- --------- ---------

$XX $XX $XX $XX

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

1 year 3 years 5 years 10 years
-------- --------- --------- ---------

$XX $XX $XX $XX

The next Example assumes that you invest $10,000 in the contract for the time
periods indicated. The Example also assumes that your investment has a 5%
return each year, the maximum fees and expenses of any of the funds and that
the EGMDB Death Benefit and Lincoln Market Select (Reg. TM) Advantage at the
guaranteed maximum charge are in effect. Although your actual costs may be
higher or lower, based on these assumptions, your costs would be:

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<PAGE>

1) If you surrender your contract at the end of the applicable time period:

1 year 3 years 5 years 10 years
-------- --------- --------- ---------

$XX $XX $XX $XX

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

1 year 3 years 5 years 10 years
-------- --------- --------- ---------

$XX $XX $XX $XX

For more information, see Charges and Other Deductions in this prospectus, and
the prospectus for the funds. Premium taxes may also apply, although they do
not appear in the examples. Different fees and expenses not reflected in the
examples may be imposed during a period in which Annuity Payouts are made. See
Annuity Payouts. These examples should not be considered a representation of
past or future expenses. Actual expenses may be more or less than those shown.

Summary of Common Questions
What kind of contract am I buying? It is an individual variable and/or interest
adjusted, if applicable, annuity contract between you and Lincoln New York.
This prospectus primarily describes the variable side of the contract.

Your contract may be issued as part of a Fee-Based Financial Plan. A Fee-Based
Financial Plan may be a wrap account, managed account or other investment
program whereby an investment firm/professional offers asset allocation and/or
investment advice for a fee. We waive sales charges and charge lower mortality
and expense risk charges on contracts issued as part of a Fee-Based Financial
Plan.

What is the Variable Annuity Account (VAA)? It is a separate account we
established under New York insurance law, and registered with the SEC as a unit
investment trust. VAA assets are allocated to one or more Subaccounts,
according to your investment choices. VAA assets are not chargeable with
liabilities arising out of any other business which we may conduct. See
Variable Annuity Account.

What are Asset Allocation Models? Asset allocation models are designed to
assist you and your registered representative in deciding how to allocate your
Purchase Payments among the various Subaccounts. Each model provides a
diversified investment portfolio by combining different asset classes to help
it reach its stated investment goal. See The Contracts - Asset Allocation
Models.

What are Investment Requirements? If you elect a Living Benefit Rider (except
i4LIFE (Reg. TM) Advantage without Guaranteed Income Benefit), you will be
subject to certain requirements for your Subaccount investments, which means
you may be limited in how much you can invest in certain Subaccounts. Different
Investment Requirements apply to different riders. See The Contracts -
Investment Requirements.

What are my investment choices? You may allocate your Purchase Payments to the
VAA or to the fixed account, if available. Based upon your instruction for
Purchase Payments, the VAA applies your Net Purchase Payments to one or more of
the Subaccounts, which, in turn, invest in a corresponding underlying fund.
Each fund holds a portfolio of securities consistent with its investment
policy. See Investments of the Variable Annuity Account - Description of the
Funds.

Who invests my money? The investment adviser for the funds offered under the
American Funds Insurance Series is Capital Research and Management Company
(CRMC), 333 South Hope Street, Los Angeles, California 90071. The investment
adviser for the funds offered under the Lincoln Variable Insurance Products
Trust is Lincoln Investment Advisors Corporation (LIAC), 1300 South Clinton
Street, Fort Wayne, Indiana 46802. CRMC and LIAC are registered as investment
advisers with the SEC. See Investments of the Variable Annuity
Account-Investment Adviser.

How does the contract work? If we approve your application, we will send you a
contract. When you make Net Purchase Payments during the accumulation phase,
you buy Accumulation Units on the variable side of the contract and accumulate
additional Contract Value through any investments in the fixed account, if
available. If you decide to receive an Annuity Payout, your Accumulation Units
are converted to Annuity Units. Your Annuity Payouts will be based on the
number of Annuity Units you receive and the value of each Annuity Unit on
payout days. See The Contracts.

What charges do I pay under the contract? We apply a charge to the daily net
asset value of the VAA that consists of a mortality and expense risk charge
based on the Death Benefit you select. There is an administrative charge in
addition to the mortality and expense risk charge. The charges for any riders
applicable to your contract will also be deducted from your Contract Value or
Account Value if i4LIFE (Reg. TM) Advantage is elected. See Charges and Other
Deductions.

A front-end load is determined based on the Gross Purchase Payment as it is
received. The amount of the sales charge on any current Gross Purchase Payment
may be reduced based on the assets accumulated under the terms of the contract.
The maximum front-end load is 5.50% (5.75% for contracts purchased prior to
November 15, 2010) of the Gross Purchase Payment.

15
<PAGE>

Currently there is no charge for a transfer. However, we reserve the right to
impose a charge in the future of up to $25 per transfer, for transfers after
the first 12 transfers within a Contract Year.

See Expense Tables and Charges and Other Deductions for information regarding
additional fees and expenses that may be incurred.

The funds' investment management fees, expenses and expense limitations, if
applicable, are more fully described in the prospectuses for the funds.

The surrender, withdrawal or transfer of value before the end of the applicable
Guaranteed Period associated with any investments in the fixed account may be
subject to the Interest Adjustment, if applicable. See Fixed Side of the
Contract.

Charges may also be imposed during the regular income or Annuity Payout period,
including i4LIFE (Reg. TM) Advantage if elected. See The Contracts and Annuity
Payouts.

For more information about the compensation we pay for sales of the contracts,
see The Contracts - Distribution of the Contracts.

What Gross Purchase Payments do I make, and how often? Your Gross Purchase
Payments are completely flexible, subject to minimum and maximum Purchase
Payment amounts. For more information, see The Contracts - Purchase Payments.

Am I limited in the amount of Purchase Payments I can make into the contract?
Yes, Purchase Payments totaling $2 million or more are subject to Servicing
Office approval. This amount takes into consideration the total Purchase
Payments for all variable annuity contracts issued by the Company (or its
affiliates) (excluding Lincoln Investor Advantage (Reg. TM) contracts) for the
same Contractowner, joint owner, and/or Annuitant. Upon providing advance
written notice, we reserve the right to further limit, restrict, or suspend
Purchase Payments made to the contract.

If you elect a Living Benefit Rider (other than any version of i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit), after the first anniversary of the rider
effective date, once cumulative additional Purchase Payments exceed $100,000,
additional Purchase Payments will be limited to $50,000 per Benefit Year. If
you elect any version of i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit,
no additional Purchase Payments will be allowed at any time after the Periodic
Income Commencement Date. If you elect i4LIFE (Reg. TM) Advantage without
Guaranteed Income Benefit, no additional Purchase Payments will be allowed
after the Periodic Income Commencement Date for nonqualified contracts. For
more information about these restrictions and limitations, see The Contracts -
Purchase Payments.

How will my Annuity Payouts be calculated? If you decide to annuitize, you may
select an annuity option and start receiving Annuity Payouts from your contract
as a fixed option or variable option or a combination of both. See Annuity
Payouts - Annuity Options. Remember that participants in the VAA benefit from
any gain, and take a risk of any loss, in the value of the securities in the
funds' portfolios, which would decrease the amount applied to any payout option
and the related payments.

What happens if I die before I annuitize? The Death Benefit may be paid upon
the death of either the Contractowner or the Annuitant. Upon the death of the
Contractowner, your Beneficiary will receive Death Benefit proceeds based upon
the Death Benefit you select. Your Beneficiary has options as to how the Death
Benefit is paid. In the alternative, upon the death of the Annuitant the
Contractowner may choose to receive a Death Benefit. See The Contracts - Death
Benefit.

What are the Death Benefit options currently available under my Contract? The
Enhanced Guaranteed Minimum Death Benefit (EGMDB) provides a Death Benefit that
is equal to the greatest of: 1) the current Contract Value, 2) the sum of all
Purchase Payments (as adjusted for withdrawals), or 3) the highest Contract
Value on any contract anniversary prior to the 81st birthday of the deceased,
and prior to the death of the person for whom a death claim is approved for
payment. The Guarantee of Principal Death Benefit provides a Death Benefit that
is equal to the greater of the current Contract Value or the sum of all
Purchase Payments (as adjusted for withdrawals). The Account Value Death
Benefit provides a Death Benefit that is equal to the Contract Value as of the
Valuation Date we approve the payment of the death claim. See The Contracts -
Death Benefits for a complete description of each Death Benefit option.

What happens if I die on or after the Annuity Commencement Date? Once you reach
the Annuity Commencement Date, any applicable Death Benefit will terminate.

May I transfer Contract Value between variable options and between the variable
and fixed sides of the contract? Yes, subject to certain restrictions.
Generally, transfers made before the Annuity Commencement Date are restricted
to no more than 12 per Contract Year. The minimum amount that can be
transferred to the fixed account is $2,000 (unless the total amount in the
Subaccounts is less than $2,000). If transferring funds from the fixed account
to a Subaccount, you may only transfer up to 25% of the total value invested in
the fixed account in any 12-month period. The minimum amount that may be
transferred is $300. If permitted by your contract, we may discontinue
accepting transfers into the fixed side of the contract at any time. See The
Contracts - Transfers On or Before the Annuity Commencement Date and Transfers
After the Annuity Commencement Date. For further information, see also the
Fixed Side of the Contract.

What are Living Benefit Riders? Living Benefit Riders are optional riders
available to purchase for an additional fee. These riders provide different
types of minimum guarantees if you meet certain conditions. These riders offer
either a minimum withdrawal benefit (Lincoln SmartSecurity (Reg. TM) Advantage,
Lincoln Lifetime IncomeSM Advantage), an income benefit (Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk), Lincoln Market Select (Reg. TM)
Advantage and Lincoln Lifetime IncomeSM Advantage 2.0) or a minimum Annuity
Payout

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<PAGE>

(4LATER (Reg. TM) Select Advantage, 4LATER (Reg. TM) Advantage (Managed Risk),
4LATER (Reg. TM) Advantage and i4LIFE (Reg. TM) Advantage with or without the
Guaranteed Income Benefit). If you select a Living Benefit Rider, you will be
subject to Investment Requirements (unless you elect i4LIFE (Reg. TM) Advantage
without Guaranteed Income Benefit). Excess Withdrawals may have adverse effects
on the benefit (especially during times of poor investment performance), as
they may result in a reduction or premature termination of those benefits or of
those riders. If you are not certain how an Excess Withdrawal will reduce your
future guaranteed amounts, you should contact either your registered
representative or us prior to requesting a withdrawal to find out what, if any,
impact the Excess Withdrawal will have on any guarantees under the Living
Benefit Rider. Any guarantees under the contract that exceed your Contract
Value are subject to our financial strength and claims-paying ability. We
reserve the right to discontinue offering any of the Living Benefit Riders at
any time. This means that there is a chance that you may not be able to elect
these Living Benefit Riders in the future (unless you are guaranteed the right
to elect i4LIFE (Reg. TM) Advantage under the terms of your contract or i4LIFE
(Reg. TM) Advantage Guaranteed Income Benefit under the terms of another Living
Benefit Rider). In addition, we may make different versions of the Living
Benefit Riders available.

Which Living Benefit Riders are currently available? The riders that are
currently available are: Lincoln Lifetime IncomeSM Advantage 2.0 (Managed
Risk), Lincoln Market Select (Reg. TM) Advantage, 4LATER (Reg. TM) Select
Advantage, i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit, i4LIFE
(Reg. TM) Advantage Guaranteed Income Benefit (Managed Risk) and i4LIFE (Reg.
TM) Advantage (without Guaranteed Income Benefit). Lincoln Lifetime IncomeSM
Advantage 2.0 (Managed Risk) is available for election only at the time the
contract is purchased, unless your contract was issued prior to August 26,
2013. Lincoln Market Select (Reg. TM) Advantage is available to new
Contractowners and to current Contractowners who wish to terminate their
Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) rider. 4LATER (Reg. TM)
Select Advantage is available to new Contractowners and to current
Contractowners who wish to terminate their 4LATER (Reg. TM) Advantage (Managed
Risk) rider. The following Living Benefit Riders are no longer available for
purchase: Lincoln Lifetime IncomeSM Advantage, Lincoln Lifetime IncomeSM
Advantage 2.0, Lincoln SmartSecurity (Reg. TM) Advantage, 4LATER (Reg. TM)
Advantage (Managed Risk) and 4LATER (Reg. TM) Advantage. Prior versions of
i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit are unavailable unless
otherwise guaranteed under a rider you have purchased.

What is Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)? Lincoln
Lifetime IncomeSM Advantage 2.0 (Managed Risk) is an optional rider that you
may purchase which provides annual guaranteed periodic withdrawals up to a
guaranteed amount based on an Income Base, a 5% Enhancement to the Income Base
(less Purchase Payments received in the preceding Benefit Year) or an Automatic
Annual Step-up to the Income Base, and age-based increases to the guaranteed
periodic withdrawal amount, subject to certain conditions. See the Living
Benefit Riders - Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) section
of this prospectus for more information. Withdrawals may be made up to the
Guaranteed Annual Income amount as long as that amount is greater than zero. To
continue these payments for life, you must elect i4LIFE (Reg. TM) Advantage or
an Annuity Payout option under this contract. To continue these payments for
life, you must elect i4LIFE (Reg. TM) Advantage or an Annuity Payout option
under this contract. The Income Base is not available as a separate benefit
upon death or surrender and is increased by subsequent Purchase Payments, 5%
Enhancements to the Income Base (less Purchase Payments received in the
preceding Benefit Year), and Automatic Annual Step-ups to the Income Base and
is decreased by Excess Withdrawals in accordance with provisions described in
this prospectus. Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) is
available for election only at the time the contract is purchased, unless the
contract was issued prior to August 26, 2013. You cannot simultaneously elect
Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) with any other Living
Benefit Rider. There is an additional charge for this rider, and you will be
subject to Investment Requirements. See Charges and Other Deductions - Rider
Charges, The Contracts - Investment Requirements and Living Benefit Riders -
Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk).

What is Lincoln Market Select (Reg. TM) Advantage? Lincoln Market Select (Reg.
TM) Advantage is an optional rider that you may purchase which provides annual
guaranteed periodic withdrawals up to a guaranteed amount based on an Income
Base, a 5% Enhancement to the Income Base (less Purchase Payments received in
the preceding Benefit Year), or an Automatic Annual Step-up to the Income Base,
and age-based increases to the guaranteed periodic withdrawal amount, subject
to certain conditions. See the Living Benefit Riders - Lincoln Market Select
(Reg. TM) Advantage section of this prospectus for more information.
Withdrawals may be made up to the Guaranteed Annual Income amount as long as
that amount is greater than zero. To continue these payments for life, you must
elect i4LIFE (Reg. TM) Advantage or an Annuity Payout option under this
contract. The Income Base is not available as a separate benefit upon death or
surrender, and is increased by subsequent Purchase Payments, 5% Enhancements
(less Purchase Payments received in the preceding Benefit Year), and Automatic
Annual Step-ups, and is decreased by Excess Withdrawals in accordance with
provisions described in this prospectus. Lincoln Market Select (Reg. TM)
Advantage is available to new Contractowners and to current Contractowners who
wish to terminate their Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)
rider. You cannot simultaneously elect Lincoln Market Select (Reg. TM)
Advantage with any other Living Benefit Rider. There is an additional charge
for this rider and you will be subject to Investment Requirements. See Charges
and Other Deductions - Rider Charges, The Contracts - Investment Requirements,
and Living Benefit Riders - Lincoln Market Select (Reg. TM) Advantage.

What is 4LATER (Reg. TM) Select Advantage? 4LATER (Reg. TM) Select Advantage is
an optional rider that you may purchase that provides an Income Base which may
be used to establish the amount of the Guaranteed Income Benefit upon election
of i4LIFE (Reg. TM) Advantage. If you elect 4LATER (Reg. TM) Select Advantage,
you must later elect i4LIFE (Reg. TM) Advantage Select Guaranteed Income
Benefit to receive a benefit from 4LATER (Reg. TM) Select Advantage. 4LATER
(Reg. TM) Select Advantage is available to new Contractowners and to current
Contractowners who wish to terminate their 4LATER (Reg. TM) Advantage (Managed
Risk) rider. You cannot simultaneously elect 4LATER (Reg. TM) Select Advantage
with any

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other Living Benefit Rider. There is an additional charge for this rider, and
you will be subject to Investment Requirements. See Charges and Other
Deductions - Rider Charges, The Contracts - Investment Requirements, and Living
Benefit Riders - 4LATER (Reg. TM) Select Advantage.

What is i4LIFE (Reg. TM) Advantage? i4LIFE (Reg. TM) Advantage is an Annuity
Payout option, available for purchase at an additional charge, that provides
periodic variable lifetime income payments. During the Access Period, you have
access to your Account Value, which means you have a Death Benefit and may
surrender the contract or make withdrawals. For an additional charge, you may
purchase a minimum payout floor, the Guaranteed Income Benefit. The charge is
imposed only during the i4LIFE (Reg. TM) Advantage payout phase, and is based
on the i4LIFE (Reg. TM) Advantage Death Benefit you choose and whether or not
the Guaranteed Income Benefit is in effect.

What is i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit? The Guaranteed
Income Benefit provides a minimum payout floor for your i4LIFE (Reg. TM)
Advantage Regular Income Payments. The Guaranteed Income Benefit may be
purchased when you elect i4LIFE (Reg. TM) Advantage or any time during the
Access Period, subject to terms and conditions at that time. The minimum floor
is based on the Contract Value at the time you elect i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit. If you previously elected a Living Benefit Rider,
your Income Base or Guaranteed Amount under that rider may be used to establish
the amount of the initial Guaranteed Income Benefit at the time you transition
to i4LIFE (Reg. TM) Advantage. There is an additional charge for this rider,
and you will be subject to Investment Requirements. See The Contracts -
Investment Requirements, Living Benefit Riders - Guaranteed Income Benefit with
i4LIFE (Reg. TM) Advantage, Lincoln Lifetime IncomeSM Advantage 2.0 (Managed
Risk), Lincoln Market Select (Reg. TM) Advantage, 4LATER (Reg. TM) Select
Advantage, and Appendix E - Lincoln Lifetime IncomeSM Advantage, Lincoln
SmartSecurity (Reg. TM) Advantage, 4LATER (Reg. TM) Advantage (Managed Risk),
4LATER (Reg. TM) Advantage Guaranteed Income Benefit. i4LIFE (Reg. TM)
Advantage Select Guaranteed Income Benefit and i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit (Managed Risk) are the only versions of this rider
available for purchase unless you are guaranteed the right to elect a prior
version under another Living Benefit Rider.

May I surrender the contract or make a withdrawal? Yes, subject to contract
requirements and to the restrictions of any qualified retirement plan for which
the contract was purchased. A portion of surrender or withdrawal proceeds may
be taxable. In addition, if you decide to take a distribution before age 591/2,
a 10% Internal Revenue Service (IRS) additional tax may apply. A surrender or a
withdrawal also may be subject to 20% withholding. See The Contracts -
Surrenders and Withdrawals and Federal Tax Matters.

Can I cancel this contract? Yes. You can cancel the contract within ten days of
the date you first receive the contract. You need to return the contract,
postage prepaid, to our Servicing Office. You assume the risk of any market
drop on Purchase Payments you allocate to the variable side of the contract.
See Return Privilege.

Condensed Financial Information
Appendixes A, B, C and D to this prospectus provide more information about
Accumulation Unit values.

Investment Results
At times, the VAA may compare its investment results to various unmanaged
indices or other variable annuities in reports to shareholders, sales
literature and advertisements. The results will be calculated on a total return
basis for various periods. Total returns include the reinvestment of all
distributions, which are reflected in changes in unit value.

Non-standard results will be calculated without sales charges. These results
may be higher.

Note that there can be no assurance that any money market fund will be able to
maintain a stable net asset value per share. During extended periods of low
interest rates and due in part to the contract fees and expenses, the yields of
any Subaccount investing in a money market fund may also become extremely low
and possibly negative.

The annual performance of the Subaccounts is based on past performance and does
not indicate or represent future performance.

Lincoln Life & Annuity Company of New York
Lincoln New York (the Company) is a stock life insurance company chartered in
New Jersey in 1897 and redomesticated to New York on April 2, 2007. Lincoln New
York is a subsidiary of The Lincoln National Life Insurance Company (Lincoln
Life). Lincoln Life is an Indiana-domiciled insurance company, engaged
primarily in the direct issuance of life insurance contracts and annuities.
Lincoln Life is wholly owned by Lincoln National Corporation (LNC), a publicly
held insurance and financial services holding company incorporated in Indiana.
Lincoln New York is obligated to pay all amounts promised to Contractowners
under the contracts.

Depending on when you purchased your contract, you may be permitted to make
allocations to the fixed account, which is part of our general account. The
fixed account is not currently available except for use with dollar-cost
averaging. See The Fixed Side of the Contract. In addition, any guarantees
under the contract that exceed your Contract Value, such as those associated
with

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Death Benefit options and Living Benefit Riders are paid from our general
account (not the VAA). Therefore, any amounts that we may pay under the
contract in excess of Contract Value are subject to our financial strength and
claims-paying ability and our long-term ability to make such payments.

We issue other types of insurance policies and financial products as well. In
addition to any amounts we are obligated to pay in excess of Contract Value
under the contracts, we also pay our obligations under these products from our
assets in the general account. Moreover, unlike assets held in the VAA, the
assets of the general account are subject to the general liabilities of the
Company and, therefore, to the Company's general creditors. In the event of an
insolvency or receivership, payments we make from our general account to
satisfy claims under the contract would generally receive the same priority as
our other Contractowner obligations.

The general account is not segregated or insulated from the claims of the
insurance company's creditors. Investors look to the financial strength of the
insurance companies for these insurance guarantees. Therefore, guarantees
provided by the insurance company as to benefits promised in the prospectus are
subject to the claims paying ability of the insurance company and are subject
to the risk that the insurance company may not be able to cover or may default
on its obligations under those guarantees.

Our Financial Condition. Among the laws and regulations applicable to us as an
insurance company are those which regulate the investments we can make with
assets held in our general account. In general, those laws and regulations
determine the amount and type of investments which we can make with general
account assets.

In addition, state insurance regulations require that insurance companies
calculate and establish on their financial statements, a specified amount of
reserves in order to meet the contractual obligations to pay the claims of our
Contractowners. In order to meet our claims-paying obligations, we regularly
monitor our reserves to ensure we hold sufficient amounts to cover actual or
expected contract and claims payments. However, it is important to note that
there is no guarantee that we will always be able to meet our claims paying
obligations, and that there are risks to purchasing any insurance product.

State insurance regulators also require insurance companies to maintain a
minimum amount of capital in excess of liabilities, which acts as a cushion in
the event that the insurer suffers a financial impairment, based on the
inherent risks in the insurer's operations. These risks include those
associated with losses that we may incur as the result of defaults on the
payment of interest or principal on assets held in our general account, which
include bonds, mortgages, general real estate investments, and stocks, as well
as the loss in value of these investments resulting from a loss in their market
value.

How to Obtain More Information. We encourage both existing and prospective
Contractowners to read and understand our financial statements. We prepare our
financial statements on both a statutory basis and according to Generally
Accepted Accounting Principles (GAAP). Our audited GAAP financial statements,
as well as the financial statements of the VAA, are located in the SAI. If you
would like a free copy of the SAI, please write to us at: PO Box 2348, Fort
Wayne, IN 46801-2348, or call 1-800-942-5500. In addition, the SAI is available
on the SEC's website at http://www.sec.gov. You may obtain our audited
statutory financial statements and any unaudited statutory financial statements
that may be available by visiting our website at www.LincolnFinancial.com.

You also will find on our website information on ratings assigned to us by one
or more independent rating organizations. These ratings are opinions of an
operating insurance company's financial capacity to meet the obligations of its
insurance and annuity contracts based on its financial strength and/or
claims-paying ability. Additional information about rating agencies is included
in the SAI.

Lincoln Financial Group is the marketing name for Lincoln National Corporation
(NYSE:LNC) and its affiliates. Through its affiliates, Lincoln Financial Group
offers annuities, life, group life and disability insurance, 401(k) and 403(b)
plans, and comprehensive financial planning and advisory services.

Variable Annuity Account (VAA)
On July 24, 1996, the VAA was established as an insurance company separate
account under New York law. It is registered with the SEC as a unit investment
trust under the provisions of the Investment Company Act of 1940 (1940 Act).
The VAA is a segregated investment account, meaning that its assets may not be
charged with liabilities resulting from any other business that we may conduct.
Income, gains and losses, whether realized or not, from assets allocated to the
VAA are, in accordance with the applicable annuity contracts, credited to or
charged against the VAA. They are credited or charged without regard to any
other income, gains or losses of Lincoln New York. We are the issuer of the
contracts and the obligations set forth in the contract, other than those of
the Contractowner, are ours. The VAA satisfies the definition of a separate
account under the federal securities laws. We do not guarantee the investment
performance of the VAA. Any investment gain or loss depends on the investment
performance of the funds. You assume the full investment risk for all amounts
allocated to the VAA.

The VAA is used to support other annuity contracts offered by us in addition to
the contracts described in this prospectus. The other annuity contracts
supported by the VAA generally invest in the same funds as the contracts
described in this prospectus. These other annuity contracts may have different
charges that could affect the performance of their Subaccounts, and they offer
different benefits.

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Financial Statements
The December 31, 2016 financial statements of the VAA and the December 31, 2016
financial statements of Lincoln New York are located in the SAI. If you would
like a free copy of the SAI, complete and mail the request on the last page of
this prospectus, or call 1-800-942-5500.

Investments of the Variable Annuity Account
You decide the Subaccount(s) to which you allocate Net Purchase Payments. There
is a separate Subaccount which corresponds to each class of each fund. You may
change your allocation without penalty or charges. Shares of the funds will be
sold at net asset value with no initial sales charge to the VAA in order to
fund the contracts. The funds are required to redeem fund shares at net asset
value upon our request.

Investment Adviser

The investment adviser for the American Funds is Capital Research and
Management Company (CRMC), 333 South Hope Street, Los Angeles, California
90071. CRMC is one of the nation's largest and oldest investment management
organizations. The investment adviser for the funds offered under the Lincoln
Variable Insurance Products Trust is Lincoln Investment Advisors Corporation
(LIAC), 1300 South Clinton Street, Fort Wayne, Indiana 46802. As compensation
for its services to the funds, each investment adviser receives a fee from the
funds which is accrued daily and paid monthly. This fee is based on the net
assets of each fund, as defined in the prospectuses for the funds.

Certain Payments We Receive with Regard to the Funds

We (and/or our affiliates) incur expenses in promoting, marketing, and
administering the contracts and the underlying funds. With respect to a fund,
including affiliated funds, the adviser and/or distributor, or an affiliate
thereof, may make payments to us (or an affiliate) for certain services we
provide on behalf of the funds. Such services include, but are not limited to,
recordkeeping; aggregating and processing purchase and redemption orders;
providing Contractowners with statements showing their positions within the
funds; processing dividend payments; providing subaccounting services for
shares held by Contractowners; and forwarding shareholder communications, such
as proxies, shareholder reports, dividend and tax notices, and printing and
delivering prospectuses and updates to Contractowners. It is anticipated that
such payments will be based on a percentage of assets of the particular fund
attributable to the contracts along with certain other variable contracts
issued or administered by us (or an affiliate). These percentages are
negotiated and vary with each fund. Some advisers and/or distributors may pay
us significantly more than other advisers and/or distributors and the amount we
receive may be substantial. These percentages currently range up to 0.25%. We
(or our affiliates) may profit from these payments. These payments may be
derived, in whole or in part, from the investment advisory fee deducted from
fund assets. Contractowners, through their indirect investment in the funds,
bear the costs of these investment advisory fees (see the funds' prospectuses
for more information). Additionally, a fund's adviser and/or distributor or its
affiliates may provide us with certain services that assist us in the
distribution of the contracts and may pay us and/or certain affiliates amounts
for marketing programs and sales support, as well as amounts to participate in
training and sales meetings.

In addition to the payments described above, the American Funds and LVIP Funds
offered as part of this contract make payments to us under their distribution
plans (12b-1 plans) for the marketing and distribution of fund shares. The
payment rates range up to 0.35% based on the amount of assets invested in those
funds. Payments made out of the assets of the fund will reduce the amount of
assets that otherwise would be available for investment, and will reduce the
fund's investment return. The dollar amount of future asset-based fees is not
predictable because these fees are a percentage of the fund's average net
assets, which can fluctuate over time. If, however, the value of the fund goes
up, then so would the payment to us (or our affiliates). Conversely, if the
value of the funds goes down, payments to us or our affiliates would decrease.

Description of the Funds

Each of the Subaccounts of the VAA is invested solely in shares of one of the
funds available under the contract. Each fund may be subject to certain
investment policies and restrictions which may not be changed without a
majority vote of shareholders of that fund.

We select the funds offered through the contract based on several factors,
including, without limitation, asset class coverage, the strength of the
manager's reputation and tenure, brand recognition, performance, the capability
and qualification of each sponsoring investment firm, and whether the fund is
affiliated with us. Another factor we consider during the initial selection
process is whether the fund or an affiliate of the fund will make payments to
us or our affiliates. We may also consider the ability of the fund to help
manage volatility and our risks associated with the guarantees we provide under
the contract and under optional riders, especially the Living Benefit Riders.
We review each fund periodically after it is selected. We reserve the right to
remove a fund or restrict allocation of additional Purchase Payments to a fund
if we determine the fund no longer meets one or more of the factors and/or if
the fund has not attracted significant Contractowner assets. Finally, when we
develop a variable annuity product in cooperation with a fund family

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or distributor (e.g., a "private label" product), we generally will include
funds based on recommendations made by the fund family or distributor, whose
selection criteria may differ from our selection criteria.

Certain funds offered as part of this contract have similar investment
objectives and policies to other portfolios managed by the adviser. The
investment results of the funds, however, may be higher or lower than the other
portfolios that are managed by the adviser or sub-adviser. There can be no
assurance, and no representation is made, that the investment results of any of
the funds will be comparable to the investment results of any other portfolio
managed by the adviser or sub-adviser, if applicable.

Certain funds invest their assets in other funds. As a result, you will pay
fees and expenses at both fund levels. This will reduce your investment return.
These arrangements are referred to as funds of funds or master-feeder funds,
which may have higher expenses than funds that invest directly in debt or
equity securities. An advisor affiliated with us manages some of the available
funds of funds. Our affiliates may promote the benefits of such funds to
Contractowners and/or suggest that Contractowners consider whether allocating
some or all of their Contract Value to such portfolios is consistent with their
desired investment objectives. In doing so, we may be subject to conflicts of
interest insofar as we may derive greater revenues from the affiliated fund of
funds than certain other funds available to you under your contract.

Certain funds may employ risk management strategies to provide for downside
protection during sharp downward movements in equity markets. These strategies
could limit the upside participation of the fund in rising equity markets
relative to other funds. The Death Benefits and Living Benefit Riders offered
under the contract also provide protection in the event of a market downturn.
Likewise, there are additional costs associated with the Death Benefits and
Living Benefit Riders, which can limit the contract's upside participation in
the markets. Many of these funds are included in the Investment Requirements
associated with the Living Benefit Riders. Risk management strategies, in
periods of high market volatility, could limit your participation in market
gains; this may conflict with your investment objectives by limiting your
ability to maximize potential growth of your Contract Value and, in turn, the
value of any guaranteed benefit that is tied to investment performance. For
more information on these funds and their risk management strategies, please
see the Investment Requirements section of this prospectus. You should contact
the Home Office or consult with your registered representative to determine
which combination of investment choices and Death Benefit and/or Living Benefit
Rider purchases (if any) are appropriate for you.

Following are brief summaries of the fund descriptions. More detailed
information may be obtained from the current prospectus for each fund. You
should read each fund prospectus carefully before investing. Prospectuses for
each fund are available by contacting us. In addition, if you receive a summary
prospectus for a fund, you may obtain a full statutory prospectus by referring
to the contact information for the fund company on the cover page of the
summary prospectus. Please be advised that there is no assurance that any of
the funds will achieve their stated objectives.

American Funds Insurance Series (Reg. TM), advised by Capital Research and
Management Company

oAsset Allocation Fund (Class 2): High total return (including income and
capital gains) consistent with preservation of capital over the long term.
This fund is not available in contracts issued on or after January 9,
2017.

oAsset Allocation Fund (Class 4): High total return (including income and
capital gains) consistent with preservation of capital over the long term.
This fund is not available in contracts issued before January 9, 2017.

oBlue Chip Income and Growth Fund (Class 2): To produce income exceeding
the average yield on U.S. stocks generally and to provide an opportunity
for growth of principal consistent with sound common stock investing.
This fund is not available in contracts issued on or after May 22, 2017.

oBlue Chip Income and Growth Fund (Class 4): To produce income exceeding
the average yield on U.S. stocks generally and to provide an opportunity
for growth of principal consistent with sound common stock investing.
This fund is not available in contracts issued before May 22, 2017.

oBond Fund (Class 2): To provide as high a level of current income as is
consistent with the preservation of capital.
This fund is not available in contracts issued on or after May 22, 2017.

oBond Fund (Class 4): To provide as high a level of current income as is
consistent with the preservation of capital.
This fund is not available in contracts issued before May 22, 2017.

oCapital Income Builder (Reg. TM) (Class 4): Seeks to provide a level of
current income that exceeds the average yield on U.S. stocks generally and
to provide a growing stream of income over the years.

oGlobal Balanced FundSM (Class 2): The balanced accomplishment of three
objectives: long-term growth of capital, conservation of principal and
current income.
This fund is not available in contracts issued on or after January 9,
2017.

oGlobal Balanced FundSM (Class 4): The balanced accomplishment of three
objectives: long-term growth of capital, conservation of principal and
current income.
This fund is not available in contracts issued before January 9, 2017.

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oGlobal Bond Fund (Class 2): To provide, over the long term, with a high
level of total return consistent with prudent investment management.
This fund is not available in contracts issued on or after May 22, 2017.

oGlobal Bond Fund (Class 4): To provide, over the long term, with a high
level of total return consistent with prudent investment management.
This fund is not available in contracts issued before May 22, 2017.

oGlobal Growth and Income Fund (Class 2): Long-term growth of capital
while providing current income.
This fund is not available in contracts issued on or after May 22, 2017.

oGlobal Growth and Income Fund (Class 4): Long-term growth of capital
while providing current income.
This fund is not available in contracts issued before May 22, 2017.

oGlobal Growth Fund (Class 2): Long-term growth of capital.
This fund is not available in contracts issued on or after May 22, 2017.

oGlobal Growth Fund (Class 4): Long-term growth of capital.
This fund is not available in contracts issued before May 22, 2017.

oGlobal Small Capitalization Fund (Class 2): Long-term capital growth.
This fund is not available in contracts issued on or after May 22, 2017.

oGlobal Small Capitalization Fund (Class 4): Long-term capital growth.
This fund is not available in contracts issued before May 22, 2017.

oGrowth Fund (Class 2): Growth of capital.
This fund is not available in contracts issued on or after May 22, 2017.

oGrowth Fund (Class 4): Growth of capital.
This fund is not available in contracts issued before May 22, 2017.

oGrowth-Income Fund (Class 2): Long-term growth of capital and income.
This fund is not available in contracts issued on or after May 22, 2017.

oGrowth-Income Fund (Class 4): Long-term growth of capital and income.
This fund is not available in contracts issued before May 22, 2017.

oHigh-Income Bond Fund (Class 2): To provide investors with a high level of
current income; capital appreciation is the secondary objective.
This fund is not available in contracts issued on or after May 22, 2017.

oHigh-Income Bond Fund (Class 4): To provide investors with a high level of
current income; capital appreciation is the secondary objective.
This fund is not available in contracts issued before May 22, 2017.

oInternational Fund (Class 2): Long-term growth of capital.
This fund is not available in contracts issued on or after May 22, 2017.

oInternational Fund (Class 4): Long-term growth of capital.
This fund is not available in contracts issued before May 22, 2017.

oInternational Growth and Income FundSM (Class 2): Long-term growth of
capital while providing current income.
This fund is not available in contracts issued on or after May 22, 2017.

oInternational Growth and Income FundSM (Class 4): Long-term growth of
capital while providing current income.
This fund is not available in contracts issued before May 22, 2017.

oManaged Risk Asset Allocation FundSM (Class P2): To provide high total
return (including income and capital gains) consistent with preservation
of capital over the long term while seeking to manage volatility and
provide downside protection; a fund of funds.

oManaged Risk Blue Chip Income and Growth FundSM (Class P2): To produce
income exceeding the average yield on U.S. stocks generally and to provide
an opportunity for growth of principal consistent with sound common stock
investing, in each case while seeking to manage volatility and provide
downside protection; a fund of funds.

oManaged Risk Growth FundSM (Class P2): To provide growth of capital while
seeking to manage volatility and provide downside protection; a fund of
funds.

oManaged Risk Growth-Income FundSM (Class P2): To achieve long-term growth
of capital and income while seeking to manage volatility and provide
downside protection; a fund of funds.

oManaged Risk International FundSM (Class P2): To provide long-term growth
of capital while seeking to manage volatility and provide downside
protection; a fund of funds.

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oMortgage FundSM (Class 2): To provide current income and preservation of
capital.
This fund is not available in contracts issued on or after May 22, 2017.

oMortgage FundSM (Class 4): To provide current income and preservation of
capital.
This fund is not available in contracts issued before May 22, 2017.

oNew World Fund (Reg. TM) (Class 2): Long-term capital appreciation.
This fund is not available in contracts issued on or after May 22, 2017.

oNew World Fund (Reg. TM) (Class 4): Long-term capital appreciation.
This fund is not available in contracts issued before May 22, 2017.

oU.S. Government/AAA-Rated Securities Fund (Class 2): To provide a high
level of current income consistent with preservation of capital.
This fund is not available in contracts issued on or after January 9,
2017.

oU.S. Government/AAA-Rated Securities Fund (Class 4): To provide a high
level of current income consistent with preservation of capital.
This fund is not available in contracts issued before January 9, 2017.

oUltra-Short Bond Fund (Class 2): To provide the investors with a way to
earn income on cash reserves while preserving capital and maintaining
liquidity.
This fund is not available in contracts issued on or after May 22, 2017.

oUltra-Short Bond Fund (Class 4): To provide the investors with a way to
earn income on cash reserves while preserving capital and maintaining
liquidity.
This fund is not available in contracts issued before May 22, 2017.

American Funds Insurance Series (Reg. TM)- Portfolio SeriesSM, advised by
Capital Research and Management Company

oGlobal Growth PortfolioSM (Class 4): Long-term growth of capital; a fund
of funds.

oGrowth and Income PortfolioSM (Class 4): Long-term growth of capital
while providing current income; a fund of funds.

oManaged Risk Global Allocation PortfolioSM (Class P2): High total return
(including income and capital gains) consistent with preservation of
capital over the long term while seeking to manage volatility and provide
downside protection; a fund of funds.

oManaged Risk Growth and Income PortfolioSM (Class P2): Long-term growth of
capital and current income while seeking to manage volatility and provide
downside protection; a fund of funds.

oManaged Risk Growth PortfolioSM (Class P2): Long-term growth of capital
while seeking to manage volatility and provide downside protection; a fund
of funds.

Lincoln Variable Insurance Products Trust, advised by Lincoln Investment
Advisors Corporation.

oLVIP American Balanced Allocation Fund (Service Class): A balance between
a high level of current income and growth of capital, with an emphasis on
growth of capital. A fund of funds.

oLVIP American Global Balanced Allocation Managed Risk Fund (Service
Class): A balance between a high level of current income and growth of
capital. The fund employs hedging strategies designed to provide for
downside protection during sharp downward movements in equity markets. A
fund of funds.

oLVIP American Global Growth Allocation Managed Risk Fund (Service Class):
A balance between a high level of current income and growth of capital,
with a greater emphasis on growth of capital. The fund employs hedging
strategies designed to provide for downside protection during sharp
downward movements in equity markets. A fund of funds.

oLVIP American Growth Allocation Fund (Service Class): A balance between a
high level of current income and growth of capital, with a greater
emphasis on growth of capital. A fund of funds.

oLVIP American Income Allocation Fund (Service Class): A high level of
current income with some consideration given to growth of capital. A fund
of funds.

oLVIP American Preservation Fund (Service Class): Current income,
consistent with the preservation of capital. A fund of funds.

Fund Shares

We will purchase shares of the funds at net asset value and direct them to the
appropriate Subaccounts of the VAA. We will redeem sufficient shares of the
appropriate funds to pay Annuity Payouts, Death Benefits, surrender/withdrawal
proceeds or for other purposes described in the contract. If you want to
transfer all or part of your investment from one Subaccount to another, we may
redeem shares held in the first Subaccount and purchase shares of the other.
Redeemed shares are retired, but they may be reissued later.

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Shares of the funds are not sold directly to the general public. They are sold
to us, and may be sold to other insurance companies, for investment of the
assets of the Subaccounts established by those insurance companies to fund
variable annuity and variable life insurance contracts.

When a fund sells any of its shares both to variable annuity and to variable
life insurance separate accounts, it is said to engage in mixed funding. When a
fund sells any of its shares to separate accounts of unaffiliated life
insurance companies, it is said to engage in shared funding.

The funds currently engage in mixed and shared funding. Therefore, due to
differences in redemption rates or tax treatment, or other considerations, the
interest of various Contractowners participating in a fund could conflict. Each
of the fund's Board of Directors will monitor for the existence of any material
conflicts, and determine what action, if any, should be taken. The funds do not
foresee any disadvantage to Contractowners arising out of mixed or shared
funding. If such a conflict were to occur, one of the separate accounts might
withdraw its investment in a fund. This might force a fund to sell portfolio
securities at disadvantageous prices. See the prospectuses for the funds.

Reinvestment of Dividends and Capital Gain Distributions

All dividends and capital gain distributions of the funds are automatically
reinvested in shares of the distributing funds at their net asset value on the
date of distribution. Dividends are not paid out to Contractowners as
additional units, but are reflected as changes in unit values.

Addition, Deletion or Substitution of Investments

We reserve the right, within the law, to make certain changes to the structure
and operation of the VAA at our discretion and without your consent. We may
add, delete, or substitute funds for all Contractowners or only for certain
classes of Contractowners. New or substitute funds may have different fees and
expenses, and may only be offered to certain classes of Contractowners.

Substitutions may be made with respect to existing investments or the
investment of future Purchase Payments, or both. We may close Subaccounts to
allocations of Purchase Payments or Contract Value, or both, at any time in our
sole discretion. The funds, which sell their shares to the Subaccounts pursuant
to participation agreements, also may terminate these agreements and
discontinue offering their shares to the Subaccounts. Substitutions might also
occur if shares of a fund should no longer be available, or if investment in
any fund's shares should become inappropriate, in the judgment of our
management, for the purposes of the contract, or for any other reason in our
sole discretion and, if required, after approval from the SEC.

We may also:
o remove, combine, or add Subaccounts and make the new Subaccounts available to
you at our discretion;
o transfer assets supporting the contracts from one Subaccount to another or
from the VAA to another separate account;
o combine the VAA with other separate accounts and/or create new separate
accounts;
o deregister the VAA under the 1940 Act; and
o operate the VAA as a management investment company under the 1940 Act or as
any other form permitted by law.

We may modify the provisions of the contracts to reflect changes to the
Subaccounts and the VAA and to comply with applicable law. We will not make any
changes without any necessary approval by the SEC. We will also provide you
written notice.

Charges and Other Deductions
We will deduct the charges described below to cover our costs and expenses,
services provided and risks assumed under the contracts. We incur certain costs
and expenses for the distribution and administration of the contracts and for
providing the benefits payable thereunder.

Our administrative services include:
o processing applications for and issuing the contracts;
o processing purchases and redemptions of fund shares as required (including
dollar cost averaging, cross-reinvestment, portfolio rebalancing, and
automatic withdrawal services - See Additional Services and the SAI for more
information on these programs);
o maintaining records;
o administering Annuity Payouts;
o furnishing accounting and valuation services (including the calculation and
monitoring of daily Subaccount values);
o reconciling and depositing cash receipts;
o providing contract confirmations;
o providing toll-free inquiry services; and
o furnishing telephone and other electronic surrenders, withdrawals and fund
transfer services.

24
<PAGE>

The risks we assume include:
o the risk that lifetime payments to individuals from Living Benefit Riders
will exceed the Contract Value;
o the risk that Death Benefits paid will exceed the actual Contract Value;
o the risk that, if a Guaranteed Income Benefit rider is in effect, the
required Regular Income Payments will exceed the Account Value;
o the risk that Annuitants upon which Annuity Payouts are based live longer
than we assumed when we calculated our guaranteed rates (these rates are
incorporated in the contract and cannot be changed); and
o the risk that our costs in providing the services will exceed our revenues
from contract charges (which we cannot change).

The amount of a charge may not necessarily correspond to the costs associated
with providing the services or benefits indicated by the description of the
charge. For example, the sales charge collected may not fully cover all of the
sales and distribution expenses actually incurred by us. Any remaining expenses
will be paid from our general account which may consist, among other things, of
proceeds derived from mortality and expense risk charges deducted from the
account. We may profit from one or more of the fees and charges deducted under
the contract. We may use these profits for any corporate purpose, including
financing the distribution of the contracts.

Due to the different cost structure of contracts purchased as part of a
Fee-Based Financial Plan, such contracts will have different mortality and
expense risk charges and a waiver of the sales charge.

Deductions from the VAA

For the base contract, we apply to the average daily net asset value of the
Subaccounts a charge which is equal to an annual rate of:

Enhanced Guaranteed Guarantee of
Minimum Death Principal Death Account Value
Benefit (EGMDB) Benefit Death Benefit
--------------------- ----------------- --------------

Mortality and expense risk charge............ 0.95% 0.70% 0.65%
Administrative charge........................ 0.10% 0.10% 0.10%
---- ---- ----
Total annual charge for each Subaccount*..... 1.05% 0.80% 0.75%

* For contracts purchased on or after July 22, 2005 and prior to November
15, 2010, the total annual charges are as follows: EGMDB 0.90%; Guarantee
of Principal 0.75%; Account Value 0.65%. For contracts purchased before
July 22, 2005, the total annual charges are as follows: EGMDB 0.72%;
Guarantee of Principal 0.60%; Account Value N/A. In the event of a
subsequent Death Benefit change, the charge will be based on the charges
in effect at the time the contract was purchased.

For contracts purchased as part of a Fee-Based Financial Plan prior to May 22,
2017, we apply to the daily asset value of the Subaccounts a charge which is
equal to an annual rate of:

Enhanced Guaranteed Guarantee of
Minimum Death Principal Death Account Value
Benefit (EGMDB) Benefit Death Benefit
--------------------- ----------------- --------------

Mortality and expense risk charge........... 0.80% 0.55% 0.50%
Administrative charge....................... 0.10% 0.10% 0.10%
---- ---- ----
Total annual charge for each Subaccount..... 0.90% 0.65% 0.60%

For contracts purchased as part of a Fee-Based Financial Plan on and after May
22, 2017, we apply to the daily asset value of the Subaccounts a charge which
is equal to an annual rate of:

Enhanced Guaranteed Guarantee of
Minimum Death Principal Death Account Value
Benefit (EGMDB) Benefit Death Benefit
--------------------- ----------------- --------------

Mortality and expense risk charge........... 0.45% 0.20% 0.10%
Administrative charge....................... 0.10% 0.10% 0.10%
---- ---- ----
Total annual charge for each Subaccount..... 0.55% 0.30% 0.20%

Sales Charge

A front-end load, or sales charge, will be applied to all initial and
subsequent Gross Purchase Payments that you make. We deduct the sales charge
from each Gross Purchase Payment before it is allocated to a Subaccount and/or
fixed account. The sales charge is a percentage of each Gross Purchase Payment
and is based on the owner's investment amount at the time each Gross Purchase
Payment is made.

For contracts purchased on or after November 15, 2010, the sales charge is
calculated according to the following scale:

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<PAGE>

Owner's Investment Sales Charge
--------------------------------- -------------

$0-$49,999................. 5.50%
$50,000-$99,999............ 4.50%
$100,000-$249,999.......... 3.50%
$250,000-$499,999.......... 2.50%
$500,000-$999,999.......... 2.00%
$1,000,000 or greater...... 1.00%

On or after October 1, 2003, the owner's investment is defined as the sum of:

The Contract Value plus the current Gross Purchase Payment made to this
contract.

You might be able to lower the sales charge you pay by indicating in a Letter
of Intent, the total amount of Purchase Payments you intend to make in the
thirteen months from the date you purchase your contract. On the date you
purchase your contract, we will deduct a sales charge based on the total amount
you plan to invest over the following thirteen months, if it is less than the
sales charge based on your initial Purchase Payment. The sales charges are set
forth in your prospectus. If you do not make the amount of Purchase Payments
stated in the Letter of Intent during the thirteen month period, we will
recalculate the sales charge based on the actual amount of Purchase Payments we
received in the thirteen month period. If you owe us additional money, we will
deduct this amount proportionally from your Contract Value during the
fourteenth month. If you make a subsequent Purchase Payment, we may also accept
a Letter of Intent for another thirteenth month period. We reserve the right to
discontinue this option at any time.

The sales charge will be waived for contracts purchased as part of a fee-based
financial plan.

Refer to the end of this section for Sales Charge Information for contracts
issued prior to November 15, 2010.

Account Fee

During the accumulation period, we will deduct an account fee of $20 or $50 for
contracts purchased as part of a Fee-Based Financial Plan on and after May 22,
2017, from the Contract Value on each contract anniversary to compensate us for
the administrative services provided to you; this account fee will also be
deducted from the Contract Value upon surrender. The account fee will be waived
after the fifteenth Contract Year unless you purchased your contract as part of
a Fee-Based Financial Plan on and after May 22, 2017. The account fee will be
waived for any contract with a Contract Value that is equal to or greater than
$50,000 on the contract anniversary (or date of surrender). There is no account
fee on contracts purchased as part of a Fee-Based Financial Plan prior to May
22, 2017.

Transfer Fee

We reserve the right to charge a fee of up to $25 for the 13th and each
additional transfer during any Contract Year, excluding automatic dollar cost
averaging, portfolio rebalancing and cross-reinvestment transfers. The transfer
charge will not be imposed on the first 12 transfers during the Contract Year.

Rider Charges

A fee or expense may also be deducted in connection with any benefits added to
the contract by rider or endorsement. The deduction of a rider charge will be
noted on your quarterly statement.

Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) Charge. While this rider
is in effect, there is a charge for Lincoln Lifetime IncomeSM Advantage 2.0
(Managed Risk). The current annual rider charge rate is 1.05% (0.2625%
quarterly) for the Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)
single life option and 1.25% (0.3125% quarterly) for the Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk) joint life option. The charge rate for
Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) also applies to an older
version of this rider, Lincoln Lifetime IncomeSM Advantage 2.0, which is no
longer available for purchase.

The charge is based on the Income Base (initial Purchase Payment if purchased
at contract issue, or Contract Value at the time of election) as increased for
subsequent Gross Purchase Payments, Automatic Annual Step-ups, and 5%
Enhancements, and decreased for Excess Withdrawals. We will deduct the cost of
this rider from the Contract Value on a quarterly basis, with the first
deduction occurring on the Valuation Date on or next following the three-month
anniversary of the rider's effective date. This deduction will be made in
proportion to the value in each Subaccount on the Valuation Date the rider
charge is assessed. The amount we deduct will increase or decrease as the
Income Base increases or decreases, because the charge is based on the Income
Base. Refer to Living Benefit Riders - Lincoln Lifetime IncomeSM Advantage 2.0
(Managed Risk) - Income Base for a discussion and example of the impact of the
changes to the Income Base.

26
<PAGE>

the value they were immediately prior to the step-up, adjusted for additional
Purchase Payments or Excess Withdrawals. This opt-out will only apply for this
particular Automatic Annual Step-up. You will need to notify us each time the
charge rate increases if you want to opt out of subsequent Automatic Annual
Step-ups.

The 5% Enhancement to the Income Base (less Purchase Payments received in the
preceding Benefit Year) occurs if a 10-year Enhancement Period is in effect as
described further in the Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)
section. During the first ten Benefit Years, an increase in the Income Base as
a result of the 5% Enhancement will not cause an increase in the annual rider
charge rate but will increase the dollar amount of the charge. After the tenth
Benefit Year anniversary, the annual rider charge rate may increase each time
the Income Base increases as a result of the 5% Enhancement, but the charge
rate will never exceed the guaranteed maximum annual charge rate of 2.00%. If
your charge rate is increased, you may opt out of the 5% Enhancement by giving
us notice within 30 days after the Benefit Year anniversary if you do not want
your charge rate to change. If you opt out of the 5% Enhancement, the charge
rate and the Income Base will return to the value they were immediately prior
to the 5% Enhancement, adjusted for additional Purchase Payments or Excess
Withdrawals, if any. This opt-out will only apply for this particular 5%
Enhancement. You will need to notify us each time thereafter (if an enhancement
would cause your charge rate to increase) if you do not want the 5%
Enhancement.

The annual rider charge rate will increase to the then current rider charge
rate not to exceed the guaranteed maximum annual charge rate, if after the
first Benefit Year anniversary cumulative Purchase Payments added to the
contract equal or exceed $100,000. You may not opt out of this rider charge
rate increase. See Living Benefit Riders - Lincoln Lifetime IncomeSM Advantage
2.0 (Managed Risk) - Income Base.

The rider charge will be discontinued upon termination of the rider. A portion
of the rider charge, based on the number of days the rider was in effect that
quarter, will be deducted upon termination of the rider (except for death) or
surrender of the contract, or the election of an Annuity Payout option,
including i4LIFE (Reg. TM) Advantage.

If the Contract Value is reduced to zero, no further rider charge will be
deducted.

Lincoln Market Select (Reg. TM) Advantage Charge. While this rider is in
effect, there is a charge for Lincoln Market Select (Reg. TM) Advantage which
is deducted quarterly. The current initial annual rider charge rate is 1.25%
(0.3125% quarterly) for the single life option and 1.50% (0.3750% quarterly)
for the joint life option.

The charge is based on the Income Base (initial Purchase Payment if purchased
at contract issue, or Contract Value at the time of election) as increased for
subsequent Purchase Payments, Automatic Annual Step-ups and 5% Enhancements,
and as decreased for Excess Withdrawals. We will deduct the charge for this
rider from the Contract Value on a quarterly basis, with the first deduction
occurring on the Valuation Date on or next following the quarterly anniversary
of the rider's effective date. This deduction will be made in proportion to the
value in each Subaccount on the Valuation Date the rider charge is assessed.
The amount we deduct will increase or decrease as the Income Base increases or
decreases because the charge is based on the Income Base.

Since the Automatic Annual Step-up could increase your Income Base every
Benefit Year (if all conditions are met), the charge rate could also increase
every Benefit Year, but the rate will never exceed the guaranteed maximum
annual charge rate of 2.25% (2.45% joint life option). If your charge rate is
increased, you may opt out of the Automatic Annual Step-up by giving us notice
within 30 days after the Benefit Year anniversary if you do not want your rate
to change. If you opt out of the step-up, the charge rate and the Income Base
will return to the value they were immediately prior to the step-up, adjusted
for additional Purchase Payments or Excess Withdrawals, if any. This opt-out
will only apply for this particular Automatic Annual Step-up. You will need to
notify us each time the charge rate increases if you want to opt out of
subsequent Automatic Annual Step-ups.

The 5% Enhancement to the Income Base (less Purchase Payments received in the
preceding Benefit Year) occurs if a 10-year Enhancement Period is in effect as
described further in the Lincoln Market Select (Reg. TM) Advantage section.
During the first ten Benefit Years, an increase in the Income Base as a result
of the 5% Enhancement will not cause an increase in the annual rider charge
rate but will increase the dollar amount of the charge. After the tenth Benefit
Year anniversary, the annual rider charge rate may increase each time the
Income Base increases as a result of the 5% Enhancement, but the charge rate
will never exceed the guaranteed maximum annual charge rate of 2.25% (2.45%
joint life option). If your charge rate is increased, you may opt out of the 5%
Enhancement by giving us notice within 30 days after the Benefit Year
anniversary if you do not want your charge rate to change. If you opt out of
the 5% Enhancement, the charge rate and the Income Base will return to the
value they were immediately prior to the 5% Enhancement, adjusted for
additional Purchase Payments or Excess Withdrawals, if any. This opt-out will
only apply for this particular 5% Enhancement. You will need to notify us each
time thereafter (if an enhancement would cause your charge rate to increase) if
you do not want the 5% Enhancement.

The annual rider charge rate will increase to the then current rider charge
rate not to exceed the guaranteed maximum annual charge rate, if after the
first Benefit Year anniversary cumulative Purchase Payments added to the
contract equal or exceed $100,000. You may not opt-out of this rider charge
rate increase. See Living Benefit Riders - Lincoln Market Select (Reg. TM)
Advantage - Income Base.

27
<PAGE>

The rider charge will be discontinued upon the termination of the rider. A
portion of the rider charge, based on the number of days the rider was in
effect that quarter, will be deducted upon termination of the rider (except for
death), surrender of the contract, or the election of an Annuity Payout option,
including i4LIFE (Reg. TM) Advantage.

If the Contract Value is reduced to zero, no further rider charge will be
deducted.

4LATER (Reg. TM) Select Advantage Charge. While this rider is in effect, there
is a charge for 4LATER (Reg. TM) Select Advantage which is deducted quarterly.
The current initial annual rider charge rate is 1.25% (0.3125% quarterly) for
the single life option and 1.50% (0.3750% quarterly) for the joint life option.

The charge is based on the Income Base (initial Purchase Payment if purchased
at contract issue, or Contract Value at the time of election) as increased by
subsequent Purchase Payments, 5% Enhancements, and Automatic Annual Step-ups,
and as decreased for withdrawals. We will deduct the charge for this rider from
the Contract Value on a quarterly basis, with the first deduction occurring on
the Valuation Date on or next following the three-month anniversary of the
rider's effective date. This deduction will be made in proportion to the value
in each Subaccount on the Valuation Date the rider charge is assessed. The
amount we deduct will increase or decrease as the Income Base increases or
decreases because the charge is based on the Income Base.

Since the Automatic Annual Step-up could increase your Income Base every
Benefit Year (if all conditions are met), the charge rate could also increase
every Benefit Year, but the rate will never exceed the guaranteed maximum
annual charge rate of 2.25% (2.45% joint life option). If your charge rate is
increased, you may opt out of the Automatic Annual Step-up by giving us notice
within 30 days after the Benefit Year anniversary if you do not want your rate
to change. If you opt out of the step-up, the charge rate and the Income Base
will return to the value they were immediately prior to the step-up, adjusted
for additional Purchase Payments or withdrawals, if any. This opt-out will only
apply for this particular Automatic Annual Step-up. You will need to notify us
each time the charge rate increases if you want to opt out of the subsequent
Automatic Annual Step-ups.

The annual rider charge rate will increase to the then current rider charge
rate not to exceed the guaranteed maximum annual charge rate, if after the
first Benefit Year anniversary cumulative Purchase Payments added to the
contract equal or exceed $100,000. You may not opt-out of this rider charge
rate increase. See the Living Benefit Riders - 4LATER (Reg. TM) Select
Advantage - Income Base section of this prospectus for more information.

i4LIFE (Reg. TM) Advantage Charge. While this rider is in effect, there is a
daily charge for i4LIFE (Reg. TM) Advantage that is based on your Account
Value. The initial Account Value is your Contract Value on the Valuation Date
i4LIFE (Reg. TM) Advantage becomes effective, less any applicable premium
taxes. During the Access Period, your Account Value on a Valuation Date equals
the total value of all of the Contractowner's Accumulation Units plus the
Contractowner's value in the fixed account, and will be reduced by Regular
Income Payments and Guaranteed Income Benefit payments made, as well as any
withdrawals.

The annual i4LIFE (Reg. TM) Advantage charge rate during the Access Period is:
1.15% for the i4LIFE (Reg. TM) Advantage Account Value Death Benefit; 1.20% for
the i4LIFE (Reg. TM) Advantage Guarantee of Principal Death Benefit; and 1.45%
for the i4LIFE (Reg. TM) Advantage EGMDB. For contracts purchased as part of a
Fee-Based Financial Plan (on and after May 22, 2017) the annual rate for the
i4LIFE (Reg. TM) Advantage charge is: 0.60% Account Value Death Benefit; 0.70%
Guarantee of Principal Death Benefit; and 0.95% EGMDB (1.00% Account Value
Death Benefit; 1.05% Guarantee of Principal Death Benefit; and 1.30% EGMDB
prior to May 22, 2017). During the Lifetime Income Period, the rate for all
Death Benefit options is 1.15%, or 0.60% for contracts purchased as part of a
Fee-Based Financial Plan (on and after May 22, 2017) (1.00% prior to May 22,
2017). This rate consists of a mortality and expense risk charge, and an
administrative charge (charges for the Guaranteed Income Benefit are not
included and are listed below). These charge rates replace the Separate Account
Annual Expenses for the base contract. i4LIFE (Reg. TM) Advantage and the
charge will begin on the Periodic Income Commencement Date, which is the
Valuation Date on which the Regular Income Payment is determined and the
beginning of the Access Period. Refer to the i4LIFE (Reg. TM) Advantage section
for explanations of the Account Value, the Access Period, the Lifetime Income
Period, and the Periodic Income Commencement Date. Purchasers of any version of
Lincoln Lifetime IncomeSM Advantage 2.0 , Lincoln Market Select (Reg. TM)
Advantage or 4LATER (Reg. TM) Advantage (Managed Risk) pay different charges
for i4LIFE (Reg. TM) Advantage. See i4LIFE (Reg. TM) Advantage Guaranteed
Income Benefit Charge for Contractowners who transition from a Prior Rider.

i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit Charge. Select Guaranteed
Income Benefit is subject to a current annual charge rate of 0.95% (1.15% for
joint life option) of the Account Value, which is added to the i4LIFE (Reg. TM)
Advantage charge for a total current charge rate of the Account Value, computed
daily as follows:

A-Share Contracts For Contracts Purchased as Part of a Fee-Based Financial Plan
Prior to May 22, 2017 On and after May 22, 2017

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<PAGE>

Single Joint Single Joint Single Joint
Life Life Life Life Life Life
Enhanced Guaranteed Minimum Death
Benefit (EGMDB) 2.40% 2.60% 2.25% 2.45% 1.90% 2.10%
Guarantee of Principal Death Benefit....... 2.15% 2.35% 2.00% 2.20% 1.65% 1.85%
Account Value Death Benefit................ 2.10% 2.30% 1.95% 2.15% 1.55% 1.75%

These charge rates replace the Separate Account Annual Expenses for the base
contract.

Guaranteed Income Benefit (Managed Risk) and Guaranteed Income Benefit (version
4) are each subject to a current annual charge rate of 0.65% (0.85% for the
joint life option) of the Account Value, which is added to the i4LIFE (Reg. TM)
Advantage charge rate for a total current charge rate of the Account Value,
computed daily as follows:

A-Share Contracts For Contracts Purchased as Part of a
Fee-Based Financial Plan
Prior to May 22, On and after May 22,
2017 2017
Single Joint Single Joint Single Joint
Life Life Life Life Life Life
Enhanced Guaranteed Minimum Death
Benefit (EGMDB) 2.10% 2.30% 1.95% 2.15% 1.60% 1.80%
Guarantee of Principal Death Benefit....... 1.85% 2.05% 1.70% 1.90% 1.35% 1.55%
Account Value Death Benefit................ 1.80% 2.00% 1.65% 1.85% 1.25% 1.45%

These charge rates replace the Separate Account Annual Expenses for the base
contract.

Guaranteed Income Benefit (version 1, 2 and 3) are each subject to a current
annual charge rate of (0.50% for versions 1, 2 and 3 single and joint life
options) of the Account Value, which is added to the i4LIFE (Reg. TM) Advantage
charge rate for a total current charge rate of the Account Value, computed
daily as follows:

For Contract Purchased as
Part of a Fee-Based Financial Plan prior to
A-Share Contract May 22, 2017
Single/Joint Single/Joint
Life Life
Enhanced Guaranteed Minimum Death Benefit (EGMDB)........ 1.95% 1.80%
Guarantee of Principal Death Benefit..................... 1.70% 1.55%
Account Value Death Benefit.............................. 1.65% 1.50%

These charge rates replace the Separate Account Annual Expenses for the base
contract.

The Guaranteed Income Benefit annual charge rate will not change unless there
is an automatic step-up of the Guaranteed Income Benefit or you elect an
additional step-up period (version 2 and version 3) during which the Guaranteed
Income Benefit is stepped-up to 75% of the current Regular Income Payment
(described later in the i4LIFE (Reg. TM) Advantage section of this prospectus).
At the time of the step-up, the Guaranteed Income Benefit charge rate will
change to the current charge rate in effect at that time (if the current charge
rate has changed) up to the guaranteed maximum Guaranteed Income Benefit charge
rate of 2.25% (2.45% joint life option) of the Account Value for Select
Guaranteed Income Benefit or 2.00% for Guaranteed Income Benefit Managed Risk
and version 4 or 1.50% for version 2 and version 3. If we automatically
administer the step-up for Select Guaranteed Income Benefit, Guaranteed Income
Benefit Managed Risk and version 4 or step-up period election (versions 2 or 3)
for you and your charge rate is increased, you may ask us to reverse the
step-up or the step-up period election by giving us notice within 30 days after
the date on which the step-up or the step-up period election occurred. If we
receive notice of your request to reverse the step-up, on a going forward
basis, we will decrease the charge rate to the charge rate in effect before the
step-up or the step-up period election occurred. Any increased charges paid
between the time of the step-up and the date we receive your notice to reverse
the step-up will not be reimbursed. For version 2 and version 3, you will have
no more step-ups unless you notify us that you wish to start a new step-up
period (described in the i4LIFE (Reg. TM) Advantage section of this
prospectus). For Select Guaranteed Income Benefit, Managed Risk and version 4,
future step-ups will continue even after you decline a current step-up. We will
provide you with written notice when a step-up will result in an increase to
the current charge rate so that you may give us timely notice if you wish to
reverse a step-up. Version 1 does not step-up; therefore the charge does not
change.

After the Periodic Income Commencement Date, if the Guaranteed Income Benefit
is terminated, the Guaranteed Income Benefit annual charge will also terminate,
but the i4LIFE (Reg. TM) Advantage charge will continue.

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<PAGE>

i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit Charge for Contractowners
who transition from a Prior Rider. If you have elected Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk), Lincoln Market Select (Reg. TM)
Advantage, 4LATER (Reg. TM) Select Advantage, 4LATER (Reg. TM) Advantage
(Managed Risk) or Lincoln Lifetime IncomeSM Advantage 2.0 ("Prior Rider"), you
may carry over certain features of that Prior Rider to transition to the
applicable version of i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit. If
you make this transition, your current charge rate of the Prior Rider will be
the initial charge rate for your i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit rider.

This section applies to all of the transitions listed in the following chart.
The charges and calculations described earlier in the i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit Charge section will not apply.

IF YOUR PRIOR RIDER IS... YOU WILL TRANSITION TO...

Lincoln Lifetime IncomeSM Advantage 2.0 (Managed i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
Risk) (Managed Risk)
4LATER (Reg. TM) Advantage (Managed Risk) i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
(Managed Risk)
Lincoln Market Select (Reg. TM) Advantage i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit
4LATER (Reg. TM) Select Advantage i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit
Lincoln Lifetime IncomeSM Advantage 2.0 i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (version
4)

AND THE CURRENT INITIAL
CHARGE RATE FOR YOUR
GUARANTEED INCOME BEN-
IF YOUR PRIOR RIDER IS... EFIT RIDER IS-

Lincoln Lifetime IncomeSM Advantage 2.0 (Managed 1.05% (0.2625% quarterly)
Risk) single life option
1.25% (0.3125% quarterly)
joint life option
4LATER (Reg. TM) Advantage (Managed Risk) 1.05% (0.2625% quarterly)
single life option
1.25% (0.3125% quarterly)
joint life option
Lincoln Market Select (Reg. TM) Advantage 1.25% (0.3125% quarterly)
single life option
1.50% (0.3750% quarterly)
joint life option
4LATER (Reg. TM) Select Advantage 1.25% (0.3125% quarterly)
single life option
1.50% (0.3750% quarterly)
joint life option
Lincoln Lifetime IncomeSM Advantage 2.0 1.05% (0.2625% quarterly)
single life option
1.25% (0.3125% quarterly)
joint life option

The initial charge is a percentage of the greater of the Income Base from the
Prior Rider or the Account Value. The charge for i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit is deducted quarterly, starting with the first
three-month anniversary of the effective date of i4LIFE (Reg. TM) Advantage and
every three months thereafter. The total Separate Account Annual Expense charge
for the Death Benefit you have elected on your base contract also applies:
1.05% for the EGMDB, 0.80% for the Guarantee of Principal Death Benefit and
0.75% for the Account Value Death Benefit (0.55% for EGMDB; 0.30% for the
Guarantee of Principal Death Benefit,and 0.20% for Account Value Death Benefit
for contracts sold to a Fee-Based Financial Plan (on and after May 22, 2017)
(0.90% for EGMDB; 0.65% for Guarantee of Principal Death Benefit; and 0.60% for
Account Value Death Benefit prior to May 22, 2017)) . Contractowners are
guaranteed that in the future the guaranteed maximum charge rate for i4LIFE
(Reg. TM) Advantage Guaranteed Income Benefit will be the guaranteed maximum
charge rate that was in effect at the time they purchased the Prior Rider.

The charge will not change unless there is an automatic step-up of the
Guaranteed Income Benefit (described in the i4LIFE (Reg. TM) Advantage section
of this prospectus). At such time, the dollar amount of the charge will
increase by a two part formula: 1) the charge will increase by the same
percentage that the Guaranteed Income Benefit payment increased and 2) the
charge will also increase by the percentage of any increase to the Prior Rider
current charge rate. (The Prior Rider charge rate continues to be used as a
factor in determining the i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
charge.) This means that the charge may change annually. The charge may also be
reduced if a withdrawal above the Regular Income Payment is taken. The dollar
amount of the rider charge will be reduced in the same proportion that the
withdrawal reduced the Account Value. The annual dollar amount is divided by
four (4) to determine the quarterly charge.

The following example is intended to show how the initial i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit charge for purchasers of a Prior Rider
could be calculated for a representative male Contractowner, as well as the
impact to the charge due to increases to the Guaranteed Income Benefit and the
Prior Rider charge rate. For illustration purposes, we will assume that the
example is a nonqualified contract and the initial Guaranteed Income Benefit is
set at 4% of the Income Base based upon the Contractowner's age (see Guaranteed
Income Benefit for a more detailed description). The example also assumes that
the current charge rate for the Prior Rider is 1.25% (single life option). The
first example demonstrates how the initial charge may be determined for an
existing contract with an Account Value and Income Base. This calculation
method applies to the purchase of any Prior Rider, except the initial
Guaranteed Income Benefit rates and charges may vary, as set forth in the
Guaranteed Income Benefit description later in this prospectus.

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<PAGE>

The charges and rates shown here may be different from those that apply to your
contract. The calculation of the charge for your contract will be based on the
specific factors applicable to your contract.

1/1/15 Initial i4LIFE (Reg. TM) Advantage Account Value................................... $ 100,000
1/1/15 Income Base as of the last Valuation Date under the Prior Rider.................... $ 125,000
1/1/15 Initial Annual Charge for i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
($125,000 x 1.25%). The current charge
for the Prior Rider is assessed against the Income Base since it is larger than the $1,562.50
Account Value..........................................................................
1/2/15 Amount of initial i4LIFE (Reg. TM) Advantage Regular Income Payment (an example of
how the Regular Income Payment
is calculated is shown in the SAI)....................................................... $ 5,173
1/2/15 Initial Guaranteed Income Benefit (4% x $125,000 Income Base)...................... $ 5,000

The next example shows how the charge will increase if the Guaranteed Income
Benefit is stepped up to 75% of the Regular Income Payment.

1/2/16 Recalculated Regular Income Payment (due to market gain in Account Value).......... $ 6,900
1/2/16 New Guaranteed Income Benefit (75% x $6,900 Regular Income Payment)................ $ 5,175
1/2/16 Annual Charge for i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit ($1,562.50
x ($5,175/$5,000)) Prior charge x
[ratio of increased Guaranteed Income Benefit to prior Guaranteed Income Benefit]........ $1,617.19

Continuing the above example:

1/2/16 Annual Charge for i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit............. $1,617.19
1/2/17 Recalculated Regular Income Payment (due to Account Value increase)................ $ 7,400
1/2/17 New Guaranteed Income Benefit (75% x $7,400 Regular Income Payment)................ $ 5,550
Assume the Prior Rider charge rate increases from 1.25% to 1.35%.
1/2/17 Annual Charge for i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit ($1,617.19
x ($5,550/$5,175) x
(1.35%/1.25%))........................................................................... $1,873.13

The new annual charge for i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
is $1,873.13, which is equal to the current annual charge of $1,617.19
multiplied by the percentage increase of the Guaranteed Income Benefit
($5,550/$5,175) and then multiplied by the percentage increase to the Prior
Rider current charge rate (1.35%/1.25%).

If the charge rate of your Prior Rider is increased, we will notify you in
writing. You may contact us in writing or at the telephone number listed on the
first page of this prospectus to reverse the step-up within 30 days after the
date on which the step-up occurred. If we receive this notice, we will decrease
the charge rate, on a going forward basis, to the charge rate in effect before
the step-up occurred. Any increased charges paid between the time of the
step-up and the date we receive your notice to reverse the step-up will not be
reimbursed. If the Guaranteed Income Benefit increased due to the step-up we
would decrease the Guaranteed Income Benefit to the Guaranteed Income Benefit
in effect before the step-up occurred, reduced by any additional withdrawals.
Future step-ups as described in the rider would continue.

After the Periodic Income Commencement Date, if the Guaranteed Income Benefit
is terminated, i4LIFE (Reg. TM) Advantage will also be terminated and the
i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit charge will cease. A
portion of the i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit charge,
based on the number of days the rider was in effect that quarter, will be
deducted upon termination of the rider.

i4LIFE (Reg. TM) Advantage with 4LATER (Reg. TM) Guaranteed Income Benefit
Charge for Contractowners who transition from 4LATER (Reg. TM) Advantage. The
4LATER (Reg. TM) Guaranteed Income Benefit current annual rider charge rate for
purchasers who previously purchased 4LATER (Reg. TM) Advantage is 0.65% of the
Account Value, which is added to the i4LIFE (Reg. TM) Advantage charge rate for
a total current charge rate of the Account Value, computed daily as follows:
1.80% for the i4LIFE (Reg. TM) Advantage Account Value Death Benefit; 1.85% for
the i4LIFE (Reg. TM) Advantage Guarantee of Principal Death Benefit; and 2.10%
for the i4LIFE (Reg. TM) Advantage EGMDB. (For riders purchased before January
20, 2009, the current annual charge rate is 0.50%, but will increase to 0.65%
upon the next election to reset the Income Base.) These charges apply only
during the i4LIFE (Reg. TM) Advantage payout phase. For contracts purchased as
part of a Fee-Based Financial Plan, the total percentage charge is computed
daily as follows: 1.65% for the i4LIFE (Reg. TM) Advantage Account Value Death
Benefit; 1.70% for the i4LIFE (Reg. TM) Advantage Guarantee of Principal Death
Benefit; and 1.95% for the i4LIFE (Reg. TM) Advantage EGMDB.

On and after the Periodic Income Commencement Date, the 4LATER (Reg. TM)
Guaranteed Income Benefit charge will be added to the i4LIFE (Reg. TM)
Advantage charge rate as a daily percentage of average Account Value. This is a
change to the calculation of the 4LATER (Reg. TM) charge because after the
Periodic Income Commencement Date, when the 4LATER (Reg. TM) Guaranteed Income
Benefit is established, the Income Base is no longer applicable. The 4LATER
(Reg. TM) charge rate is the same immediately before and after the Periodic
Income Commencement

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Date; however, the charge is multiplied by the Income Base (on a quarterly
basis) prior to the Periodic Income Commencement Date and then multiplied by
the average daily Account Value after the Periodic Income Commencement Date.

After the Periodic Income Commencement Date, the 4LATER (Reg. TM) Guaranteed
Income Benefit charge rate will not change unless the Contractowner elects
additional 15-year step-up periods during which the 4LATER (Reg. TM) Guaranteed
Income Benefit (described later) is stepped-up to 75% of the current Regular
Income Payment. At the time of a reset of the 15-year step-up period, the
4LATER (Reg. TM) Guaranteed Income Benefit charge rate will change to the
current charge rate in effect at that time (if the current charge rate has
changed) up to the guaranteed maximum annual charge rate of 1.50% of Account
Value. After we administer this election, you have 30 days to notify us if you
wish to reverse the election (because you do not wish to incur the additional
cost). If we receive this notice, we will decrease the charge rate, on a going
forward basis, to the charge rate in effect before the step-up occurred.

After the Periodic Income Commencement Date, if the 4LATER (Reg. TM) Guaranteed
Income Benefit is terminated, the 4LATER (Reg. TM) Guaranteed Income Benefit
annual charge will also terminate but the i4LIFE (Reg. TM) Advantage charge
will continue.

Guaranteed Income Benefit Charge for Lincoln Lifetime IncomeSM Advantage
purchasers. For purchasers of Lincoln Lifetime IncomeSM Advantage who terminate
their rider and purchase i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
(version 2 or 3), the Guaranteed Income Benefit which is purchased with i4LIFE
(Reg. TM) Advantage is subject to a current annual charge rate of 0.50% of the
Account Value, which is added to the i4LIFE (Reg. TM)Advantage charge rate for
a total current charge rate of the Account Value, computed daily as follows:
1.65% for the i4LIFE (Reg. TM) Advantage Account Value Death Benefit; 1.70% for
the i4LIFE (Reg. TM) Advantage Guarantee of Principal Death Benefit; and 1.95%
for the i4LIFE (Reg. TM) Advantage EGMDB.

For contracts purchased as part of a Fee-Based Financial Plan, the total
percentage charge is computed daily as follows: 1.50% for the i4LIFE (Reg. TM)
Advantage Account Value Death Benefit; 1.55% for the i4LIFE (Reg. TM) Advantage
Guarantee of Principal Death Benefit; and 1.80% for the i4LIFE (Reg. TM)
Advantage EGMDB.

Purchasers of Lincoln Lifetime IncomeSM Advantage are guaranteed that in the
future the guaranteed maximum charge for the Guaranteed Income Benefit will be
the guaranteed maximum charge then in effect at the time that they purchase
Lincoln Lifetime IncomeSM Advantage.

The Guaranteed Income Benefit charge rate will not change unless you elect an
additional step-up period during which the Guaranteed Income Benefit is
stepped-up to 75% of the current Regular Income Payment (described later). At
the time you elect a new step-up period, the charge rate will change to the
current charge rate in effect at that time (if the current charge rate has
changed) up to the guaranteed maximum annual charge rate of 1.50% of the
Account Value. If we automatically administer the step-up period election for
you and your charge rate is increased, you may ask us to reverse the step-up
period election by giving us notice within 30 days after the date on which the
step-up period election occurred. If we receive this notice, we will decrease
the charge rate, on a going forward basis, to the charge rate in effect before
the step-up period election occurred. Any increased charges paid between the
time of the step-up and the date we receive your notice to reverse the step-up
will not be reimbursed. You will have no more step-ups unless you notify us
that you wish to start a new step-up period (described later in the i4LIFE
(Reg. TM) Advantage section of this prospectus).

After the Periodic Income Commencement Date, if the Guaranteed Income Benefit
is terminated, the Guaranteed Income Benefit annual charge will also terminate
but the i4LIFE (Reg. TM) Advantage charge will continue.

Lincoln Lifetime IncomeSM Advantage Charge (This rider is no longer available).
While this rider is in effect, there is a charge for Lincoln Lifetime IncomeSM
Advantage. The current annual rider charge rate is 0.90% of the Guaranteed
Amount (0.225% quarterly). For riders purchased before January 20, 2009, the
current annual charge rate will increase from 0.75% to 0.90% upon the earlier
of (a) the next Automatic Annual Step-up of the Guaranteed Amount or (b) the
next Benefit Year anniversary if cumulative Purchase Payments received after
the first Benefit Year anniversary equal or exceed $100,000. See Appendix E -
Lincoln Lifetime IncomeSM Advantage - Guaranteed Amount for a description of
the calculation of the Guaranteed Amount.

The charge is based on the Guaranteed Amount as increased for subsequent Gross
Purchase Payments, Automatic Annual Step-ups, 5% Enhancements, and the 200%
step-up and decreased for withdrawals. The 200% step-up is not available for
riders purchased on and after October 5, 2009. We will deduct the cost of this
rider from the Contract Value on a quarterly basis, with the first deduction
occurring on the Valuation Date on or next following the three-month
anniversary of the effective date of the rider. This deduction will be made in
proportion to the value in each Subaccount of the contract on the Valuation
Date the rider charge is assessed. The amount we deduct will increase or
decrease as the Guaranteed Amount increases or decreases, because the charge is
based on the Guaranteed Amount. Refer to Appendix E - Lincoln Lifetime IncomeSM
Advantage - Guaranteed Amount for a discussion and example of the impact of the
changes to the Guaranteed Amount.

Since the Automatic Annual Step-up could increase your Guaranteed Amount every
Benefit Year (if all conditions are met), the charge rate could also increase
every Benefit Year, but the rate will never exceed the guaranteed maximum
annual charge rate of 1.50%. If your charge rate is increased, you may opt out
of the Automatic Annual Step-up by giving us notice within 30 days after the
Benefit Year anniversary if you do not want your rate to change. If you opt out
of the step-up, the charge rate and the Guaranteed Amount will return to the
value they were immediately prior to the step-up, adjusted for additional
Purchase Payments or Excess Withdrawals, if any. This opt-out will only apply
for this particular Automatic Annual Step-up and is not available if additional
Purchase Payments

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<PAGE>

would cause your charge to increase. You will need to notify us each time the
charge rate increases if you want to opt out of subsequent Automatic Annual
Step-ups.

An increase in the Guaranteed Amount as a result of the 5% Enhancement or 200%
step-up will not cause an increase in the annual rider charge rate but will
increase the dollar amount of the charge.

Once cumulative additional Purchase Payments into your annuity contract after
the first Benefit Year equal or exceed $100,000, any additional Gross Purchase
Payment will cause the charge rate for your rider to change to the current
charge rate in effect on the next Benefit Year anniversary, but the charge rate
will never exceed the guaranteed maximum annual charge rate. The new charge
rate will become effective on the Benefit Year anniversary.

If the Guaranteed Amount is reduced to zero while the Contractowner is
receiving a lifetime Maximum Annual Withdrawal, no rider charge will be
deducted.

Lincoln SmartSecurity (Reg. TM) Advantage Charge (This rider is no longer
available). While this rider is in effect, there is a charge for Lincoln
SmartSecurity (Reg. TM) Advantage. The current annual charge rate is:

1. 0.85% of the Guaranteed Amount (0.2125% quarterly) for Lincoln SmartSecurity
(Reg. TM) Advantage - 5 Year Elective Step-up option (the current annual
charge rate will increase to 0.85% upon the next election of a step-up of
the Guaranteed Amount); or

2. 0.85% of the Guaranteed Amount (0.2125% quarterly) for Lincoln SmartSecurity
(Reg. TM) Advantage - 1 Year Automatic Step-up, single life option (and also
the prior version of Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year
Automatic Step-up) (for riders purchased prior to December 3, 2012, the
current annual charge rate will increase from 0.65% to 0.85% at the end of
the 10-year annual step-up period if a new 10-year period is elected); or

3. 1.00% of the Guaranteed Amount (0.25% quarterly) for Lincoln SmartSecurity
(Reg. TM) Advantage - 1 Year Automatic Step-up, joint life option (for
riders purchased prior to December 3, 2012, the current annual charge rate
will increase from 0.80% to 1.00% at the end of the 10-year annual step-up
period if a new 10-year period is elected). See Appendix E - Lincoln
SmartSecurity (Reg. TM) Advantage - Guaranteed Amount for a description of
the calculation of the Guaranteed Amount.

The charge is based on the Guaranteed Amount (initial Purchase Payment if
purchased at contract issue, or Contract Value at the time of election) as
increased for subsequent Purchase Payments and step-ups and decreased for
withdrawals. We will deduct the cost of this rider from the Contract Value on a
quarterly basis, with the first deduction occurring on the Valuation Date on or
next following the three-month anniversary of the effective date of the rider.
This deduction will be made in proportion to the value in each Subaccount of
the contract on the Valuation Date the rider charge is assessed. The amount we
deduct will increase or decrease as the Guaranteed Amount increases or
decreases, because the charge is based on the Guaranteed Amount. Refer to
Appendix E - Lincoln SmartSecurity (Reg. TM) Advantage - Guaranteed Amount for
a discussion and example of the impact of changes to the Guaranteed Amount.

Under the Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year Automatic Step-up
option, the Guaranteed Amount will automatically step-up to the Contract Value
on each Benefit Year anniversary up to and including the 10th Benefit Year if
conditions are met as described in the Lincoln SmartSecurity (Reg. TM)
Advantage section. Additional 10-year periods of step-ups may be elected. The
annual rider charge rate will not change upon each automatic step-up of the
Guaranteed Amount within the 10-year period.

If you elect to step-up the Guaranteed Amount for another 10-year step-up
period (including if we administer the step-up election for you or if you make
a change from a joint life to a single life option after a death or divorce), a
portion of the rider charge, based on the number of days prior to the step-up,
will be deducted on the Valuation Date of the step-up based on the Guaranteed
Amount immediately prior to the step-up. This deduction covers the cost of the
rider from the time of the previous deduction to the date of the step-up. After
a Contractowner's step-up, we will deduct the rider charge for the stepped-up
Guaranteed Amount on a quarterly basis, beginning on the Valuation Date on or
next following the three-month anniversary of the step-up. At the time of the
elected step-up, the rider charge rate will change to the current charge rate
in effect at that time (if the current charge rate has changed), but it will
never exceed the guaranteed maximum annual charge rate of 0.95% of the
Guaranteed Amount for the Lincoln SmartSecurity (Reg. TM) Advantage - 5 Year
Elective Step-up option or 1.50% of the Guaranteed Amount for the Lincoln
SmartSecurity (Reg. TM) Advantage - 1 Year Automatic Step-up option. If you
never elect to step-up your Guaranteed Amount, your rider charge rate will
never change, although the amount we deduct will change as the Guaranteed
Amount changes. The rider charge will be discontinued upon the earlier of the
Annuity Commencement Date, election of i4LIFE (Reg. TM) Advantage or
termination of the rider. A portion of the rider charge, based on the number of
days the rider was in effect that quarter, will be deducted upon termination of
the rider (except upon death) or surrender of the contract.

Rider Charge Waiver. For the Lincoln SmartSecurity (Reg. TM) Advantage - 5 Year
Elective Step-up option, after the later of the fifth anniversary of the
effective date of the rider or the fifth anniversary of the most recent step-up
of the Guaranteed Amount, the rider charge may be waived. For the Lincoln
SmartSecurity (Reg. TM) Advantage - 1 Year Automatic Step-up option, no rider
charge waiver is available with

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the single life and joint life options. The earlier version of the Lincoln
SmartSecurity (Reg. TM) Advantage - 1 Year Automatic Step-up option has a
waiver charge provision which may occur after the fifth Benefit Year
anniversary following the last automatic step-up opportunity.

Whenever the above conditions are met, on each Valuation Date the rider charge
is to be deducted, if the total withdrawals from the contract have been less
than or equal to 10% of the sum of: (1) the Guaranteed Amount on the effective
date of this rider or on the most recent step-up date; and (2) Gross Purchase
Payments made after the step-up, then the quarterly rider charge will be
waived. If the withdrawals have been more than 10%, then the rider charge will
not be waived.

4LATER (Reg. TM) Advantage (Managed Risk) Charge (This rider is no longer
available). While this rider is in effect, there is a charge for 4LATER (Reg.
TM) Advantage (Managed Risk). The current annual rider charge rate is 1.05%
(0.2625% quarterly) for the single life option and 1.25% (0.3125% quarterly)
for the joint life option.

The charge is based on the Income Base (initial Purchase Payment if purchased
at contract issue, or Contract Value at the time of election) as increased for
subsequent Purchase Payments, Automatic Annual Step-ups and 5% Enhancements and
decreased for withdrawals. We will deduct the cost of this rider from the
Contract Value on a quarterly basis, with the first deduction occurring on the
Valuation Date on or next following the three-month anniversary of the rider's
effective date. This deduction will be made in proportion to the value in each
Subaccount of the contract on the Valuation Date the rider charge is assessed.
The amount we deduct will increase or decrease as the Income Base increases or
decreases, because the charge is based on the Income Base. Refer to Appendix E
- 4LATER (Reg. TM) Advantage (Managed Risk) - Income Base for a discussion and
example of the impact of the changes to the Income Base.

The annual charge rate may increase each time the Income Base increases as a
result of the Automatic Annual Step-up, but the rate will never exceed the
guaranteed maximum annual charge rate of 2.00%. An Automatic Annual Step-up is
a feature that will increase the Income Base to equal the Contract Value on a
Benefit Year anniversary if all conditions are met. The Benefit Year is a
12-month period starting with the effective date of the rider and starting with
each anniversary of the rider effective date after that. Therefore, your charge
rate could increase every Benefit Year anniversary up to the stated maximum. If
your charge rate is increased, you may opt out of the Automatic Annual Step-up
by giving us notice within 30 days after the Benefit Year anniversary if you do
not want your charge rate to change. If you opt out of the step-up, the charge
rate and the Income Base will return to the value they were immediately prior
to the step-up, adjusted for additional Purchase Payments or withdrawals, if
any. This opt-out will only apply for this particular Automatic Annual Step-up.
You will need to notify us each time the charge rate increases if you do not
want the Automatic Annual Step-up.

The 5% Enhancement to the Income Base (less Purchase Payments received in the
preceding Benefit Year) occurs if a 10-year Enhancement Period is in effect as
described further in the 4LATER (Reg. TM) Advantage (Managed Risk) section.
During the first ten Benefit Years an increase in the Income Base as a result
of the 5% Enhancement will not cause an increase in the annual rider charge
rate but will increase the dollar amount of the charge. After the tenth Benefit
Year anniversary the charge rate may increase each time the Income Base
increases as a result of the 5% Enhancement, but the charge rate will never
exceed the guaranteed maximum annual charge rate of 2.00%. If your charge rate
is increased, you may opt-out of the 5% Enhancement by giving us notice within
30 days after the Benefit Year anniversary if you do not want your charge rate
to change. If you opt out of the 5% Enhancement, the charge rate and the Income
Base will return to the value they were immediately prior to the 5%
Enhancement, adjusted for additional Purchase Payments or withdrawals, if any.
This opt-out will only apply for this particular 5% Enhancement. You will need
to notify us each time thereafter (if an enhancement would cause your charge
rate to increase) if you do not want the 5% Enhancement.

The charge rate will increase to the then current annual charge rate, if after
the first Benefit Year anniversary, cumulative Purchase Payments added to the
contract equal or exceed $100,000. You may not opt-out of this rider charge
increase. See Appendix E - 4LATER (Reg. TM) Advantage (Managed Risk) - Income
Base.

4LATER (Reg. TM) Advantage Charge (This rider is no longer available). Prior to
the Periodic Income Commencement Date (which is defined as the Valuation Date
the initial Regular Income Payment under i4LIFE (Reg. TM) Advantage is
determined), the annual 4LATER (Reg. TM) charge rate is currently 0.65% of the
Income Base. For riders purchased before January 20, 2009, the current annual
charge rate will increase from 0.50% to 0.65% upon the next election to reset
the Income Base. The Income Base (an amount equal to the initial Gross Purchase
Payment if purchased at contract issue, or Contract Value at the time of
election if elected after the contract effective date), as adjusted, is a value
that will be used to calculate the 4LATER (Reg. TM) Guaranteed Income Benefit.
The Income Base is increased for subsequent Purchase Payments, automatic 15%
enhancements and resets, and decreased for withdrawals. An amount equal to the
quarterly 4LATER (Reg. TM) rider charge rate multiplied by the Income Base will
be deducted from the Subaccounts on every three-month anniversary of the later
of the 4LATER (Reg. TM) rider effective date or the most recent reset of the
Income Base. This deduction will be made in proportion to the value in each
Subaccount on the Valuation Date the 4LATER (Reg. TM) rider charge is assessed.
The amount we deduct will increase as the Income Base increases, because the
charge is based on the Income Base. As described in more detail below, the only
time the Income Base will change is when there are additional Purchase
Payments, withdrawals, automatic enhancements at the end of the 3-year waiting
periods or in the event of a reset to the current Account Value.

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Upon a reset of the Income Base, a portion of the rider charge, based on the
number of days prior to the reset, will be deducted on the Valuation Date of
the reset based on the Income Base immediately prior to the reset. This
deduction covers the cost of the 4LATER (Reg. TM) rider from the time of the
previous deduction to the date of the reset. After the reset, we will deduct
the 4LATER (Reg. TM) rider charge for the reset Income Base on a quarterly
basis, beginning on the Valuation Date on or next following the three-month
anniversary of the reset. At the time of the reset, the annual charge rate will
be the current charge rate in effect at the time of reset. At the time of each
reset (whether you elect the reset or we administer the reset for you), the
annual charge rate will change to the current charge rate in effect at the time
of the reset, not to exceed the guaranteed maximum charge rate of 1.50% of the
Income Base. At the time of reset, a new Waiting Period will begin. Subsequent
resets may be elected at the end of each new Waiting Period. The reset will be
effective on the next Valuation Date after notice of the reset is approved by
us. If you never elect to reset your Income Base, your 4LATER (Reg. TM) rider
charge rate will never change, although the amount we deduct will change as
your Income Base changes.

Prior to the Periodic Income Commencement Date, a portion of the 4LATER (Reg.
TM) rider charge, based on the number of days the rider was in effect that
quarter, will be deducted upon termination of the 4LATER (Reg. TM) rider for
any reason other than death. On the Periodic Income Commencement Date, a
portion of the 4LATER (Reg. TM) rider charge, based on the number of days the
rider was in effect that quarter, will be made to cover the cost of 4LATER
(Reg. TM) since the previous deduction.

Deductions for Premium Taxes

Any premium tax or other tax levied by any governmental entity as a result of
the existence of the contracts or the VAA will be deducted from the Contract
Value, unless the governmental entity dictates otherwise, when incurred, or at
another time of our choosing.

The applicable premium tax rates that states and other governmental entities
impose on the purchase of an annuity are subject to change by legislation, by
administrative interpretation or by judicial action. These premium tax rates
generally depend upon the law of your state of residence. The tax rates range
from zero to 5%. Currently, there is no premium tax levied for New York
residents.

Other Charges and Deductions

The surrender, withdrawal or transfer of value from a fixed account Guaranteed
Period may be subject to the Interest Adjustment. See Fixed Side of the
Contract.

A mortality and expense risk and administrative charge will be assessed on all
variable Annuity Payouts (except for i4LIFE (Reg. TM) Advantage, which has a
different charge), including options that may be offered that do not have a
life contingency and therefore no mortality risk. This charge is 0.75% of the
Contract Value, 0.20% of the Contract Value on contracts purchased as part of a
Fee-Based Financial Plan on and after May 22, 2017, or 0.60% of Contract Value
on contracts purchased as part of a Fee-Based Financial Plan on and after June
30, 2010 and prior to May 22, 2017 and on all other contracts purchased prior
to November 15, 2010. This charge covers the expense risk and administrative
services listed previously in this prospectus. The expense risk is the risk
that our costs in providing the services will exceed our revenues from contract
charges.

There are additional deductions from and expenses paid out of the assets of the
underlying funds that are more fully described in the prospectuses for the
funds. Among these deductions and expenses are 12b-1 fees which reimburse us or
an affiliate for certain expenses incurred in connection with certain
administrative and distribution support services provided to the funds.

Sales Charge Information for Contracts Prior to November 15, 2010

For contracts purchased prior to November 15, 2010, the sales charge is
calculated according to the following scale:

Owner's Investment Sales Charge
--------------------------------- -------------

Under $25,000.............. 5.75%
$25,000-$49,999............ 5.00%
$50,000-$99,999............ 4.50%
$100,000-$249,999.......... 3.50%
$250,000-$499,999.......... 2.50%
$500,000-$749,999.......... 2.00%
$750,000-$999,999.......... 1.50%
$1,000,000 or greater...... 1.00%

Prior to October 1, 2003, the owner's investment is defined as the sum of:

a) The Account Values for any individual Lincoln New York American Legacy
annuity contracts owned by an eligible owner (defined below) if Lincoln New
York receives notice of an eligible owner, as well as any other individual
Lincoln New York contracts that may be available by Lincoln New York in the
future for this purpose

b) the amount (in dollars) of an eligible owner's investment in existing mutual
funds in The American Funds Group

c) the amount of the current Gross Purchase Payment you are making into this
contract.

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<PAGE>

Currently, direct purchases of money market funds are excluded. In determining
the Account Values for the Lincoln New York annuity contracts, the variable
Account Values are valued as of the close of market on the last previous day
the market was open and are adjusted for current day transactions. The fixed
accounts will include interest accrued through the close of market on the last
previous day the market was open. An eligible owner includes you as the owner
of your American Legacy Shareholder's Advantage contract, and if you provide us
with sufficient identifying information (name and Social Security Number),
eligible owner will also include your spouse, and any of your children under
the age of 21. If the owner of any contract under (a) above is a non-natural
owner and if you, your spouse, or any children of yours under the age of 21 are
the named Annuitant, then you may include these Account Values in the
calculation of the owner's investment for the contracts issued in one of the
following IRS defined markets: Roth IRA, traditional IRA, non-qualified, SEP
and 403(b) transfers. The nonnatural owner will include the Account Values from
contracts in all other markets in its calculation of owner's investment.

Additional Information

The charges described previously may be reduced or eliminated for any
particular contract. However, these reductions may be available only to the
extent that we anticipate lower distribution and/or administrative expenses, or
that we perform fewer sales or administrative services than those originally
contemplated in establishing the level of those charges, or when required by
law. Lower distribution and administrative expenses may be the result of
economies associated with:
o the use of mass enrollment procedures,
o the performance of administrative or sales functions by the employer,
o a Fee-Based Financial Plan
o the use by an employer of automated techniques in submitting deposits or
information related to deposits on behalf of its employees, or
o any other circumstances which reduce distribution or administrative expenses.

The exact amount of charges and fees applicable to a particular contract will
be stated in that contract.

The Contracts

Purchase of Contracts
If you wish to purchase a contract, you must apply for it through a registered
representative authorized by us. Certain broker-dealers may not offer all of
the features discussed in this prospectus. The completed application is sent to
us and we decide whether to accept or reject it. If the application is
accepted, a contract is prepared and executed by our legally authorized
officers. The contract is then sent to you either directly or through your
registered representative. See Distribution of the Contracts. The purchase of
multiple contracts with identical Contractowners, Annuitants and Beneficiaries
will be allowed only upon Servicing Office approval.

When a completed application and all other information necessary for processing
a purchase order is received in Good Order at our Servicing Office, an initial
Gross Purchase Payment will be priced no later than two business days after we
receive the order. If you submit your application and/or initial Gross Purchase
Payment to your agent, we will not begin processing your purchase order until
we receive the application and initial Gross Purchase Payment from your agent's
broker-dealer. While attempting to finish an incomplete application, we may
hold the initial Gross Purchase Payment for no more than five business days
unless we receive your consent to our retaining the payment until the
application is completed. If the incomplete application cannot be completed
within those five days and we have not received your consent, you will be
informed of the reasons, and the Gross Purchase Payment will be returned
immediately. Once the application is complete, we will allocate your initial
Gross Purchase Payment within two business days.

Who Can Invest

To apply for a contract, you must be of legal age in a state where the
contracts may be lawfully sold and also be eligible to participate in any of
the qualified or nonqualified plans for which the contracts are designed. At
the time of issue, the Contractowner, joint owner and Annuitant must be under
age 86 (or for nonqualified contracts sold as part of a Fee-Based Financial
Plan only, under age 91, subject to additional terms and limitations and
Servicing Office approval). Certain Death Benefit options may not be available
at all ages. To help the government fight the funding of terrorism and money
laundering activities, Federal law requires all financial institutions to
obtain, verify, and record information that identifies each person who opens an
account. When you open an account, we will ask for your name, address, date of
birth, and other information that will allow us to identify you. We may also
ask to see your driver's license, photo i.d. or other identifying documents.

In accordance with money laundering laws and federal economic sanction policy,
the Company may be required in a given instance to reject a Purchase Payment
and/or freeze a Contractowner's account. This means we could refuse to honor
requests for transfers, withdrawals, surrenders or Death Benefits. Once frozen,
monies would be moved from the VAA to a segregated interest-bearing account
maintained for the Contractowner, and held in that account until instructions
are received from the appropriate regulator.

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Do not purchase this contract if you plan to use it, or any of its riders, for
speculation, arbitrage, viatical arrangement, or other similar investment
scheme. The contract may not be resold, traded on any stock exchange, or sold
on any secondary market.

If you are purchasing the contract through a tax-favored arrangement, including
traditional IRAs and Roth IRAs, you should consider carefully the costs and
benefits of the contract (including annuity income benefits) before purchasing
the contract, since the tax-favored arrangement itself provides tax-deferred
growth.

Replacement of Existing Insurance

Careful consideration should be given prior to surrendering or withdrawing
money from an existing insurance contract to purchase a contract described in
this prospectus. Surrender charges may be imposed on your existing contract.
Any applicable exchange fee should also be considered. A registered
representative or tax advisor should be consulted prior to making an exchange.
Cash surrenders from an existing contract may be subject to tax and tax
penalties.

Purchase Payments

You may make Gross Purchase Payments to the contract at any time, prior to the
Annuity Commencement Date, subject to certain conditions. You are not required
to make any additional Purchase Payments after the initial Purchase Payment.
The minimum initial Gross Purchase Payment is $1,500 ($10,000 if sold as part
of a Fee-Based Financial Plan). The minimum initial Contract Value for
nonqualified contracts sold as part of a Fee-Based Financial Plan where i4LIFE
(Reg. TM) Advantage is elected, and where the Contractowner, joint owner and
Annuitant are ages 86 to 90 (subject to additional terms and limitations and
Servicing Office approval) is $50,000. The minimum annual amount for additional
Purchase Payments is $300. Please check with your registered representative
about making additional Purchase Payments. The minimum payment to the contract
at any one time must be at least $100 ($25 if transmitted electronically). If a
Purchase Payment is submitted that does not meet the minimum amount, we will
contact you to ask whether additional money will be sent, or whether we should
return the Purchase Payment to you.

Purchase Payments totaling $2 million or more are subject to Servicing Office
approval. This amount takes into consideration the total Purchase Payments for
all variable annuity contracts issued by the Company (or its affiliates)
(excluding Lincoln Investor Advantage (Reg. TM) contracts) for the same
Contractowner, joint owner, and/or Annuitant. If you elect a Living Benefit
Rider, you may be subject to further restrictions in terms of your ability to
make additional Purchase Payments, as more fully described below. We may
surrender your contract in accordance with New York law, if your Contract Value
drops below $2,000 for any reason, including if your Contract Value drops due
to the performance of the Subaccounts you selected. We will not surrender your
contract if you are receiving guaranteed payments from us under one of the
Living Benefit Riders. Purchase Payments may be made or, if stopped, resumed at
any time until the Annuity Commencement Date, the surrender of the contract, or
the death of the Contractowner, whichever comes first.

In addition to the specific Purchase Payment restrictions and limitations
immediately above, upon advance written notice, we reserve the right to further
limit, restrict, or suspend Purchase Payments made to the contract.

These restrictions and limitations mean that you will be limited in your
ability to increase your Contract Value (or Account Value under i4LIFE (Reg.
TM) Advantage with any version of Guaranteed Income Benefit) and/or increase
the amount of any guaranteed benefit under a Living Benefit Rider by making
additional Purchase Payments to the contract. You should carefully consider
these limitations and restrictions, and any other limitations and restrictions
of the contract, and how they may impact your long-term investment plans,
especially if you intend to increase Contract Value (or Account Value under any
version of i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit) by making
additional Purchase Payments over a long period of time. Please contact your
registered representative and refer to the Living Benefit Riders section of
this prospectus for additional information on any restrictions that may apply
to your Living Benefit Rider.

Valuation Date

Accumulation and Annuity Units will be valued once daily at the close of
trading (normally, 4:00 p.m., New York time) on each day the New York Stock
Exchange is open (Valuation Date). On any date other than a Valuation Date, the
Accumulation Unit value and the Annuity Unit value will not change.

Allocation of Purchase Payments

Net Purchase Payments allocated to the variable side of the contract are placed
into the VAA's Subaccounts, according to your instructions. You may also
allocate Net Purchase Payments to the fixed account, if available.

The minimum amount of any Net Purchase Payment which can be put into any one
Subaccount is $20. The minimum amount of any Net Purchase Payment which can be
put into a fixed account is $2,000 ($300 for contracts issued prior to October
1, 2003).

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If we receive your Gross Purchase Payment from you or your broker-dealer in
Good Order at our Servicing Office prior to the close of the New York Stock
Exchange (normally 4:00 p.m., New York time), we will use the Accumulation Unit
value computed on that Valuation Date when processing your Gross Purchase
Payment. If we receive your Gross Purchase Payment in Good Order after market
close, we will use the Accumulation Unit value computed on the next Valuation
Date. If you submit your Gross Purchase Payment to your registered
representative, we will generally not begin processing the Gross Purchase
Payment until we receive it from your representative's broker-dealer. If your
broker-dealer submits your Gross Purchase Payment to us through the Depository
Trust and Clearing Corporation (DTCC) or, pursuant to terms agreeable to us,
uses a proprietary order placement system to submit your Gross Purchase Payment
to us, and your Gross Purchase Payment was placed with your broker-dealer prior
to market close, then we will use the Accumulation Unit value computed on that
Valuation Date when processing your Gross Purchase Payment. If your Gross
Purchase Payment was placed with your broker-dealer after market close then we
will use the Accumulation Unit value computed on the next Valuation Date. There
may be circumstances under which the New York Stock Exchange may close early
(prior to 4:00 p.m., New York time). In such instances, Purchase Payments
received after such early market close will be processed using the Accumulation
Unit value computed on the next Valuation Date.

The number of Accumulation Units determined in this way is not impacted by any
subsequent change in the value of an Accumulation Unit. However, the dollar
value of an Accumulation Unit will vary depending not only upon how well the
underlying fund's investments perform, but also upon the expenses of the VAA
and the underlying funds.

If an underlying fund imposes restrictions with respect to the acceptance of
Purchase Payments or allocations, we reserve the right to reject an allocation
request at any time the underlying fund notifies us of such a restriction. We
will notify you if your allocation request is or becomes subject to such
restrictions.

Valuation of Accumulation Units

Net Purchase Payments allocated to the VAA are converted into Accumulation
Units. This is done by dividing the amount allocated by the value of an
Accumulation Unit for the Valuation Period during which the Net Purchase
Payments are allocated to the VAA. The Accumulation Unit value for each
Subaccount was or will be established at the inception of the Subaccount. It
may increase or decrease from Valuation Period to Valuation Period.
Accumulation Unit values are affected by investment performance of the funds,
fund expenses, and the contract charges. The Accumulation Unit value for a
Subaccount for a later Valuation Period is determined as follows:

1. The total value of the fund shares held in the Subaccount is calculated by
multiplying the number of fund shares owned by the Subaccount at the
beginning of the Valuation Period by the net asset value per share of the
fund at the end of the Valuation Period, and adding any dividend or other
distribution of the fund if an ex-dividend date occurs during the Valuation
Period; minus

2. The liabilities of the Subaccount at the end of the Valuation Period; these
liabilities include daily charges imposed on the Subaccount, and may include
a charge or credit with respect to any taxes paid or reserved for by us that
we determine result from the operations of the VAA; and

3. The result is divided by the number of Subaccount units outstanding at the
beginning of the Valuation Period.

The daily charges imposed on a Subaccount for any Valuation Period are equal to
the daily mortality and expense risk charge and the daily administrative charge
multiplied by the number of calendar days in the Valuation Period. Contracts
with different features have different daily charges, and therefore, will have
different corresponding Accumulation Unit values on any given day. In certain
circumstances (for example, when separate account assets are less than $1,000),
and when permitted by law, it may be prudent for us to use a different standard
industry method for this calculation, called the Net Investment Factor method.
We will achieve substantially the same result using either method.

Transfers On or Before the Annuity Commencement Date

A transfer among Subaccounts involves the surrender of Accumulation Units in
one Subaccount and the purchase of Accumulation Units in the other Subaccount.
A transfer will be done using the respective Accumulation Unit values
determined at the end of the Valuation Date on which the transfer request is
received.

Transfers (among the Subaccounts and as permitted between the variable and
fixed accounts) are limited to 12 per Contract Year unless otherwise authorized
by us. We reserve the right to require a 30 day minimum time period between
each transfer. Currently there is no charge for a transfer. However, we reserve
the right to impose a charge in the future of up to $25 per transfer, for
transfers after the first 12 within a Contract Year. This limit does not apply
to transfers made under the automatic transfer programs of dollar cost
averaging, cross-reinvestment or portfolio rebalancing programs elected on
forms available from us. See Additional Services and the SAI for more
information on these programs. These transfer rights and restrictions also
apply during the i4LIFE (Reg. TM) Advantage Access Period (the time period
during which you may make withdrawals from the i4LIFE (Reg. TM) Advantage
Account Value). See i4LIFE (Reg. TM) Advantage.

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The minimum amount which may be transferred between Subaccounts is $300 (or the
entire amount in the Subaccount, if less than $300). If the transfer from a
Subaccount would leave you with less than $300 in the Subaccount, we may
transfer the total balance of the Subaccount.

A transfer request may be made to our Servicing Office in writing, or by fax or
other electronic means. A transfer request may also be made by telephone
provided the appropriate authorization is on file with us. Our address,
telephone number, and Internet address are on the first page of this
prospectus. Requests for transfers will be processed on the Valuation Date that
they are received when they are received in Good Order at our Servicing Office
before the close of the New York Stock Exchange (normally 4:00 p.m., New York
time). If we receive a transfer request in Good Order after market close, we
will process the request using the Accumulation Unit value computed on the next
Valuation Date.

There may be circumstances under which the New York Stock Exchange may close
early (prior to 4:00 p.m., New York time). In such instances transfers received
after such early market close will be processed using the Accumulation Unit
value computed on the next Valuation Date.

We may defer or reject a transfer request that is subject to a restriction
imposed by an underlying fund.

After the first 30 days from the effective date of your contract, if your
contract offers a fixed account, you may also transfer all or any part of the
Contract Value from the Subaccount(s) to the fixed side of the contract, except
during periods when (if permitted by your contract) we have discontinued
accepting transfers into the fixed side of the contract. The minimum amount
which can be transferred to a fixed account is $2,000 or the total amount in
the Subaccount if less than $2,000. However, if a transfer from a Subaccount
would leave you with less than $300 in the Subaccount, we may transfer the
total amount to the fixed side of the contract.

You may also transfer part of the Contract Value from a fixed account to the
Subaccount(s) subject to the following restrictions:
o total fixed account transfers are limited to 25% of the value of that fixed
account in any 12-month period; and
o the minimum amount that can be transferred is $300 or, if less, the amount in
the fixed account.

Transfers of all or a portion of a fixed account (other than automatic transfer
programs and i4LIFE (Reg. TM) Advantage transfers) may be subject to Interest
Adjustments, if applicable. For a description of the Interest Adjustment, see
the Fixed Side of the Contract - Guaranteed Periods and Interest Adjustments.

Because of these restrictions, it may take several years to transfer all of the
Contract Value in the fixed accounts to the Subaccounts. You should carefully
consider whether the fixed account meets your investment criteria.

Transfers may be delayed as permitted by the 1940 Act. See Delay of Payments.

Telephone and Electronic Transactions

A surrender, withdrawal, or transfer request may be made to our Servicing
Office using a fax or other electronic means. In addition, withdrawal and
transfer requests may be made by telephone, subject to certain restrictions. In
order to prevent unauthorized or fraudulent transfers, we may require certain
identifying information before we will act upon instructions. We may also
assign the Contractowner a Personal Identification Number (PIN) to serve as
identification. We will not be liable for following instructions we reasonably
believe are genuine. Telephone and other electronic requests will be recorded
and written confirmation of all transactions will be mailed to the
Contractowner on the next Valuation Date.

Please note that the telephone and/or electronic devices may not always be
available. Any telephone, fax machine or other electronic device, whether it is
yours, your service provider's, or your agent's, can experience outages or
slowdowns for a variety of reasons. These outages or slowdowns may delay or
prevent our processing of your request. Although we have taken precautions to
limit these problems, we cannot promise complete reliability under all
circumstances. If you are experiencing problems, you should make your request
by writing to our Servicing Office.

Market Timing

Frequent, large, or short-term transfers among Subaccounts and the fixed
account, such as those associated with "market timing" transactions, can affect
the funds and their investment returns. Such transfers may dilute the value of
the fund shares, interfere with the efficient management of the fund's
portfolio, and increase brokerage and administrative costs of the funds. As an
effort to protect our Contractowners and the funds from potentially harmful
trading activity, we utilize certain market timing policies and procedures (the
"Market Timing Procedures"). Our Market Timing Procedures are designed to
detect and prevent such transfer activity among the Subaccounts and the fixed
account that may affect other Contractowners or fund shareholders.

In addition, the funds may have adopted their own policies and procedures with
respect to frequent purchases and redemptions of their respective shares. The
prospectuses for the funds describe any such policies and procedures, which may
be more or less restrictive than the frequent trading policies and procedures
of other funds and the Market Timing Procedures we have adopted to discourage
frequent transfers among Subaccounts. While we reserve the right to enforce
these policies and procedures, Contractowners and other persons with interests
under the contracts should be aware that we may not have the contractual
authority or the operational capacity to apply the frequent trading policies
and procedures of the funds. However, under SEC rules, we are

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required to: (1) enter into a written agreement with each fund or its principal
underwriter that obligates us to provide to the fund promptly upon request
certain information about the trading activity of individual Contractowners,
and (2) execute instructions from the fund to restrict or prohibit further
purchases or transfers by specific Contractowners who violate the excessive
trading policies established by the fund.

You should be aware that the purchase and redemption orders received by the
funds generally are "omnibus" orders from intermediaries such as retirement
plans or separate accounts funding variable insurance contracts. The omnibus
orders reflect the aggregation and netting of multiple orders from individual
retirement plan participants and/or individual owners of variable insurance
contracts. The omnibus nature of these orders may limit the funds' ability to
apply their respective disruptive trading policies and procedures. We cannot
guarantee that the funds (and thus our Contractowners) will not be harmed by
transfer activity relating to the retirement plans and/or other insurance
companies that may invest in the funds. In addition, if a fund believes that an
omnibus order we submit may reflect one or more transfer requests from
Contractowners engaged in disruptive trading activity, the fund may reject the
entire omnibus order.

Our Market Timing Procedures detect potential "market timers" by examining the
number of transfers made by Contractowners within given periods of time. In
addition, managers of the funds might contact us if they believe or suspect
that there is market timing. If requested by a fund company, we may vary our
Market Timing Procedures from Subaccount to Subaccount to comply with specific
fund policies and procedures.

We may increase our monitoring of Contractowners who we have previously
identified as market timers. When applying the parameters used to detect market
timers, we will consider multiple contracts owned by the same Contractowner if
that Contractowner has been identified as a market timer. For each
Contractowner, we will investigate the transfer patterns that meet the
parameters being used to detect potential market timers. We will also
investigate any patterns of trading behavior identified by the funds that may
not have been captured by our Market Timing Procedures.

Once a Contractowner has been identified as a market timer under our Market
Timing Procedures, we will notify the Contractowner in writing that future
transfers (among the Subaccounts and/or the fixed account) will be temporarily
permitted to be made only by original signature sent to us by U.S. mail,
first-class delivery for the remainder of the Contract Year (or calendar year
if the contract is an individual contract that was sold in connection with an
employer sponsored plan). Overnight delivery or electronic instructions (which
may include telephone, facsimile, or Internet instructions) submitted during
this period will not be accepted. If overnight delivery or electronic
instructions are inadvertently accepted from a Contractowner that has been
identified as a market timer, upon discovery, we will reverse the transaction
within 1 or 2 business days. We will impose this "original signature"
restriction on that Contractowner even if we cannot identify, in the particular
circumstances, any harmful effect from that Contractowner's particular
transfers.

Contractowners seeking to engage in frequent, large, or short-term transfer
activity may deploy a variety of strategies to avoid detection. Our ability to
detect such transfer activity may be limited by operational systems and
technological limitations. The identification of Contractowners determined to
be engaged in such transfer activity that may adversely affect other
Contractowners or fund shareholders involves judgments that are inherently
subjective. We cannot guarantee that our Market Timing Procedures will detect
every potential market timer. If we are unable to detect market timers, you may
experience dilution in the value of your fund shares and increased brokerage
and administrative costs in the funds. This may result in lower long-term
returns for your investments.

Our Market Timing Procedures are applied consistently to all Contractowners. An
exception for any Contractowner will be made only in the event we are required
to do so by a court of law. In addition, certain funds available as investment
options in your contract may also be available as investment options for owners
of other, older life insurance policies issued by us. Some of these older life
insurance policies do not provide a contractual basis for us to restrict or
refuse transfers which are suspected to be market timing activity. In addition,
because other insurance companies and/or retirement plans may invest in the
funds, we cannot guarantee that the funds will not suffer harm from frequent,
large, or short-term transfer activity among Subaccounts and the fixed accounts
of variable contracts issued by other insurance companies or among investment
options available to retirement plan participants.

In our sole discretion, we may revise our Market Timing Procedures at any time
without prior notice as necessary to better detect and deter frequent, large,
or short-term transfer activity to comply with state or federal regulatory
requirements, and/or to impose additional or alternate restrictions on market
timers (such as dollar or percentage limits on transfers). If we modify our
Market Timing Procedures, they will be applied uniformly to all Contractowners
or as applicable to all Contractowners investing in underlying funds.

Some of the funds have reserved the right to temporarily or permanently refuse
payments or transfer requests from us if, in the judgment of the fund's
investment adviser, the fund would be unable to invest effectively in
accordance with its investment objective or policies, or would otherwise
potentially be adversely affected. To the extent permitted by applicable law,
we reserve the right to defer or reject a transfer request at any time that we
are unable to purchase or redeem shares of any of the funds available through
the VAA, including any refusal or restriction on purchases or redemptions of
the fund shares as a result of the funds' own policies and procedures on market
timing activities. If a fund refuses to accept a transfer request we have
already processed, we will reverse the transaction within 1 or 2 business days.
We will notify you in writing if we have reversed, restricted or refused any of
your transfer requests. Some funds also may impose redemption fees on
short-term trading (i.e., redemptions of mutual fund shares within a certain
number of business days after purchase). We reserve the right to administer and
collect any such redemption fees on behalf of

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the funds. You should read the prospectuses of the funds for more details on
their redemption fees and their ability to refuse or restrict purchases or
redemptions of their shares.

Transfers After the Annuity Commencement Date

You may transfer all or a portion of your investment in one Subaccount to
another Subaccount or to the fixed side of the contract, as permitted under
your contract. Those transfers will be limited to three times per Contract
Year. You may also transfer from a variable annuity payment to a fixed annuity
payment. You may not transfer from a fixed annuity payment to a variable
annuity payment. Once elected, the fixed annuity payment is irrevocable.

These provisions also apply during the i4LIFE (Reg. TM) Advantage Lifetime
Income Period. See i4LIFE (Reg. TM) Advantage.

Ownership

The Contractowner on the date of issue will be the person or entity designated
in the contract specifications. The Contractowner of a nonqualified contract
may name a joint owner.

As Contractowner, you have all rights under the contract. According to New York
law, the assets of the VAA are held for the exclusive benefit of all
Contractowners and their designated Beneficiaries; and the assets of the VAA
are not chargeable with liabilities arising from any other business that we may
conduct. We reserve the right to approve all ownership and Annuitant changes.
Nonqualified contracts may not be sold, discounted, or pledged as collateral
for a loan or for any other purpose. Qualified contracts are not transferable
unless allowed under applicable law. Assignments may have an adverse impact on
any Death Benefit or benefits offered under Living Benefit Riders in this
product and may be prohibited under the terms of a particular rider. We assume
no responsibility for the validity or effect of any assignment. Consult your
tax advisor about the tax consequences of an assignment.

Joint Ownership

If a contract has joint owners, the joint owners shall be treated as having
equal undivided interests in the contract. Either owner, independently of the
other, may exercise any ownership rights in this contract. Not more than two
owners (an owner and joint owner) may be named and contingent owners are not
permitted.

Annuitant

The following rules apply prior to the Annuity Commencement Date. You may name
only one Annuitant (unless you are a tax-exempt entity, then you can name two
joint Annuitants). You (if the Contractowner is a natural person) have the
right to change the Annuitant at any time by notifying us in writing of the
change. However, we reserve the right to approve all Annuitant changes. This
may not be allowed if certain riders are in effect. The new Annuitant must be
under age 86 (or for nonqualified contracts sold as part of a Fee-Based
Financial Plan only, under age 91, subject to additional terms and limitations
and Servicing Office approval) as of the effective date of the change. This
change may cause a reduction in the Death Benefits or benefits offered under
Living Benefit Riders. See The Contracts - Death Benefit and Living Benefit
Riders. A contingent Annuitant may be named or changed by notifying us in
writing. Contingent Annuitants are not allowed on contracts owned by
non-natural owners. On or after the Annuity Commencement Date, the Annuitant or
joint Annuitants may not be changed and contingent Annuitant designations are
no longer applicable.

Surrenders and Withdrawals

Before the Annuity Commencement Date, we will allow the surrender of the
contract or a withdrawal of the Contract Value upon your written request on an
approved Lincoln distribution request form (available from the Servicing
Office), fax, or other electronic means. Withdrawal requests may be made by
telephone, subject to certain restrictions. All surrenders and withdrawals may
be made in accordance with the rules discussed below. Surrender or withdrawal
rights after the Annuity Commencement Date depend on the Annuity Payout option
selected.

The amount available upon surrender/withdrawal is the Contract Value less any
applicable charges, fees, and taxes at the end of the Valuation Period during
which the written request for surrender/withdrawal is received in Good Order at
the Servicing Office. If we receive a surrender or withdrawal request in Good
Order at our Servicing Office before the close of the NYSE (normally 4:00 p.m.,
New York time), we will process the request using the Accumulation Unit value
computed on that Valuation Date. If we receive a surrender or withdrawal
request in Good Order at our Servicing Office after market close, we will
process the request using the Accumulation Unit value computed on the next
Valuation Date. There may be circumstances under which the NYSE may close early
(prior to 4:00 p.m., New York time). In such instances, surrender or withdrawal
requests received after such early market close will be processed using the
Accumulation Unit value computed on the next Valuation Date. The minimum amount
which can be withdrawn is $300. Unless a request for withdrawal specifies
otherwise, withdrawals will be made from all Subaccounts within the VAA and
from the fixed account in the same proportion that the amount of withdrawal
bears to the total Contract Value. Surrenders and withdrawals from the fixed
account may be subject to the Interest Adjustment. See Fixed Side of the
Contract. Unless prohibited, surrender/
withdrawal payments will be mailed within seven days after we receive a valid
written request at the Servicing Office. The payment may be postponed as
permitted by the 1940 Act.

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Special restrictions on surrenders/withdrawals apply if your contract is
purchased as part of a retirement plan of a public school system or 501(c)(3)
organization under Section 403(b) of the tax code. Beginning January 1, 1989,
in order for a contract to retain its tax-qualified status, Section 403(b)
prohibits a withdrawal from a 403(b) contract of post 1988 contributions (and
earnings on those contributions) pursuant to a salary reduction agreement.
However, this restriction does not apply if the Annuitant (a) attains age
591/2, (b) separates from service, (c) dies, (d) becomes totally and
permanently disabled and/or (e) experiences financial hardship (in which event
the income attributable to those contributions may not be withdrawn).

Pre-1989 contributions and earnings through December 31, 1988, are not subject
to the previously stated restriction. Funds transferred to the contract from a
403(b)(7) custodial account will also be subject to restrictions.

The tax consequences of a surrender/withdrawal are discussed later in this
prospectus. See Federal Tax Matters - Taxation of Withdrawals and Surrenders.

Additional Services

These are the additional services available to you under your contract:
dollar-cost averaging (DCA), automatic withdrawal service (AWS),
cross-reinvestment service and portfolio rebalancing. Currently, there is no
charge for these services. However, we reserve the right to impose one after
appropriate notice to Contractowners. In order to take advantage of one of
these services, you will need to complete the appropriate election form that is
available from our Servicing Office. Once we are notified of a pending death
claim, these services will stop. For further detailed information on these
services, please see Additional Services in the SAI.

Dollar-Cost Averaging. Dollar-cost averaging allows you to transfer amounts
from the DCA fixed account, if available, or certain Subaccounts into the
Subaccounts on a monthly basis or in accordance with other terms we make
available.

You may elect to participate in the DCA program at the time of application or
at any time before the Annuity Commencement Date by completing our election
form, by calling our Servicing Office, or by other electronic means. The
minimum amount to be dollar cost averaged (DCA'd) is $1,500 over any time
period between six and 60 months. We may offer different time periods for new
Purchase Payments and for transfers of Contract Value. Once elected, the
program will remain in effect until the earlier of:

o the Annuity Commencement Date;
o the value of the amount being DCA'd is depleted; or
o you cancel the program by written request or by telephone if we have your
telephone authorization on file.

We reserve the right to restrict access to this program at any time.

A transfer made as part of this program is not considered a transfer for
purposes of limiting the number of transfers that may be made, or assessing any
charges or Interest Adjustment which may apply to transfers. Upon receipt of an
additional Purchase Payment allocated to the DCA fixed account, the existing
program duration will be extended to reflect the end date of the new DCA
program. However, the existing interest crediting rate will not be extended.
The existing interest crediting rate will expire at its originally scheduled
expiration date and the value remaining in the DCA account from the original
amount as well as any additional Purchase Payments will be credited with
interest at the standard DCA rate at the time. If you cancel the DCA program,
your remaining Contract Value in the DCA program will be allocated to the
Subaccounts according to your allocation instructions. We reserve the right to
discontinue or modify this program at any time. If you have chosen DCA from one
of the Subaccounts, only the amount allocated to that DCA program will be
transferred. Investment gain, if any, will remain in that Subaccount unless you
reallocate it to one of the other Subaccounts. If you are enrolled in automatic
rebalancing, this amount may be automatically rebalanced based on your
allocation instructions in effect at the time of rebalancing. DCA does not
assure a profit or protect against loss.

Automatic Withdrawal Service. The automatic withdrawal service (AWS) provides
for an automatic periodic withdrawal of your Contract Value. Withdrawals under
AWS are subject to applicable Interest Adjustments. See Fixed Side of the
Contract - Interest Adjustment. Withdrawals under AWS will be noted on your
quarterly statement. AWS is also available for amounts allocated to the fixed
account, if applicable.

Cross-Reinvestment Service. The cross-reinvestment service automatically
transfers the Contract Value in a designated Subaccount that exceeds a baseline
amount to another specific Subaccount at specific intervals. You specify the
applicable Subaccounts, the baseline amount and the interval period.

Portfolio Rebalancing. Portfolio rebalancing is an option that restores to a
pre-determined level the percentage of Contract Value allocated to each
Subaccount. The rebalancing may take place monthly, quarterly, semi-annually or
annually. Rebalancing events will be noted on your quarterly statement. The
fixed account is not available for portfolio rebalancing.

Only one of the three additional services (DCA, cross-reinvestment and
portfolio rebalancing) may be used at one time. For example, you cannot have
DCA and cross-reinvestment running simultaneously. We reserve the right to
discontinue any or all of these administrative services at any time.

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Fees Associated with Fee-Based Financial Plans. You may have purchased this
contract as part of a Fee-Based Financial Plan whereby an investment firm or
professional offers investment advice for a fee. The fee for this advice is
covered in a separate agreement between you and the firm or professional, and
is in addition to the fees and expenses that apply to this contract. You may
elect to have the fee paid to your investment firm or professional from your
Contract Value by using AWS, if certain conditions apply.

Partial withdrawals to pay the fee may be taken automatically by enrolling in
an AWS designated specifically for this purpose. Withdrawals are available in
monthly, quarterly, semi-annual, or annual frequencies. You may enroll in this
service by completing the appropriate election form that is available from your
investment adviser. Additionally, you may authorize your investment adviser to
set up or change your AWS program, or to take one-time withdrawals to pay for
the advisory fee. Once you have elected this service, it will continue until
you instruct us in writing to terminate it. Withdrawals under this AWS option
will be noted on your quarterly statement as an advisory fee withdrawal. This
service may not be available through all broker-dealers.

This service is not available if i4LIFE (Reg. TM) Advantage is in effect and
will automatically terminate upon election of i4LIFE (Reg. TM) Advantage.

These withdrawals may decrease your guarantees under a Death Benefit or Living
Benefit Rider. Advisory fee withdrawals may also have tax consequences. For
nonqualified contracts, partial withdrawals to pay the advisory fee will be
treated as a distribution for federal tax purposes, and will be reported as
income on Form 1099R. For qualified contracts, partial withdrawals to pay the
advisory fee will not be reported as a distribution from the contract.

Asset Allocation Models

You may allocate your Purchase Payment among a group of Subaccounts within an
asset allocation model. Each model invests different percentages of the
Contract Value in some or all of the Subaccounts currently available within
your annuity contract. If you select an asset allocation model, 100% of your
Contract Value (and any additional Purchase Payments you make) will be
allocated among certain Subaccounts in accordance with the model's asset
allocation strategy. You may not make transfers among the Subaccounts. We will
proportionately deduct any withdrawals you make from the Subaccounts in the
asset allocation model. You may only choose one asset allocation model at a
time, though you may change to a different asset allocation model available in
the contract at any time.

This contract may be offered as part of a Fee-Based Financial Plan whereby an
investment firm or professional offers investment advice for a fee. It is sold
through broker-dealers who may be registered as or affiliated with a registered
investment adviser. Your registered representative may discuss asset allocation
models with you to assist in deciding to allocate your Purchase Payments among
the various Subaccounts and/or the fixed account. You should consult with your
registered representative as to whether a model is appropriate for you.

Each of the asset allocation models seeks to meet its investment objective
while avoiding excessive risk. The models also strive to achieve
diversification among asset classes in order to help provide returns
commensurate with a given level of risk over the long-term. There can be no
assurance, however, that any of the asset allocation models will achieve its
investment objective. If you are seeking a more aggressive strategy, these
models may not be appropriate for you.

The asset allocation models are intended to provide a diversified investment
portfolio by combining different asset classes to help it reach its stated
investment goal. While diversification may help reduce overall risk, it does
not eliminate the risk of losses and it does not protect against losses in a
declining market.

In order to maintain the model's specified Subaccount allocation percentages,
you agree to be automatically enrolled in the portfolio rebalancing option and
you thereby authorize us to automatically rebalance your Contract Value on a
quarterly basis based upon your allocation instructions in effect at the time
of the rebalancing. Confirmation of the rebalancing will appear on your
quarterly statement. We reserve the right to change the rebalancing frequency
at any time, in our sole discretion, but will not make changes more than once
per calendar year. You will be notified at least 30 days prior to the date of
any change in frequency.

The models are static asset allocation models. This means that they have fixed
allocations made up of underlying funds that are offered within your contract
and the percentage allocations will not change over time. Once you have
selected an asset allocation model, we will not make any changes to the fund
allocations within the model except for the rebalancing described above. If you
wish to change your fund allocations either to new funds or to a different
model, you must submit new allocation instructions to us. You may terminate a
model at any time. There is no charge from Lincoln for participating in a
model.

The election of certain Living Benefit Riders may require that you allocate
Purchase Payments in accordance with Investment Requirements that may be
satisfied by choosing an asset allocation model. Different requirements and/or
restrictions may apply under the individual rider. See The Contracts -
Investment Requirements. To the extent you are using a model to satisfy your
Investment Requirements, the model is intended, in part, to reduce the risk of
investment losses that may require us to use our own assets to make guaranteed
payments under the Living Benefit Riders.

The models were designed and prepared by Lincoln Investment Advisors
Corporation (LIAC), which is an affiliate of ours, for use by Lincoln Financial
Distributors, Inc. (LFD), the principal underwriter of the contracts. LFD
provides models to broker-dealers who may offer the models to their own
clients. In making these models and Subaccounts available as investment options
under your contract, LIAC, LFD and the Company are not providing you with
investment advice, nor are they recommending to you any particular model or

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Subaccount. You should consult with your registered representative to determine
whether you should utilize or invest in any model or Subaccount, or whether it
is suitable for you based upon your goals, risk tolerance and time horizon.

If a fund within a model closes to new investors, investors that have been
invested before the fund closed may remain in the model. However the model
would no longer be offered to new investors. If a fund within a model
liquidates, we may transfer assets from that Subaccount to another Subaccount
after providing notice to you. If this transfer occurs, and you own a Living
Benefit Rider and are subject to Investment Requirements, you may no longer
comply with the Investment Requirements. See the Investment Requirements
section of this prospectus for more information. If a fund within a model
merges with another fund, we will add the surviving fund to the model.

Death Benefit

The chart below provides a brief overview of how the Death Benefit proceeds
will be distributed if death occurs prior to i4LIFE (Reg. TM) Advantage
elections or prior to the Annuity Commencement Date. Refer to your contract for
the specific provisions applicable upon death.

UPON DEATH OF: AND... AND... DEATH BENEFIT PROCEEDS PASS TO:

Contractowner There is a surviving joint owner The Annuitant is living or deceased Joint owner
Contractowner There is no surviving joint owner The Annuitant is living or deceased Designated Beneficiary
Contractowner There is no surviving joint owner The Annuitant is living or deceased Contractowner's estate
and the Beneficiary predeceases the
Contractowner
Annuitant The Contractowner is living There is no contingent Annuitant The youngest Contractowner
becomes the contingent Annuitant
and the contract continues. The
Contractowner may waive* this
continuation and receive the Death
Benefit proceeds.
Annuitant The Contractowner is living The contingent Annuitant is living Contingent Annuitant becomes the
Annuitant and the contract continues
Annuitant** The Contractowner is a trust or No contingent Annuitant allowed Designated Beneficiary
other non-natural person with non-natural Contractowner

* Notification from the Contractowner to receive the Death Benefit proceeds
must be received within 75 days of the death of the Annuitant.

** Death of Annuitant is treated like death of the Contractowner.

If the Contractowner (or a joint owner) or Annuitant dies prior to the Annuity
Commencement Date, a Death Benefit may be payable. You can choose the Death
Benefit. Only one Death Benefit may be in effect at any one time and this Death
Benefit terminates if you elect i4LIFE (Reg. TM) Advantage or elect any other
annuitization option. Generally, the more expensive the Death Benefit is, the
greater the protection.

You should consider the following provisions carefully when designating the
Beneficiary, Annuitant, any contingent Annuitant and any joint owner, as well
as before changing any of these parties. The identity of these parties under
the contract may significantly affect the amount and timing of the Death
Benefit or other amount paid upon a Contractowner's or Annuitant's death.

You may designate a Beneficiary during your lifetime and change the Beneficiary
by filing a written request with our Servicing Office. Each change of
Beneficiary revokes any previous designation. We reserve the right to request
that you send us the contract for endorsement of a change of Beneficiary.

Upon the death of the Contractowner, a Death Benefit will be paid to the
Beneficiary. Upon the death of a joint owner, the Death Benefit will be paid to
the surviving joint owner. If the Contractowner is a corporation or other
non-individual (non-natural person), the death of the Annuitant will be treated
as death of the Contractowner.

If an Annuitant who is not the Contractowner or joint owner dies, then the
contingent Annuitant, if named, becomes the Annuitant and no Death Benefit is
payable on the death of the Annuitant. If no contingent Annuitant is named, the
Contractowner (or younger of joint owners) becomes the Annuitant.
Alternatively, a Death Benefit may be paid to the Contractowner (and joint
owner, if applicable, in equal shares). Notification of the election of this
Death Benefit must be received by us within 75 days of the death of the
Annuitant. The contract terminates when any Death Benefit is paid due to the
death of the Annuitant.

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If a Contractowner, joint owner or Annuitant was added or changed subsequent to
the effective date of this contract (unless the change occurred because of the
death of a prior Contractowner, joint owner or Annuitant), upon death, we will
only pay the Contract Value as of the Valuation Date we approve the payment of
the death claim.

If your Contract Value equals zero, no Death Benefit will be paid.

Account Value Death Benefit. Contractowners who purchased their contracts on or
after July 22, 2005, may select the Account Value Death Benefit. If you elect
the Account Value Death Benefit contract option, we will pay a Death Benefit
equal to the Contract Value on the Valuation Date the Death Benefit is approved
by us for payment. No additional Death Benefit is provided. Once you have
selected this Death Benefit option, it cannot be changed. (Your contract may
refer to this benefit as the Contract Value Death Benefit.)

Guarantee of Principal Death Benefit. The Guarantee of Principal Death Benefit
is the default Death Benefit under this contact; this means that if you do not
select a Death Benefit, the Guarantee of Principal Death Benefit will be
automatically selected for you at contract issue. There is an additional charge
for this Death Benefit. If the Guarantee of Principal Death Benefit is in
effect, the Death Benefit will be equal to the greater of:
o the current Contract Value as of the Valuation Date we approve the payment of
the claim; or
o the sum of all Gross Purchase Payments decreased by withdrawals in the same
proportion that withdrawals reduced the Contract Value (withdrawals less
than or equal to the Guaranteed Annual Income amount under any version of
Lincoln Lifetime IncomeSM Advantage 2.0 or Lincoln Market Select (Reg. TM)
Advantage or the Maximum Annual Withdrawal amount under Lincoln Lifetime
IncomeSM Advantage may reduce the sum of all Purchase Payments amount on a
dollar for dollar basis. See Living Benefit Riders - Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk), Lincoln Market Select (Reg. TM)
Advantage or Lincoln Lifetime IncomeSM Advantage).

In a declining market, withdrawals deducted in the same proportion that
withdrawals reduce the Contract Value may have a magnified effect on the
reduction of the Death Benefit payable. This is because the reduction in the
benefit may be more than the dollar amount withdrawn from the Contract Value.
All references to withdrawals include deductions for any applicable charges
associated with those withdrawals and premium taxes, if any.

For contracts issued on or after July 22, 2005, you may discontinue the
Guarantee of Principal Death Benefit by completing the Change of Death Benefit
form and sending it to our Servicing Office. The benefit will be discontinued
as of the Valuation Date we receive the request and the Account Value Death
Benefit will apply. We will begin deducting the charge for the Account Value
Death Benefit as of that date. See Charges and Other Deductions.

Enhanced Guaranteed Minimum Death Benefit (EGMDB). If the EGMDB is in effect,
the Death Benefit paid will be the greatest of:
o the current Contract Value as of the Valuation Date we approve the payment of
the claim; or
o the sum of all Gross Purchase Payments decreased by withdrawals in the same
proportion that withdrawals reduced the Contract Value (withdrawals less
than or equal to the Guaranteed Annual Income amount under any version of
Lincoln Lifetime IncomeSM Advantage 2.0 or Lincoln Market Select (Reg. TM)
Advantage or the Maximum Annual Withdrawal amount under Lincoln Lifetime
IncomeSM Advantage may reduce the sum of all Purchase Payments amount on a
dollar for dollar basis. See Living Benefit Riders - Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk), Lincoln Market Select (Reg. TM)
Advantage or Lincoln Lifetime IncomeSM Advantage); or
o the highest Contract Value on any contract anniversary (including the
inception date) (determined before the allocation of any Gross Purchase
Payments on that contract anniversary) prior to the 81st birthday of the
deceased Contractowner, joint owner (if applicable), or Annuitant and prior
to the death of the Contractowner, joint owner (if applicable) or Annuitant
for whom a death claim is approved for payment. The highest Contract Value
is increased by Gross Purchase Payments and is decreased by withdrawals
subsequent to that anniversary date in the same proportion that withdrawals
reduced the Contract Value.

There is an additional charge for this Death Benefit. You may discontinue the
EGMDB at any time by completing the Change of Death Benefit form and sending it
to our Servicing Office. The benefit will be discontinued as of the Valuation
Date we receive the request, and the Guarantee of Principal Death Benefit will
apply, or, if your contract was purchased on or after July 22, 2005, you may
also choose the Account Value Death Benefit. We will begin deducting the
applicable charge for the new Death Benefit as of that date. See Charges and
Other Deductions.

The EGMDB is only available under nonqualified, IRA or Roth IRA contracts if
the Contractowner, joint owner and Annuitant are under age 80 at the time of
issuance.

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General Death Benefit Information

Only one of these Death Benefit elections may be in effect at any one time.
Your Death Benefit election terminates on and after the Annuity Commencement
Date. i4LIFE (Reg. TM) Advantage only provides Death Benefit options during the
Access Period. There are no Death Benefits during the Lifetime Income Period.
Please see the i4LIFE (Reg. TM) Advantage - i4LIFE (Reg. TM) Advantage Death
Benefits section of this prospectus for more information.

If there are joint owners, upon the death of the first Contractowner, we will
pay a Death Benefit to the surviving joint owner. The surviving joint owner
will be treated as the primary, designated Beneficiary. Any other Beneficiary
designation on record at the time of death will be treated as a contingent
Beneficiary. If the surviving joint owner is the spouse of the deceased joint
owner, he/she may continue the contract as sole Contractowner. Upon the death
of the spouse who continues the contract, we will pay a Death Benefit to the
designated Beneficiary(s).

If the Beneficiary is the spouse of the Contractowner, then the spouse may
elect to continue the contract as the new Contractowner. Same-sex spouses
should carefully consider whether to purchase annuity products that provide
benefits based upon status as a spouse, and whether to exercise any spousal
rights under the contract. In 2013, the U.S. Supreme Court held that same-sex
spouses who are married under state law are treated as spouses for purposes of
federal law. You are strongly encouraged to consult a tax advisor before
electing spousal rights under the contract.

Should the surviving spouse elect to continue the contract, a portion of the
Death Benefit may be credited to the contract. Any portion of the Death Benefit
that would have been payable (if the contract had not been continued) that
exceeds the current Contract Value on the Valuation Date we approve the claim
will be added to the Contract Value. If the contract is continued in this way
the Death Benefit in effect at the time the Beneficiary elected to continue the
contract will remain as the Death Benefit.

The value of the Death Benefit will be determined as of the Valuation Date we
approve the payment of the claim. Approval of payment will occur upon our
receipt of a claim submitted in Good Order. To be in Good Order, we require all
the following:

1. proof (e.g. an original certified death certificate), or any other proof of
death satisfactory to us; and

2. written authorization for payment; and

3. all required claim forms, fully completed (including selection of a
settlement option).

Notwithstanding any provision of this contract to the contrary, the payment of
Death Benefits provided under this contract must be made in compliance with
Code Section 72(s) or 401(a)(9) as applicable, as amended from time to time.
Death Benefits may be taxable. See Federal Tax Matters.

Unless otherwise provided in the Beneficiary designation, one of the following
procedures will take place on the death of a Beneficiary:
o if any Beneficiary dies before the Contractowner, that Beneficiary's interest
will go to any other Beneficiaries named, according to their respective
interests; and/or
o if no Beneficiary survives the Contractowner, the proceeds will be paid to
the Contractowner's estate.

If the Beneficiary is a minor, court documents appointing the
guardian/custodian may be required.

Unless the Contractowner has already selected a settlement option, the
Beneficiary may choose the method of payment of the Death Benefit. The Death
Benefit payable to the Beneficiary or joint owner must be distributed within
five years of the Contractowner's date of death unless the Beneficiary begins
receiving within one year of the Contractowner's death the distribution in the
form of a life annuity or an annuity for a designated period not extending
beyond the Beneficiary's life expectancy.

Upon the death of the Annuitant, Federal tax law requires that an annuity
election be made no later than 60 days after we have approved the death claim
for payment.

If the Death Benefit becomes payable, the recipient may elect to receive
payment either in the form of a lump sum settlement or an Annuity Payout. If a
lump sum settlement is elected, the proceeds will be mailed within seven days
of approval by us of the claim subject to the laws, regulations and tax code
governing payment of Death Benefits. This payment may be postponed as permitted
by the Investment Company Act of 1940.

Abandoned Property. Every state has unclaimed property laws which generally
declare annuity contracts to be abandoned after a period of inactivity of three
to five years from the date a benefit is due and payable. For example, if the
payment of a Death Benefit has been triggered, but, if after a thorough search,
we are still unable to locate the Beneficiary of the Death Benefit, or the
Beneficiary does not come forward to claim the Death Benefit in a timely
manner, the Death Benefit will be "escheated". This means that the Death
Benefit will be paid to the abandoned property division or unclaimed property
office of the state in which the Beneficiary or the Contractowner last resided,
as shown on our books and records, or to our state of domicile. This
escheatment is revocable and the state is obligated to pay the Death Benefit
(without interest) if your Beneficiary steps forward to claim it with the
proper documentation.

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To prevent such escheatment, it is important that you update your Beneficiary
designations, including addresses, if and as they change. You may update your
Beneficiary designations by submitting a Beneficiary change form to our
Servicing Office.

Investment Requirements

If you purchase a Living Benefit Rider (except i4LIFE (Reg. TM) Advantage
without Guaranteed Income Benefit), you will be subject to Investment
Requirements. This means you will be limited in your choice of Subaccount
investments and in how much you can invest in certain Subaccounts. This also
means you will not be able to allocate Contract Value to all of the Subaccounts
that are available to Contractowners who have not elected a Living Benefit
Rider.

If you elect a Living Benefit Rider, Investment Requirements apply whether you
purchase the rider at contract issue or add it to an existing contract. The
Living Benefit Rider you purchase and the date of purchase will determine which
Investment Requirements will apply to your contract. Currently, if you purchase
i4LIFE (Reg. TM) without Guaranteed Income Benefit, you will not be subject to
any Investment Requirements, although we reserve the right to impose Investment
Requirements for this rider in the future. If we do exercise our right to do
so, you will have to reallocate your Contract Value subject to such
requirements.

Certain of the underlying funds that are included in the Investment
Requirements, including funds managed by an adviser affiliated with us, employ
risk management strategies that are intended to control the funds' overall
volatility, and for some funds, to also reduce the downside exposure of the
funds during significant market downturns.

These funds are included under Investment Requirements (particularly in the
Investment Requirements for the Managed Risk riders) in part because the
reduction in volatility helps us to reduce the risk of investment losses that
may require us to use our own assets to make guaranteed payments under a Living
Benefit Rider. At the same time, risk management strategies in periods of high
market volatility or other market conditions, could limit your participation in
market gains. This may conflict with your investment objectives by limiting
your ability to maximize potential growth of your Contract Value and, in turn,
the value of any guaranteed benefit that is tied to investment performance. You
should consult with your registered representative to determine whether these
funds align with your investment objectives. For more information about the
funds and the investment strategies they employ, please refer to the funds'
current prospectuses. Fund prospectuses are available by contacting us.

We have divided the Subaccounts of your contract into groups and have specified
the minimum or maximum percentages of Contract Value that must be in each group
at the time you purchase the rider (or when the rider Investment Requirements
are enforced, if later). In addition, depending on when you purchased your
contract, you may allocate your Contract Value and Purchase Payments in
accordance with certain asset allocation models, as noted below. If you
terminate an asset allocation model, you must follow the Investment
Requirements applicable to your rider. Some investment options are not
available to you if you purchase certain riders. The Investment Requirements
may not be consistent with an aggressive investment strategy. You should
consult with your registered representative to determine if the Investment
Requirements are consistent with your investment objectives.

Riders purchased prior to January 20, 2009. Contractowners who purchased the
Lincoln Lifetime IncomeSM Advantage rider from December 15, 2008 through
January 19, 2009 will be subject to Investment Requirements as set forth in
your contract.

Riders purchased on or after January 20, 2009. If you elect Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk), i4LIFE (Reg. TM) Advantage Guaranteed
Income Benefit (Managed Risk) or 4LATER (Reg. TM) Advantage (Managed Risk), you
must allocate your Contract Value in accordance with the Investment
Requirements for Managed Risk Riders section below. If you elect any other
Living Benefit Rider since January 20, 2009, (June 30, 2009, for purchasers of
Lincoln SmartSecurity (Reg. TM) Advantage and 4LATER (Reg. TM) Advantage), you
must allocate your Contract Value in accordance with the Investment
Requirements for other Living Benefit Riders sections below, according to which
rider you purchased and the date of purchase.

For all other Living Benefit Riders, you can select the percentages of Contract
Value (or Account Value if i4LIFE (Reg. TM) Advantage with Guaranteed Income
Benefit is in effect) to allocate to individual Subaccounts within each group,
but the total investment for all Subaccounts within the group must comply with
the specified minimum or maximum percentages for that group.

You must hold the rider for a minimum period of time after election (the
minimum time is specified under the Termination section of each rider). During
this time, you will be required to adhere to the Investment Requirements. After
this time, failure to adhere to the Investment Requirements will result in
termination of the rider.

In accordance with these Investment Requirements, you agree to be automatically
enrolled in the portfolio rebalancing option under your contract and thereby
authorize us to automatically rebalance your Contract Value on a periodic
basis. (This portfolio rebalancing will continue while a death claim is being
settled, if the Living Benefit Rider could continue on an additional measuring
life.) On each quarterly anniversary of the effective date of the rider, we
will rebalance your Contract Value in accordance with your allocation
instructions in effect at the time of the rebalancing. Confirmation of the
rebalancing will appear on your quarterly statement and you will not receive an
individual confirmation after each reallocation.

Investment Requirements for Managed Risk Riders for all contracts purchased on
and after May, 22, 2017. If you elect Lincoln Lifetime IncomeSM Advantage 2.0
(Managed Risk) or i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed
Risk) you must currently allocate 100% of your Contract Value or i4LIFE (Reg.
TM) Advantage Account Value among one or more of the following Subaccounts
only.

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o American Funds Managed Risk Asset Allocation PortfolioSM
o American Funds Managed Risk Global Allocation PortfolioSM
o American Funds Managed Risk Growth PortfolioSM

o American Funds Managed Risk Growth and Income PortfolioSM

The fixed account, if available, is only available for dollar cost averaging.

Investment Requirements for Managed Risk Riders for all contracts purchased
prior to May 22, 2017. If you elect Lincoln Lifetime IncomeSM Advantage 2.0
(Managed Risk), i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed
Risk), or 4LATER (Reg. TM) Advantage (Managed Risk), you must currently
allocate your Contract Value among one or more of the following Subaccounts
only.

Group 1 Group 2
Investments must be at least 20% (30% for Investments cannot exceed 80% (70% for rid-
riders elected prior to January 20, 2015) of ers elected prior to January 20, 2015) of Con-
Contract Value or Account Value tract Value or Account Value
---------------------------------------------- ------------------------------------------------

LVIP American Preservation Fund American Funds Managed Risk Asset Allocation
FundSM
American Funds Managed Risk Blue Chip Income
and Growth FundSM
American Funds Managed Risk Global Allocation
PortfolioSM
American Funds Managed Risk Growth and
Income PortfolioSM
American Funds Managed Risk Growth FundSM
American Funds Managed Risk Growth
PortfolioSM
American Funds Managed Risk Growth-Income
FundSM
American Funds Managed Risk International
FundSM
LVIP American Global Balanced Allocation
Managed Risk Fund
LVIP American Global Growth Allocation
Managed Risk Fund

Group 1
Investments must be at least 20% (30% for Group 3
riders elected prior to January 20, 2015) of Investments cannot exceed 10% of Contract
Contract Value or Account Value Value or Account Value
---------------------------------------------- ------------------------------------------

LVIP American Preservation Fund No Subaccounts at this time.

The fixed account is only available for dollar cost averaging.

As an alternative, to satisfy these Investment Requirements, you may allocate
100% of your Contract Value or i4LIFE (Reg. TM) Advantage Account Value among
the Subaccounts listed below. If you allocate less than 100% of Contract Value
or i4LIFE (Reg. TM) Advantage Account Value among these Subaccounts, then the
Subaccounts listed below that are also listed in Group 1 will be subject to the
Group 1 restrictions. Any remaining Subaccounts listed below that are not
listed in Group 1 will fall into Group 2 and be subject to Group 2
restrictions.

o American Funds Managed Risk Asset Allocation FundSM
o American Funds Managed Risk Global Allocation PortfolioSM
o American Funds Managed Risk Growth and Income PortfolioSM
o American Funds Managed Risk Growth PortfolioSM

o LVIP American Global Balanced Allocation Managed Risk Fund
o LVIP American Global Growth Allocation Managed Risk Fund
o LVIP American Preservation Fund

Investment Requirements for other Living Benefit Riders purchased on or after
August 29, 2016 (October 3, 2016 for existing Contractowners). If you elect
Lincoln Market Select (Reg. TM) Advantage, 4LATER (Reg. TM) Select Advantage,
or i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit you must
currently allocate 100% of your Contract Value among one or more of the
following Subaccounts.

o American Funds Global Balanced FundSM
o American Funds Growth and Income PortfolioSM
o American Funds Managed Risk Asset Allocation PortfolioSM
o American Funds Managed Risk Global Allocation PortfolioSM
o American Funds Managed Risk Growth PortfolioSM
o American Funds Managed Risk Growth and Income PortfolioSM
o LVIP American Balanced Allocation Fund
o LVIP American Growth Allocation Fund
o LVIP American Income Allocation Fund
o LVIP American Preservation Fund

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The fixed account, if available, is only available for dollar cost averaging.As
an alternative, to satisfy these Investment Requirements, 100% of the Contract
Value may be allocated in accordance with certain asset allocation models made
available to you by your broker-dealer. You may only choose one asset
allocation model at a time, though you may change to a different asset
allocation model available in your contract that meets the Investment
Requirements or reallocate Contract Value according to the Investment
Requirements listed above. If you terminate an asset allocation model, you must
follow the Investment Requirements applicable to your rider. We may exclude an
asset allocation model from being available for investment at any time, in our
sole discretion. You will be notified prior to the date of such a change.

Investment Requirements for other Living Benefit Riders purchased on or after
January 11, 2016 and prior to August 29, 2016 (October 3, 2016 for existing
Contractowners). For i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
(version 4) elections on or after January 11, 2016 and prior to August 29, 2016
(October 3, 2016 for existing Contractowners), you must currently allocate your
Contract Value among one or more of the following Subaccounts.

Group 1 Group 2
Investments must be at least 30% of Contract Investments cannot exceed 70% of Contract
Value or Account Value Value or Account Value
---------------------------------------------- ------------------------------------------------

American Funds Bond Fund American Funds Asset Allocation Fund
American Funds Global Bond Fund American Funds Blue Chip Income and Growth
American Funds Mortgage FundSM Fund
American Funds U.S. Government/AAA-Rated American Funds Capital Income Builder (Reg. TM)
Securities Fund American Funds Global Balanced FundSM
LVIP American Preservation Fund American Funds Global Growth and Income Fund
American Funds Global Growth Fund
American Funds Global Growth PortfolioSM
American Funds Growth and Income PortfolioSM
American Funds Growth Fund
American Funds Growth-Income Fund
American Funds High-Income Bond Fund
American Funds International Fund
American Funds International Growth and
Income FundSM
American Funds Ultra-Short Bond Fund
LVIP American Balanced Allocation Fund
LVIP American Growth Allocation Fund
LVIP American Income Allocation Fund

Group 1 Group 3
Investments must be at least 30% of Contract Investments cannot exceed 10% of Contract
Value or Account Value Value or Account Value
---------------------------------------------- ------------------------------------------------

American Funds Bond Fund American Funds Global Small Capitalization Fund
American Funds Global Bond Fund American Funds New World Fund (Reg. TM)
American Funds Mortgage FundSM
American Funds U.S. Government/AAA-Rated
Securities Fund
LVIP American Preservation Fund

The fixed account is only available for dollar cost averaging.

o American Funds Asset Allocation Fund
o American Funds Bond Fund
o American Funds Global Balanced FundSM
o American Funds Global Bond Fund
o American Funds Mortgage FundSM
o American Funds U.S. Government/AAA-Rated Securities Fund

o LVIP American Balanced Allocation Fund
o LVIP American Growth Allocation Fund
o LVIP American Income Allocation Fund
o LVIP American Preservation Fund

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Investment Requirements for other Living Benefit Riders purchased prior to
January 11, 2016. If you elected a Living Benefit Rider other than Lincoln
Lifetime IncomeSM Advantage 2.0 (Managed Risk), i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit (Managed Risk), or 4LATER (Reg. TM) Advantage
(Managed Risk), prior to January 11, 2016, you must currently allocate your
Contract Value among one or more of the following Subaccounts.

American Funds Bond Fund All other Subaccounts, except as described
American Funds Global Bond Fund below.
American Funds Mortgage FundSM
American Funds U.S. Government/AAA-Rated
Securities Fund
LVIP American Preservation Fund

American Funds Bond Fund No Subaccounts at this time.
American Funds Global Bond Fund
American Funds Mortgage FundSM
American Funds U.S. Government/AAA-Rated
Securities Fund
LVIP American Preservation Fund

The fixed account is only available for dollar cost averaging.

o American Funds Asset Allocation Fund
o American Funds Bond Fund
o American Funds Global Balanced FundSM
o American Funds Global Bond Fund
o American Funds Managed Risk Asset Allocation FundSM
o American Funds Managed Risk Global Allocation PortfolioSM
o American Funds Managed Risk Growth and Income PortfolioSM
o American Funds Managed Risk Growth PortfolioSM
o American Funds Mortgage FundSM

o American Funds U.S. Government/AAA-Rated Securities Fund
o LVIP American Balanced Allocation Fund
o LVIP American Global Balanced Allocation Managed Risk Fund
o LVIP American Global Growth Allocation Managed Risk Fund
o LVIP American Growth Allocation Fund
o LVIP American Income Allocation Fund
o LVIP American Preservation Fund

To satisfy these Investment Requirements, Contract Value may be allocated in
accordance with certain asset allocation models depending on when you purchased
your contract, made available to you by your broker-dealer. If so, currently
100% of the Contract Value can be allocated to one of the following models:
American Legacy Fundamental Equity Growth Model, American Legacy Fundamental
Balanced Model, or American Legacy Fundamental Income Model. You may only
choose one asset allocation model at a time, though you may change to a
different asset allocation model available in your contract that meets the
Investment Requirements or reallocate Contract Value among Group 1 or Group 2
Subaccounts as described above. These models are not available for contracts
issued on or after November 15, 2010. If you terminate an asset allocation
model, you must follow the Investment Requirements applicable to your rider.

Living Benefit Riders
The optional Living Benefit Riders offered under this variable annuity contract
are described in the following sections. The riders offer either a minimum
withdrawal benefit (Lincoln Lifetime IncomeSM Advantage and Lincoln
SmartSecurity (Reg. TM) Advantage), a minimum Annuity Payout (i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit, 4LATER (Reg. TM) Select Advantage, 4LATER
(Reg. TM) Advantage (Managed Risk), and 4LATER (Reg. TM) Advantage), or an
income benefit (Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk), Lincoln
Market Select (Reg. TM) Advantage and Lincoln Lifetime IncomeSM Advantage 2.0).
Living Benefit Riders which are no longer available for purchase include:
Lincoln SmartSecurity (Reg. TM) Advantage, Lincoln Lifetime IncomeSM Advantage,
Lincoln Lifetime IncomeSM Advantage 2.0, 4LATER (Reg. TM) Advantage (Managed
Risk) and 4LATER (Reg. TM) Advantage. Certain versions of i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit are also unavailable unless guaranteed the
terms of another rider. An Appendix to this prospectus provides a detailed
description of these Living Benefit Riders. You may not elect more than one
Living Benefit Rider at any one time. Upon election of a Living Benefit Rider,
you will be subject to Investment Requirements (unless you elect i4LIFE (Reg.
TM) Advantage without the Guaranteed Income Benefit).

Excess Withdrawals under certain Living Benefit Riders may result in a
reduction or premature termination of those benefits or of those riders. If you
are not certain how an Excess Withdrawal will reduce your future guaranteed
amounts, you should contact either your registered representative or us prior
to requesting a withdrawal to find out what, if any, impact the Excess
Withdrawal will have on any guarantees under the Living Benefit Rider. Terms
and conditions may change after the contract is purchased.

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The benefits and features of the optional Living Benefit Riders are separate
and distinct from the downside protection strategies that may be employed by
the funds offered under this contract. The riders do not guarantee the
investment results of the funds.

The Living Benefit Riders provide different methods to take income from your
Contract Value or receive lifetime payments and may provide certain guarantees.
There are differences between the riders in the features provided as well as
the charge structure. Before you elect a rider, or terminate your existing
rider to elect a new rider, you should carefully review the terms and
conditions of each rider. If you elect a rider at contract issue, then the
rider will be effective on the contract's effective date.

From time to time, we relax our rules that apply to dropping certain riders and
subsequently adding certain new ones. For example, we may waive the waiting
period and instead permit you to add a new rider immediately after dropping
your old one. We may also let you drop a rider before it has been in effect for
the required holding period. When you drop your old rider, your old rider and
charge will be terminated. As of the date of this prospectus, we currently have
such an offer in place.

If you drop a rider for a new one during a period of time when we do not have
an offer in place or have a different offer, you will not be eligible for any
future offers related to the rider you previously dropped, even if such future
offer would have included a greater or different benefit.

Rate Sheets

A Rate Sheet is a prospectus supplement where we declare the current Guaranteed
Annual Income rates and Guaranteed Income Benefit percentages available under
certain Living Benefit Riders. The Rate Sheet indicates the current rates
and/or current percentages, their effective period, and the date by which your
application or rider election form must be signed and dated for a rider to be
issued with those rates or percentages. The rates and percentages may change
with each Rate Sheet and may be higher or lower than the rates or percentages
on the previous Rate Sheet. The rates and percentages will not change more
frequently than quarterly.

At least 10 days before the end of the indicated effective period, the rates
and percentages for the next effective period will be disclosed in a new Rate
Sheet. In order to get the rate and/or percentage indicated in a Rate Sheet,
your application or rider election form must be signed and dated on or before
the last day of the effective period noted in that Rate Sheet. For new
Contractowners, the current Rate Sheet will be included with this prospectus.
For existing Contractowners, current Rate Sheets will be mailed to you with
your quarterly statement. You can also obtain the most current Rate Sheet
information by contracting your registered representative or online at
www.LincolnFinancial.com. The rates and percentages from previous effective
periods are included in an Appendix to this prospectus.

Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)

All terms that apply to Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)
apply to Lincoln Lifetime IncomeSM Advantage 2.0 except as noted. Lincoln
Lifetime IncomeSM Advantage 2.0 is no longer available for purchase.

Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) is a Living Benefit
Rider available for purchase in your contract that provides:
o Guaranteed periodic withdrawals up to the Guaranteed Annual Income amount
(with certain exceptions listed later, up to the Contractowner's age 80 on
qualified contracts and up to the Contractowner's age 95 (or the younger of
you and your spouse if the joint life option is elected) for nonqualified
contracts) which is based upon a guaranteed Income Base (an initial value
equal to either your initial Purchase Payment or Contract Value, if elected
after the contract's effective date);
o Lifetime income available through i4LIFE (Reg. TM) Advantage or the
Guaranteed Annual Income Amount Annuity Payout Option which must be elected
by specific ages set forth below;
o A 5% Enhancement to the Income Base (less Purchase Payments received in the
preceding Benefit Year) if greater than an Automatic Annual Step-up so long
as no withdrawals are made in the preceding Benefit Year and the rider is
within an Enhancement Period;
o Automatic Annual Step-ups of the Income Base to the Contract Value if the
Contract Value is equal to or greater than the Income Base after the 5%
Enhancement; and
o Age-based increases to the Guaranteed Annual Income amount (after reaching a
higher age-band and after an Automatic Annual Step-up).

Please note any withdrawals made prior to age 55 or that exceed the Guaranteed
Annual Income amount or that are not payable to the original Contractowner or
original Contractowner's bank account (or to the original Annuitant or the
original Annuitant's bank account, if the owner is a non-natural person)
(Excess Withdrawals) may significantly reduce your Income Base as well as your
Guaranteed Annual Income amount by an amount greater than the dollar amount of
the Excess Withdrawal and will terminate the rider if the Income Base is
reduced to zero. Withdrawals will also negatively impact the availability of
the 5% Enhancement.

In order to purchase Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk),
the Purchase Payment or Contract Value (if purchased after the contract is
issued) must be at least $25,000. This rider provides guaranteed, periodic
withdrawals regardless of the investment performance of the contract. These
benefits are subject to certain conditions, as set forth in this section. The

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Contractowner, Annuitant or Secondary Life may not be changed while this rider
is in effect (except if the Secondary Life assumes ownership of the contract
upon death of the Contractowner), including any sale or assignment of the
contract as collateral. An Income Base is used to calculate the Guaranteed
Annual Income payment from your contract, but is not available as a separate
benefit upon death or surrender. The Income Base is equal to the initial
Purchase Payment (or Contract Value if elected after contract issue), increased
by subsequent Purchase Payments, Automatic Annual Step-ups and 5% Enhancements,
and decreased by Excess Withdrawals in accordance with the provisions set forth
below. After the first anniversary of the rider effective date, once cumulative
additional Purchase Payments exceed $100,000, additional Purchase Payments will
be limited to $50,000 per Benefit Year without Servicing Office approval. No
additional Purchase Payments are allowed if the Contract Value decreases to
zero for any reason.

This rider provides for guaranteed, periodic withdrawals up to the Guaranteed
Annual Income amount commencing on or after age 55 (younger of you or your
spouse under the joint life option). The Guaranteed Annual Income payments are
based upon specified percentages of the Income Base. The specified withdrawal
percentages of the Income Base are age based and may increase over time. With
the single life and joint life options, you may receive guaranteed income
payments for life through the election of i4LIFE (Reg. TM) Advantage or the
Guaranteed Annual Income Amount Annuity Payout Option. If an election is not
made, the Lincoln Lifetime IncomeSM Advantage 2.0 rider will terminate. Except
as specified below, this election must be made by the Contractowner's age 80
for qualified contracts and up to the Contractowner's (or joint owner's if
younger) age 95 for nonqualified contracts. Purchasers of Lincoln Lifetime
IncomeSM Advantage 2.0 prior to April 2, 2012 and all purchasers of Lincoln
Lifetime IncomeSM Advantage 2.0 (Managed Risk) who own their riders through the
fifth Benefit Year anniversary must elect i4LIFE (Reg. TM) Advantage or the
Guaranteed Annual Income Amount Annuity Payout Option prior to age 85 for
qualified contracts or age 99 for nonqualified contracts.

Lincoln New York offers other optional riders available for purchase with its
variable annuity contracts. These riders provide different methods to take
income from your Contract Value and may provide certain guarantees. There are
differences between the riders in the features provided, amount of guaranteed
income, investment options available, as well as the charge structure. The age
at which you may start receiving the Guaranteed Annual Income amount may be
different than the ages that you may receive guaranteed payments under other
riders. In addition, the purchase of one rider may impact the availability of
another rider. Information about the relationship between Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk) and these other riders is included later
in this discussion. Not all riders will be available at all times. You may
consider purchasing Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) if
you want a guaranteed income payment that may grow as you get older and may
increase through the Automatic Annual Step-up or 5% Enhancement.

Availability. Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) is only
available for election at the time the contract is purchased, unless the
contract was issued prior to August 26, 2013. Lincoln Lifetime IncomeSM
Advantage 2.0 is no longer available for purchase.

Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) is available for
purchase with nonqualified and qualified (IRAs and Roth IRAs) annuity
contracts. The Contractowner/Annuitant as well as the spouse under the joint
life option must be age 85 or younger (age 76 for qualified contracts) at the
time this rider is elected.

There is no guarantee that Lincoln Lifetime IncomeSM Advantage 2.0 (Managed
Risk) will be available for new purchasers in the future as we reserve the
right to discontinue this benefit at any time. In addition, we may make
different versions of Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)
available to new purchasers. You cannot elect this rider in combination with
any other Living Benefit Rider offered in your contract at the same time.

If you purchased your contract prior to August 26, 2013, and you own a Living
Benefit Rider (other than Lincoln Lifetime IncomeSM Advantage 2.0) and you wish
to elect Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk), you must first
terminate your existing Living Benefit Rider. You must wait at least 12 months
after this termination and also comply with your existing Living Benefit
Rider's termination rules, before you will be able to elect Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk) (if available). For further information
on termination rules, see the "Termination" section associated with your Living
Benefit Rider. In all cases, by terminating your existing Living Benefit Rider,
you will no longer be entitled to any of the benefits that have accrued under
that rider.

If you purchase Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk), you
will be limited in your ability to invest within the Subaccounts offered within
your contract. You will be required to adhere to Investment Requirements for
Managed Risk Riders. If you purchased Lincoln Lifetime IncomeSM Advantage 2.0,
you are required to adhere to Investment Requirements for other Living Benefit
Riders.

In addition, the fixed account is not available except for use with dollar cost
averaging. See Investment Requirements for more information.

If you elect this rider at contract issue, it will be effective on the
contract's effective date. For contracts issued prior to August 26, 2013, if
you elect the rider after the contract is issued, the rider will be effective
on the next Valuation Date following approval by us.

Benefit Year. The Benefit Year is the 12-month period starting with the
effective date of the rider and starting with each anniversary of the rider
effective date after that. If your Benefit Year anniversary falls on a day that
the New York Stock Exchange is closed, any benefit calculations scheduled to
occur on that anniversary will occur on the next Valuation Date.

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Income Base. The Income Base is a value used to calculate your Guaranteed
Annual Income amount. The Income Base is not available to you as a lump sum
withdrawal or a Death Benefit. The initial Income Base varies based on when you
elect the rider. If you elect the rider at the time you purchase the contract,
the initial Income Base will equal your initial Purchase Payment . If you elect
the rider after we issue the contract, the initial Income Base will equal the
Contract Value on the effective date of the rider. The Income Base is increased
by subsequent Purchase Payments, 5% Enhancements, and Automatic Annual
Step-ups, and decreased by Excess Withdrawals in accordance with the provisions
set forth below. The maximum Income Base is $10 million. This maximum takes
into consideration the total guaranteed amounts under the Living Benefit Riders
of all Lincoln New York contracts (or contracts issued by our affiliates) in
which you (and/or spouse if joint life option) are the covered lives.

Additional Purchase Payments automatically increase the Income Base by the
amount of the Purchase Payment (not to exceed the maximum Income Base); for
example, a $10,000 additional Purchase Payment will increase the Income Base by
$10,000. After the first anniversary of the rider effective date, once
cumulative additional Purchase Payments exceed $100,000, additional Purchase
Payments will be limited to $50,000 per Benefit Year without Servicing Office
approval. If after the first Benefit Year cumulative additional Purchase
Payments equal or exceed $100,000, the rider charge will change to the then
current charge in effect on the next Benefit Year anniversary. Additional
Purchase Payments will not be allowed if the Contract Value decreases to zero
for any reason including market loss.

Excess Withdrawals reduce the Income Base as discussed below. Withdrawals less
than or equal to the Guaranteed Annual Income amount will not reduce the Income
Base.

Since the charge for the rider is based on the Income Base, the cost of the
rider increases when additional Purchase Payments, Automatic Annual Step-ups
and 5% Enhancements are made, and the cost decreases as Excess Withdrawals are
made because these transactions all adjust the Income Base. In addition, the
charge rate may change when Automatic Annual Step-ups or 5% Enhancements occur
as discussed below or additional Purchase Payments occur. See Charges and Other
Deductions - Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) Charge.

5% Enhancement. You are eligible for a 5% Enhancement for at least 10 years
from the effective date of the rider. On each Benefit Year anniversary during
an Enhancement Period, the Income Base, minus Purchase Payments received in the
preceding Benefit Year, will be increased by 5% if the Contractowner/Annuitant
(as well as the spouse if the joint life option is in effect) is under age 86
and if there were no withdrawals in the preceding Benefit Year. The original
Enhancement Period is a 10-year period that begins on the effective date of the
rider. A new Enhancement Period begins immediately following an Automatic
Annual Step-up. If during any Enhancement Period there are no Automatic Annual
Step-ups, the 5% Enhancements will stop at the end of the Enhancement Period
and will not restart until the next Benefit Year anniversary following the
Benefit Year anniversary upon which an Automatic Annual Step-up occurs. Any
Purchase Payment made after the initial Purchase Payment will be added
immediately to the Income Base and will result in an increased Guaranteed
Annual Income amount but must be invested in the contract at least one Benefit
Year before it will be used in calculating the 5% Enhancement. Any Purchase
Payments made within the first 90 days after the effective date of the rider
will be included in the Income Base for purposes of calculating the 5%
Enhancement on the first Benefit Year anniversary.

If you decline an Automatic Annual Step-up during the original Enhancement
Period, you will continue to be eligible for the 5% Enhancements through the
end of the current Enhancement Period.

A 5% Enhancement that occurs during the original Enhancement Period will not
cause your rider charge to increase. After the tenth Benefit Year anniversary,
the rider charge could increase to the then current charge at the time a 5%
Enhancement is applied. If your charge rate is increased due to a 5%
Enhancement, you will have the option to opt out of the enhancements after the
tenth Benefit Year. In order to be eligible to receive further 5% Enhancements
the Contractowner/Annuitant (single life option), or the Contractowner and
spouse (joint life option) must be under age 86 and within an Enhancement
Period.

Note: The 5% Enhancement is not available on any Benefit Year anniversary where
there has been a withdrawal of Contract Value (including a Guaranteed Annual
Income payment) in the preceding Benefit Year. A 5% Enhancement will occur in
subsequent years when certain conditions are met. If you are eligible (as
defined above) for the 5% Enhancement in the next year, the enhancement will
not occur until the Benefit Year anniversary of that year.

The following is an example of the impact of the 5% Enhancement on the Income
Base (assuming no withdrawals):

Initial Purchase Payment = $100,000; Income Base = $100,000

Additional Purchase Payment on day 30 = $15,000; Income Base = $115,000

Additional Purchase Payment on day 95 = $10,000; Income Base = $125,000

On the first Benefit Year anniversary, the Income Base will not be less than
$130,750 ($115,000 x 1.05 + $10,000). The $10,000 Purchase Payment on day 95 is
not eligible for the 5% Enhancement until the 2nd Benefit Year anniversary.

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and the 5% Enhancement increase the Income Base to the same amount then you
will receive the Automatic Annual Step-up. The 5% Enhancement or the Automatic
Annual Step-up cannot increase the Income Base above the maximum Income Base of
$10 million.

An example of the impact of a withdrawal on the 5% Enhancement is included in
the Withdrawal Amount section below.

If during the first ten Benefit Years your Income Base is increased by the 5%
Enhancement on the Benefit Year anniversary, your charge rate for the rider
will not change on the Benefit Year anniversary. However, the amount you pay
for the rider will increase since the charge for the rider is based on the
Income Base. After the tenth Benefit Year anniversary, if you are in a
subsequent Enhancement Period, the annual rider charge rate may increase to the
current charge rate in any year the Income Base increases as a result of the 5%
Enhancement, but the charge will never exceed the guaranteed maximum annual
charge rate of 2.00%. See Charges and Other Deductions - Rider Charges -
Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) Charge.

If your charge rate for this rider is increased due to a 5% Enhancement, you
may opt out of the 5% Enhancement by giving us notice in writing within 30 days
after the Benefit Year anniversary if you do not want your charge rate for the
rider to change. This opt-out will only apply for this particular 5%
Enhancement. You will need to notify us each time thereafter (if an enhancement
would cause your charge rate to increase) if you do not want the 5%
Enhancement. You may not opt out of the 5% Enhancement if the current charge
rate for the rider increases due to additional Purchase Payments made during
the preceding Benefit Year that exceed the $100,000 Purchase Payment
restriction after the first Benefit Year. See Income Base section for more
details.

Automatic Annual Step-ups of the Income Base. The Income Base will
automatically step-up to the Contract Value on each Benefit Year anniversary
if:

a. the Contractowner/Annuitant (single life option), or the Contractowner
and spouse (joint life option) are still living and under age 86; and

b. the Contract Value on that Benefit Year anniversary, after the deduction
of any withdrawals (including the rider charge and account fee), plus any
Purchase Payments made on that date is equal to or greater than the Income
Base after the 5% Enhancement (if any).

Each time the Income Base is stepped up to the current Contract Value as
described above, your charge rate for the rider will be the current charge rate
for the rider, not to exceed the guaranteed maximum charge. Therefore, your
charge rate for this rider could increase every Benefit Year anniversary. See
Charges and Other Deductions - Rider Charges - Lincoln Lifetime IncomeSM
Advantage 2.0 (Managed Risk) Charge.

Each time the Automatic Annual Step-up occurs a new Enhancement Period starts.
The Automatic Annual Step-up is available even in years when a withdrawal has
occurred.

If your charge rate for this rider is increased upon an Automatic Annual
Step-up, you may opt out of the Automatic Annual Step-up by giving us notice in
writing within 30 days after the Benefit Year anniversary if you do not want
your charge rate to change. If you opt out of the step-up, your current charge
rate will remain in effect and the Income Base will be returned to the Income
Base immediately prior to the step-up, adjusted for additional Purchase
Payments or Excess Withdrawals. This opt-out will only apply for this
particular Automatic Annual Step-up. You will need to notify us each time the
charge rate increases if you do not want the step-up. Any increased charges
paid between the time of the step-up and the date we receive your notice to
reverse the step-up will not be reimbursed.

If you decline an Automatic Annual Step-up during the first ten Benefit Years,
you will continue to be eligible for the 5% Enhancement through the end of the
Enhancement Period. A 5% Enhancement that occurs during the original
Enhancement Period will not cause your rider charge to increase. See the 5%
Enhancement section above. You may not opt out of the Automatic Annual Step-up
if an additional Purchase Payment made during that Benefit Year caused the
charge for the rider to increase to the current charge.

Following is an example of how the Automatic Annual Step-ups and the 5%
Enhancement will work (assuming no withdrawals or additional Purchase
Payments):

Potential
Contract Income Base with for Charge
Value 5% Enhancement Income Base to Change
------------- ------------------ ------------- -----------

Initial Purchase Payment $50,000 less
4.5% sales charge..................... $ 47,750* N/A $50,000 N/A
1st Benefit Year anniversary........... $ 54,000 $52,500 $54,000 Yes
2nd Benefit Year anniversary........... $ 53,900 $56,700 $56,700 No
3rd Benefit Year anniversary........... $ 56,000 $59,535 $59,535 No
4th Benefit Year anniversary........... $ 64,000 $62,512 $64,000 Yes

*The beginning Contract Value is the initial Purchase Payment less the 4.5%
sales charge.

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On the first Benefit Year anniversary, the Automatic Annual Step-up increased
the Income Base to the Contract Value of $54,000 since the increase in the
Contract Value is greater than the 5% Enhancement amount of $2,500 (5% of
$50,000). On the second Benefit Year anniversary, the 5% Enhancement provided a
larger increase (5% of $54,000 = $2,700). On the third Benefit Year
anniversary, the 5% Enhancement provided a larger increase (5% of $56,700 =
$2,835). On the fourth Benefit Year anniversary, the Automatic Annual Step-up
to the Contract Value was greater than the 5% Enhancement amount of $2,977 (5%
of $59,535). An Automatic Annual Step-up cannot increase the Income Base beyond
the maximum Income Base of $10 million.

Withdrawal Amount. You may make periodic withdrawals up to the Guaranteed
Annual Income amount each Benefit Year as long as your Guaranteed Annual Income
amount is greater than zero until the last day to elect either i4LIFE (Reg. TM)
Advantage or the Guaranteed Annual Income Amount Annuity Payout Option set
forth above. At that time, you must elect i4LIFE (Reg. TM) Advantage or the
Guaranteed Annual Income Amount Annuity Payout option to receive guaranteed
income payments for life. You may start taking Guaranteed Annual Income
withdrawals when you (single life option) or the younger of you and your spouse
(joint life option) turn age 55. Partial withdrawals pay the fees associated
with your Fee-Based Financial Plan will reduce the amount of available
Guaranteed Annual Income each year.

The initial Guaranteed Annual Income amount is calculated when you purchase the
rider. If you (or younger of you and your spouse if the joint life option is
elected) are under age 55 at the time the rider is elected the initial
Guaranteed Annual Income amount will be zero. If you (or the younger of you and
your spouse if the joint life option is elected) are age 55 or older at the
time the rider is elected the initial Guaranteed Annual Income amount will be
equal to a specified percentage of the Income Base. Upon your first withdrawal
the Guaranteed Annual Income rate is based on your age (single life option) or
the younger of you and your spouse's age (joint life option) at the time of the
withdrawal. For example, if you purchase Lincoln Lifetime IncomeSM Advantage
2.0 (Managed Risk) on or after January 23, 2017, at age 60 (single life
option), your Guaranteed Annual Income rate is 4.25% (see the table below). If
you waited until you were age 65 (single life option) to make your first
withdrawal your Guaranteed Annual Income rate would be 5.25%. During the first
Benefit Year, the Guaranteed Annual Income amount is calculated using the
Income Base as of the effective date of the rider. After the first Benefit Year
anniversary we will use the Income Base calculated on the most recent Benefit
Year anniversary for calculating the Guaranteed Annual Income amount. After
your first withdrawal the Guaranteed Annual Income rate will only increase on a
Benefit Year anniversary on or after you have reached an applicable higher age
band and after there has also been an Automatic Annual Step-up. If you have
reached an applicable age band and there has not also been a subsequent
Automatic Annual Step-up, then the Guaranteed Annual Income rate will not
increase until the next Automatic Annual Step-up occurs. If you do not withdraw
the entire Guaranteed Annual Income amount during a Benefit Year, there is no
carryover of the remaining amount into the next Benefit Year.

Guaranteed Annual Income Rates by Ages:

Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) rider elections on or
after January 23, 2017

Single Life Option Joint Life Option
----------------------------------------- --------------------------------------------------
Age
Guaranteed Annual Income (younger of you and Guaranteed Annual Income
Age rate your spouse's age) rate
----------- -------------------------- --------------------- -------------------------

55 - 58 3.50% 55 - 58 3.50%
59 - 64 4.25% 59 - 64 4.00%
65+ 5.25% 65+ 5.00%

Lincoln Lifetime IncomeSM Advantage 2.0 rider elections on or after May 20,
2013

55 - 58 3.00% 55 - 58 3.00%
59 - 64 3.50% 59 - 64 3.50%
65 - 69 4.50% 65 - 69 4.00%
70+ 5.00% 70+ 4.50%

Note that Guaranteed Annual Income rates for Lincoln Lifetime IncomeSM
Advantage 2.0 (Managed Risk) rider purchased prior to January 23, 2017, and
Lincoln Lifetime IncomeSM Advantage 2.0 riders purchased prior to May 20, 2013,
can be found in an Appendix to this prospectus.

If your Contract Value is reduced to zero for any reason other than for an
Excess Withdrawal, withdrawals equal to the Guaranteed Annual Income amount
will continue automatically for your life (and your spouse's life if
applicable) under the Guaranteed Annual Income Amount Annuity Payout Option.
You may not withdraw the remaining Income Base in a lump sum. You will not be
entitled to the Guaranteed Annual Income amount if the Income Base is reduced
to zero as a result of an Excess Withdrawal. If the Income

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Base is reduced to zero due to an Excess Withdrawal the rider will terminate.
If the Contract Value is reduced to zero due to an Excess Withdrawal the rider
and contract will terminate.

Withdrawals equal to or less than the Guaranteed Annual Income amount will not
reduce the Income Base. All withdrawals will decrease the Contract Value.

The following example shows the calculation of the Guaranteed Annual Income
amount for Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) (single life
option) and how withdrawals less than or equal to the Guaranteed Annual Income
amount affect the Income Base and the Contract Value. The example assumes a
4.25% Guaranteed Annual Income rate and a Contract Value of $200,000:

Contract Value on the rider's effective date.................... $200,000
Income Base on the rider's effective date....................... $200,000
Initial Guaranteed Annual Income amount on the rider's effective
date ($200,000 x 4.25%)......................................... $ 8,500
Contract Value six months after rider's effective date.......... $210,000
Income Base six months after rider's effective date............. $200,000
Withdrawal six months after rider's effective date.............. $ 8,500
Contract Value after withdrawal ($210,000 - $8,500)............. $201,500
Income Base after withdrawal ($200,000 - $0).................... $200,000
Contract Value on first Benefit Year anniversary................ $205,000
Income Base on first Benefit Year anniversary................... $205,000
Guaranteed Annual Income amount on first Benefit Year
anniversary ($205,000 x 4.25%).................................. $ 8,713

Since there was a withdrawal during the first year, the 5% Enhancement is not
available, but the Automatic Annual Step-up was available and increased the
Income Base to the Contract Value of $205,000. On the first anniversary of the
rider's effective date, the Guaranteed Annual Income amount is $8,713 (4.25% x
$205,000).

Purchase Payments added to the contract subsequent to the initial Purchase
Payment will increase the Guaranteed Annual Income amount by an amount equal to
the applicable Guaranteed Annual Income rate multiplied by the amount of the
subsequent Purchase Payment. For example, assuming a Contractowner has a
Guaranteed Annual Income amount of $2,125 (4.25% of $50,000 Income Base), an
additional Purchase Payment of $10,000 increases the Guaranteed Annual Income
amount that Benefit Year to $2,550 ($2,125 + 4.25% of $10,000). The Guaranteed
Annual Income payment amount will be recalculated immediately after a Purchase
Payment is added to the contract.

After the first anniversary of the rider effective date, once cumulative
additional Purchase Payments exceed $100,000, additional Purchase Payments will
be limited to $50,000 per Benefit Year without Servicing Office approval.
Additional Purchase Payments will not be allowed if the Contract Value is zero.

5% Enhancements and Automatic Annual Step-ups will increase the Income Base and
thus the Guaranteed Annual Income amount. The Guaranteed Annual Income amount
after the Income Base is adjusted either by a 5% Enhancement or an Automatic
Annual Step-up will be equal to the adjusted Income Base multiplied by the
applicable Guaranteed Annual Income rate.

Excess Withdrawals. Excess Withdrawals are the cumulative amounts withdrawn
from the contract during the Benefit Year (including the current withdrawal)
that exceed the Guaranteed Annual Income amount at the time of the withdrawal,
or are withdrawals made prior to age 55 (younger of you or your spouse for
joint life) or that are not payable to the original Contractowner or original
Contractowner's bank account (or to the original Annuitant or the original
Annuitant's bank account, if the owner is a non-natural person).

When an Excess Withdrawal occurs:

1. The Income Base is reduced by the same proportion that the Excess
Withdrawal reduces the Contract Value. This means that the reduction in
the Income Base could be more than the dollar amount of the withdrawal;
and

2. The Guaranteed Annual Income amount will be recalculated to equal the
applicable Guaranteed Annual Income rate multiplied by the new (reduced)
Income Base (after the proportionate reduction for the Excess Withdrawal).

We will provide you with quarterly statements that will include the Guaranteed
Annual Income amount (as adjusted for Guaranteed Annual Income amount payments,
Excess Withdrawals and additional Purchase Payments) available to you for the
Benefit Year, if applicable, in order for you to determine whether a withdrawal
may be an Excess Withdrawal. We encourage you to either consult with your
registered representative or call us at the number provided on the front page
of this prospectus if you have questions about Excess Withdrawals.

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The following example demonstrates the impact of an Excess Withdrawal on the
Income Base, the Guaranteed Annual Income amount and the Contract Value. The
example assumes that the Contractowner makes a $12,000 withdrawal, which causes
a $12,643 reduction in the Income Base.

Prior to Excess Withdrawal:
Contract Value = $60,000
Income Base = $85,000
Guaranteed Annual Income amount = $3,613 (4.25% of the Income Base of $85,000)
After a $12,000 Withdrawal ($3,613 is within the Guaranteed Annual Income
amount, $8,387 is the Excess Withdrawal):

The Contract Value is reduced by the amount of the Guaranteed Annual Income
amount of $3,613 and the Income Base is not reduced:

Contract Value = $56,387 ($60,000 - $3,613)
Income Base = $85,000

The Contract Value is also reduced by the $8,387 Excess Withdrawal and the
Income Base is reduced by 14.875%, the same proportion by which the Excess
Withdrawal reduced the $56,387 Contract Value ($8,387 - $56,387)

Contract Value = $48,000 ($56,387 - $8,387)
Income Base = $72,357 ($85,000 x 14.875% = $12,644; $85,000 - $12,644 =
$72,356)
Guaranteed Annual Income amount = $3,075 (4.25% of $72,356 Income Base)

On the following Benefit Year anniversary the Contract Value has been reduced
due to a declining market, but the Income Base is unchanged:

Contract Value = $43,000
Income Base = $72,356
Guaranteed Annual Income amount = $3,075 (4.25% x $72,356)

In a declining market, Excess Withdrawals may significantly reduce your Income
Base as well as your Guaranteed Annual Income amount. This is because the
reduction in the benefit may be more than the dollar amount withdrawn from the
Contract Value. If the Income Base is reduced to zero due to an Excess
Withdrawal the rider will terminate. If the Contract Value is reduced to zero
due to an Excess Withdrawal the rider and contract will terminate.

Withdrawals from IRA contracts will be treated as within the Guaranteed Annual
Income amount (even if they exceed the Guaranteed Annual Income amount) only if
the withdrawals are taken as systematic installments of the amount needed to
satisfy the required minimum distribution (RMD) rules under Internal Revenue
Code Section 401(a)(9). In addition, in order for this exception for RMDs to
apply, the following must occur:

1. Lincoln's automatic withdrawal service is used to calculate and pay the
RMD;

2. The RMD calculation must be based only on the value in this contract;

3. No withdrawals other than RMDs are made within the Benefit Year (except
as described in the next paragraph); and

4. This contract is not a beneficiary IRA.

If your RMD withdrawals during a Benefit Year are less than the Guaranteed
Annual Income amount, an additional amount up to the Guaranteed Annual Income
amount may be withdrawn. If a withdrawal, other than an RMD is made during the
Benefit Year, then all amounts withdrawn in excess of the Guaranteed Annual
Income amount, including amounts attributable to RMDs, will be treated as
Excess Withdrawals.

Distributions from qualified contracts are generally taxed as ordinary income.
In nonqualified contracts, withdrawals of Contract Value that exceed Purchase
Payments are taxed as ordinary income. See Federal Tax Matters for a discussion
of the tax consequences of withdrawals.

Guaranteed Annual Income Amount Annuity Payout Option. If you are required to
take annuity payments because you have reached age 80 (qualified contracts) or
age 95 (younger of you or your spouse for the joint life option) (nonqualified
contracts) and have not elected i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit, you have the option of electing the Guaranteed Annual Income Amount
Annuity Payout Option. Purchasers of Lincoln Lifetime IncomeSM Advantage 2.0
prior to April 2, 2012, and all purchasers of Lincoln Lifetime IncomeSM
Advantage 2.0 (Managed Risk) who own their riders through the 5th Benefit Year
anniversary have until the Contractowner has reached age 85 (qualified
contracts) or age 99 (younger of you or your spouse for the joint life option)
(nonqualified contracts) to elect the Guaranteed Annual Income Amount Annuity
Payout Option. If the Contract Value is reduced to zero and you have a
remaining Income Base, you will receive the Guaranteed Annual Income Amount
Annuity Payout Option. If you are receiving the Guaranteed Annual Income Amount
Annuity Payout Option, the Beneficiary may be eligible to receive final payment
upon death of the single life or surviving joint life. To be eligible the Death
Benefit option in effect immediately prior to the effective date of the
Guaranteed Annual Income Amount Annuity Payout Option must be one of the
following Death Benefits: the Guarantee of

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Principal Death Benefit or the EGMDB. If the Account Value Death Benefit option
is in effect, the Beneficiary will not be eligible to receive the final
payment(s).

The Guaranteed Annual Income Amount Annuity Payout Option is an Annuity Payout
option under which the Contractowner (and spouse if applicable) will receive
annual annuity payments equal to the Guaranteed Annual Income amount for life
(this option is different from other Annuity Payout options, including i4LIFE
(Reg. TM) Advantage, which are based on your Contract Value). Contractowners
may decide to choose the Guaranteed Annual Income Amount Annuity Payout Option
over i4LIFE (Reg. TM) Advantage if they feel this may provide a higher final
payment option over time and they may place more importance on this over access
to the Account Value. Payment frequencies other than annual may be available.
You will have no other contract features other than the right to receive
annuity payments equal to the Guaranteed Annual Income amount for your life or
the life of you and your spouse for the joint life option.

The final payment is a one-time lump-sum payment. If the effective date of the
rider is the same as the effective date of the contract, the final payment will
be equal to the sum of all Purchase Payments, decreased by withdrawals. If the
effective date of the rider is after the effective date of the contract, the
final payment will be equal to the Contract Value on the effective date of the
rider, increased for Purchase Payments received after the rider effective date
and decreased by withdrawals. Excess Withdrawals reduce the final payment in
the same proportion as the withdrawals reduce the Contract Value; withdrawals
less than or equal to the Guaranteed Annual Income amount and payments under
the Guaranteed Annual Income Amount Annuity Payout Option will reduce the final
payment dollar for dollar.

Death Prior to the Annuity Commencement Date. Lincoln Lifetime IncomeSM
Advantage 2.0 (Managed Risk) has no provision for a payout of the Income Base
upon death of the Contractowners or Annuitant. In addition, Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk) provides no increase in value to the
Death Benefit over and above what the Death Benefit provides in the base
contract. At the time of death, if the Contract Value equals zero, no Death
Benefit options (as described earlier in this prospectus) will be in effect.
Election of Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) does not
impact the Death Benefit options available for purchase with your annuity
contract. All Death Benefit payments must be made in compliance with Internal
Revenue Code Sections 72(s) or 401(a)(9) as applicable as amended from time to
time. See The Contracts - Death Benefit.

Upon the death of the single life, Lincoln Lifetime IncomeSM Advantage 2.0
(Managed Risk) will end and no further Guaranteed Annual Income amounts are
available (even if there was an Income Base in effect at the time of the
death). If the Beneficiary elects to continue the contract after the death of
the single life (through a separate provision of the contract), the Beneficiary
may purchase a new Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) if
available under the terms and charge in effect at the time of the new purchase.
There is no carryover of the Income Base.

Upon the first death under the joint life option, withdrawals up to the
Guaranteed Annual Income amount continue to be available for the surviving
spouse. The 5% Enhancement and Automatic Annual Step-up will continue if
applicable as discussed above. Upon the death of the surviving spouse, Lincoln
Lifetime IncomeSM Advantage 2.0 (Managed Risk) will end and no further
Guaranteed Annual Income amounts are available (even if there was an Income
Base in effect at the time of the death).

As an alternative, after the first death, the surviving spouse, if under age 86
(age 76 for qualified contracts), may choose to terminate the joint life option
and purchase a new single life option, if available, under the terms and charge
in effect at the time for a new purchase. In deciding whether to make this
change, the surviving spouse should consider whether the change will cause the
Income Base and the Guaranteed Annual Income amount to decrease.

Termination. After the fifth anniversary of the effective date of the rider,
the Contractowner may terminate the rider by notifying us in writing of the
request to terminate or by failing to adhere to Investment Requirements.
Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) will automatically
terminate:
o on the Annuity Commencement Date (except payments under the Guaranteed Annual
Income Amount Annuity Payout Option will continue if applicable);
o upon election of Lincoln Market Select (Reg. TM) Advantage; or
o if the Contractowner or Annuitant is changed (except if the surviving spouse
assumes ownership of the contract upon the death of the Contractowner)
including any sale or assignment of the contract or any pledge of the
contract as collateral;
o upon the death under the single life option or the death of the surviving
spouse under the joint life option;
o when the Guaranteed Annual Income amount or Contract Value is reduced to zero
due to an Excess Withdrawal;
o upon surrender of the contract;
o upon termination of the underlying annuity contract;
o on the final day of the Contractowner's eligibility to elect i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit (Managed Risk) or the Guaranteed Annual
Income Amount Annuity Payout Option.

The termination will not result in any increase in Contract Value equal to the
Income Base. Upon effective termination of this rider, the benefits and charges
within this rider will terminate. If you terminate the rider, you must wait one
year before you can elect any Living Benefit Rider available for purchase at
that time.

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i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit for Contractowners who
transition from any version of Lincoln Lifetime IncomeSM Advantage 2.0. i4LIFE
(Reg. TM) Advantage is an optional Annuity Payout rider that provides periodic
variable income payments for life, the ability to make withdrawals during a
defined period of time (the Access Period) and a Death Benefit during the
Access Period. A minimum payout floor, called the Guaranteed Income Benefit, is
also available for election at the time you elect i4LIFE (Reg. TM) Advantage.
You cannot have both i4LIFE (Reg. TM) Advantage and any version of Lincoln
Lifetime IncomeSM Advantage 2.0 in effect on your contract at the same time.

This discussion applies to Contractowners who previously elected a Lincoln
Lifetime IncomeSM Advantage 2.0 rider and wish to transition to i4LIFE (Reg.
TM) Advantage Guaranteed Income Benefit . Contractowners with Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk) must transition to i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit (Managed Risk). Contractowners with Lincoln
Lifetime IncomeSM Advantage 2.0 must transition to i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit (version 4).

Prior to the Annuity Commencement Date, Contractowners with any active version
of Lincoln Lifetime IncomeSM Advantage 2.0 may decide to later transition to
i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit. This transition is
possible even if i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit is no
longer available for purchase. (Contractowners with Lincoln Lifetime IncomeSM
Advantage 2.0 (Managed Risk) must elect i4LIFE (Reg. TM) Advantage Guaranteed
Income Benefit (Managed Risk).) Contractowners are also guaranteed that the
Guaranteed Income Benefit percentage and Access Period requirements will be at
least as favorable as those in effect at the time they purchase their Lincoln
Lifetime IncomeSM Advantage 2.0 rider. If you choose to make this transition,
the Contractowner can use the greater of their Lincoln Lifetime IncomeSM
Advantage 2.0 Income Base reduced by all Guaranteed Annual Income payments
since the last Automatic Annual Step-up (or inception date) or the Account
Value immediately prior to electing i4LIFE (Reg. TM) Advantage to establish the
i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit. If the decision to elect
i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit is made because it is the
last day of the Contractowner's eligibility to elect i4LIFE (Reg. TM)
Advantage, the Contractowner may also use the current Guaranteed Annual Income
amount, if higher, to establish the initial Guaranteed Income Benefit. This
decision must be made by the maximum age to elect i4LIFE (Reg. TM) Advantage,
which is age 95 for nonqualified contracts and age 80 for qualified contracts.
Purchasers of Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) and
purchasers of Lincoln Lifetime IncomeSM Advantage 2.0 prior to April 2, 2012,
who have waited until after the fifth Benefit Year anniversary may elect i4LIFE
(Reg. TM) Advantage with the applicable version of Guaranteed Income Benefit
until age 99 for nonqualified contracts and age 85 for qualified contracts.

For any version of Lincoln Lifetime IncomeSM Advantage 2.0, if you have the
single life option and choose to transition to i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit, you must transition to the appropriate version of
i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit single life option. If you
have the joint life option and choose to transition to i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit, you must transition to the appropriate
version of i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit joint life
option. The minimum length of the i4LIFE (Reg. TM) Advantage Access Period will
vary based upon when you elected your Lincoln Lifetime IncomeSM Advantage 2.0
rider and how long the rider was in effect before you decided to transition to
i4LIFE (Reg. TM) Advantage. These requirements are specifically listed in the
Guaranteed Income Benefit with i4LIFE (Reg. TM) Advantage section of this
prospectus under Impacts to i4LIFE (Reg. TM) Advantage Regular Income Payments.

For nonqualified contracts, the Contractowner must elect the levelized option
for Regular Income Payments. While i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit (Managed Risk) is in effect, the Contractowner cannot change the
payment mode elected or decrease the length of the Access Period.

When deciding whether to transition from a Lincoln Lifetime IncomeSM Advantage
2.0 rider to i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit, you should
consider that depending on your age (and the age of your spouse under the joint
life option) and the selected length of the Access Period, i4LIFE (Reg. TM)
Advantage may provide a higher payout than the Guaranteed Annual Income amounts
under your Lincoln Lifetime IncomeSM Advantage 2.0 rider. You should consider
electing i4LIFE (Reg. TM) Advantage when you are ready to immediately start
receiving i4LIFE (Reg. TM) Advantage payments whereas with Lincoln Lifetime
IncomeSM Advantage 2.0 you may defer taking withdrawals until a later date.
Payments from a nonqualified contract that a person receives under the i4LIFE
(Reg. TM) Advantage rider are treated as "amounts received as an annuity" under
section 72 of the Internal Revenue Code because the payments occur after the
annuity starting date. These payments are subject to an "exclusion ratio" as
provided in section 72(b) of the Code, which means a portion of each Annuity
Payout is treated as income (taxable at ordinary income tax rates), and the
remainder is treated as a nontaxable return of Purchase Payments. In contrast,
withdrawals under your Lincoln Lifetime IncomeSM Advantage 2.0 rider are not
treated as amounts received as an annuity because they occur prior to the
annuity starting date. As a result, such withdrawals are treated first as a
return of any existing gain in the contract (which is the measure of the extent
to which the Contract Value exceeds Purchase Payments), and then as a
nontaxable return of Purchase Payments.

Lincoln Market Select (Reg. TM) Advantage

Lincoln Market Select (Reg. TM) Advantage is a Living Benefit Rider available
for purchase that provides:
o Guaranteed periodic withdrawals up to the Guaranteed Annual Income amount
(with certain exceptions listed later, up to the Contractowner's age 80 on
qualified contracts and up to the Contractowner's age 95 (or the younger of
you and your spouse if the joint life option is elected) for nonqualified
contracts) which is based upon a guaranteed Income Base;
o Lifetime income available through i4LIFE (Reg. TM) Advantage or the
Guaranteed Annual Income Amount Annuity Payout Option which must be elected
by specific ages set forth below;

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o A 5% Enhancement to the Income Base (less Purchase Payments received in the
preceding Benefit Year) if greater than an Automatic Annual Step-up so long
as no withdrawals are made in the preceding Benefit Year and the rider is
within an Enhancement Period;
o Automatic Annual Step-ups of the Income Base to the Contract Value if the
Contract Value is equal to or greater than the Income Base after the 5%
Enhancement;
o Age-based increases to the Guaranteed Annual Income amount (after reaching a
higher age-band and after an Automatic Annual Step-up).

Please note any withdrawals made prior to age 55 or that exceed the Guaranteed
Annual Income amount or that are payable to any assignee or assignee's bank
account are considered Excess Withdrawals. Excess Withdrawals may significantly
reduce your Income Base as well as your Guaranteed Annual Income amount by an
amount greater than the dollar amount of the Excess Withdrawal, and will
terminate the rider if the Income Base if reduced to zero. Withdrawals will
also negatively impact the 5% Enhancement.

In order to purchase Lincoln Market Select (Reg. TM) Advantage, the initial
Purchase Payment or Contract Value (if purchased after the contract is issued)
must be at least $25,000. This rider provides guaranteed, periodic withdrawals
regardless of the investment performance of the contract. These benefits are
subject to certain conditions, as set forth in this prospectus. The
Contractowner, Annuitant or Secondary Life may not be changed while this rider
is in effect (except if the Secondary Life assumes ownership of the contract
upon the death of the Contractowner). If the Contractowner sells or assigns for
value the contract other than to the Annuitant, or discounts or pledges it as
collateral for a loan or as a security for the performance of an obligation or
any other purpose, this rider will terminate.

This rider provides for guaranteed, periodic withdrawals up to the Guaranteed
Annual Income amount commencing after the younger of you or your spouse (joint
life option) reach age 55. The Guaranteed Annual Income payments are based upon
specified percentages of the Income Base, which are age-based and may increase
over time. With the single life and joint life options, you may receive
guaranteed income payments for life through the election of i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit or the Guaranteed Annual Income Amount
Annuity Payout Option.

Lincoln New York offers other optional riders available for purchase with its
variable annuity contracts. These riders provide different methods to take
income from your Contract Value and may provide certain guarantees. There are
differences between the riders in the features provided, amount of guaranteed
income, investment options available, as well as the amount of the charges. The
age at which you may start receiving the Guaranteed Annual Income amount may be
different than the ages that you may receive guaranteed payments under other
riders. In addition, the purchase of one rider may impact the availability of
another rider. Not all riders will be available at all times. You may consider
purchasing Lincoln Market Select (Reg. TM) Advantage if you want a guaranteed
income payment that may grow as you get older and may increase through the
Automatic Annual Step-up or 5% Enhancement.

Availability. Lincoln Market Select (Reg. TM) Advantage is available for
election to new Contractowners and to current Contractowners who have
previously purchased the Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)
rider. If you elect the Lincoln Market Select (Reg. TM) Advantage rider at
contract issue, it will be effective on the contract's effective date. If you
terminate an existing rider to elect Lincoln Market Select (Reg. TM) Advantage,
your new rider will be effective on the next Valuation Date following approval
by us.

If Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) is currently in
effect on your contract, and you want to terminate your existing rider and
elect Lincoln Market Select (Reg. TM) Advantage, we are currently waiving the
five-year holding period that is required before terminating a rider. Other
than the termination of your current rider, and the waiver of the holding
period, your contract will not change in any way. We are doing this as a
customer service to you, and there is no financial incentive being provided to
you, your registered representative, or to anyone else if you decide to
terminate your existing Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)
rider and elect Lincoln Market Select (Reg. TM) Advantage.

In general, anytime you terminate a rider, you will no longer be entitled to
any of the benefits that have accrued under that rider. If you decide to drop
your Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) rider and elect
Lincoln Market Select (Reg. TM) Advantage, your current Income Base will
terminate without value. In other words, you cannot transfer your current
Income Base over to Lincoln Market Select (Reg. TM) Advantage. Your initial
Income Base under Lincoln Market Select (Reg. TM) Advantage will be equal to
the Contract Value on the effective date of the Lincoln Market Select (Reg. TM)
Advantage rider. The Income Base is used to calculate your Guaranteed Annual
Income amount and the rider charge. You should carefully compare the features
and benefits provided by your existing rider to the features and benefits
provided by Lincoln Market Select (Reg. TM) Advantage before making your
decision. Lincoln Market Select (Reg. TM) Advantage does not include all the
same features, and it may not provide the same level of guarantee. You should
also compare the fees and charges of each rider. If you have any questions
about terminating your Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)
rider and electing Lincoln Market Select (Reg. TM) Advantage, you should
contact your registered representative or call us at the number listed on the
first page of this prospectus.

Lincoln Market Select (Reg. TM) Advantage is available for purchase with
nonqualified and qualified (IRAs and Roth IRAs) annuity contracts. The
Contractowner/Annuitant as well as the spouse under the joint life option must
be age 85 or younger at the time this rider is elected (age 75 for qualified
contracts).

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There is no guarantee that Lincoln Market Select (Reg. TM) Advantage will be
available for new purchasers in the future as we reserve the right to
discontinue this benefit at any time. In addition, we may make different
versions of Lincoln Market Select (Reg. TM) Advantage available to new
purchasers. You cannot elect this rider in combination with any other Living
Benefit Rider or any other annuity payout option offered in your contract at
the same time.

If you purchase Lincoln Market Select (Reg. TM) Advantage, you will be required
to adhere to Investment Requirements, which will limit your ability to invest
in certain Subaccounts offered in your contract. In addition, the fixed account
is not available except for use with dollar cost averaging. See Investment
Requirements for more information.

Income Base. The Income Base is a value used to calculate your Guaranteed
Annual Income amount. The Income Base is not available to you as a lump sum
withdrawal or a Death Benefit. The Income Base varies based on when you elect
the rider. If you elect the rider at the time you purchase the contract, the
initial Income Base will equal your initial Purchase Payment. If you elect the
rider after we issue the contract, the initial Income Base will equal the
Contract Value on the effective date of the rider. The Income Base is increased
by subsequent Purchase Payments, 5% Enhancements and Automatic Annual Step-ups,
and decreased by Excess Withdrawals in accordance with the provisions set forth
below. The maximum Income Base is $10 million. This maximum takes into
consideration the total guaranteed amounts under the Living Benefit Rider of
all Lincoln New York contracts (or contracts issued by our affiliates) in which
your (and/or spouse if joint life option) are the covered lives.

Additional Purchase Payments automatically increase the Income Base by the
amount of the Purchase Payment (not to exceed the maximum Income Base); for
example, a $10,000 additional Purchase Payment will increase the Income Base by
$10,000. After the first anniversary of the rider effective date, once
cumulative additional Purchase Payments exceed $100,000, additional Purchase
Payments will be limited to $50,000 per Benefit Year without Servicing Office
approval. Additional Purchase Payments will not be allowed if the Contract
Value decreases to zero for any reason, including market loss. Excess
Withdrawals reduce the Income Base as discussed below. Withdrawals less than or
equal to the Guaranteed Annual Income amount will not reduce the Income Base.

5% Enhancement. On each Benefit Year anniversary, during the Enhancement Period
the Income Base, minus Purchase Payments received in the preceding Benefit
Year, will be increased by 5% if the Contractowner/Annuitant (as well as the
spouse if the joint life option is in effect) are under age 86 and if there
were no withdrawals in the preceding Benefit Year. The original Enhancement
Period is a 10-year period that begins on the effective date of the rider. A
new Enhancement Period begins immediately following an Automatic Annual
Step-up. If during any Enhancement Period there are no Automatic Annual
Step-ups, the 5% Enhancements will stop at the end of the Enhancement Period
and will not restart until the next Benefit Year anniversary following an
Automatic Annual Step-up. Any Purchase Payments made after the initial Purchase
Payment will be added immediately to the Income Base and will result in an
increased Guaranteed Annual Income amount but must be invested in the contract
at least one Benefit Year before it will be used in calculating the 5%
Enhancement. Any Purchase Payments made within the first 90 days after the
effective date of the rider will be included in the Income Base for purposes of
calculating the 5% Enhancement on the first Benefit Year anniversary.

You are eligible for a 5% Enhancement for at least 10 years from the effective
date of the rider. This is the original Enhancement Period. A subsequent
10-year Enhancement Period will begin each time an Automatic Annual Step-up to
the Contract Value occurs, as described below. If you decline an Automatic
Annual Step-up during the original Enhancement Period, you will continue to be
eligible for the 5% Enhancements through the end of the current Enhancement
Period.

A 5% Enhancement that occurs during the original Enhancement Period will not
cause your rider charge to increase. After the tenth Benefit Year anniversary
the rider charge could increase to the then current charge at the time a 5%
Enhancement is applied. If you do not want your rider charge to increase, you
will have the option to opt out of the enhancements after the tenth Benefit
Year. In order to be eligible to receive 5% Enhancements the
Contractowner/Annuitant (single life option), or the Contractowner and spouse
(joint life option) must be under age 86.

Note: The 5% Enhancement is not available on any Benefit Year anniversary where
there has been a withdrawal of Contract Value (including a Guaranteed Annual
Income payment) in the preceding Benefit Year. A 5% Enhancement will occur in
subsequent years when certain conditions are met. If you are eligible (as
defined above) for the 5% Enhancement in the next year, the Enhancement will
not occur until the Benefit Year anniversary of that year.

The following is an example of the impact of the 5% Enhancement on the Income
Base (assuming no withdrawals):

Initial Purchase Payment = $100,000; Income Base = $100,000
Additional Purchase Payment on day 30 = $15,000; Income Base = $115,000
Additional Purchase Payment on day 95 = $10,000; Income Base = $125,000

On the first Benefit Year anniversary, the Income Base will not be less than
$130,750 (= $115,000 x 1.05% + $10,000). The $10,000 Purchase Payment on day 95
is not eligible for the 5% Enhancement until the second Benefit Year
anniversary.

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As explained below, the 5% Enhancement and Automatic Annual Step-up will not
occur in the same year. If the Automatic Annual Step-up provides a greater
increase to the Income Base, you will not receive the 5% Enhancement. If the
Automatic Annual Step-up and the 5% Enhancement increase to the Income Base to
the same amount then you will receive the Automatic Annual Step-up. The 5%
Enhancement or the Automatic Annual Step-up cannot increase the Income Base
above the maximum Income Base of $10 million.

If during the first ten Benefit Years your Income Base is increased by the 5%
Enhancement on the Benefit Year anniversary, your charge rate for the rider
will not change on the Benefit Year anniversary. However, the amount you pay
for the rider will increase since the charge for the rider is based on the
Income Base. After the tenth Benefit Year anniversary, if you are in a
subsequent Enhancement Period, the annual rider charge rate may increase to the
current charge rate each year if the Income Base increases as a result of the
5% Enhancement, but the charge will never exceed the guaranteed maximum annual
charge rate of 2.25% (2.45% joint life option). See Charges and Other
Deductions -Lincoln Market Select (Reg. TM) Advantage Charge.

If your charge rate for this rider is increased due to a 5% Enhancement, you
may opt out of the 5% Enhancement by giving us notice in writing within 30 days
after the Benefit Year anniversary if you do not want your charge rate for the
rider to change. This opt-out will only apply for this particular 5%
Enhancement. You will need to notify us each time thereafter (if an enhancement
would cause your charge rate to increase) if you do not want the 5%
Enhancement. You may not opt out of the 5% Enhancement if the current charge
rate for the rider increases due to additional Purchase Payments made during
the preceding Benefit Year that exceed the $100,000 Purchase Payment
restriction after the Benefit Year. See Income Base section for more details.

Automatic Annual Step-ups of the Income Base. The Income Base will
automatically step up to the Contract Value on each Benefit Year anniversary
if:

a. the Contractowner/Annuitant (single life option), or the
Contractowner/Annuitant and spouse (joint life option) are still living
and under age 86; and

Each time the Automatic Annual Step-up occurs, a new Enhancement Period starts.
The Automatic Annual Step-up is available even in those years when a withdrawal
has occurred.

If your charge rate for this rider is increased upon an Automatic Annual
Step-up, you may opt-out of the Automatic Annual Step-up by giving us notice in
writing within 30 days after the Benefit Year anniversary if you do not want
your charge rate to change. If you opt out of the step-up, your current charge
rate will remain in effect and the Income Base will be returned to the Income
Base immediately prior to the step-up, adjusted for additional Purchase
Payments or Excess Withdrawals, if any. This opt-out will only apply for this
particular Automatic Annual Step-up. You will need to notify us each time the
charge rate increases if you do not want the step-up. Any increased charges
paid between the time of the step-up and the date we receive your notice to
reverse your step-up will not be reimbursed.

If you decline an Automatic Annual Step-up during the first ten Benefit Years,
you will continue to be eligible for the 5% Enhancement (if applicable) through
the end of the Enhancement Period. You may not opt out of the Automatic Annual
Step-up if an additional Purchase Payment made during that Benefit year caused
the charge for the rider to increase to the current charge.

Following is an example of how the Automatic Annual Step-ups and the 5%
Enhancement will work (assuming no withdrawals or additional Purchase
Payments):

Potential
Contract Income Base with for Charge
Value 5% Enhancement Income Base to Change
---------- ------------------ ------------- -----------

Initial Purchase Payment $50,000.... $50,000 N/A $50,000 N/A
1st Benefit Year anniversary........ $54,000 $52,500 $54,000 Yes
2nd Benefit Year anniversary........ $53,900 $56,700 $56,700 No
3rd Benefit Year anniversary........ $56,000 $59,535 $59,535 No
4th Benefit Year anniversary........ $64,000 $62,512 $64,000 Yes

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the 5% Enhancement provided a larger increase (5% of $56,700 = $2,835). On the
fourth Benefit Year anniversary, the Automatic Annual Step-up to the Contract
Value was greater than the 5% Enhancement amount of $2,977 (5% of $59,535). The
5% Enhancement or an Automatic Annual Step-up cannot increase the Income Base
beyond the maximum Income Base of $10 million.

Withdrawal Amount. The Guaranteed Annual Income amount may be withdrawn from
the contract each Benefit Year, as long as the Guaranteed Annual Income amount
is greater than zero until the last day to elect i4LIFE (Reg. TM) Advantage or
the Guaranteed Annual Income Amount Annuity Payout Option. At that time, you
must elect i4LIFE (Reg. TM) Advantage or the Guaranteed Annual Income Amount
Annuity Payout Option to receive guaranteed income payments for life.
Guaranteed Annual Income withdrawals are available when you (single life
option) or the younger of you and your spouse (joint life option) are age 55 or
older. Partial withdrawals to pay the fees associated with your Fee-Based
Financial Plan will reduce the amount of available Guaranteed Annual Income
each year.

The Guaranteed Annual Income amount is determined by multiplying the Income
Base by the applicable rate, based on your age and whether the single or joint
life option has been elected. Under the joint life option, the age of the
younger of you or your spouse will be used. The Guaranteed Annual Income amount
will change upon an Automatic Annual Step-up, 5% Enhancement, additional
Purchase Payments, and Excess Withdrawals, as described below.

The Guaranteed Annual Income rates applicable to new rider elections are
determined in our sole discretion based on current economic factors including
interest rates and equity market volatility. Generally, the rates may increase
or decrease based on changes in equity market volatility, prevailing interest
rates, or as a result of other economic conditions. The rate structure is
intended to help us provide the guarantees under the rider. The Guaranteed
Annual Income rates for new rider elections may be higher or lower than prior
rates, but for existing Contractowners that have elected the rider, your
Guaranteed Annual Income rates will not change as a result.

The Guaranteed Annual Income rates applicable to new rider elections are set
forth in a supplement to this prospectus, called a Rate Sheet. The Rate Sheet
indicates the Guaranteed Annual Income rates, the effective period, and the
date by which your application or rider election form must be signed and dated
for a rider to be issued with those rates. The rates may change with each Rate
Sheet and may be higher or lower than the rates on the previous Rate Sheet. The
rates will not change more frequently than quarterly.

At least 10 days before the end of the indicated effective period, the
Guaranteed Annual Income rates for the next effective period will be disclosed
in a new Rate Sheet. In order to get the rates indicated in a Rate Sheet, your
application or rider election form must be signed and dated on or before the
last day of the effective period noted in that Rate Sheet. For new
Contractowners, current Rate Sheets will be included with this prospectus. For
existing Contractowners, the current Rate Sheet will be mailed to you with your
quarterly statement. You can also obtain the most current Rate Sheet
information by contacting your registered representative or online at
www.LincolnFinancial.com. Guaranteed Annual Income rates from previous
effective periods are included in an appendix to this prospectus.

During the first Benefit Year the Guaranteed Annual Income amount is calculated
using the Income Base as of the effective date of the rider. After the first
Benefit Year anniversary, the Guaranteed Annual Income amount is calculated
using the Income Base on the most recent Benefit Year anniversary. After your
first Guaranteed Annual Income withdrawal, the Guaranteed Annual Income rate
will only increase on a Benefit Year anniversary on or after you have reached
an applicable higher age band and after there has also been an Automatic Annual
Step-up. If you have reached an applicable higher age band and there has not
also been a subsequent Automatic Annual Step-up, then the Guaranteed Annual
Income rate will not increase until the next Automatic Annual Step-up occurs.
If you do not withdraw the entire Guaranteed Annual Income amount during a
Benefit Year, there is no carryover of the remaining amount into the next
Benefit Year.

Withdrawals equal to or less than the Guaranteed Annual Income amount will not
reduce the Income Base. All withdrawals will decrease the Contract Value.

The following example shows the calculation of the Guaranteed Annual Income
amount and how withdrawals less than or equal to the Guaranteed Annual Income
amount impact the Income Base and the Contract Value. The example assumes a 4%
Guaranteed Annual Income rate and a Contract Value of $200,000:

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Contract Value on the rider's effective date.................... $200,000
Income Base on the rider's effective date....................... $200,000
Initial Guaranteed Annual Income amount on the rider's effective
date ($200,000 x 4%)............................................ $ 8,000
Contract Value six months after rider's effective date.......... $210,000
Income Base six months after rider's effective date............. $200,000
Withdrawal six months after rider's effective date.............. $ 8,000
Contract Value after withdrawal ($210,000 - $8,000)............. $202,000
Income Base after withdrawal ($200,000 - $0).................... $200,000
Contract Value on first Benefit Year anniversary................ $205,000
Income Base on the first Benefit Year anniversary............... $205,000
Guaranteed Annual Income amount on the first Benefit Year
anniversary ($205,000 x 4%)..................................... $ 8,200

Since there was a withdrawal during the first year, the 5% Enhancement is not
available, but the Automatic Annual Step-up was available and increased the
Income Base to the Contract Value of $205,000. On the first Benefit Year
anniversary, the Guaranteed Annual Income amount is $8,200 (4% x $205,000).

Purchase Payments added to the contract subsequent to the initial Purchase
Payment will increase the Guaranteed Annual Income amount by an amount equal to
the applicable Guaranteed Annual Income rate multiplied by the amount of the
subsequent Purchase Payment. For example, assuming a Contractowner has a
Guaranteed Annual Income amount of $2,500 (5% of $50,000 Income Base), an
additional Purchase Payment of $10,000 increases the Guaranteed Annual Income
amount that Benefit Year to $3,000 ($2,500 + 5% of $10,000). The Guaranteed
Annual Income payment amount will be recalculated immediately after a Purchase
Payment is added to the contract.

Automatic Annual Step-ups will increase the Income Base and thus the Guaranteed
Annual Income amount. The Guaranteed Annual Income amount, after the Income
Base is adjusted by a 5% Enhancement or an Automatic Annual Step-up, will be
equal to the adjusted Income Base multiplied by the applicable Guaranteed
Annual Income rate.

Excess Withdrawals. Excess Withdrawals are the cumulative amounts withdrawn
from the contract during the Benefit Year (including the current withdrawal)
that exceed the Guaranteed Annual Income amount at the time of the withdrawal,
or withdrawals made prior to age 55 (younger of you or your spouse for joint
life), or withdrawals that are payable to any assignee or assignee's bank
account.

When an Excess Withdrawal occurs:

1. The Income Base is reduced by the same proportion that the Excess Withdrawal
reduces the Contract Value. This means that the reduction in the Income Base
could be more than the dollar amount of the withdrawal; and

We will provide you with quarterly statements that will include the Guaranteed
Annual Income amount (as adjusted for Guaranteed Annual Income amount payments
in a Benefit Year, Excess Withdrawals and additional Purchase Payments)
available to you for the Benefit Year, if applicable, in order for you to
determine whether a withdrawal may be an Excess Withdrawal. We encourage you to
either consult with your registered representative or call us at the number
provided in this prospectus if you have any questions about Excess Withdrawals.

The following example demonstrates the impact of an Excess Withdrawal on the
Income Base, the Guaranteed Annual Income, and the Contract Value under Lincoln
Market Select (Reg. TM) Advantage.

The example assumes that the Contractowner makes a $12,000 withdrawal, which
causes an $11,816.14 reduction in the Income Base.

Prior to Excess Withdrawal:
Contract Value = $60,000
Income Base = $85,000
Guaranteed Annual Income amount = $4,250 (5% of the Income Base of $85,000)

After a $12,000 withdrawal ($4,250 is within the Guaranteed Annual Income
amount, $7,750 is the Excess Withdrawal):
The Contract Value is reduced by the amount of the Guaranteed Annual Income
amount of $4,250 and the Income Base is not reduced:
Contract Value = $55,750 ($60,000 - $4,250)
Income Base = $85,000

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The Contract Value is also reduced by the $7,750 Excess Withdrawal and the
Income Base is reduced by 13.90134%, the same proportion by which the Excess
Withdrawal reduced the $55,750 Contract Value ($7,750 / $55,750).

Contract Value = $48,000 ($55,750 - $7,750)
Income Base = $73,183.86 ($85,000 x 13.90134% = $11,816.14; $85,000 -
$11,816.14 = $73,183.86)
Guaranteed Annual Income amount = $3,659.19 (5% of $73,183.86 Income Base)

On the following Benefit Year anniversary:

Contract Value = $43,000
Income Base = $73,183.86
Guaranteed Annual Income amount = $3,659.19 (5% x $73,183.86)

In a declining market, Excess Withdrawals may significantly reduce your Income
Base as well as your Guaranteed Annual Income amount. This is because the
reduction in the benefit may be more than the dollar amount withdrawn from the
Contract Value. If the Income Base is reduced to zero due to an Excess
Withdrawal, the rider will terminate. If the Contract Value is reduced to zero
due to an Excess Withdrawal, the rider and contract will terminate.

1. Lincoln's automatic withdrawal service is used to calculate and pay the RMD;

2. The RMD calculation must be based only on the value in this contract;

3. No withdrawals other than RMD's are made within the Benefit Year (except as
described in the next paragraph); and

4. This contract is not a beneficiary IRA.

Guaranteed Annual Income Amount Annuity Payout Option. If you are required to
take annuity payments because you have reached age 80 (qualified contract) or
age 95 (younger of your or your spouse for the joint life option) (nonqualified
contract) and have not elected i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit, you have the option of electing the Guaranteed Annual Income Amount
Annuity Payout Option. If the Contract Value is reduced to zero and you have a
remaining Income Base, you will receive the Guaranteed Annual Income Amount
Annuity Payout Option. If you are receiving the Guaranteed Annual Income Amount
Annuity Payout Option, the Beneficiary may be eligible to receive final payment
upon death of the single life or surviving joint life. To be eligible the Death
Benefit option in effect immediately prior to the effective date of the
Guaranteed Annual Income Amount Annuity Payout Option must be one of the
following Death Benefits: The Guarantee of Principal Death Benefit or the EGMDB
rider. If the Account Value Death Benefit option is in effect, the Beneficiary
will not be eligible to receive the final payment(s).

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Death Prior to the Annuity Commencement Date. Lincoln Market Select (Reg. TM)
Advantage has no provision for a payout of the Income Base upon death of the
Contractowner or Annuitant. In addition, Lincoln Market Select (Reg. TM)
Advantage provides no increase in value to the Death Benefit over and above
what the Death Benefit provides in the base contract. At the time of death, if
the Contract Value equals zero, no Death Benefit options (as described earlier
in this prospectus) will be in effect. Election of Lincoln Market Select (Reg.
TM) Advantage does not impact the Death Benefit options available for purchase
with your annuity contract. All Death Benefit payments must be made in
compliance with Internal Revenue Code Sections 72(s) or 401(a)(9) as applicable
as amended from time to time. See The Contracts - Death Benefit.

Upon the death of the single life, Lincoln Market Select (Reg. TM) Advantage
will end and no further Guaranteed Annual Income amounts are available (even if
there was an Income Base in effect at the time of the death). Upon the first
death under the joint life option, withdrawals up to the Guaranteed Annual
Income amount continue to be available for the surviving spouse. The 5%
Enhancement and Automatic Annual Step-up will continue, if applicable, as
discussed above. Upon the death of the surviving spouse, Lincoln Market Select
(Reg. TM) Advantage will end and no further Guaranteed Annual Income amounts
are available (even if there was an Income Base in effect at the time of the
death).

Termination. After the fifth Benefit Year anniversary, the Contractowner may
terminate the rider by notifying us in writing of the request to terminate or
by failing to adhere to Investment Requirements. Lincoln Market Select (Reg.
TM) Advantage will automatically terminate:
o on the Annuity Commencement Date (except payments under the Guaranteed Annual
Income Amount Annuity Payout Option will continue if applicable);
o upon death under the single life option or the death of the surviving spouse
under the joint life option;
o when the Guaranteed Annual Income amount or Contract Value is reduced to zero
due to an Excess Withdrawal;
o if the Contractowner or Annuitant is changed (except if the surviving spouse
assumes ownership of the contract upon death of the Contractowner) including
any sale or assignment of the contract or any pledge of the contract as
collateral;
o on the date the Contractowner is changed pursuant to an enforceable divorce
agreement or decree;
o on the final day of the Contractowner's eligibility to elect i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit or the Guaranteed Annual Income Amount
Annuity Payout option; or
o upon surrender or termination of the underlying annuity contract.

The termination will not result in any increase in Contract Value equal to the
Income Base. Upon effective termination of this rider, the benefit and charges
within this rider will terminate. If you terminate the rider, you must wait one
year before you can elect any Living Benefit Rider available for purchase at
that time.

i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit option. i4LIFE (Reg. TM)
Advantage is an optional Annuity Payout rider that provides periodic variable
income payments for life, the ability to make withdrawals during a defined
period of time (the Access Period) and a Death Benefit during the Access
Period. A minimum payout floor, called the Guaranteed Income Benefit, is also
available for election at the time you elect i4LIFE (Reg. TM) Advantage. You
cannot have both i4LIFE (Reg. TM) Advantage and Lincoln Market Select (Reg. TM)
Advantage in effect on your contract at the same time.

Contractowners with an active Lincoln Market Select (Reg. TM) Advantage may
decide to later transition to i4LIFE (Reg. TM) Advantage Select Guaranteed
Income Benefit prior to the Annuity Commencement Date, according to the
provisions outlined below. This decision must be made by the maximum age to
elect i4LIFE (Reg. TM) Advantage, which is age 95 for nonqualified contracts
and age 80 for qualified contracts.

If you have the Lincoln Market Select (Reg. TM) Advantage single life option
and choose to transition your rider, you must transition to i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit single life option. If you have the Lincoln
Market Select (Reg. TM) Advantage joint life option and choose to transition
your rider, you must transition to i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit joint life option. The Access Period requirements are specifically
listed in the Guaranteed Income Benefit with i4LIFE (Reg. TM) Advantage section
of this prospectus under Impacts to i4LIFE (Reg. TM) Advantage Regular Income
Payments.

For nonqualified contracts, the Contractowner must elect the levelized option
for Regular Income Payments. While i4LIFE (Reg. TM) Advantage Select Guaranteed
Income Benefit is in effect, the Contractowner cannot change the payment mode
elected or decrease the length of the Access Period.

When deciding whether to transition from Lincoln Market Select (Reg. TM)
Advantage to i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit, you should
consider that depending on your age (and the age of your spouse under the joint
life option) and the selected length of the Access Period, i4LIFE (Reg. TM)
Advantage may provide a higher payout than the Guaranteed Annual Income amounts
under Lincoln Market Select (Reg. TM) Advantage. You should consider electing
i4LIFE (Reg. TM) Advantage when you are ready to immediately start receiving
i4LIFE (Reg. TM) Advantage payments, whereas with Lincoln Market Select (Reg.
TM) Advantage, you may defer taking withdrawals until a later date. Payments
from a nonqualified contract that a person receives under the i4LIFE (Reg. TM)
Advantage rider are treated as "amounts received as an annuity" under section
72 of the Internal Revenue Code because the payments occur after the annuity
starting date. These payments are subject to an "exclusion ratio" as provided
in section 72(b) of the Code, which means a portion of each Annuity Payout is
treated as income (taxable at ordinary income rates), and the remainder is
treated as a nontaxable return of Purchase Payments. In contrast, withdrawals
under Lincoln Market Select (Reg. TM) Advantage are not treated as amounts
received as an annuity because they occur prior to the annuity

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starting date. As a result, such withdrawals are treated first as a return of
any existing gain in the contract (which is the measure of the extent to which
the Contract Value exceeds Purchase Payments), and then as a nontaxable return
of Purchase Payments.

4LATER (Reg. TM) Select Advantage

4LATER (Reg. TM) Select Advantage is a Living Benefit Rider available for
purchase that provides an Income Base which will be used to establish the
amount of the Guaranteed Income Benefit payment upon the election of i4LIFE
(Reg. TM) Advantage. If you elect 4LATER (Reg. TM) Select Advantage, you must
later elect i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit in
order to receive a benefit from 4LATER (Reg. TM) Select Advantage.

Availability. 4LATER (Reg. TM) Select Advantage is available for election to
new Contractowners and to current Contractowners who have previously purchased
the 4LATER (Reg. TM) Advantage (Managed Risk) rider. If you elect the 4LATER
(Reg. TM) Select Advantage rider at contract issue, it will be effective on the
contract's effective date. If you terminate an existing rider to elect 4LATER
(Reg. TM) Select Advantage, your new rider will be effective on the next
Valuation Date following approval by us. To elect 4LATER (Reg. TM) Select
Advantage, the Contractowner, Annuitants and Secondary Life under the joint
life option must be age 85 or younger.

If 4LATER (Reg. TM) Advantage (Managed Risk) is currently in effect on your
contract, and you want to terminate the existing rider and elect 4LATER (Reg.
TM) Select Advantage, we are currently waiving the five-year waiting period
that is required before terminating a rider. Other than the termination of your
current rider, and the waiver of the holding period, your contract will not
change in any way. Any applicable existing or future surrender charges will
continue to apply, as described in your contract and this prospectus. We are
doing this as a customer service to you, and there is no financial incentive
being provided to you, your registered representative, or to anyone else if you
decide to terminate your existing 4LATER (Reg. TM) Advantage (Managed Risk)
rider and elect 4LATER (Reg. TM) Select Advantage.

Before electing 4LATER (Reg. TM) Select Advantage, you must first terminate
your existing rider, and you will no longer be entitled to any of the benefits
that have accrued under that rider. You cannot transfer your current Income
Base over to 4LATER (Reg. TM) Select Advantage. You should carefully compare
the features and benefits provided by your existing rider to the features and
benefits provided by 4LATER (Reg. TM) Select Advantage before making your
decision.

4LATER (Reg. TM) Select Advantage is not available for purchase with qualified
contracts and is designed primarily for purchasers of nonqualifed contracts
where the Contractowner and Annuitant are different people (single life option)
or with joint life benefits where the Secondary Life is not a spouse.

There is no guarantee that 4LATER (Reg. TM) Select Advantage will be available
for new purchasers in the future and we reserve the right to discontinue this
benefit at any time. In addition, we may make different versions of 4LATER
(Reg. TM) Select Advantage available to new purchasers. You cannot elect the
rider and any other Living Benefit Rider or any other payout option offered in
your contract at the same time.

If you purchase 4LATER (Reg. TM) Select Advantage, you will be required to
adhere to Investment Requirements, which will limit your ability to invest in
certain Subaccounts offered in your contract. In addition, the fixed account is
not available except for use with dollar cost averaging. See Investment
Requirements for more information.

Income Base. The Income Base is an amount used to calculate the Guaranteed
Income Benefit under i4LIFE (Reg. TM) Advantage Select Guaranteed Income
Benefit at a later date. The Income Base is not available to you as a lump sum
withdrawal or as a Death Benefit. The initial Income Base varies based on when
you elect the rider. If you elect 4LATER (Reg. TM) Select Advantage at the time
you purchase the contract, the Income Base will be equal to the initial
Purchase Payment. If you elect the rider after you purchase the contract, the
initial Income Base will equal the Contract Value on the effective date of
4LATER (Reg. TM) Select Advantage. The maximum Income Base is $10 million. The
maximum takes into consideration the total guaranteed amounts from all Lincoln
New York contracts (or contracts issued by our affiliates) in which you (and/or
Secondary Life, if joint life option) are the covered lives.

Additional Purchase Payments automatically increase the Income Base by the
amount of the Purchase Payments (not to exceed the maximum Income Base). For
example, an additional Purchase Payment of $10,000 will increase the Income
Base by $10,000. After the first anniversary of the rider effective date, once
cumulative additional Purchase Payments exceed $100,000, additional Purchase
Payments will be limited to $50,000 per Benefit Year without Servicing Office
approval. If after the first Benefit Year cumulative additional Purchase
Payments equal or exceed $100,000, the charge for 4LATER (Reg. TM) Select
Advantage will change to the then current charge in effect on the next Benefit
Year anniversary. Additional Purchase Payments will not be allowed if the
Contract Value decreases to zero for any reason, including market loss.

Each withdrawal (including withdrawals to pay the fees for Fee-Based Financial
Plans) reduces the Income Base in the same proportion as the amount withdrawn
reduces the Contract Value on the Valuation Date of the withdrawal. This means
that the reduction in the Income Base could be more than the dollar amount of
the withdrawal.

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The following example demonstrates the impact of a withdrawal on the Income
Base and the Contract Value. The Contractowner makes a withdrawal of $11,200
which causes a $12,550 reduction in the Income Base.

Prior to the withdrawal:
Contract Value = $112,000
Income Base = $125,500

After a withdrawal of $11,200, the Contract Value is reduced by 10% ($11,200)
and the Income Base is also reduced by 10%, the same proportion by which the
withdrawal reduced the Contract Value ($11,200 - $112,000)

Contract Value = $100,800 ($112,000 - $11,200)
Income Base = $112,950 ($125,500 x 10% = $12,550; $125,500 - $12,550 =
$112,950)

In a declining market, withdrawals may significantly reduce your Income Base,
and as a result will reduce your future Guaranteed Income Benefit. If the
Income Base is reduced to zero due to withdrawals, this rider will terminate.
If the Contract Value is reduced to zero due to a withdrawal, both the rider
and the contract will terminate.

Automatic Annual Step-up. The Income Base will automatically step-up to the
Contract Value on each Benefit Year anniversary if:

a. the Annuitant (single life option), or the Secondary Life (joint life
option) are still living and under age 86; and

b. the Contract Value on that Benefit Year anniversary, after the deduction
of any withdrawals (including the rider charge and account fee), plus any
Purchase Payments made on that date and Persistency Credits, if
applicable, added on that date, is equal to or greater than the Income
Base after the 5% Enhancement (if any).

The Automatic Annual Step-up is available even in years in which a withdrawal
has occurred.

5% Enhancement. On each Benefit Year anniversary, the Income Base, minus
Purchase Payments received in the preceding Benefit Year, will be increased by
5% if:

a. the Annuitant (as well as the Secondary Life if the joint life option is
in effect) are under age 86; and

b. if there were no withdrawals in the preceding Benefit Year; and

c. the rider is within the Enhancement Period described below.

The Enhancement Period is a 10-year period that begins on the effective date of
the rider.

Any Purchase Payment made after the initial Purchase Payment will be added
immediately to the Income Base. However, any new Purchase Payment must be
invested in the contract for at least one Benefit Year before it will be used
in calculating the 5% Enhancement. Any Purchase Payments made within the first
90 days after the effective date of 4LATER (Reg. TM) Select Advantage will be
included in the Income Base for purposes of calculating the 5% Enhancement on
the first Benefit Year anniversary.

If you decline the Automatic Annual Step-up during the first 10 Benefit Years,
you will continue to be eligible for the 5% Enhancements as long as you meet
the conditions listed above.

Note: The 5% Enhancement is not available in any Benefit Year there is a
withdrawal from Contract Value. A 5% Enhancement will occur in subsequent years
only under certain conditions. If you are eligible (as defined above) for the
5% Enhancement in the next Benefit Year, the enhancement will not occur until
the Benefit Year anniversary of that year.

The following is an example of the impact of the 5% Enhancement on the Income
Base (assuming no withdrawals):

Initial Purchase Payment = $100,000; Income Base = $100,000

Additional Purchase Payment on day 30 = $15,000; Income Base = $115,000

Additional Purchase Payment on day 95 = $10,000; Income Base = $125,000

On the first Benefit Year anniversary, the Income Base will not be less than
$130,750 ($115,000 x 1.05 = $120,750 plus $10,000). The $10,000 Purchase
Payment on day 95 is not eligible for the 5% Enhancement until the second
Benefit Year anniversary.

As explained below, the 5% Enhancement and Automatic Annual Step-up will not
occur in the same year. If the Automatic Annual Step-up provides a greater
increase to the Income Base, you will not receive the 5% Enhancement. If the
Automatic Annual Step-up and the 5% Enhancement increase the Income Base to the
same amount then you will receive the Automatic Annual Step-up. The 5%
Enhancement or the Automatic Annual Step-up cannot increase the Income Base
above the maximum Income Base of $10 million.

You will not receive the 5% Enhancement on any Benefit Year anniversary in
which there is a withdrawal. The 5% Enhancement will occur on the following
Benefit Year anniversary if no further withdrawals are made from the contract
and the rider is within the Enhancement Period.

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The following is an example of how the Automatic Annual Step-ups and the 5%
Enhancement affect the Income Base and the potential for the charge to increase
or decrease (assuming no withdrawals or additional Purchase Payments):

Potential for
Contract Income Base with Charge
Value 5% Enhancement Income Base to Change
---------- ------------------ ------------- --------------

Initial Purchase Payment $50,000...... $50,000 N/A $50,000 N/A
1st Benefit Year anniversary.......... $54,000 $52,500 $54,000 Yes
2nd Benefit Year anniversary.......... $53,900 $56,700 $56,700 No
3rd Benefit Year anniversary.......... $56,000 $59,535 $59,535 No
4th Benefit Year anniversary.......... $64,000 $62,512 $64,000 Yes

Death Prior to the Annuity Commencement Date. 4LATER (Reg. TM) Select Advantage
has no provision for a payout of the Income Base upon death of the
Contractowners or Annuitant. In addition, 4LATER (Reg. TM) Select Advantage
provides no increase in value to the Death Benefit over and above what the
Death Benefit provides in the base contract. At the time of death, if the
Contract Value equals zero, no Death Benefit options (as described in this
prospectus) will be in effect. Election of the 4LATER (Reg. TM) Select
Advantage does not impact the Death Benefit options available for purchase with
your annuity contract. Generally all Death Benefit payments must be made in
compliance with Internal Revenue Code Sections 72(s) or 401(a)(9), as amended.
See The Contracts - Death Benefit.

If the Contractowner is not also named as the Annuitant or the Secondary Life,
upon the first death of the Annuitant or Secondary Life, the 4LATER (Reg. TM)
Select Advantage rider will continue. Upon the second death of either the
Annuitant or Secondary Life, 4LATER (Reg. TM) Select Advantage will terminate.

Upon the death of the Contractowner, the 4LATER (Reg. TM) Select Advantage
rider will continue only if either Annuitant or the Secondary Life becomes the
new Contractowner and payments under i4LIFE (Reg. TM) Advantage begin within
one year after the death of the Contractowner.

Termination. After the fifth anniversary of the effective date of the 4LATER
(Reg. TM) Select Advantage rider, the Contractowner may terminate the rider by
notifying us in writing. After this time, the rider will also terminate if the
Contractowner fails to adhere to the Investment Requirements. 4LATER (Reg. TM)
Select Advantage will automatically terminate:
o on the Annuity Commencement Date; or
o if the Annuitant is changed including any sale or assignment of the contract
or any pledge of the contract as collateral; or
o upon the second death of either the Annuitant or Secondary Life; or
o when the Income Base is reduced to zero due to withdrawals;
o the last day that you can elect i4LIFE (Reg. TM) Advantage (age 95); or
o upon termination of the underlying contract.

This termination will not result in any increase in Contract Value equal to the
Income Base. Upon effective termination of this rider, the benefits and charges
within this rider will terminate. If you terminate the rider, you must wait one
year before you can elect any Living Benefit Rider available for purchase at
that time.

i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit for Contractowners
who transition from 4LATER (Reg. TM) Select Advantage. Contractowners with an
active 4LATER (Reg. TM) Select Advantage may purchase i4LIFE (Reg. TM)
Advantage Select Guaranteed Income Benefit at the terms in effect when the
Contractowner purchased 4LATER (Reg. TM) Select Advantage rider. i4LIFE (Reg.
TM) Advantage Select Guaranteed Income Benefit provides for periodic variable
income payments for life, the ability to make withdrawals during a defined
period of time (the Access Period), a Death Benefit during the Access Period,
and a minimum payout floor, called the Guaranteed Income Benefit. You will be
required to adhere to certain Investment Requirements during the time you own
i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit. See Living Benefit
Riders - i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit for more
information.

Once you elect i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit, you
can use the greater of the Income Base under 4LATER (Reg. TM) Select Advantage
or your Account Value to establish the Guaranteed Income Benefit under i4LIFE
(Reg. TM) Advantage Select Guaranteed Income Benefit. This decision must be
made by the maximum age to elect i4LIFE (Reg. TM) Advantage, which is age 95.

If you elect the 4LATER (Reg. TM) Select Advantage single life option, you must
purchase the i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit single
life option. If you elect the 4LATER (Reg. TM) Select Advantage joint life
option, you must purchase i4LIFE (Reg. TM) Advantage Select Guaranteed Income
Benefit joint life option.

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Contractowners who elect 4LATER (Reg. TM) Select Advantage are guaranteed the
ability in the future to elect i4LIFE (Reg. TM) Advantage Select Guaranteed
Income Benefit even if it is no longer available for purchase. They are also
guaranteed that the Guaranteed Income Benefit percentage and Access Period
requirements will be at least as favorable as those at the time they elected
4LATER (Reg. TM) Select Advantage. These requirements are specifically listed
in the Living Benefit Riders - Guaranteed Income Benefit with i4LIFE (Reg. TM)
Advantage section of this prospectus.

The Contractowner must elect the levelized option for Regular Income Payments.
While i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit is in effect,
the Contractowner cannot change the payment mode elected or decrease the length
of the Access Period.

You should consider electing i4LIFE (Reg. TM) Advantage Select Guaranteed
Income Benefit when you are ready to immediately start receiving i4LIFE (Reg.
TM) Advantage payments. Payments from a nonqualified contract that a person
receives under i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit are
treated as "amounts received as an annuity" under section 72 of the Internal
Revenue Code because the payments occur after the annuity starting date. These
payments are subject to an "exclusion ratio" as provided in section 72(b) of
the Code, which means a portion of each Annuity Payout is treated as income
(taxable at ordinary income tax rates), and the remainder is treated as a
nontaxable return of Purchase Payments.

i4LIFE (Reg. TM) Advantage

i4LIFE (Reg. TM) Advantage (the Variable Annuity Payout Option Rider in your
contract) is an optional Annuity Payout rider you may purchase at an additional
cost and is separate and distinct from other Annuity Payout options offered
under your contract and described later in this prospectus. You may also
purchase i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit for an additional
charge. See Charges and Other Deductions - i4LIFE (Reg. TM) Advantage Charge.

i4LIFE (Reg. TM) Advantage is an Annuity Payout option that provides you with
variable, periodic Regular Income Payments for life subject to certain
conditions. These payouts are made during two time periods: an Access Period
and a Lifetime Income Period. During the Access Period, you have access to your
Account Value, which means you may surrender the contract, make withdrawals,
and have a Death Benefit. During the Lifetime Income Period, you no longer have
access to your Account Value. You choose the length of the Access Period when
you select i4LIFE (Reg. TM) Advantage; the Lifetime Income Period begins
immediately after the Access Period ends and continues until your death (or the
death of a Secondary Life, if later). i4LIFE (Reg. TM) Advantage is different
from other Annuity Payout options provided by Lincoln because with i4LIFE (Reg.
TM) Advantage, you have the ability to make additional withdrawals or surrender
the contract during the Access Period. You may also purchase the Guaranteed
Income Benefit which provides a minimum payout floor for your Regular Income
Payments. You choose when you want to receive your first Regular Income Payment
and the frequency with which you will receive Regular Income Payments. The
initial Regular Income Payment is calculated from the Account Value on a date
no more than 14 days prior to the date you select to begin receiving the
Regular Income Payments. This calculation date is called the Periodic Income
Commencement Date, and is the same date the Access Period begins. Regular
Income Payments must begin within one year of the date you elect i4LIFE (Reg.
TM) Advantage. Once they begin, Regular Income Payments will continue until the
death of the Annuitant or Secondary Life, if applicable. This option is
available on nonqualified annuities, IRAs and Roth IRAs (check with your
registered representative regarding availability with SEP market). This option
is subject to a charge while the i4LIFE (Reg. TM) Advantage is in effect
computed daily on the Account Value. See Charges and Other Deductions - i4LIFE
(Reg. TM) Advantage Charge.

i4LIFE (Reg. TM) Advantage is available for contracts with a Contract Value of
at least $50,000 and may be elected after the effective date of the contract
and before any other Annuity Payout option under this contract is elected by
sending a completed i4LIFE (Reg. TM) Advantage election form to our Servicing
Office. When you elect i4LIFE (Reg. TM) Advantage, you must choose the
Annuitant, Secondary Life, if applicable, and make several choices about your
Regular Income Payments. The Annuitant and Secondary Life may not be changed
after i4LIFE (Reg. TM) Advantage is elected. For qualified contracts, the
Secondary Life must be the spouse. See i4LIFE (Reg. TM) Advantage Death
Benefits regarding the impact of a change to the Annuitant prior to the i4LIFE
(Reg. TM) Advantage election.

i4LIFE (Reg. TM) Advantage for IRA contracts is only available if the Annuitant
and Secondary Life, if applicable, are age 591/2 or older at the time the rider
is elected. i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit must be
elected by age 80 on IRA contracts or age 95 on nonqualified contracts.
Additional limitations on issue ages and features may be necessary to comply
with the IRC provisions for required minimum distributions. Additional Purchase
Payments may be made during the Access Period for an IRA annuity contract,
unless a Guaranteed Income Benefit has been elected. If the Guaranteed Income
Benefit option has been elected on an IRA contract, additional Purchase
Payments may be made until the initial Guaranteed Income Benefit is calculated.
Additional Gross Purchase Payments will not be accepted after the Periodic
Income Commencement Date for a nonqualified annuity contract.

If i4LIFE (Reg. TM) Advantage is selected, the applicable transfer provisions
among Subaccounts and the fixed account will continue to be those specified in
your annuity contract for transfers on or before the Annuity Commencement Date.
However, once i4LIFE (Reg. TM) Advantage begins, any automatic withdrawal
service will terminate. See The Contracts - Transfers on or Before the Annuity
Commencement Date.

When you elect i4LIFE (Reg. TM) Advantage, the Death Benefit option that you
previously elected will become the Death Benefit election under i4LIFE (Reg.
TM) Advantage, unless you elect a less expensive Death Benefit option. Existing
Contractowners with the Account Value Death Benefit who elect i4LIFE (Reg. TM)
Advantage must choose the i4LIFE (Reg. TM) Advantage Account Value Death
Benefit. The amount paid under the

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new Death Benefit may be less than the amount that would have been paid under
the Death Benefit provided before i4LIFE (Reg. TM) Advantage began. See The
Contracts - i4LIFE (Reg. TM) Advantage Death Benefits.

Access Period. At the time you elect i4LIFE (Reg. TM) Advantage, you also
select the Access Period, which begins on the Periodic Income Commencement
Date. The Access Period is a defined period of time during which we pay
variable, periodic Regular Income Payments and provide a Death Benefit, and
during which you may surrender the contract and make withdrawals from your
Account Value (defined below). At the end of the Access Period, the remaining
Account Value is used to make Regular Income Payments for the rest of your life
(or the Secondary Life if applicable). This is called the Lifetime Income
Period. During the Lifetime Income Period, you will no longer be able to make
withdrawals or surrenders or receive a Death Benefit. If your Account Value is
reduced to zero because of withdrawals or market loss, your Access Period ends.

We will establish the minimum (currently 5 years) and maximum (currently the
length of time between your current age and age 115 for nonqualified contracts
or to age 100 for qualified contracts) Access Periods at the time you elect
i4LIFE (Reg. TM) Advantage. Generally, shorter Access Periods will produce a
higher initial Regular Income Payment than longer Access Periods. At any time
during the Access Period, you may extend or shorten the length of the Access
Period subject to Servicing Office approval. Additional restrictions may apply
if you are under age 591/2 when you request a change to the Access Period.
Currently, if you extend the Access Period, it must be extended at least 5
years. If you change the Access Period, subsequent Regular Income Payments will
be adjusted accordingly, and the Account Value remaining at the end of the new
Access Period will be applied to continue Regular Income Payments for your
life. Additional limitations on issue ages and features may be necessary to
comply with the IRC provisions for required minimum distributions. We may
reduce or terminate the Access Period for IRA i4LIFE (Reg. TM) Advantage
contracts in order to keep the Regular Income Payments in compliance with IRC
provisions for required minimum distributions. The minimum Access Period
requirements for Guaranteed Income Benefits are longer than the requirements
for i4LIFE (Reg. TM) Advantage without a Guaranteed Income Benefit. Shortening
the Access Period will terminate the Guaranteed Income Benefit. See Guaranteed
Income Benefit with i4LIFE (Reg. TM) Advantage.

Account Value. The initial Account Value is the Contract Value on the Valuation
Date i4LIFE (Reg. TM) Advantage is effective less any applicable premium taxes.
During the Access Period, the Account Value on a Valuation Date will equal the
total value of all of the Contractowner's Accumulation Units plus the
Contractowner's value in the fixed account, and will be reduced by Regular
Income Payments and Guaranteed Income Benefit payments made as well as any
withdrawals taken. After the Access Period ends, the remaining Account Value
will be applied to continue Regular Income Payments for your life and the
Account Value will be reduced to zero.

Regular Income Payments during the Access Period. i4LIFE (Reg. TM) Advantage
provides for variable, periodic Regular Income Payments for as long as an
Annuitant (or Secondary Life, if applicable) is living and access to your
Account Value during the Access Period. When you elect i4LIFE (Reg. TM)
Advantage, you will have to choose the date you will receive the initial
Regular Income Payment. Once they begin, Regular Income Payments will continue
until the death of the Annuitant or Secondary Life, if applicable. Regular
Income Payments must begin within one year of the date you elect i4LIFE (Reg.
TM) Advantage. You also select when the Access Period ends and when the
Lifetime Income Period begins. You must also select the frequency of the
payments (monthly, quarterly, semi-annually or annually), how often the payment
is recalculated, the length of the Access Period and the Assumed Investment
Return ("AIR"). These choices will influence the amount of your Regular Income
Payments.

If you do not choose a payment frequency, the default is a monthly frequency.
You may also elect to have Regular Income Payments from nonqualified contracts
recalculated only once each year rather than recalculated at the time of each
payment. This results in level Regular Income Payments between recalculation
dates. Qualified contracts are only recalculated once per year, at the
beginning of each calendar year. You also choose the AIR. AIR rates of 3%, 4%,
or 5% may be available. As of February 15, 2016, the 5% AIR is no longer
available for i4LIFE (Reg. TM) Advantage elections. The higher the AIR you
choose, the higher your initial Regular Income Payment will be and the higher
the return must be to increase subsequent Regular Income Payments. You also
choose the length of the Access Period. At this time, changes to the Access
Period can only be made on Periodic Income Commencement Date anniversaries.

Regular Income Payments are not subject to any applicable Interest Adjustments.
See Charges and Other Deductions. For information regarding income tax
consequences of Regular Income Payments, see Federal Tax Matters.

The amount of the initial Regular Income Payment is determined on the Periodic
Income Commencement Date by dividing the Contract Value, less applicable
premium taxes by 1,000 and multiplying the result by an annuity factor. The
annuity factor is based upon:
o the age and sex of the Annuitant and Secondary Life, if applicable;
o the length of the Access Period selected;
o the frequency of the Regular Income Payments;
o the AIR selected; and
o the Individual Annuity Mortality table specified in your contract.

The annuity factor used to determine the Regular Income Payments reflects the
fact that, during the Access Period, you have the ability to withdraw the
entire Account Value and that a Death Benefit of the entire Account Value will
be paid to your Beneficiary upon your death. These benefits during the Access
Period result in a slightly lower Regular Income Payment, during both the
Access Period and the Lifetime Income Period, than would be payable if this
access was not permitted and no lump-sum Death Benefit of the full Account
Value was payable. (The Contractowner must elect an Access Period of no less
than the minimum Access Period which is

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currently set at 5 years.) The annuity factor also reflects the requirement
that there be sufficient Account Value at the end of the Access Period to
continue your Regular Income Payments for the remainder of your life (and/or
the Secondary Life if applicable), during the Lifetime Income Period, with no
further access or Death Benefit.

The Account Value will vary with the actual net investment return of the
Subaccounts selected and the interest credited on the fixed account, which then
determines the subsequent Regular Income Payments during the Access Period.
Each subsequent Regular Income Payment (unless the levelized option is
selected) is determined by dividing the Account Value on the applicable
Valuation Date by 1,000 and multiplying this result by an annuity factor
revised to reflect the declining length of the Access Period. As a result of
this calculation, the actual net returns in the Account Value are measured
against the AIR to determine subsequent Regular Income Payments. If the actual
net investment return (annualized) for the contract exceeds the AIR, the
Regular Income Payment will increase at a rate approximately equal to the
amount of such excess. Conversely, if the actual net investment return for the
contract is less than the AIR, the Regular Income Payment will decrease. For
example, if net investment return is 3% higher (annualized) than the AIR, the
Regular Income Payment for the next year will increase by approximately 3%.
Conversely, if actual net investment return is 3% lower than the AIR, the
Regular Income Payment will decrease by approximately 3%.

Withdrawals made during the Access Period will also reduce the Account Value
that is available for Regular Income Payments, and subsequent Regular Income
Payments will be recalculated and could be increased or reduced, based on the
Account Value following the withdrawal.

For a joint life option, if either the Annuitant or Secondary Life dies during
the Access Period, Regular Income Payments will be recalculated using a revised
annuity factor based on the single surviving life, if doing so provides a
higher Regular Income Payment. On a joint life option, the Secondary Life
spouse must be either the primary Beneficiary or joint owner in order to
receive the remaining payments after the first spouse's death.

For nonqualified contracts, if the Annuitant and Secondary Life, if applicable,
both die during the Access Period, the Guaranteed Income Benefit (if any) will
terminate and the annuity factor will be revised for a non-life contingent
Regular Income Payment and Regular Income Payments will continue until the
Account Value is fully paid out and the Access Period ends. For qualified
contracts, if the Annuitant and Secondary Life, if applicable, both die during
the Access Period, i4LIFE (Reg. TM) Advantage (and any Guaranteed Income
Benefit if applicable) will terminate.

Regular Income Payments during the Lifetime Income Period. The Lifetime Income
Period begins at the end of the Access Period if either the Annuitant or
Secondary Life is living. Your earlier elections regarding the frequency of
Regular Income Payments, AIR and the frequency of the recalculation do not
change. The initial Regular Income Payment during the Lifetime Income Period is
determined by dividing the Account Value on the last Valuation Date of the
Access Period by 1,000 and multiplying the result by an annuity factor revised
to reflect that the Access Period has ended. The annuity factor is based upon:
o the age and sex of the Annuitant and Secondary Life (if living);
o the frequency of the Regular Income Payments;
o the AIR selected; and
o the Individual Annuity Mortality table specified in your contract.

The impact of the length of the Access Period and any withdrawals made during
the Access Period will continue to be reflected in the Regular Income Payments
during the Lifetime Income Period. To determine subsequent Regular Income
Payments, the contract is credited with a fixed number of Annuity Units equal
to the initial Regular Income Payment (during the Lifetime Income Period)
divided by the Annuity Unit value (by Subaccount). Subsequent Regular Income
Payments are determined by multiplying the number of Annuity Units per
Subaccount by the Annuity Unit value. Your Regular Income Payments will vary
based on the value of your Annuity Units. If your Regular Income Payments are
adjusted on an annual basis, the total of the annual payment is transferred to
Lincoln New York's general account to be paid out based on the payment mode you
selected. Your payment(s) will not be affected by market performance during
that year. Your Regular Income Payment(s) for the following year will be
recalculated at the beginning of the following year based on the current value
of the Annuity Units.

Regular Income Payments will continue for as long as the Annuitant or Secondary
Life, if applicable, is living, and will continue to be adjusted for investment
performance of the Subaccounts your Annuity Units are invested in (and the
fixed account if applicable). Regular Income Payments vary with investment
performance.

During the Lifetime Income Period, there is no longer an Account Value;
therefore, no withdrawals are available and no Death Benefit is payable. In
addition, transfers are not allowed from a fixed annuity payment to a variable
annuity payment.

i4LIFE (Reg. TM) Advantage Death Benefits

i4LIFE (Reg. TM) Advantage Account Value Death Benefit. The i4LIFE (Reg. TM)
Advantage Account Value Death Benefit is available during the Access Period.
This Death Benefit is equal to the Account Value as of the Valuation Date on
which we approve the payment of the death claim. You may not change this Death
Benefit once it is elected.

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i4LIFE (Reg. TM) Advantage Guarantee of Principal Death Benefit. The i4LIFE
(Reg. TM) Advantage Guarantee of Principal Death Benefit is available during
the Access Period and will be equal to the greater of:
o the Account Value as of the Valuation Date we approve the payment of the
claim; or
o the sum of all Purchase Payments, less the sum of Regular Income
Payments and other withdrawals where:
o Regular Income Payments, including withdrawals to provide the Guaranteed
Income Benefit, reduce the Death Benefit by the dollar amount of the
payment; and
o all other withdrawals, if any, reduce the Death Benefit in the same
proportion that withdrawals reduce the Contract Value or Account Value.

In a declining market, withdrawals which are deducted in the same proportion
that withdrawals reduce the Contract Value or Account Value, may have a
magnified effect on the reduction of the Death Benefit payable. This is because
the reduction in the benefit may be more than the dollar amount withdrawn from
the Contract Value. All references to withdrawals include deductions for any
applicable charges associated with those withdrawals and premium taxes, if any.

The following example demonstrates the impact of a proportionate withdrawal on
your Death Benefit:

i4LIFE (Reg. TM) Advantage Guarantee of Principal Death Benefit................. $200,000
Regular Income Payment.......................................................... $ 25,000
Account Value at the time of additional withdrawal.............................. $150,000
Additional withdrawal........................................................... $ 15,000

Death Benefit Value after Regular Income Payment = $200,000 - $25,000 = $175,000
Reduction in Death Benefit value for withdrawal = $175,000 x 10% = $17,500
Death Benefit Value after additional withdrawal = $175,000 - $17,500 = $157,500

i4LIFE (Reg. TM) Advantage Guarantee of Principal Death Benefit.................
Regular Income Payment..........................................................
Account Value at the time of additional withdrawal..............................
Additional withdrawal........................................................... ($15,000/$150,000=10% withdrawal)

The Regular Income Payment reduced the Death Benefit by $25,000 and the
additional withdrawal caused a 10% reduction in the Death Benefit, the same
percentage that the withdrawal reduced the Account Value.

During the Access Period, contracts with the i4LIFE (Reg. TM) Advantage
Guarantee of Principal Death Benefit may elect to change to the i4LIFE (Reg.
TM) Advantage Account Value Death Benefit by contacting us in writing at our
Servicing Office. We will effect the change in Death Benefit on the Valuation
Date we receive the request, at our Servicing Office, and we will begin
deducting the lower i4LIFE (Reg. TM) Advantage charge at that time. Once the
change is effective, you may not elect to return to the i4LIFE (Reg. TM)
Advantage Guarantee of Principal Death Benefit.

i4LIFE (Reg. TM) Advantage EGMDB. The i4LIFE (Reg. TM) Advantage EGMDB is only
available during the Access Period. This benefit is the greatest of:
o the Account Value as of the Valuation Date on which we approve the
payment of the claim; or
o the sum of all Purchase Payments, less the sum of Regular Income
Payments and other withdrawals where:
o Regular Income Payments, including withdrawals to provide the Guaranteed
Income Benefit, reduce the Death Benefit by the dollar amount of the
payment or in the same proportion that Regular Income Payments reduce the
Account Value, depending on the terms of your contract; and
o all other withdrawals, if any, reduce the Death Benefit in the same
proportion that withdrawals reduce the Contract Value or Account Value.

References to Purchase Payments and withdrawals include Purchase Payments and
withdrawals made prior to the election of i4LIFE (Reg. TM) Advantage if your
contract was in force with the Guarantee of Principal or greater Death Benefit
option prior to that election; or
o the highest Account Value or Contract Value on any contract anniversary
date (including the inception date of the contract) after the EGMDB is
effective (determined before the allocation of any Purchase Payments on
that contract anniversary) prior to the 81st birthday of the deceased and
prior to the date of death. The highest Account Value or Contract Value is
increased by Gross Purchase Payments and is decreased by Regular Income
Payments, including withdrawals to provide the Guaranteed Income Benefits
and all other withdrawals subsequent to the anniversary date on which the
highest Account Value or Contract Value is obtained. Regular Income
Payments and withdrawals are deducted in the same proportion that Regular
Income Payments and withdrawals reduce the Contract Value or Account
Value.

When determining the highest anniversary value, if you elected the EGMDB in the
base contract and this Death Benefit was in effect when you purchased i4LIFE
(Reg. TM) Advantage, we will look at the Contract Value before i4LIFE (Reg. TM)
Advantage and the Account Value after the i4LIFE (Reg. TM) Advantage election
to determine the highest anniversary value.

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In a declining market, withdrawals which are deducted in the same proportion
that withdrawals reduce the Account Value, may have a magnified effect on the
reduction of the Death Benefit payable. This is because the reduction in the
benefit may be more than the dollar amount withdrawn from the Contract Value.
All references to withdrawals include deductions for any applicable charges
associated with those withdrawals and premium taxes, if any.

Contracts with the i4LIFE (Reg. TM) Advantage EGMDB may elect to change to the
i4LIFE (Reg. TM) Advantage Guarantee of Principal or the i4LIFE (Reg. TM)
Advantage Account Value Death Benefit by contacting us in writing at the
Servicing Office. We will effect the change in Death Benefit on the Valuation
Date we receive the request, at our Servicing Office, and we will begin
deducting the lower i4LIFE (Reg. TM) Advantage charge at that time. Once the
change is effective, you may not elect to return to the i4LIFE (Reg. TM)
Advantage EGMDB.

General Death Benefit Provisions. For all Death Benefit options, following the
Access Period, there is no Death Benefit. The Death Benefits also terminate
when the Account Value equals zero, because the Access Period terminates.

If there is a change in the Contractowner, joint owner or Annuitant during the
life of the contract, for any reason other than death, the only Death Benefit
payable for the new person will be the i4LIFE (Reg. TM) Advantage Account Value
Death Benefit. On a joint life option, the Secondary Life spouse must be either
the primary Beneficiary or joint owner in order to receive the remaining
payments after the first spouse's death.

For nonqualified contracts, upon the death of the Contractowner, joint owner or
Annuitant, the Contractowner (or Beneficiary) may elect to terminate the
contract and receive full payment of the Death Benefit or may elect to continue
the contract and receive Regular Income Payments. Upon the death of the
Secondary Life, who is not also an owner, only the surrender value is paid.

If you are the owner of an IRA annuity contract, and there is no Secondary
Life, and you die during the Access Period, the i4LIFE (Reg. TM) Advantage will
terminate. A spouse Beneficiary may start a new i4LIFE (Reg. TM) Advantage
program.

If a death occurs during the Access Period, the value of the Death Benefit will
be determined as of the Valuation Date we approve the payment of the claim.
Approval of payment will occur upon our receipt of all the following:

1. proof (e.g. an original certified death certificate), or any other proof
of death satisfactory to us; and

2. written authorization for payment; and

3. all required claim forms, fully completed (including selection of a
settlement option).

Upon notification to us of the death, Regular Income Payments may be suspended
until the death claim is approved by us. Upon approval, a lump sum payment for
the value of any suspended payments will be made as of the date the death claim
is approved, and Regular Income Payments will continue, if applicable. The
excess, if any, of the Death Benefit over the Account Value will be credited
into the contract at that time.

If a lump sum settlement is elected, the proceeds will be mailed within seven
days of approval by us of the claim subject to the laws, regulations and tax
code governing payment of Death Benefits. This payment may be postponed as
permitted by the Investment Company Act of 1940.

Guaranteed Income Benefit with i4LIFE (Reg. TM) Advantage

A Guaranteed Income Benefit may be available for purchase when you elect i4LIFE
(Reg. TM) Advantage which ensures that your Regular Income Payments will never
be less than a minimum payout floor, regardless of the actual investment
performance of your contract. There are two versions of i4LIFE (Reg.
TM)Advantage Guaranteed Income Benefit currently available for purchase (unless
you are guaranteed the right to elect a prior version under the terms of
another Living Benefit Rider) - i4LIFE (Reg. TM) Advantage Select Guaranteed
Income Benefit and i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
(Managed Risk).

i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit is an optional feature
that provides a Guaranteed Income Benefit and requires that you adhere to
certain Investment Requirements. See Investment Requirements in this prospectus
for more information about the Investment Requirements applicable to your
version of i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit. You will be
subject to those Investment Requirements for the entire time you own the rider.
Failure to comply with the Investment Requirements will result in the
termination of the rider. See i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit - Termination for more information.

As discussed below, certain features of the Guaranteed Income Benefit may be
impacted if you purchased a Living Benefit Rider prior to electing i4LIFE (Reg.
TM) Advantage Guaranteed Income Benefit. Refer to the 4LATER (Reg. TM)
Advantage section of this prospectus for a discussion of the 4LATER (Reg. TM)
Guaranteed Income Benefit.

Additional Gross Purchase Payments cannot be made to a contract with the
Guaranteed Income Benefit. You are also limited in how much you can invest in
certain Subaccounts. See the Contracts - Investment Requirements. The version
of the Guaranteed Income

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Benefit, the date that you purchased it, and/or whether you previously owned a
Living Benefit Rider will determine which Investment Requirement option applies
to you.

There is no guarantee that any version of i4LIFE (Reg. TM) Advantage Guaranteed
Income Benefit will be available to elect in the future, as we reserve the
right to discontinue this option at any time. In addition, we may make
different versions of the Guaranteed Income Benefit available to new purchasers
or may create different versions for use with various Living Benefit Riders.
However, a Contractowner with Lincoln Lifetime IncomeSM Advantage, Lincoln
Lifetime IncomeSM Advantage 2.0 (Managed Risk) (including Lincoln Lifetime
IncomeSM Advantage 2.0), Lincoln Market Select (Reg. TM) Advantage, 4LATER
(Reg. TM) Select Advantage or 4LATER (Reg. TM) Advantage (Managed Risk) who
decides to terminate that rider to purchase i4LIFE (Reg. TM) Advantage will be
guaranteed the right to purchase the Guaranteed Income Benefit under the terms
set forth in another rider. The total annual Guaranteed Income Benefit that
would otherwise be payable may be subject to a maximum amount. Please refer to
your contract or contact your registered representative for more information.

You may elect any available version of the Guaranteed Income Benefit when you
elect i4LIFE (Reg. TM) Advantage or during the Access Period, if still
available for election, subject to terms and conditions at that time. You may
choose not to purchase the Guaranteed Income Benefit at the time you purchase
i4LIFE (Reg. TM) Advantage by indicating that you do not want the i4LIFE (Reg.
TM) Advantage Guaranteed Income Benefit on the election form at the time that
you purchase i4LIFE (Reg. TM) Advantage. If you intend to use the Guaranteed
Amount or the Income Base from a previously elected Living Benefit Rider to
establish the Guaranteed Income Benefit, you must elect the Guaranteed Income
Benefit at the time you elect i4LIFE (Reg. TM) Advantage.

The i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit is reduced by
withdrawals (other than Regular Income Payments) in the same proportion that
the withdrawals reduce the Account Value. See i4LIFE (Reg. TM) Advantage -
General i4LIFE (Reg. TM) Provisions for an example.

Contractowners with Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) or
4LATER (Reg. TM) Advantage (Managed Risk) who wish to elect i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit must elect i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit (Managed Risk). Contractowners with Lincoln Market
Select (Reg. TM) Advantage or 4LATER (Reg. TM) Select Advantage who wish to
elect i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit must elect i4LIFE
(Reg. TM) Advantage Select Guaranteed Income Benefit. Please refer to your
Living Benefit Rider regarding the availability of prior versions of Guaranteed
Income Benefit.

Select Guaranteed Income Benefit. The initial Guaranteed Income Benefit will be
an amount equal to a specified percentage of your Account Value (or Income Base
or Guaranteed Amount as applicable), based on your age (or the age of the
youngest life under a joint life option) at the time the Guaranteed Income
Benefit is elected.

The initial Guaranteed Income Benefit percentages applicable to new rider
elections are determined in our sole discretion based on current economic
factors including interest rates and equity market volatility. Generally, the
percentage may increase or decrease based on changes in equity market
volatility, prevailing interest rates, or as a result of other economic
conditions. This percentage structure is intended to help us provide the
guarantees under the rider. The initial Guaranteed Income Benefit percentages
for new rider elections may be higher or lower than prior percentages, but for
existing Contractowners that have elected the rider, your Guaranteed Income
Benefit percentages will not change as a result.

The initial Guaranteed Income Benefit percentages applicable to new rider
elections are set forth in a supplement to this prospectus, called a Rate
Sheet. The Rate Sheet indicates the Guaranteed Income Benefit percentage, its
effective period, and the date by which your application or rider election form
must be signed and dated for a contract to be issued with that rate. The
percentages may change with each Rate Sheet and may be higher or lower than the
percentages on the previous Rate Sheet. The percentages will not change more
frequently than quarterly.

At least 10 days before the end of the indicated effective period, the
Guaranteed Income Benefit percentages for the next effective period will be
disclosed in a new Rate Sheet. In order to get the percentage indicated in a
Rate Sheet, your application or rider election form must be signed and dated on
or before the last day of the effective period noted in that Rate Sheet. For
new Contractowners, current Rate Sheets will be included with the prospectus.
For existing Contractowners, current Rate Sheets will be mailed to you with
your quarterly statement. You can also obtain the most current Rate Sheet by
contacting your registered representative or online at
www.LincolnFinancial.com. Guaranteed Income Benefit percentages from previous
effective periods are included in an appendix to this prospectus.

Guaranteed Income Benefit (Managed Risk) and Guaranteed Income Benefit (version
4). The following discussion applies to both Guaranteed Income Benefit (Managed
Risk) and Guaranteed Income Benefit (version 4) unless otherwise specified. The
initial Guaranteed Income Benefit will be an amount equal to a specified
percentage of your Account Value (or Income Base or Guaranteed Amount as
applicable), based on your age (or the age of the youngest life under a joint
life option) at the time the Guaranteed Income Benefit is elected. The current
specified percentages and the corresponding age-bands for calculating the
initial Guaranteed Income Benefit under Guaranteed Income Benefit (Managed
Risk) are outlined in the table below for riders. The percentages and age-bands
for Guaranteed Income Benefit (Managed Risk and version 4) elected during
previous effective periods can be found in an Appendix to this prospectus.
Guaranteed Income Benefit (version 4) is only available for purchase if you are
guaranteed the right to elect a prior version under another Living Benefit
Rider. (i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed Risk and
version 4) are not available to Lincoln SmartSecurity (Reg. TM) Advantage
purchasers.)

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Age-Banded Percentages for Calculating Initial Guaranteed Income Benefit for:

i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed Risk) elections
or for purchasers of
Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) or 4LATER (Reg. TM)
Advantage (Managed Risk)
on or after May 20, 2013.

Single Life Option Joint Life Option
------------------------------------------- -----------------------------------------------
Age
Percentage of Account (younger of you and Percentage of Account
Age Value or Income Base* your spouse's age) Value or Income Base*
---------------- ----------------------- --------------------- ----------------------

Under age 40 2.50% Under age 40 2.50%
40 - 54 3.00% 40 - 54 3.00%
55 - 58 3.50% 55 - 58 3.50%
59 - 64 4.00% 59 - 69 4.00%
65 - 69 4.50% 70 - 74 4.50%
70 - 79 5.00% 75 - 79 5.00%
80+ 5.50% 80+ 5.50%

* Purchasers of Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) may
use any remaining Income Base reduced by all Guaranteed Annual Income
payments since the last Automatic Annual Step-up, if any, or the rider's
effective date (if there have not been any Automatic Annual Step-ups) if
greater than the Account Value to establish the initial Guaranteed Income
Benefit. Purchasers of 4LATER (Reg. TM) Advantage (Managed Risk) may use
any remaining Income Base to establish the initial Guaranteed Income
Benefit.

Please note that Guaranteed Income Benefit percentages for prior effective
periods are in an Appendix to this prospectus.

General Provisions. For all versions of the Guaranteed Income Benefit, if the
amount of your i4LIFE (Reg. TM) Advantage Regular Income Payment has fallen
below the Guaranteed Income Benefit, because of poor investment results, a
payment equal to the i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit is
the minimum payment you will receive. If the market performance in your
contract is sufficient to provide Regular Income Payments at a level that
exceeds the Guaranteed Income Benefit, the Guaranteed Income Benefit will never
come into effect. If the Guaranteed Income Benefit is paid, it will be paid
with the same frequency as your Regular Income Payment. If your Regular Income
Payment is less than the Guaranteed Income Benefit, we will reduce the Account
Value by the Regular Income Payment plus an additional amount equal to the
difference between your Regular Income Payment and the Guaranteed Income
Benefit (in other words, Guaranteed Income Benefit payments reduce the Account
Value by the entire amount of the Guaranteed Income Benefit payment). (Regular
Income Payments also reduce the Account Value.) This payment will be made from
the variable Subaccounts and the fixed account proportionately, according to
your investment allocations.

If your Account Value reaches zero as a result of payments to provide the
Guaranteed Income Benefit, we will continue to pay you an amount equal to the
Guaranteed Income Benefit. If your Account Value reaches zero, your Access
Period will end and your Lifetime Income Period will begin. Additional amounts
withdrawn from the Account Value to provide the Guaranteed Income Benefit may
terminate your Access Period earlier than originally scheduled, and will reduce
your Death Benefit. If your Account Value equals zero, no Death Benefit will be
paid. See i4LIFE (Reg. TM) Advantage Death Benefits. After the Access Period
ends, we will continue to pay the Guaranteed Income Benefit for as long as the
Annuitant (or the Secondary Life, if applicable) is living.

The following example illustrates how poor investment performance, which
results in a Guaranteed Income Benefit payment, affects the i4LIFE (Reg. TM)
Account Value:

i4LIFE (Reg. TM) Account Value before market decline............ $135,000
i4LIFE (Reg. TM) Account Value after market decline............. $100,000
Guaranteed Income Benefit....................................... $ 810
Regular Income Payment after market decline..................... $ 769
Account Value after market decline and Guaranteed Income Benefit
payment......................................................... $ 99,190

The Contractowner receives an amount equal to the Guaranteed Income Benefit.
The entire amount of the Guaranteed Income Benefit is deducted from the Account
Value.

The Guaranteed Income Benefit will automatically step up every year to 75% of
the current Regular Income Payment, if that result is greater than the
immediately prior Guaranteed Income Benefit. For nonqualified contracts, the
step-up will occur annually on the first Valuation Date on or after each
Periodic Income Commencement Date anniversary starting on the first Periodic
Income Commencement Date anniversary. For qualified contracts, the step-up will
occur annually on the Valuation Date of the first periodic income payment of
each calendar year. The first step-up is the Valuation Date of the first
periodic income payment in the next calendar year following the Periodic Income
Commencement Date.

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The following example illustrates how the initial Guaranteed Income Benefit is
calculated for a Contractowner with a nonqualified contract, and how a step-up
would increase the Guaranteed Income Benefit in a subsequent year. The example
assumes a 4% percentage was used to calculate the Guaranteed Income Benefit,
and that the Account Value has increased due to positive investment returns
resulting in a higher recalculated Regular Income Payment. See Living Benefit
Riders - i4LIFE (Reg. TM) Advantage - Regular Income Payments during the Access
Period for a discussion of recalculation of the Regular Income Payment.

8/1/2016 Amount of initial Regular Income Payment............................. $ 4,801
8/1/2016 Account Value at election of Guaranteed Income Benefit............... $100,000
8/1/2016 Initial Guaranteed Income Benefit (4.0% x $100,000 Account Value).... $ 4,000
8/1/2017 Recalculated Regular Income Payment.................................. $ 6,000
8/1/2017 Guaranteed Income Benefit after step-up (75% of $6,000).............. $ 4,500

The Guaranteed Income Benefit was increased to 75% of the recalculated Regular
Income Payment.

The next section describes any differences in how the Guaranteed Income Benefit
works for Guaranteed Income Benefit (version 3), Guaranteed Income Benefit
(version 2) and Guaranteed Income Benefit (version 1). All other features of
the Guaranteed Income Benefit not discussed below are the same as in General
Provisions above.

Guaranteed Income Benefit (version 3). Guaranteed Income Benefit (version 3)
was available for purchase on or after January 20, 2009 to December 31, 2010
(unless version 3 is available for election at any time per the terms of your
Living Benefit Rider). For Guaranteed Income Benefit (version 3) the Guaranteed
Income Benefit is initially equal to 75% of the Regular Income Payment (which
is based on your Account Value as defined in the i4LIFE (Reg. TM) Advantage
rider section) in effect at the time the Guaranteed Income Benefit is elected.

The Guaranteed Income Benefit will automatically step up every year to 75% of
the current Regular Income Payment, if that result is greater than the
immediately prior Guaranteed Income Benefit. The step-up will occur on every
Periodic Income Commencement Date anniversary during a 5-year step-up period.
At the end of a step-up period you may elect a new step-up period by submitting
a written request to the Servicing Office. If you prefer, when you start the
Guaranteed Income Benefit, you can request that we administer this election for
you.

Guaranteed Income Benefit (version 2). Guaranteed Income Benefit (version 2)
was available for election prior to January 20, 2009 (unless version 2 is
available for election at any time per the terms of your Living Benefit Rider).
For Guaranteed Income Benefit (version 2) the Guaranteed Income Benefit is
initially equal to 75% of the Regular Income Payment (which is based on your
Account Value as defined in the i4LIFE (Reg. TM) Advantage rider section) in
effect at the time the Guaranteed Income Benefit is elected.

The Guaranteed Income Benefit will automatically step-up every three years on
the Periodic Income Commencement Date anniversary to 75% of the current Regular
Income Payment, if the result is greater than the immediately prior Guaranteed
Income Benefit. The step-up will occur on every third Periodic Income
Commencement Date anniversary during a 15-year step-up period. At the end of a
step-up period, you may elect a new 15-year step-up period by submitting a
written request to the Servicing Office. If you prefer, when you start the
Guaranteed Income Benefit, you can request that we administer this election for
you.

Guaranteed Income Benefit (version 1). If you have Guaranteed Income Benefit
(version 1), your Guaranteed Income Benefit will not step-up on an anniversary,
but will remain level. This version is no longer available for election.

The next section describes certain guarantees in Living Benefit Riders relating
to the election of the Guaranteed Income Benefit.

Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk). Contractowners who
elect Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) who wish to
transition to i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit may elect
i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed Risk) in
accordance with the same terms set out above. If this decision is made, the
Contractowner can use the greater of the Income Base under Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk) reduced by all Guaranteed Annual Income
payments since the last Automatic Annual Step-up, or the Account Value to
establish the Guaranteed Income Benefit under i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit (Managed Risk). The initial Guaranteed Income Benefit
will be an amount equal to a specified percentage of your Account Value (or
Income Base) based on your age (or the age of the younger life under a joint
life option) at the time the Guaranteed Income Benefit is elected.

If the Contractowner terminates Lincoln Lifetime IncomeSM Advantage 2.0
(Managed Risk) and purchased i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit (Managed Risk) on the last day the Contractowner is eligible to
purchase i4LIFE (Reg. TM) Advantage, the current Guaranteed Annual Income
amount, if higher, may be used to establish the initial Guaranteed Income
Benefit. This decision must be made by the maximum age to elect i4LIFE (Reg.
TM) Advantage, which is 95 for nonqualified contracts and age 80 for qualified
contracts. Purchasers of Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)
who wait until the fifth Benefit Year anniversary may elect i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit until age 99 for nonqualified contracts and
age 85 for qualified contracts.

Lincoln Market Select (Reg. TM) Advantage. Contractowners who purchase Lincoln
Market Select (Reg. TM) Advantage and wish to transition to i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit are guaranteed the right, in the future, to
elect i4LIFE (Reg. TM) Advantage Select Guaranteed

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Income Benefit, even if it is no longer available for purchase. They are also
guaranteed that the Guaranteed Income Benefit percentages and Access Period
requirements will be at least as favorable as those available at the time they
purchased Lincoln Market Select (Reg. TM) Advantage.

If this decision is made, you can use the greater of the Income Base under
Lincoln Market Select (Reg. TM) Advantage reduced by all Guaranteed Annual
Income payments since the last Automatic Annual Step-up or the Account Value to
establish the Guaranteed Income Benefit under i4LIFE (Reg. TM) Advantage Select
Guaranteed Income Benefit. The initial Guaranteed Income Benefit will be an
amount equal to a specified percentage of your Account Value (or Income Base)
based on your age (or the age of the younger life under a joint life option) at
the time the Guaranteed Income Benefit is elected.

If the Contractowner terminates Lincoln Market Select (Reg. TM) Advantage and
purchased i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit on the
last day the Contractowner is eligible to purchase i4LIFE (Reg. TM) Advantage,
the current Guaranteed Annual Income amount, if higher, may be used to
establish the initial Guaranteed Income Benefit. This decision must be made by
the maximum age to elect i4LIFE (Reg. TM) Advantage, which is 95 for
nonqualified contracts and age 80 for qualified contracts.

The Guaranteed Income Benefit percentage applicable to Lincoln Market Select
(Reg. TM) Advantage riders elected is set forth in a supplement to this
prospectus called a Rate Sheet. See the Select Guaranteed Income Benefit
sections above for more information about the Rate Sheet. The Guaranteed Income
Benefit percentage applicable to Lincoln Market Select (Reg. TM) Advantage
riders elected during previous effective periods can be found in an Appendix to
this prospectus.

4LATER (Reg. TM) Select Advantage. Contractowners who elect 4LATER (Reg. TM)
Select Advantage and wish to transition to i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit are guaranteed the right, in the future, to elect
i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit, even if it is no
longer available for purchase. They are also guaranteed that the Guaranteed
Income Benefit percentages and Access Period requirements will be at least as
favorable as those available at the time they purchased 4LATER (Reg. TM) Select
Advantage.

If this decision is made, you can use the greater of the Income Base under
4LATER (Reg. TM) Select Advantage or the Account Value to establish the
Guaranteed Income Benefit. The initial Guaranteed Income Benefit will be an
amount equal to a specified percentage of your Account Value (or Income Base)
based on your age (or the age of the younger life under a joint life option) at
the time the Guaranteed Income Benefit is elected.

The Guaranteed Income Benefit percentages applicable to new 4LATER (Reg. TM)
Select Advantage rider elections are set forth in a supplement to this
prospectus called a Rate Sheet. See the Select Guaranteed Income Benefit
section above for more information about the Rate Sheet. The Guaranteed Income
Benefit percentage applicable to 4LATER (Reg. TM) Select Advantage riders
elected during previous effective periods can be found in an Appendix to this
prospectus.

Lincoln Lifetime IncomeSM Advantage 2.0. Contractowners who purchased Lincoln
Lifetime IncomeSM Advantage 2.0 who wish to transition to i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit are guaranteed the right, in the future, to
elect i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (version 4) even
though it is no longer available for purchase. They are also guaranteed that
the Guaranteed Income Benefit percentages and Access Period requirements will
be at least as favorable as those available at the time they purchased Lincoln
Lifetime IncomeSM Advantage 2.0. If this decision is made, the Contractowner
can use the Lincoln Lifetime IncomeSM Advantage 2.0 Income Base reduced by all
Guaranteed Annual Income payments since the last Automatic Annual Step-up or
since the rider's effective date (if there has not been an Automatic Annual
Step-up) if greater than the Account Value to establish the Guaranteed Income
Benefit at the terms in effect for the purchasers of this rider. The initial
Guaranteed Income Benefit will be an amount equal to a specified percentage of
your Account Value (or Income Base) based on your age (or the age of the
younger life under a joint life option) at the time the Guaranteed Income
Benefit is elected.

If the Contractowner terminates Lincoln Lifetime IncomeSM Advantage 2.0 and
transitioned to i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (version
4) on the last day the Contractowner is eligible to purchase i4LIFE (Reg. TM)
Advantage, the current Guaranteed Annual Income amount, if higher, may be used
to establish the initial Guaranteed Income Benefit. This decision must be made
by the maximum age to elect i4LIFE (Reg. TM) Advantage, which is 95 for
nonqualified contracts and age 80 for qualified contracts.

Lincoln SmartSecurity (Reg. TM) Advantage. Contractowners who purchased Lincoln
SmartSecurity (Reg. TM) Advantage may elect the i4LIFE (Reg. TM) Advantage
Select Guaranteed Income Benefit. At the time the initial Guaranteed Income
Benefit is determined, the remaining Guaranteed Amount (if greater than the
Account Value), will be used to calculate the Guaranteed Income Benefit. The
initial Guaranteed Income Benefit will be equal to the applicable percentage
based on the age of the younger of the Contractowner and the Secondary Life
(joint life), at the time the Guaranteed Income Benefit is elected, multiplied
by the remaining Guaranteed Amount (if greater than the Account Value), will be
used to calculate the Guaranteed Income Benefit.

The Guaranteed Income Benefit percentage applicable to Contractowners who
transition from Lincoln SmartSecurity (Reg. TM) Advantage to Select Guaranteed
Income Benefit are set forth in a supplement to this prospectus, called a Rate
Sheet. Lincoln SmartSecurity (Reg. TM) Advantage purchasers use the date of the
i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit election to
determine the percentage applicable to their contracts. See the Select
Guaranteed Income Benefit section above for more information about the Rate
Sheet.

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4LATER (Reg. TM) Advantage (Managed Risk). Contractowners who elected 4LATER
(Reg. TM) Advantage (Managed Risk) must transition to i4LIFE (Reg. TM)
Advantage Guaranteed Income Benefit (Managed Risk) in accordance with the same
terms set out above for i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
(Managed Risk). When this decision is made, the Contractowner can use the
greater of the Income Base under 4LATER (Reg. TM) Advantage (Managed Risk) or
the Account Value to calculate the amount of the initial Guaranteed Income
Benefit. All other provisions of i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit (Managed Risk) apply.

Lincoln Lifetime IncomeSM Advantage. Contractowners who purchased Lincoln
Lifetime IncomeSM Advantage are guaranteed that they may use the remaining
Guaranteed Amount (if greater than the Account Value) at the time the
Guaranteed Income Benefit is determined, to increase the Guaranteed Income
Benefit (version 2 or version 3 only). The Guaranteed Income Benefit will be
increased by the ratio of the remaining Guaranteed Amount to the Contract Value
at the time the initial i4LIFE (Reg. TM) Advantage payment is calculated. In
other words, the Guaranteed Income Benefit will equal 75% of the initial
Regular Income Payment times the remaining Guaranteed Amount divided by the
Contract Value, if the Guaranteed Amount is greater than the Contract Value.
See the Lincoln Lifetime IncomeSM Advantage - i4LIFE (Reg. TM) Advantage Option
section for an example of calculation of the Guaranteed Income Benefit using
the purchased Lincoln Lifetime IncomeSM Advantage Guaranteed Amount.

Contractowners who purchased Lincoln Lifetime IncomeSM Advantage may also
choose to transition the version of the Guaranteed Income Benefit that is then
currently available; however, only the Account Value and not the Guaranteed
Amount will be used to establish the Guaranteed Income Benefit.

The following is an example of how the Guaranteed Amount or the Income Base
from Lincoln Lifetime IncomeSM Advantage 2.0 from another Living Benefit Rider
may be used to calculate the i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit. The example assumes that a 4.5% Guaranteed Income Benefit percentage
is used to calculate the initial Guaranteed Income Benefit.

Account Value (equals Contract Value on date i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit is elected).................................. $100,000
Guaranteed Amount/Income Base on date i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit is elected................................... $140,000
Initial Regular Income Payment......................................... $ 5,411
Initial Guaranteed Income Benefit (4.5% x $140,000 Guaranteed
Amount/Income Base which is greater than $100,000 Account
Value)................................................................. $ 6,300

Impacts to i4LIFE (Reg. TM) Advantage Regular Income Payments. When you select
the i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit, certain restrictions
will apply to your contract:
o A 3% AIR will be used to calculate the Regular Income Payment under Select
Guaranteed Income Benefit; a 4% AIR will be used to calculate the Regular
Income Payments under all other versions of Guaranteed Income Benefit;
o The minimum Access Period required for Guaranteed Income Benefit (version
4) is the longer of 20 years (15 years for versions 2 and 3) or the
difference between your age (nearest birthday) and age 100 (age 90 for
version 4 prior to May 21, 2012; age 85 for versions 2 and 3). The minimum
Access Period required for i4LIFE (Reg. TM) Advantage Select Guaranteed
Income Benefit and i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
(Managed Risk) is the longer of 20 years or the difference between your
age (nearest birthday) and age 90. We may change this Access Period
requirement prior to election of the Guaranteed Income Benefit. Different
minimum Access Period requirements may apply if you use the greater of the
Account Value or Income Base (less amounts paid since the last automatic
step-up) under Lincoln Lifetime IncomeSM Advantage 2.0, Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk) or 4LATER (Reg. TM) Advantage
(Managed Risk) to calculate the Guaranteed Income Benefit as set forth
below:

Minimum Access Period
Elections of i4LIFE (Reg. TM) Advantage prior
to the 5th Benefit Year anniversary

Purchasers of Lincoln Lifetime IncomeSM Longer of 20 years or the difference
Advantage 2.0 on or after April 2, 2012 between your age and age 100
Purchasers of Lincoln Lifetime IncomeSM Longer of 20 years or the difference
Advantage 2.0 (Managed Risk) between your age and age 90
Purchasers of 4LATER (Reg. TM) Advantage
(Managed Risk)
Purchasers of Lincoln Lifetime IncomeSM
Advantage 2.0 prior to April 2, 2012

Elections of i4LIFE (Reg. TM) Advantage on and
after the 5th Benefit Year anniversary

Purchasers of Lincoln Lifetime IncomeSM Longer of 20 years or the difference
Advantage 2.0 on or after April 2, 2012 between your age and age 95
Purchasers of Lincoln Lifetime IncomeSM Longer of 15 years or the difference
Advantage 2.0 (Managed Risk) between your age and age 85
Purchasers of 4LATER (Reg. TM) Advantage
(Managed Risk)
Purchasers of Lincoln Lifetime IncomeSM
Advantage 2.0 prior to April 2, 2012

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o The maximum Access Period available is to age 115 for nonqualified
contracts; to age 100 for qualified contracts.

If you choose to lengthen your Access Period (which must be increased by a
minimum of 5 years), your Regular Income Payment will be reduced. For versions
1, 2 and 3 of the Guaranteed Income Benefit, an extension of your Access Period
will also reduce your i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit in
proportion to the reduction in the Regular Income Payment. This reduction of
the i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit does not apply to
Select Guaranteed Income Benefit, Guaranteed Income Benefit (Managed Risk) or
Guaranteed Income Benefit (version 4). If you choose to shorten your Access
Period, i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit will terminate.
Refer to the example in the 4LATER (Reg. TM) Guaranteed Income Benefit section
of this prospectus.

The i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit will terminate due to
any of the following events:
o the death of the Annuitant (or the later of the death of the Annuitant
or Secondary Life if a joint payout was elected); or
o a Contractowner requested decrease in the Access Period or a change to
the Regular Income Payment frequency; or
o upon written notice from the Contractowner to us; or
o assignment of the contract; or
o failure to comply with Investment Requirements.

A termination due to a decrease in the Access Period, a change in the Regular
Income Payment frequency, or upon written notice from the Contractowner will be
effective as of the Valuation Date on the next Periodic Income Commencement
Date anniversary. Termination will be only for the i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit and not the i4LIFE (Reg. TM) Advantage election,
unless otherwise specified. However, if you used the greater of the Account
Value or Income Base under a previously held Living Benefit Rider to establish
the Guaranteed Income Benefit, any termination of the Guaranteed Income Benefit
will also result in a termination of the i4LIFE (Reg. TM) Advantage election.
If you used your Lincoln Lifetime IncomeSM Advantage Guaranteed Amount to
establish the Guaranteed Income Benefit, you must keep i4LIFE (Reg. TM)
Advantage and the Guaranteed Income Benefit in effect for at least 3 years. If
you terminate the i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit you may
be able to re-elect it, if available, after one year. The election will be
treated as a new purchase, subject to the terms and charges in effect at the
time of election and the i4LIFE (Reg. TM) Advantage Regular Income Payment will
be recalculated. The i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit will
be based on the Account Value at the time of the election.

Availability. The Guaranteed Income Benefit is available with nonqualified and
qualified (IRAs and Roth IRAs) contracts. The Contractowner must be under age
96 for nonqualified contracts and under age 81 for qualified contracts at the
time this rider is elected. Select Guaranteed Income Benefit and Guaranteed
Income Benefit (Managed Risk) are the only versions of the Guaranteed Income
Benefit currently available for election unless you are guaranteed the right to
elect a prior version under the terms of your Living Benefit Rider.

Withdrawals. You may request a withdrawal at any time prior to or during the
Access Period. We reduce the Account Value by the amount of the withdrawal, and
all subsequent Regular Income Payments and Guaranteed Income Benefit payments,
if applicable, will be recalculated. The Guaranteed Income Benefit is reduced
proportionately. Withdrawals may have tax consequences. See Federal Tax
Matters. The Interest Adjustment may apply.

The following example demonstrates the impact of a withdrawal on the Regular
Income Payments and the Guaranteed Income Benefit payments:

i4LIFE (Reg. TM) Regular Income Payment before additional withdrawal.............. $ 1,200
Guaranteed Income Benefit before additional withdrawal............................ $ 900
Account Value at time of additional withdrawal.................................... $150,000
Additional withdrawal............................................................. $ 15,000 (a 10% withdrawal)

Reduction in Guaranteed Income Benefit for additional withdrawal = $900 x 10% = $90
Guaranteed Income Benefit after additional withdrawal = $900 - $90 = $810

Surrender. At any time prior to or during the Access Period, you may surrender
the contract by withdrawing the surrender value. If the contract is
surrendered, the contract terminates and no further Regular Income Payments
will be made. The Interest Adjustment may apply.

Termination. You may terminate i4LIFE (Reg. TM) Advantage prior to the end of
the Access Period by notifying us in writing. The termination will be effective
on the next Valuation Date after we receive the notice.

For IRA annuity contracts, upon termination, the i4LIFE (Reg. TM) Advantage
charge will end and the Separate Account Annual Expenses for the Death Benefit
you have elected will resume. Your Contract Value upon termination will be
equal to the Account Value on the Valuation Date we terminate i4LIFE (Reg. TM)
Advantage.

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For nonqualified contracts, your i4LIFE (Reg. TM) Advantage Death Benefit will
terminate, and the Account Value Death Benefit will be in effect. The i4LIFE
(Reg. TM) Advantage charge will end, and the charge for the Account Value Death
Benefit will begin. All earnings in the contract will be subject to income
taxation in the year of the termination. A termination will be treated as a
surrender for income tax purposes. If you choose to keep your underlying
contract in force, this transaction will be treated as a repurchase for
purposes of calculating future income taxes. Your Contract Value upon
termination will be equal to the Account Value on the Valuation Date we
terminate i4LIFE (Reg. TM) Advantage.

Annuity Payouts
When you apply for a contract, you may select any Annuity Commencement Date
permitted by law, which is usually on or before the Annuitant's 99th birthday.
Your broker-dealer may recommend that you annuitize at an earlier age. As an
alternative, Contractowners with Lincoln SmartSecurity (Reg. TM) Advantage may
elect to annuitize their Guaranteed Amount under the Guaranteed Amount Annuity
Payment Option. Contractowners with Lincoln Lifetime IncomeSM Advantage may
elect the Maximum Annual Withdrawal Amount Annuity Payout Option.
Contractowners with any version of Lincoln Lifetime IncomeSM Advantage 2.0 and
Lincoln Market Select (Reg. TM) Advantage may elect to annuitize their Income
Base under the Guaranteed Annual Income Amount Annuity Payout Option.

The contract provides optional forms of payouts of annuities (annuity options),
each of which is payable on a variable basis, a fixed basis or a combination of
both as you specify. The contract provides that all or part of the Contract
Value may be used to purchase an Annuity Payout option.

You may elect Annuity Payouts in monthly, quarterly, semiannual or annual
installments. If the payouts from any Subaccount would be or become less than
$50, we have the right to reduce their frequency until the payouts are at least
$50 each. Following are explanations of the annuity options available.

Annuity Options

The annuity options outlined below do not apply to Contractowners who have
elected i4LIFE (Reg. TM) Advantage or any version of i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit, the Maximum Annual Withdrawal Amount Annuity Payout
Option, the Guaranteed Amount Annuity Payment Option, or the Guaranteed Annual
Income Amount Annuity Payout Option.

Life Annuity. This option offers a periodic payout during the lifetime of the
Annuitant and ends with the last payout before the death of the Annuitant. This
option offers the highest periodic payout since there is no guarantee of a
minimum number of payouts or provision for a Death Benefit for Beneficiaries.
However, there is the risk under this option that the recipient would receive
no payouts if the Annuitant dies before the date set for the first payout; only
one payout if death occurs before the second scheduled payout, and so on.

Life Annuity with Payouts Guaranteed for Designated Period. This option
guarantees periodic payouts during a designated period, usually 10 or 20 years,
and then continues throughout the lifetime of the Annuitant. The designated
period is selected by the Contractowner.

Joint Life Annuity. This option offers a periodic payout during the joint
lifetime of the Annuitant and a designated joint Annuitant. The payouts
continue during the lifetime of the survivor. However, under a joint life
annuity, if both Annuitants die before the date set for the first payout, no
payouts will be made. Only one payment would be made if both deaths occur
before the second scheduled payout, and so on.

Joint Life Annuity with Guaranteed Period. This option guarantees periodic
payouts during a designated period, usually 10 or 20 years, and continues
during the joint lifetime of the Annuitant and a designated joint Annuitant.
The payouts continue during the lifetime of the survivor. The designated period
is selected by the Contractowner.

Joint Life and Two Thirds to Survivor Annuity. This option provides a periodic
payout during the joint lifetime of the Annuitant and a designated joint
Annuitant. When one of the joint Annuitants dies, the survivor receives two
thirds of the periodic payout made when both were alive.

Joint Life and Two-Thirds Survivor Annuity with Guaranteed Period. This option
provides a periodic payout during the joint lifetime of the Annuitant and a
joint Annuitant. When one of the joint Annuitants dies, the survivor receives
two-thirds of the periodic payout made when both were alive. This option
further provides that should one or both of the Annuitants die during the
elected guaranteed period, usually 10 or 20 years, full benefit payment will
continue for the rest of the guaranteed period.

Unit Refund Life Annuity. This option offers a periodic payout during the
lifetime of the Annuitant with the guarantee that upon death a payout will be
made of the value of the number of Annuity Units (see Variable Annuity Payouts)
equal to the excess, if any, of:
o the total amount applied under this option divided by the Annuity Unit value
for the date payouts begin, minus
o the Annuity Units represented by each payout to the Annuitant multiplied by
the number of payouts paid before death.

The value of the number of Annuity Units is computed on the date the death
claim is approved for payment by the Servicing Office.

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Life Annuity with Cash Refund. Fixed annuity benefit payments that will be made
for the lifetime of the Annuitant with the guarantee that upon death, should
(a) the total dollar amount applied to purchase this option be greater than (b)
the fixed annuity benefit payment multiplied by the number of annuity benefit
payments paid prior to death, then a refund payment equal to the dollar amount
of (a) minus (b) will be made.

Under the annuity options listed above, you may not make withdrawals. Other
options, with or without withdrawal features, may be made available by us. You
may pre-select an Annuity Payout option as a method of paying the Death Benefit
to a Beneficiary. If you do, the Beneficiary cannot change this payout option.
You may change or revoke in writing to our Servicing Office, any such
selection, unless such selection was made irrevocable. If you have not already
chosen an Annuity Payout option, the Beneficiary may choose any Annuity Payout
option. At death, options are only available to the extent they are consistent
with the requirements of the contract as well as Sections 72(s) and 401(a)(9)
of the tax code, if applicable.

General Information

Any previously selected Death Benefit in effect before the Annuity Commencement
Date will no longer be available on and after the Annuity Commencement Date.
You may change the Annuity Commencement Date, change the annuity option or
change the allocation of the investment among Subaccounts up to 30 days before
the scheduled Annuity Commencement Date, upon written notice to the Servicing
Office. You must give us at least 30 days' notice before the date on which you
want payouts to begin. Annuity Payouts cannot commence within twelve months of
the effective date of the contract. We may require proof of age, sex, or
survival of any payee upon whose age, sex, or survival payments depend.

Unless you select another option, the contract automatically provides for a
life annuity with Annuity Payouts guaranteed for 10 years (on a fixed, variable
or combination fixed and variable basis, in proportion to the account
allocations at the time of annuitization) except when a joint life payout is
required by law. Under any option providing for guaranteed period payouts, the
number of payouts which remain unpaid at the date of the Annuitant's death (or
surviving Annuitant's death in case of joint life Annuity) will be paid to you
or your Beneficiary as payouts become due after we are in receipt of:
o proof, satisfactory to us, of the death;
o written authorization for payment; and
o all claim forms, fully completed.

Variable Annuity Payouts

Variable Annuity Payouts will be determined using:
o The Contract Value on the Annuity Commencement Date, less applicable premium
taxes;
o The annuity tables contained in the contract;
o The annuity option selected; and
o The investment performance of the fund(s) selected.

To determine the amount of payouts, we make this calculation:

1. Determine the dollar amount of the first periodic payout; then

2. Credit the contract with a fixed number of Annuity Units equal to the first
periodic payout divided by the Annuity Unit value; and

3. Calculate the value of the Annuity Units each period thereafter.

Annuity Payouts assume an investment return of 3%, 4%, or 5% per year, as
applied to the applicable mortality table. The AIR of 5% is no longer available
for new elections of i4LIFE (Reg. TM) Advantage. You may choose your assumed
interest rate at the time you elect a variable Annuity Payout on the
administrative form provided by us. The higher the assumed interest rate you
choose, the higher your initial annuity payment will be. The amount of each
payout after the initial payout will depend upon how the underlying fund(s)
perform, relative to the assumed rate. If the actual net investment rate
(annualized) exceeds the assumed rate, the payment will increase at a rate
proportional to the amount of such excess. Conversely, if the actual rate is
less than the assumed rate, annuity payments will decrease. The higher the
assumed interest rate, the less likely future annuity payments are to increase,
or the payments will increase more slowly than if a lower assumed rate was
used. There is a more complete explanation of this calculation in the SAI.

Fixed Side of the Contract

You may allocate Purchase Payments to the fixed side of the contract, if
available. Allocations made to the fixed side of the contract are added to your
Contract Value. Certain charges related to the contract and the charges for the
Living Benefit Riders are deducted from your Contract Value. Therefore, a
portion of those charges may be deducted from the fixed account. See Charges
and Other Deductions section of this prospectus for more information. Since
amounts in the fixed account make up part of your Contract Value, those amounts
may be used to calculate benefits under the Living Benefit Riders. See the
Living Benefit Riders section in this prospectus for more information.

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Net Purchase Payments and Contract Value allocated to the fixed side of the
contract become part of our general account, and do not participate in the
investment experience of the VAA. The general account is subject to regulation
and supervision by the New York State Department of Financial Services as well
as the insurance laws and regulations of the jurisdictions in which the
contracts are distributed.

In reliance on certain exemptions, exclusions and rules, we have not registered
interests in the general account as a security under the Securities Act of 1933
and have not registered the general account as an investment company under the
1940 Act. Accordingly, neither the general account nor any interests in it are
regulated under the 1933 Act or the 1940 Act. We have been advised that the
staff of the SEC has not made a review of the disclosures which are included in
this prospectus which relate to our general account and to the fixed account
under the contract. These disclosures, however, may be subject to certain
provisions of the federal securities laws relating to the accuracy and
completeness of statements made in prospectuses. This prospectus is generally
intended to serve as a disclosure document only for aspects of the contract
involving the VAA, and therefore contains only selected information regarding
the fixed side of the contract. Complete details regarding the fixed side of
the contract are in the contract.

We guarantee an annual effective interest rate of not less than 1.5% per year
on amounts held in a fixed account. Contracts issued prior to October 1, 2003
may guarantee a higher minimum rate of interest. Any amount surrendered,
withdrawn from or transferred out of a fixed account prior to the expiration of
the Guaranteed Period is subject to the Interest Adjustment and other charges
(see Interest Adjustment and Charges and Other Deductions). This may reduce
your value upon surrender, withdrawal or transfer but will not reduce the
amount below the value it would have had if 1.5% (or the guaranteed minimum
interest rate for your contract) interest had been credited to the fixed
account. Refer to Transfers before the Annuity Commencement Date and Transfers
after the Annuity Commencement Date for additional transfer restrictions from
the fixed account.

ANY INTEREST IN EXCESS OF 1.5% (OR THE GUARANTEED MINIMUM INTEREST RATE STATED
IN YOUR CONTRACT) WILL BE DECLARED IN ADVANCE AT OUR SOLE DISCRETION.
CONTRACTOWNERS BEAR THE RISK THAT NO INTEREST IN EXCESS OF THE MINIMUM INTEREST
RATE WILL BE DECLARED.

Your contract may not offer a fixed account or if permitted by your contract,
we may discontinue accepting Purchase Payments or transfers into the fixed side
of the contract at any time. Please contact your registered representative for
further information. Older versions of the contract may not provide for
Guaranteed Periods or an Interest Adjustment (below).

Guaranteed Periods

Guaranteed Periods are only offered on individual contracts issued on or after
October 1, 2003.

The fixed account is divided into separate Guaranteed Periods, which credit
guaranteed interest.

You may allocate Net Purchase Payments to one or more Guaranteed Periods of 1
to 10 years. We may add Guaranteed Periods or discontinue accepting Net
Purchase Payments into one or more Guaranteed Periods at any time. The minimum
amount of any Purchase Payment that can be allocated to a Guaranteed Period is
$2,000. Each Net Purchase Payment allocated to the fixed account will start its
own Guaranteed Period and will earn a guaranteed interest rate. The duration of
the Guaranteed Period affects the guaranteed interest rate of the fixed
account. A Guaranteed Period ends on the date after the number of calendar
years in the Guaranteed Period. Interest will be credited daily at a guaranteed
rate that is equal to the effective annual rate determined on the first day of
the Guaranteed Period. Amounts surrendered, transferred or withdrawn prior to
the end of the Guaranteed Period will be subject to the Interest Adjustment.
Each Guaranteed Period Net Purchase Payment will be treated separately for
purposes of determining any applicable Interest Adjustment. Any amount
withdrawn from a Guaranteed Period may be subject to any applicable account
fees and premium taxes.

You may transfer amounts from the fixed account to the variable Subaccount(s)
subject to the following restrictions:
o fixed account transfers are limited to 25% of the value of that fixed account
in any 12-month period; and
o the minimum amount that can be transferred is $300 or, if less, the amount in
the fixed account.

Because of these restrictions, it may take several years to transfer amounts
from the fixed account to the variable Subaccounts. You should carefully
consider whether the fixed account meets your investment criteria. Any amount
withdrawn from the fixed account may be subject to any applicable account fees
and premium taxes.

We will notify the Contractowner in writing at least 30 but not more than 75
days prior to the expiration date for any Guaranteed Period amount. A new
Guaranteed Period of the same duration as the previous Guaranteed Period will
begin automatically at the end of the previous Guaranteed Period, unless we
receive, prior to the end of a Guaranteed Period, a written election by the
Contractowner. The written election may request the transfer of the Guaranteed
Period amount to a different fixed account or to a variable Subaccount from
among those being offered by us. Transfers of any Guaranteed Period amount
which become effective upon the date of expiration of the applicable Guaranteed
Period are not subject to the limitation of twelve transfers per Contract Year
or the additional fixed account transfer restrictions.

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Interest Adjustment

Any surrender, withdrawal or transfer of a Guaranteed Period amount before the
end of the Guaranteed Period (other than dollar cost averaging,
cross-reinvestment, Maximum Annual Withdrawals under Lincoln SmartSecurity
(Reg. TM) Advantage, or Regular Income Payments under i4LIFE (Reg. TM)
Advantage) will be subject to the Interest Adjustment. A surrender, withdrawal
or transfer effective upon the expiration date of the Guaranteed Period will
not be subject to the Interest Adjustment. The Interest Adjustment will be
applied to the amount being surrendered, withdrawn or transferred. The Interest
Adjustment will be applied after the deduction of any applicable account fees
and before any applicable transfer charges. Any transfer, withdrawal, or
surrender of Contract Value from the fixed account will be increased or
decreased by an Interest Adjustment, unless the transfer, withdrawal or
surrender is effective:
o during the free look period (See Return Privilege).
o on the expiration date of a Guaranteed Period.
o as a result of the death of the Contractowner or Annuitant.
o subsequent to the diagnosis of a terminal illness of the Contractowner.
Diagnosis of the terminal illness must be after the effective date of the
contract and result in a life expectancy of less than one year, as
determined by a qualified professional medical practitioner.
o subsequent to the admittance of the Contractowner into an accredited nursing
home or equivalent health care facility. Admittance into such facility must
be after the effective date of the contract and continue for 90 consecutive
days prior to the surrender or withdrawal.
o subsequent to the permanent and total disability of the Contractowner if such
disability begins after the effective date of the contract and prior to the
65th birthday of the Contractowner.
o upon annuitization of the contract.

These provisions may not be applicable to your contract or available in your
state. Please check with your registered representative regarding the
availability of these provisions.

In general, the Interest Adjustment reflects the relationship between the yield
rate in effect at the time a Net Purchase Payment is allocated to a fixed
subaccount's Guaranteed Period under the contract and the yield rate in effect
at the time of the Net Purchase Payment's surrender, withdrawal or transfer. It
also reflects the time remaining in the Guaranteed Period. If the yield rate at
the time of the surrender, withdrawal or transfer is lower than the yield rate
at the time the Net Purchase Payment was allocated, then the application of the
Interest Adjustment will generally result in a higher payment at the time of
the surrender, withdrawal or transfer. Similarly, if the yield rate at the time
of surrender, withdrawal or transfer is higher than the yield rate at the time
of the allocation of the Net Purchase Payment, then the application of the
Interest Adjustment will generally result in a lower payment at the time of the
surrender, withdrawal or transfer. The yield rate is published by the Federal
Reserve Board.

The Interest Adjustment is calculated by multiplying the transaction amount by:

(1+A)n
---------
-1
(1+B)n

where:
A =
B =
n =

whe
A yield rate for a U.S. Treasury security with time to maturity equal to the Subaccount's Guaranteed Period, determined at
the beginning of the Guaranteed Period.
B yield rate for a U.S. Treasury security with time to maturity equal to the time remaining in the Guaranteed Period if greater
than one year, determined at the time of surrender, withdrawal or transfer. For remaining periods of one year or less, the
yield rate for a one year U.S. Treasury security is used.
n The number of years remaining in the Guaranteed Period (e.g., 1 year and 73 days = 1 + (73 divided by 365) = 1.2 years).
Straight-Line interpolation is used for periods to maturity not quoted.

See the SAI for examples of the application of the Interest Adjustment.

Small Contract Surrenders

We may surrender your contract, in accordance with New York law if:
o your Contract Value drops below certain state specified minimum amounts
($2,000 or less) for any reason, including if your Contract Value decreases
due to the performance of the Subaccounts you selected;
o no Gross Purchase Payments have been received for three (3) full, consecutive
Contract Years; and
o the annuity benefit at the Annuity Commencement Date would be less than
$20.00 per month.

At least 60 days before we surrender your contract, we will send you a letter
at your last address we have on file, to inform you that your contract will be
surrendered. You will have the opportunity to make additional Gross Purchase
Payments to bring your Contract

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Value above the minimum level to avoid surrender. We will assess the account
fee upon surrender. We will not surrender your contract if you are receiving
guaranteed payments from us under one of the Living Benefit Riders.

Delay of Payments

Contract proceeds from the VAA will be paid within seven days, except:
o when the NYSE is closed (other than weekends and holidays);
o times when market trading is restricted or the SEC declares an emergency, and
we cannot value units or the funds cannot redeem shares; or
o when the SEC so orders to protect Contractowners.

Payment of contract proceeds from the fixed account, if applicable, may be
delayed for up to six months.

Due to federal laws designed to counter terrorism and prevent money laundering
by criminals, we may be required to reject a Purchase Payment and/or deny
payment of a request for transfers, withdrawals, surrenders, or Death Benefits,
until instructions are received from the appropriate regulator. We also may be
required to provide additional information about a Contractowner's account to
government regulators.

Reinvestment Privilege

You may elect to make a reinvestment purchase with any part of the proceeds of
a surrender/withdrawal, without a new sales charge.

This election must be made by your written authorization to us on an approved
Lincoln reinvestment form and received in our Servicing Office within 30 days
of the date of the surrender/withdrawal, and the repurchase must be of a
contract covered by this prospectus. In the case of a qualified retirement
plan, a representation must be made that the proceeds being used to make the
purchase have retained their tax-favored status under an arrangement for which
the contracts offered by this prospectus are designed. The number of
Accumulation Units which will be credited when the proceeds are reinvested will
be based on the value of the Accumulation Unit(s) on the next Valuation Date.
This computation will occur following receipt of the proceeds and request for
reinvestment at the Servicing Office. You may utilize the reinvestment
privilege only once. For tax reporting purposes, we will treat a
surrender/withdrawal and a subsequent reinvestment purchase as separate
transactions (and a Form 1099 may be issued, if applicable). Any taxable
distribution that is reinvested may still be reported as taxable. You should
consult a tax advisor before you request a surrender/withdrawal or subsequent
reinvestment purchase.

Amendment of Contract

We reserve the right to amend the contract to meet the requirements of the 1940
Act or other applicable federal or state laws or regulations. You will be
notified in writing of any changes, modifications or waivers. Any changes are
subject to prior approval of your state's insurance department (if required).

Distribution of the Contracts
Lincoln Financial Distributors, Inc. ("LFD") serves as Principal Underwriter of
this contract. LFD is affiliated with Lincoln New York and is registered as a
broker-dealer with the SEC under the Securities Exchange Act of 1934 and is a
member of FINRA. The Principal Underwriter has entered into selling agreements
with Lincoln Financial Advisors Corporation and/or Lincoln Financial Securities
Corporation (collectively "LFN"), also affiliates of ours. The Principal
Underwriter has also entered into selling agreements with broker-dealers that
are unaffiliated with us ("Selling Firms"). While the Principal Underwriter has
the legal authority to make payments to broker-dealers which have entered into
selling agreements, we will make such payments on behalf of the Principal
Underwriter in compliance with appropriate regulations. We also pay on behalf
of LFD certain of its operating expenses related to the distribution of this
and other of our contracts. The Principal Underwriter may also offer "non-cash
compensation", as defined under FINRA's rules, which includes among other
things, merchandise, gifts, marketing support, sponsorships, seminars,
entertainment and travel expenses. You may ask your registered representative
how he/she will personally be compensated, in whole or in part, for the sale of
the contract to you or for any alternative proposal that may have been
presented to you. You may wish to take such compensation payments into account
when considering and evaluating any recommendation made to you in connection
with the purchase of a contract. The following paragraphs describe how payments
are made by us and the Principal Underwriter to various parties.

Compensation Paid to LFN. The maximum commission the Principal Underwriter pays
to LFN is 5.00% of Purchase Payments. LFN may elect to receive a lower
commission when a Purchase Payment is made along with an earlier quarterly
payment based on Contract Value for so long as the contract remains in effect.
Upon annuitization, the maximum commission the Principal Underwriter pays to
LFN is 5.00% of annuitized value and/or ongoing annual compensation of up to
1.00% of annuity value or statutory reserves.

Lincoln New York also pays for the operating and other expenses of LFN,
including the following sales expenses: registered representative training
allowances; compensation and bonuses for LFN's management team; advertising
expenses; and all other expenses of distributing the contracts. LFN pays its
registered representatives a portion of the commissions received for their
sales of contracts.

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LFN registered representatives and their managers are also eligible for various
cash benefits, such as bonuses, insurance benefits and financing arrangements.
In addition, LFN registered representatives who meet certain productivity,
persistency and length of service standards and/or their managers may be
eligible for additional compensation. Sales of the contracts may help LFN
registered representatives and/or their managers qualify for such benefits. LFN
registered representatives and their managers may receive other payments from
us for services that do not directly involve the sale of the contracts,
including payments made for the recruitment and training of personnel,
production of promotional literature and similar services.

Compensation Paid to Unaffiliated Selling Firms. The Principal Underwriter pays
commissions to all Selling Firms. The maximum commission the Principal
Underwriter pays to Selling Firms, other than LFN, is 5.00% of Purchase
Payments. Some Selling Firms may elect to receive a lower commission when a
Purchase Payment is made along with an earlier quarterly payment based on
Contract Value for so long as the contract's Selling Firm remains in effect.
Upon annuitization, the maximum commission the Principal Underwriter pays to
Selling Firms is 5.00% of annuitized value and/or ongoing annual compensation
of up to 1.00% of annuity value or statutory reserves. LFD also acts as
wholesaler of the contracts and performs certain marketing and other functions
in support of the distribution and servicing of the contracts.

LFD may pay certain Selling Firms or their affiliates additional amounts for,
among other things: (1) "preferred product" treatment of the contracts in their
marketing programs, which may include marketing services and increased access
to registered representatives; (2) sales promotions relating to the contracts;
(3) costs associated with sales conferences and educational seminars for their
registered representatives; (4) other sales expenses incurred by them; and (5)
inclusion in the financial products the Selling Firm offers.

Lincoln New York may provide loans to broker-dealers or their affiliates to
help finance marketing and distribution of the contracts, and those loans may
be forgiven if aggregate sales goals are met. In addition, we may provide
staffing or other administrative support and services to broker-dealers who
distribute the contracts. LFD, as wholesaler, may make bonus payments to
certain Selling Firms based on aggregate sales of our variable insurance
contracts (including the contracts) or persistency standards.

These additional types of compensation are not offered to all Selling Firms.
The terms of any particular agreement governing compensation may vary among
Selling Firms and the amounts may be significant. The prospect of receiving, or
the receipt of, additional compensation may provide Selling Firms and/or their
registered representatives with an incentive to favor sales of the contracts
over other variable annuity contracts (or other investments) with respect to
which a Selling Firm does not receive additional compensation, or lower levels
of additional compensation. You may wish to take such payment arrangements into
account when considering and evaluating any recommendation relating to the
contracts. Additional information relating to compensation paid in 2016 is
contained in the SAI.

Compensation Paid to Other Parties. Depending on the particular selling
arrangements, there may be others whom LFD compensates for the distribution
activities. For example, LFD may compensate certain "wholesalers", who control
access to certain selling offices, for access to those offices or for
referrals, and that compensation may be separate from the compensation paid for
sales of the contracts. LFD may compensate marketing organizations,
associations, brokers or consultants which provide marketing assistance and
other services to broker-dealers who distribute the contracts, and which may be
affiliated with those broker-dealers. Commissions and other incentives or
payments described above are not charged directly to Contractowners or the VAA.
All compensation is paid from our resources, which include fees and charges
imposed on your contract.

Contractowner Questions

The obligations to purchasers under the contracts are those of Lincoln New
York. This prospectus provides a general description of the material features
of the contract. This prospectus provides a general description of the material
features of the contract. Questions about your contract should be directed to
us at 1-800-942-5500.

Federal Tax Matters

Introduction
The Federal income tax treatment of the contract is complex and sometimes
uncertain. The Federal income tax rules may vary with your particular
circumstances. This discussion does not include all the Federal income tax
rules that may affect you and your contract. This discussion also does not
address other Federal tax consequences (including consequences of sales to
foreign individuals or entities), or state or local tax consequences,
associated with the contract. As a result, you should always consult a tax
advisor about the application of tax rules found in the Internal Revenue Code
("Code"), Treasury Regulations and applicable IRS guidance to your individual
situation.

Nonqualified Annuities

This part of the discussion describes some of the Federal income tax rules
applicable to nonqualified annuities. A nonqualified annuity is a contract not
issued in connection with a qualified retirement plan, such as an IRA or a
section 403(b) plan, receiving special tax treatment under the Code. We may not
offer nonqualified annuities for all of our annuity products.

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Tax Deferral On Earnings

Under the Code, you are generally not subject to tax on any increase in your
Contract Value until you receive a contract distribution. However, for this
general rule to apply, certain requirements must be satisfied:
o An individual must own the contract (or the Code must treat the contract as
owned by an individual).
o The investments of the VAA must be "adequately diversified" in accordance
with Treasury regulations.
o Your right to choose particular investments for a contract must be limited.
o The Annuity Commencement Date must not occur near the end of the Annuitant's
life expectancy.

Contracts Not Owned By An Individual

If a contract is owned by an entity (rather than an individual) the Code
generally does not treat it as an annuity contract for Federal income tax
purposes. This means that the entity owning the contract pays tax currently on
the excess of the Contract Value over the Purchase Payments for the contract.
Examples of contracts where the owner pays current tax on the contract's
earnings, if applicable, are contracts issued to a corporation or a trust. Some
exceptions to the rule are:
o Contracts in which the named owner is a trust or other entity that holds the
contract as an agent for an individual; however, this exception does not
apply in the case of any employer that owns a contract to provide deferred
compensation for its employees;
o Immediate annuity contracts, purchased with a single premium, when the
annuity starting date is no later than a year from purchase and
substantially equal periodic payments are made, not less frequently than
annually, during the Annuity Payout period;
o Contracts acquired by an estate of a decedent;
o Certain qualified contracts;
o Contracts purchased by employers upon the termination of certain qualified
plans; and
o Certain contracts used in connection with structured settlement agreements.

Investments In The VAA Must Be Diversified

For a contract to be treated as an annuity for Federal income tax purposes, the
investments of the VAA must be "adequately diversified." Treasury regulations
define standards for determining whether the investments of the VAA are
adequately diversified. If the VAA fails to comply with these diversification
standards, you could be required to pay tax currently on the excess of the
Contract Value over the contract Gross Purchase Payments. Although we do not
control the investments of the underlying investment options, we expect that
the underlying investment options will comply with the Treasury regulations so
that the VAA will be considered "adequately diversified."

Restrictions

The Code limits your right to choose particular investments for the contract.
Because the IRS has issued little guidance specifying those limits, the limits
are uncertain and your right to allocate Contract Values among the Subaccounts
may exceed those limits. If so, you would be treated as the owner of the assets
of the VAA and thus subject to current taxation on the income and gains, if
applicable, from those assets. We do not know what limits may be set by the IRS
in any guidance that it may issue and whether any such limits will apply to
existing contracts. We reserve the right to modify the contract without your
consent in an attempt to prevent you from being considered as the owner of the
assets of the VAA for purposes of the Code.

Loss Of Interest Deduction

After June 8, 1997, if a contract is issued to a taxpayer that is not an
individual, or if a contract is held for the benefit of an entity, the entity
may lose a portion of its deduction for otherwise deductible interest expenses.
However, this rule does not apply to a contract owned by an entity engaged in a
trade or business that covers the life of one individual who is either (i) a
20% Owner of the entity, or (ii) an officer, director, or employee of the trade
or business, at the time first covered by the contract. This rule also does not
apply to a contract owned by an entity engaged in a trade or business that
covers the joint lives of the 20% Owner or the entity and the Owner's spouse at
the time first covered by the contract.

Age At Which Annuity Payouts Begin

The Code does not expressly identify a particular age by which Annuity Payouts
must begin. However, those rules do require that an annuity contract provide
for amortization, through Annuity Payouts, of the contract's Purchase Payments
and earnings. As long as annuity payments begin or are scheduled to begin on a
date on which the Annuitant's remaining life expectancy is enough to allow for
a sufficient Annuity Payout period, the contract should be treated as an
annuity. If the annuity contract is not treated as an annuity, you would be
currently taxed on the excess of the Contract Value over the Purchase Payments
into the contract.

Tax Treatment Of Payments

We make no guarantees regarding the tax treatment of any contract or of any
transaction involving a contract. However, the rest of this discussion assumes
that your contract will be treated as an annuity under the Code and that any
increase in your Contract Value will not be taxed until there is a distribution
from your contract.

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Taxation Of Withdrawals And Surrenders

You will pay tax on withdrawals to the extent your Contract Value exceeds your
Purchase Payments in the contract. This income (and all other income from your
contract) is considered ordinary income (and does not receive capital gains
treatment and is not qualified dividend income). You will pay tax on a
surrender to the extent the amount you receive exceeds your Purchase Payments.
In certain circumstances, your Purchase Payments are reduced by amounts
received from your contract that were not included in income. Surrender and
reinstatement of your contract will generally be taxed as a withdrawal. If your
contract has a Living Benefit Rider, and if the guaranteed amount under that
rider immediately before a withdrawal exceeds your Contract Value, the Code may
require that you include those additional amounts in your income. Please
consult your tax advisor.

Taxation Of Annuity Payouts, Including Regular Income Payments

The Code imposes tax on a portion of each Annuity Payout (at ordinary income
tax rates) and treats a portion as a nontaxable return of your Purchase
Payments in the contract. We will notify you annually of the taxable amount of
your Annuity Payout. Once you have recovered the total amount of the Gross
Purchase Payment in the contract, you will pay tax on the full amount of your
Annuity Payouts. If Annuity Payouts end because of the Annuitant's death and
before the total amount in the contract has been distributed, the amount not
received will generally be deductible. If withdrawals, other than Regular
Income Payments, are taken from i4LIFE (Reg. TM) Advantage during the Access
Period, they are taxed subject to an exclusion ratio that is determined based
on the amount of the payment.

Taxation Of Death Benefits

We may distribute amounts from your contract because of the death of a
Contractowner or an Annuitant. The tax treatment of these amounts depends on
whether the Contractowner or the Annuitant dies before or after the Annuity
Commencement Date.

Death prior to the Annuity Commencement Date:
o If the Beneficiary receives Death Benefits under an Annuity Payout option,
they are taxed in the same manner as Annuity Payouts.
o If the Beneficiary does not receive Death Benefits under an Annuity Payout
option, they are taxed in the same manner as a withdrawal.

Death after the Annuity Commencement Date:
o If Death Benefits are received in accordance with the existing Annuity Payout
option following the death of a Contractowner who is not the Annuitant, they
are excludible from income in the same manner as the Annuity Payout prior to
the death of the Contractowner.
o If Death Benefits are received in accordance with the existing Annuity Payout
option following the death of the Annuitant (whether or not the Annuitant is
also the Contractowner), the Death Benefits are excludible from income if
they do not exceed the Purchase Payments not yet distributed from the
contract. All Annuity Payouts in excess of the Purchase Payments not
previously received are includible in income.
o If Death Benefits are received in a lump sum, the Code imposes tax on the
amount of Death Benefits which exceeds the amount of Gross Purchase Payments
not previously received.

Additional Taxes Payable On Withdrawals, Surrenders, Or Annuity Payouts

The Code may impose a 10% additional tax on any distribution from your contract
which you must include in your gross income. The 10% additional tax does not
apply if one of several exceptions exists. These exceptions include
withdrawals, surrenders, or Annuity Payouts that:
o you receive on or after you reach 591/2,
o you receive because you became disabled (as defined in the Code),
o you receive from an immediate annuity,
o a Beneficiary receives on or after your death, or
o you receive as a series of substantially equal periodic payments based on
your life or life expectancy (non-natural owners holding as agent for an
individual do not qualify).

Unearned Income Medicare Contribution

Congress enacted the "Unearned Income Medicare Contribution" as a part of the
Health Care and Education Reconciliation Act of 2010. This tax, which affects
individuals whose modified adjusted gross income exceeds certain thresholds, is
a 3.8% tax on the lesser of (i) the individual's "unearned income", or (ii) the
dollar amount by which the individual's modified adjusted gross income exceeds
the applicable threshold. Unearned income includes the taxable portion of
distributions that you take from your annuity contract. If you take a
distribution from your contract that may be subject to the tax, we will include
a Distribution Code "D" in Box 7 of the Form 1099-R issued to report the
distribution. Please consult your tax advisor to determine whether your annuity
distributions are subject to this tax.

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Special Rules If You Own More Than One Annuity Contract

In certain circumstances, you must combine some or all of the nonqualified
annuity contracts you own in order to determine the amount of an Annuity
Payout, a surrender, or a withdrawal that you must include in income. For
example, if you purchase two or more deferred annuity contracts from the same
life insurance company (or its affiliates) during any calendar year, the Code
treats all such contracts as one contract. Treating two or more contracts as
one contract could affect the amount of a surrender, a withdrawal or an Annuity
Payout that you must include in income and the amount that might be subject to
the additional tax described previously.

Loans and Assignments

Except for certain qualified contracts, the Code treats any amount received as
a loan under your contract, and any assignment or pledge (or agreement to
assign or pledge) of any portion of your Contract Value, as a withdrawal of
such amount or portion.

Gifting A Contract

If you transfer ownership of your contract to a person other than to your
spouse (or to your former spouse incident to divorce), and receive a payment
less than your contract's value, you will pay tax on your Contract Value to the
extent it exceeds your Purchase Payments not previously received. The new
owner's Gross Purchase Payments in the contract would then be increased to
reflect the amount included in income.

Charges for Additional Benefits

Your contract automatically includes a basic Death Benefit and may include
other optional riders. Certain enhancements to the basic Death Benefit may also
be available to you. The cost of the basic Death Benefit and any additional
benefit are deducted from your contract. It is possible that the tax law may
treat all or a portion of the Death Benefit and other optional rider charges,
if any, as a contract withdrawal.

Special Considerations for Same-Sex Spouses

In 2013, the U.S. Supreme Court held that same-sex spouses who are married
under state law are treated as spouses for purposes of federal law. You are
strongly encouraged to consult a tax advisor before electing spousal rights
under the contract.

Qualified Retirement Plans

We have designed the contracts for use in connection with certain types of
retirement plans that receive favorable treatment under the Code. Contracts
issued to or in connection with a qualified retirement plan are called
"qualified contracts." We issue contracts for use with various types of
qualified retirement plans. The Federal income tax rules applicable to those
plans are complex and varied. As a result, this prospectus does not attempt to
provide more than general information about the use of the contract with the
various types of qualified retirement plans. Persons planning to use the
contract in connection with a qualified retirement plan should obtain advice
from a competent tax advisor.

Types of Qualified Contracts and Terms of Contracts

Qualified retirement plans may include the following:
o Individual Retirement Accounts and Annuities ("Traditional IRAs")
o Roth IRAs
o Traditional IRA that is part of a Simplified Employee Pension Plan ("SEP")
o SIMPLE 401(k) plans (Savings Incentive Matched Plan for Employees)
o 401(a) / (k) plans (qualified corporate employee pension and profit-sharing
plans)
o 403(a) plans (qualified annuity plans)
o 403(b) plans (public school system and tax-exempt organization annuity plans)
o H.R. 10 or Keogh Plans (self-employed individual plans)
o 457(b) plans (deferred compensation plans for state and local governments and
tax-exempt organizations)

Our individual variable annuity products are not available for use with any of
the foregoing qualified retirement plan accounts, with the exception of
Traditional IRA, SEP IRA, and Roth IRA arrangements. Our individual variable
annuity products are no longer available for purchase under a 403(b) plan, and
we do not accept additional premiums or transfers to existing 403(b) contracts.
We require confirmation from your 403(b) plan sponsor that surrenders, loans or
transfers you request comply with applicable tax requirements and decline
requests that are not in compliance. We will defer processing payments you
request until all information required under the Code has been received. By
requesting a surrender, loan or transfer, you consent to the sharing of
confidential information about you, your contract, and transactions under the
contract and any other 403(b) contracts or accounts you have under the 403(b)
plan among us, your employer or plan sponsor, any plan administrator or record
keeper, and other providers.

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We will amend contracts to be used with a qualified retirement plan as
generally necessary to conform to the Code's requirements for the type of plan.
However, the rights of a person to any qualified retirement plan benefits may
be subject to the plan's terms and conditions, regardless of the contract's
terms and conditions. In addition, we are not bound by the terms and conditions
of qualified retirement plans to the extent such terms and conditions
contradict the contract, unless we consent.

Tax Treatment of Qualified Contracts

The Federal income tax rules applicable to qualified retirement plans and
qualified contracts vary with the type of plan and contract. For example:
o Federal tax rules limit the amount of Purchase Payments that can be made, and
the tax deduction or exclusion that may be allowed for the Purchase
Payments. These limits vary depending on the type of qualified retirement
plan and the participant's specific circumstances (e.g., the participant's
compensation).
o Minimum annual distributions are required under some qualified retirement
plans once you reach age 701/2 or retire, if later as described below.
o Loans are allowed under certain types of qualified retirement plans, but
Federal income tax rules prohibit loans under other types of qualified
retirement plans. For example, Federal income tax rules permit loans under
some section 403(b) plans, but prohibit loans under Traditional and Roth
IRAs. If allowed, loans are subject to a variety of limitations, including
restrictions as to the loan amount, the loan's duration, the rate of
interest, and the manner of repayment. Your contract or plan may not permit
loans.

Please note that qualified retirement plans such as 403(b) plans, 401(k) plans
and IRAs generally defer taxation of contributions and earnings until
distribution. As such, an annuity does not provide any additional tax deferral
benefit beyond the qualified retirement plan itself.

Tax Treatment of Payments

The Federal income tax rules generally include distributions from a qualified
contract in the participant's income as ordinary income. These taxable
distributions will include Gross Purchase Payments that were deductible or
excludible from income. Thus, under many qualified contracts, the total amount
received is included in income since a deduction or exclusion from income was
taken for Purchase Payments. There are exceptions. For example, you do not
include amounts received from a Roth IRA in income if certain conditions are
satisfied.

Required Minimum Distributions

Under most qualified plans, you must begin receiving payments from the contract
in certain minimum amounts by April 1 of the year following the year you attain
age 701/2 or retire, if later. You are required to take distributions from your
traditional IRAs by April 1 of the year following the year you reach age 701/2.
If you own a Roth IRA, you are not required to receive minimum distributions
from your Roth IRA during your life.

Failure to comply with the minimum distribution rules applicable to certain
qualified plans, such as Traditional IRAs, will result in the imposition of an
excise tax. This excise tax equals 50% of the amount by which a required
minimum distribution exceeds the actual distribution from the qualified plan.

Treasury regulations applicable to required minimum distributions include a
rule that may impact the distribution method you have chosen and the amount of
your distributions. Under these regulations, the presence of an enhanced Death
Benefit, or other benefit which could provide additional value to your
contract, may require you to take additional distributions. An enhanced Death
Benefit is any Death Benefit that has the potential to pay more than the
Contract Value or a return of Purchase Payments. Annuity contracts inside
Custodial or Trusteed IRAs will also be subject to these regulations. Please
contact your tax advisor regarding any tax ramifications.

Additional Tax on Early Distributions from Qualified Retirement Plans

The Code may impose a 10% additional tax on an early distribution from a
qualified contract that must be included in income. The Code does not impose
the additional tax if one of several exceptions applies. The exceptions vary
depending on the type of qualified contract you purchase. For example, in the
case of an IRA, the 10% additional tax will not apply to any of the following
withdrawals, surrenders, or Annuity Payouts:
o Distribution received on or after the Annuitant reaches 591/2,
o Distribution received on or after the Annuitant's death or because of the
Annuitant's disability (as defined in the Code),
o Distribution received as a series of substantially equal periodic payments
based on the Annuitant's life (or life expectancy), or
o Distribution received as reimbursement for certain amounts paid for medical
care.

These exceptions, as well as certain others not described here, generally apply
to taxable distributions from other qualified retirement plans. However, the
specific requirements of the exception may vary.

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Unearned Income Medicare Contribution

Congress enacted the "Unearned Income Medicare Contribution" as a part of the
Health Care and Education Reconciliation Act of 2010. This tax affects
individuals whose modified adjusted gross income exceeds certain thresholds, is
a 3.8% tax on the lesser of (i) the individual's "unearned income", or (ii) the
dollar amount by which the individual's modified adjusted gross income exceeds
the applicable threshold. Distributions that you take from your contract are
not included in the calculation of unearned income because your contract is a
qualified plan contract. However, the amount of any such distribution is
included in determining whether you exceed the modified adjusted gross income
threshold. Please consult your tax advisor to determine whether your annuity
distributions are subject to this tax.

Transfers and Direct Rollovers

As a result of Economic Growth and Tax Relief Reconciliation Act of 2001
(EGTRRA), you may be able to move funds between different types of qualified
plans, such as 403(b) and 457(b) governmental plans, by means of a rollover or
transfer. You may be able to rollover or transfer amounts between qualified
plans and traditional IRAs. These rules do not apply to Roth IRAs and 457(b)
non-governmental tax-exempt plans. The Pension Protection Act of 2006 (PPA)
permits direct conversions from certain qualified, 403(b) or 457(b) plans to
Roth IRAs (effective for distributions after 2007). There are special rules
that apply to rollovers, direct rollovers and transfers (including rollovers or
transfers of after-tax amounts). If the applicable rules are not followed, you
may incur adverse Federal income tax consequences, including paying taxes which
you might not otherwise have had to pay. Before we send a rollover
distribution, we will provide a notice explaining tax withholding requirements
(see Federal Income Tax Withholding). We are not required to send you such
notice for your IRA. You should always consult your tax advisor before you move
or attempt to move any funds.

The IRS issued Announcement 2014-32 confirming its intent to apply the
one-rollover-per-year limitation of 408(d)(3)(B) on an aggregate basis to all
IRAs that an individual owns. This means that an individual cannot make a
tax-free IRA-to-IRA rollover if he or she has made such a rollover involving
any of the individual's IRAs in the current tax year. If an intended rollover
does not qualify for tax-free rollover treatment, contributions to your IRA may
constitute excess contributions that may exceed contribution limits. This
one-rollover-per-year limitation does not apply to direct trustee-to-trustee
transfers.

Death Benefit and IRAs

Pursuant to Treasury regulations, IRAs may not invest in life insurance
contracts. We do not believe that these regulations prohibit the Death Benefit
from being provided under the contract when we issue the contract as a
Traditional or Roth IRA. However, the law is unclear and it is possible that
the presence of the Death Benefit under a contract issued as a Traditional or
Roth IRA could result in increased taxes to you. Certain Death Benefit options
may not be available for all of our products.

Federal Income Tax Withholding

We will withhold and remit to the IRS a part of the taxable portion of each
distribution made under a contract unless you notify us in writing prior to the
distribution that tax is not to be withheld. In certain circumstances, Federal
income tax rules may require us to withhold tax. At the time a withdrawal,
surrender, or Annuity Payout is requested, we will give you an explanation of
the withholding requirements.

Certain payments from your contract may be considered eligible rollover
distributions (even if such payments are not being rolled over). Such
distributions may be subject to special tax withholding requirements. The
Federal income tax withholding rules require that we withhold 20% of the
eligible rollover distribution from the payment amount, unless you elect to
have the amount directly transferred to certain qualified plans or contracts.
The IRS requires that tax be withheld, even if you have requested otherwise.
Such tax withholding requirements are generally applicable to 401(a), 403(a) or
(b), HR 10, and 457(b) governmental plans and contracts used in connection with
these types of plans.

Our Tax Status

Under the Code, we are not required to pay tax on investment income and
realized capital gains of the VAA. We do not expect that we will incur any
Federal income tax liability on the income and gains earned by the VAA.
However, the Company does expect, to the extent permitted under the Code, to
claim the benefit of the foreign tax credit as the owner of the assets of the
VAA. Therefore, we do not impose a charge for Federal income taxes. If there
are any changes in the Code that require us to pay tax on some or all of the
income and gains earned by the VAA, we may impose a charge against the VAA to
pay the taxes.

Changes in the Law

The above discussion is based on the Code, IRS regulations, and interpretations
existing on the date of this prospectus. However, Congress, the IRS, and the
courts may modify these authorities, sometimes retroactively.

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Additional Information

Voting Rights
As required by law, we will vote the fund shares held in the VAA at meetings of
the shareholders of the funds. The voting will be done according to the
instructions of Contractowners who have interests in any Subaccounts which
invest in classes of the funds. If the 1940 Act or any regulation under it
should be amended or if present interpretations should change, and if as a
result we determine that we are permitted to vote the fund shares in our own
right, we may elect to do so.

The number of votes which you have the right to cast will be determined by
applying your percentage interest in a Subaccount to the total number of votes
attributable to the Subaccount. In determining the number of votes, fractional
shares will be recognized.

Each underlying fund is subject to the laws of the state in which it is
organized concerning, among other things, the matters which are subject to a
shareholder vote, the number of shares which must be present in person or by
proxy at a meeting of shareholders (a "quorum"), and the percentage of such
shares present in person or by proxy which must vote in favor of matters
presented. Because shares of the underlying fund held in the VAA are owned by
us, and because under the 1940 Act we will vote all such shares in the same
proportion as the voting instructions which we receive, it is important that
each Contractowner provide their voting instructions to us. For funds
un-affiliated with Lincoln, even though Contractowners may choose not to
provide voting instruction, the shares of a fund to which such Contractowners
would have been entitled to provide voting instruction will be voted by us in
the same proportion as the voting instruction which we actually receive. For
funds affiliated with Lincoln, shares of a fund to which such Contractowners
would have been entitled to provide voting instruction will, once we receive a
sufficient number of instructions we deem appropriate to ensure a fair
representation of Contractowners eligible to vote, be voted by us in the same
proportion as the voting instruction which we actually receive. As a result,
the instruction of a small number of Contractowners could determine the outcome
of matters subject to shareholder vote. All shares voted by us will be counted
when the underlying fund determines whether any requirement for a minimum
number of shares be present at such a meeting to satisfy a quorum requirement
has been met. Voting instructions to abstain on any item to be voted on will be
applied proportionately to reduce the number of votes eligible to be cast.

Whenever a shareholders meeting is called, we will provide or make available to
each person having a voting interest in a Subaccount proxy voting material,
reports and other materials relating to the funds. Since the funds engage in
shared funding, other persons or entities besides Lincoln New York may vote
fund shares. See Investments of the Variable Annuity Account - Fund Shares.

Return Privilege

Within the free-look period after you receive the contract, you may cancel it
for any reason by delivering or mailing it postage prepaid, to Lincoln Life &
Annuity Company of New York at PO Box 2348, Fort Wayne, IN 46801-2348. A
contract canceled under this provision will be void. Except as explained in the
following paragraph, we will return the Contract Value as of the Valuation Date
on which we receive the cancellation request, plus any premium taxes which had
been deducted. A purchaser who participates in the VAA is subject to the risk
of a market loss on the Contract Value during the free-look period.

IRA purchasers will receive the greater of Gross Purchase Payments or Contract
Value as of the Valuation Date on which we receive the cancellation request.

State Regulation

As a life insurance company organized and operated under New York law, we are
subject to provisions governing life insurers and to regulation by the New York
Superintendent of Insurance. Our books and accounts are subject to review and
examination by the New York State Department of Financial Services at all
times. A full examination of our operations is conducted by that Department at
least every five years.

Records and Reports

As presently required by the 1940 Act and applicable regulations, we are
responsible for maintaining all records and accounts relating to the VAA. We
have entered into an agreement with The Bank of New York Mellon, One Mellon
Bank Center, 500 Grant Street, Pittsburgh, Pennsylvania, 15258, to provide
accounting services to the VAA. We will mail to you, at your last known address
of record at the Servicing Office, at least semi-annually after the first
Contract Year, reports containing information required by that Act or any other
applicable law or regulation. Administrative services necessary for the
operations of the VAA and the contracts are currently provided by Lincoln Life.
However, neither the assets of Lincoln Life nor the assets of LNC support the
obligation of Lincoln New York under the contracts.

A written (or electronic, if elected) confirmation of each transaction will be
provided to you on the next Valuation Date, except for the following
transactions, which are mailed quarterly:
o deduction of any account fee or rider charges;
o any rebalancing event under Asset Allocation Models, Investment Requirements
or the portfolio rebalancing service;

92
<PAGE>

o any transfer or withdrawal under any applicable additional service: dollar
cost averaging, AWS, or the cross-reinvestment service; and
o Regular Income Payments from i4LIFE (Reg. TM) Advantage.

Cyber Security

We rely heavily on interconnected computer systems and digital data to conduct
our variable products business. Because our business is highly dependent upon
the effective operation of our computer systems and those of our business
partners, our business is vulnerable to disruptions from utility outages, and
susceptible to operational and information security risks resulting from
information systems failure (e.g., hardware and software malfunctions), and
cyber-attacks. These risks include, among other things, the theft, misuse,
corruption and destruction of data maintained online or digitally, interference
with or denial of service, attacks on websites and other operational disruption
and unauthorized release of confidential customer information. Such systems
failures and cyber-attacks affecting us, any third-party administrator, the
underlying funds, intermediaries and other affiliated or third-party service
providers may adversely affect us and your Contract Value. For instance,
systems failures and cyber-attacks may interfere with our processing of
contract transactions, including the processing of orders from our website or
with the underlying funds, impact our ability to calculate Accumulation Unit
value, cause the release and possible destruction of confidential customer or
business information, impede order processing, subject us and/or our service
providers and intermediaries to regulatory fines and financial losses and/or
cause reputational damage. Cyber security risks may also impact the issuers of
securities in which the underlying funds invest, which may cause the funds
underlying your contract to lose value. There can be no assurance that we or
the underlying funds or our service providers will avoid losses affecting your
contract due to cyber-attacks or information security breaches in the future.

Other Information

You may elect to receive your prospectus, prospectus supplements, quarterly
statements, and annual and semiannual reports electronically over the Internet,
if you have an e-mail account and access to an Internet browser. Once you
select eDelivery, via the Internet Service Center, all documents available in
electronic format will no longer be sent to you in hard copy. You will receive
an e-mail notification when the documents become available online. It is your
responsibility to provide us with your current e-mail address. You can resume
paper mailings at any time without cost, by updating your profile at the
Internet Service Center, or contacting us. To learn more about this service,
please log on to www.LincolnFinancial.com, select service centers and continue
on through the Internet Service Center.

Legal Proceedings
In the ordinary course of its business and otherwise, the Company and its
subsidiaries or its separate accounts and Principal Underwriter may become or
are involved in various pending or threatened legal proceedings, including
purported class actions, arising from the conduct of its business. In some
instances, the proceedings include claims for unspecified or substantial
punitive damages and similar types of relief in addition to amounts for alleged
contractual liability or requests for equitable relief.

After consultation with legal counsel and a review of available facts, it is
management's opinion that the proceedings, after consideration of any reserves
and rights to indemnification, ultimately will be resolved without materially
affecting the consolidated financial position of the Company and its
subsidiaries, or the financial position of its separate accounts or Principal
Underwriter. However, given the large and indeterminate amounts sought in
certain of these proceedings and the inherent difficulty in predicting the
outcome of such legal proceedings, it is reasonably possible that an adverse
outcome in certain matters could be material to the Company's operating results
for any particular reporting period. Please refer to the Statement of
Additional Information for possible additional information regarding legal
proceedings.

93
<PAGE>

Contents of the Statement of Additional Information (SAI)
for Lincoln Life & Annuity Variable Annuity Account H

Item

Special Terms
Services
Principal Underwriter
Purchase of Securities Being Offered
Interest Adjustment Example
Annuity Payouts
Examples of Regular Income Payment Calculations
Determination of Accumulation and Annuity Unit Value
Capital Markets
Advertising & Ratings
Unclaimed Property
Additional Services
Other Information
Financial Statements

For a free copy of the SAI complete the form below.

Statement of Additional Information Request Card
American Legacy Shareholder's Advantage (Reg. TM)
Lincoln Life & Annuity Variable Annuity Account H

............................................................................................
Please send me a free copy of the current Statement of Additional Information for Lincoln
Life & Annuity Variable Annuity Account H
(American Legacy Shareholder's Advantage (Reg. TM)).

(Please Print)

Name: -------------------------------------------------------------------------

Address: ----------------------------------------------------------------------

City --------------------------------------------------- State ---------
Zip ---------

Mail to Lincoln Life & Annuity Company of New York, PO Box 2348, Fort Wayne, IN
46801-2348.

94
<PAGE>

Appendix A - Condensed Financial Information

Accumulation Unit Values
The following information relates to Accumulation Unit values and Accumulation
Units for contracts purchased before July 22, 2005 for funds in the periods
ended December 31. It should be read along with the VAA's financial statement
and notes which are included in the SAI.**

with EGMDB with GOP
---------------------------------- ----------------------------------
Accumulation Unit Accumulation Unit
value value
-------------------- Number of -------------------- Number of
Beginning End of Accumulation Beginning End of Accumulation
of period period Units of period period Units
----------- -------- ------------- ----------- -------- -------------
(Accumulation unit value in dollars and Number of Accumulation Units
in thousands)

American Funds Asset Allocation
2007............................................ 1.622 1.716 1,712 1.630 1.727 1,139
2008............................................ 1.716 1.201 1,615 1.727 1.210 981
2009............................................ 1.201 1.478 1,444 1.210 1.491 853
2010............................................ 1.478 1.651 1,275 1.491 1.667 689
2011............................................ 1.651 1.660 989 1.667 1.679 528
2012............................................ 1.660 1.916 1,017 1.679 1.939 440
2013............................................ 1.916 2.352 869 1.939 2.384 413
2014............................................ 2.352 2.461 623 2.384 2.498 407
2015............................................ 2.461 2.478 582 2.498 2.517 409
2016............................................ 2.478 2.692 390 2.517 2.738 399
------------------------------------------------ ----- ----- ----- ----- ----- -----
American Funds Blue Chip Income and Growth
2007............................................ 1.810 1.833 788 1.819 1.844 608
2008............................................ 1.833 1.156 717 1.844 1.164 398
2009............................................ 1.156 1.468 650 1.164 1.481 356
2010............................................ 1.468 1.637 575 1.481 1.653 360
2011............................................ 1.637 1.611 554 1.653 1.629 291
2012............................................ 1.611 1.821 620 1.629 1.844 215
2013............................................ 1.821 2.405 539 1.844 2.437 263
2014............................................ 2.405 2.754 483 2.437 2.795 182
2015............................................ 2.754 2.655 472 2.795 2.697 152
2016............................................ 2.655 3.128 373 2.697 3.182 133
------------------------------------------------ ----- ----- ----- ----- ----- -----
American Funds Bond
2007............................................ 1.337 1.371 904 1.343 1.379 589
2008............................................ 1.371 1.234 883 1.379 1.243 500
2009............................................ 1.234 1.380 987 1.243 1.391 535
2010............................................ 1.380 1.458 991 1.391 1.472 485
2011............................................ 1.458 1.536 729 1.472 1.553 604
2012............................................ 1.536 1.607 682 1.553 1.626 536
2013............................................ 1.607 1.561 598 1.626 1.582 431
2014............................................ 1.561 1.631 513 1.582 1.655 403
2015............................................ 1.631 1.624 482 1.655 1.650 375
2016............................................ 1.624 1.660 420 1.650 1.688 355
------------------------------------------------ ----- ----- ----- ----- ----- -----
American Funds Capital Income Builder (Reg. TM)
2014............................................ N/A N/A N/A N/A N/A N/A
2015............................................ N/A N/A N/A 9.647 9.665 1*
2016............................................ N/A N/A N/A 9.665 9.973 1*
------------------------------------------------ ----- ----- ----- ----- ----- -----
American Funds Global Balanced(SM)
2011............................................ 9.948 9.630 1* N/A N/A N/A
2012............................................ N/A N/A N/A N/A N/A N/A
2013............................................ N/A N/A N/A N/A N/A N/A
2014............................................ N/A N/A N/A N/A N/A N/A
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ----- ----- ----- ----- ----- -----

A-1
<PAGE>

with EGMDB with GOP
------------------------------------- -------------------------------------
Accumulation Unit value Accumulation Unit value
----------------------- Number of ----------------------- Number of
Beginning End of Accumulation Beginning End of Accumulation
of period period Units of period period Units
----------- ----------- ------------- ----------- ----------- -------------
(Accumulation unit value in dollars and Number of Accumulation Units in
thousands)

American Funds Global Bond
2007............................................ N/A N/A N/A 10.204 10.978 7
2008............................................ N/A N/A N/A 10.978 11.292 5
2009............................................ 11.381 12.268 3 11.292 12.312 6
2010............................................ 12.268 12.817 13 12.312 12.879 7
2011............................................ 12.817 13.302 9 12.879 13.383 11
2012............................................ 13.302 14.025 8 13.383 14.127 6
2013............................................ 14.025 13.565 7 14.127 13.680 6
2014............................................ 13.565 13.655 6 13.680 13.787 6
2015............................................ 13.655 13.006 6 13.787 13.148 6
2016............................................ 13.006 13.263 5 13.148 13.424 6
------------------------------------------------ ------ ------ --- ------ ------ --
American Funds Global Discovery(1)
2003............................................ 1.264 1.366 1* N/A N/A N/A
2004............................................ 1.366 1.498 2 1.425 1.502 6
2005............................................ 1.498 1.648 23 1.502 1.654 7
2006............................................ 1.648 1.921 23 1.654 1.930 6
2007............................................ 1.921 2.235 23 1.930 2.249 1*
2008............................................ 2.235 1.219 26 2.249 1.228 1*
2009............................................ 1.219 1.826 35 1.228 1.842 1*
2010............................................ 1.826 1.997 35 1.842 2.015 1*
2011............................................ 1.997 1.841 33 2.015 1.860 1*
2012............................................ 1.841 2.203 16 1.860 2.229 2
2013............................................ 2.203 2.572 10 N/A N/A N/A
------------------------------------------------ ------ ------ --- ------ ------ ---
American Funds Global Growth and Income
2007............................................ 11.451 12.809 9 11.460 12.835 36
2008............................................ 12.809 7.482 16 12.835 7.506 35
2009............................................ 7.482 10.379 30 7.506 10.424 50
2010............................................ 10.379 11.518 28 10.424 11.583 50
2011............................................ 11.518 10.881 12 11.583 10.955 51
2012............................................ 10.881 12.699 9 10.955 12.801 48
2013............................................ 12.699 15.449 7 12.801 15.592 44
2014............................................ 15.449 16.204 4 15.592 16.373 30
2015............................................ 16.204 15.872 4 16.373 16.057 28
2016............................................ 15.872 16.915 4 16.057 17.133 27
------------------------------------------------ ------ ------ --- ------ ------ ---
American Funds Global Growth Portfolio
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ------ ------ --- ------ ------ ---
American Funds Global Growth
2007............................................ 2.083 2.376 342 2.094 2.390 463
2008............................................ 2.376 1.453 328 2.390 1.464 340
2009............................................ 1.453 2.053 328 1.464 2.071 291
2010............................................ 2.053 2.278 192 2.071 2.300 171
2011............................................ 2.278 2.060 145 2.300 2.083 148
2012............................................ 2.060 2.507 107 2.083 2.538 137
2013............................................ 2.507 3.216 103 2.538 3.259 135
2014............................................ 3.216 3.266 95 3.259 3.314 133
2015............................................ 3.266 3.468 87 3.314 3.523 125
2016............................................ 3.468 3.464 84 3.523 3.524 113
------------------------------------------------ ------ ------ --- ------ ------ ---
American Funds Global Small Capitalization
2007............................................ 2.795 3.369 148 2.808 3.390 38
2008............................................ 3.369 1.555 123 3.390 1.566 41
2009............................................ 1.555 2.490 110 1.566 2.511 65
2010............................................ 2.490 3.026 135 2.511 3.055 61
2011............................................ 3.026 2.429 79 3.055 2.456 42
2012............................................ 2.429 2.850 67 2.456 2.885 36
2013............................................ 2.850 3.630 54 2.885 3.678 35
2014............................................ 3.630 3.680 48 3.678 3.734 9
2015............................................ 3.680 3.663 40 3.734 3.721 13
2016............................................ 3.663 3.713 39 3.721 3.777 13
------------------------------------------------ ------ ------ --- ------ ------ ---
American Funds Growth and Income
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ------ ------ --- ------ ------ ---

A-2
<PAGE>

American Funds Growth
2007............................................ 1.878 2.094 1,042 1.887 2.107 693
2008............................................ 2.094 1.165 987 2.107 1.174 643
2009............................................ 1.165 1.613 981 1.174 1.627 632
2010............................................ 1.613 1.900 852 1.627 1.919 507
2011............................................ 1.900 1.806 698 1.919 1.826 376
2012............................................ 1.806 2.114 611 1.826 2.140 302
2013............................................ 2.114 2.730 473 2.140 2.767 262
2014............................................ 2.730 2.941 418 2.767 2.984 254
2015............................................ 2.941 3.120 385 2.984 3.170 233
2016............................................ 3.120 3.392 342 3.170 3.450 203
------------------------------------------------ ----- ----- ----- ----- ----- ---
American Funds Growth-Income
2007............................................ 1.772 1.848 1,921 1.781 1.860 1,311
2008............................................ 1.848 1.141 1,790 1.860 1.149 861
2009............................................ 1.141 1.486 1,702 1.149 1.499 912
2010............................................ 1.486 1.644 1,424 1.499 1.660 563
2011............................................ 1.644 1.602 1,108 1.660 1.620 475
2012............................................ 1.602 1.869 988 1.620 1.892 426
2013............................................ 1.869 2.477 745 1.892 2.511 412
2014............................................ 2.477 2.721 635 2.511 2.761 295
2015............................................ 2.721 2.741 595 2.761 2.784 273
2016............................................ 2.741 3.035 596 2.784 3.087 250
------------------------------------------------ ----- ----- ----- ----- ----- -----
American Funds High-Income Bond
2007............................................ 1.723 1.733 215 1.731 1.744 139
2008............................................ 1.733 1.311 213 1.744 1.320 131
2009............................................ 1.311 1.808 208 1.320 1.823 141
2010............................................ 1.808 2.065 233 1.823 2.086 135
2011............................................ 2.065 2.090 170 2.086 2.113 89
2012............................................ 2.090 2.359 156 2.113 2.388 80
2013............................................ 2.359 2.497 131 2.388 2.531 72
2014............................................ 2.497 2.495 121 2.531 2.531 61
2015............................................ 2.495 2.296 113 2.531 2.333 46
2016............................................ 2.296 2.683 102 2.333 2.729 46
------------------------------------------------ ----- ----- ----- ----- ----- -----
American Funds International Growth and Income(SM)
2008............................................ N/A N/A N/A N/A N/A N/A
2009............................................ N/A N/A N/A 14.870 15.200 1*
2010............................................ 15.180 16.114 1* 15.200 16.155 1*
2011............................................ 16.114 14.606 1* 16.155 14.660 1*
2012............................................ N/A N/A N/A 14.660 16.977 1*
2013............................................ N/A N/A N/A 16.977 20.097 2
2014............................................ N/A N/A N/A 20.097 19.347 1*
2015............................................ N/A N/A N/A 19.347 18.153 1*
2016............................................ N/A N/A N/A 18.153 18.304 2
------------------------------------------------ ------ ------ ----- ------ ------ -----
American Funds International
2007............................................ 2.329 2.775 421 2.340 2.792 258
2008............................................ 2.775 1.595 356 2.792 1.606 237
2009............................................ 1.595 2.265 251 1.606 2.284 219
2010............................................ 2.265 2.412 181 2.284 2.435 178
2011............................................ 2.412 2.060 170 2.435 2.082 142
2012............................................ 2.060 2.411 140 2.082 2.441 120
2013............................................ 2.411 2.912 102 2.441 2.951 97
2014............................................ 2.912 2.814 69 2.951 2.855 95
2015............................................ 2.814 2.668 69 2.855 2.710 91
2016............................................ 2.668 2.742 55 2.710 2.789 89
------------------------------------------------ ------ ------ ----- ------ ------ -----
American Funds Managed Risk Asset Allocation(SM)
2012............................................ N/A N/A N/A N/A N/A N/A
2013............................................ N/A N/A N/A N/A N/A N/A
2014............................................ N/A N/A N/A N/A N/A N/A
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ------ ------ ----- ------ ------ -----

A-3
<PAGE>

American Funds Managed Risk Blue Chip Income and Growth
2013............................................ N/A N/A N/A 10.422 10.944 1*
2014............................................ N/A N/A N/A N/A N/A N/A
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ----- ----- ------ ------ ---
American Funds Managed Risk Global Allocation
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ----- ----- ------ ------ ---
American Funds Managed Risk Growth and Income
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ----- ----- ------ ------ ---
American Funds Managed Risk Growth Portfolio
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ----- ----- ------ ------ ---
American Funds Managed Risk Growth
2013............................................ N/A N/A N/A 10.698 11.106 1*
2014............................................ N/A N/A N/A N/A N/A N/A
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ----- ----- ------ ------ ---
American Funds Managed Risk Growth-Income
2013............................................ N/A N/A N/A N/A N/A N/A
2014............................................ N/A N/A N/A N/A N/A N/A
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ----- ----- ------ ------ ---
American Funds Managed Risk International
2013............................................ N/A N/A N/A N/A N/A N/A
2014............................................ N/A N/A N/A N/A N/A N/A
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ----- ----- ------ ------ ---
American Funds Mortgage(SM)
2011............................................ N/A N/A N/A N/A N/A N/A
2012............................................ N/A N/A N/A N/A N/A N/A
2013............................................ N/A N/A N/A N/A N/A N/A
2014............................................ N/A N/A N/A N/A N/A N/A
2015............................................ N/A N/A N/A N/A N/A N/A
2016............................................ N/A N/A N/A N/A N/A N/A
------------------------------------------------ ----- ----- ------ ------ ---
American Funds New World
2007............................................ 2.673 3.509 90 2.686 3.530 39
2008............................................ 3.509 2.007 100 3.530 2.022 36
2009............................................ 2.007 2.982 76 2.022 3.008 58
2010............................................ 2.982 3.490 44 3.008 3.524 51
2011............................................ 3.490 2.982 37 3.524 3.015 49
2012............................................ 2.982 3.488 28 3.015 3.531 34
2013............................................ 3.488 3.857 20 3.531 3.909 35
2014............................................ 3.857 3.528 25 3.909 3.580 10
2015............................................ 3.528 3.393 25 3.580 3.446 10
2016............................................ 3.393 3.545 25 3.446 3.606 10
------------------------------------------------ ----- ----- --- ------ ------ ---
American Funds U.S. Government/AAA-Rated Securities
2007............................................ 1.107 1.171 202 1.113 1.178 236
2008............................................ 1.171 1.251 230 1.178 1.260 249
2009............................................ 1.251 1.273 293 1.260 1.284 116
2010............................................ 1.273 1.337 380 1.284 1.350 123
2011............................................ 1.337 1.428 319 1.350 1.443 105
2012............................................ 1.428 1.444 307 1.443 1.462 63
2013............................................ 1.444 1.390 296 1.462 1.408 30
2014............................................ 1.390 1.449 281 1.408 1.470 34
2015............................................ 1.449 1.462 271 1.470 1.485 40
2016............................................ 1.462 1.468 249 1.485 1.493 40
------------------------------------------------ ----- ----- --- ------ ------ ---

A-4
<PAGE>

American Funds Ultra-Short Bond
2007............................................ 1.055 1.097 104 1.061 1.105 1*
2008............................................ 1.097 1.110 412 1.105 1.119 597
2009............................................ 1.110 1.098 60 1.119 1.108 118
2010............................................ 1.098 1.087 75 1.108 1.098 118
2011............................................ 1.087 1.073 455 1.098 1.085 183
2012............................................ 1.073 1.061 66 1.085 1.073 1*
2013............................................ 1.061 1.048 13 1.073 1.061 1*
2014............................................ 1.048 1.035 12 1.061 1.048 1*
2015............................................ 1.035 1.023 11 1.048 1.038 4
2016............................................ 1.023 1.014 9 1.038 1.030 4
------------------------------------------------ ----- ----- --- ----- ----- ---
LVIP American Balanced Allocation
2010............................................ N/A N/A N/A N/A N/A N/A
2011............................................ N/A N/A N/A 10.617 10.486 1*
2012............................................ N/A N/A N/A 10.486 11.589 1*
2013............................................ N/A N/A N/A 11.589 13.200 1*
2014............................................ N/A N/A N/A 13.200 13.826 1*
2015............................................ N/A N/A N/A 13.826 13.602 1*
2016............................................ N/A N/A N/A 13.602 14.309 1*
------------------------------------------------ ----- ----- --- ------ ------ ---
LVIP American Global Balanced Allocation Managed Risk
2012............................................ N/A N/A N/A N/A N/A N/A
2013............................................ 10.875 11.449 1* N/A N/A N/A
2014............................................ 11.449 11.949 1* N/A N/A N/A
2015............................................ 11.949 11.572 3 11.604 11.626 1*
2016............................................ 11.572 11.980 3 11.626 12.050 1*
------------------------------------------------ ------ ------ --- ------ ------ ---
LVIP American Global Growth Allocation Managed Risk
2012............................................ 10.089 10.276 29 N/A N/A N/A
2013............................................ 10.276 11.947 55 N/A N/A N/A
2014............................................ 11.947 12.122 54 N/A N/A N/A
2015............................................ 12.122 11.615 55 11.654 11.668 1*
2016............................................ 11.615 11.871 30 11.668 11.936 1*
------------------------------------------------ ------ ------ --- ------ ------ ---
LVIP American Growth Allocation
2010............................................ N/A N/A N/A N/A N/A N/A
2011............................................ 10.717 10.405 4 N/A N/A N/A
2012............................................ N/A N/A N/A N/A N/A N/A
2013............................................ N/A N/A N/A N/A N/A N/A
2014............................................ N/A N/A N/A N/A N/A N/A
2015............................................ N/A N/A N/A 14.816 14.019 1*
2016............................................ N/A N/A N/A 14.019 14.783 1*
------------------------------------------------ ------ ------ --- ------ ------ ---
LVIP American Income Allocation
2010............................................ N/A N/A N/A N/A N/A N/A
2011............................................ 10.395 10.578 6 10.400 10.596 8
2012............................................ 10.578 11.371 5 10.596 11.404 8
2013............................................ 11.371 12.257 5 11.404 12.308 11
2014............................................ 12.257 12.879 4 12.308 12.948 9
2015............................................ 12.879 12.654 4 12.948 12.737 9
2016............................................ 12.654 13.223 3 12.737 13.325 9
------------------------------------------------ ------ ------ --- ------ ------ ---
LVIP American Preservation
2012............................................ N/A N/A N/A N/A N/A N/A
2013............................................ 10.037 9.800 1* N/A N/A N/A
2014............................................ 9.800 9.904 1* N/A N/A N/A
2015............................................ 9.904 9.829 1* N/A N/A N/A
2016............................................ 9.829 9.911 1* N/A N/A N/A
------------------------------------------------ ------ ------ --- ------ ------ ---

* The numbers of accumulation units less than 500 were rounded up to one.

** This table reflects the accumulation unit values and the number of
accumulation units for both the American Legacy Shareholder's Advantage and
American Legacy Shareholder's Advantage A Class.

(1) Effective May 17, 2013, the Global Discovery Fund was merged into the
Global Growth Fund.

A-5
<PAGE>

[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>

Appendix B - Condensed Financial Information

Accumulation Unit Values
The following information relates to Accumulation Unit values and number of
Accumulation Units for contracts purchased on or after July 22, 2005 and before
November 15, 2010 for funds available in the periods ended December 31. It
should be read along with the VAA's financial statement and notes which are
included in the SAI.**

with EGMDB with GOP Acct Value DB
------------------------------------ ------------------------------------ ------------------------------------
Accumulation Unit Accumulation Unit Accumulation Unit
value value value
---------------------- Number of ---------------------- Number of ---------------------- Number of
Beginning End of Accumulation Beginning End of Accumulation Beginning End of Accumulation
of period period Units of period period Units of period period Units
----------- ---------- ------------- ----------- ---------- ------------- ----------- ---------- -------------
(Accumulation unit value in dollars and Number of Accumulation Units in thousands)

American Funds Asset Allocation
2007............ 12.204 12.887 128 12.233 12.937 326 12.252 12.970 21
2008............ 12.887 9.003 184 12.937 9.051 434 12.970 9.083 26
2009............ 9.003 11.062 242 9.051 11.138 450 9.083 11.189 27
2010............ 11.062 12.334 236 11.138 12.437 429 11.189 12.507 31
2011............ 12.334 12.381 212 12.437 12.504 373 12.507 12.587 32
2012............ 12.381 14.257 155 12.504 14.420 333 12.587 14.530 33
2013............ 14.257 17.477 151 14.420 17.703 308 14.530 17.855 30
2014............ 17.477 18.255 105 17.703 18.519 249 17.855 18.697 29
2015............ 18.255 18.344 96 18.519 18.638 234 18.697 18.836 27
2016............ 18.344 19.891 89 18.638 20.239 223 18.836 20.474 25
---------------- ------ ------ --- ------ ------ --- ------ ------ --
American Funds Blue Chip Income and Growth
2007............ 12.488 12.627 118 12.518 12.676 171 12.718 12.708 1*
2008............ 12.627 7.946 137 12.676 7.988 245 12.708 8.017 8
2009............ 7.946 10.077 165 7.988 10.146 253 8.017 10.192 8
2010............ 10.077 11.218 197 10.146 11.312 262 10.192 11.375 12
2011............ 11.218 11.017 196 11.312 11.126 253 11.375 11.199 10
2012............ 11.017 12.434 188 11.126 12.576 212 11.199 12.671 8
2013............ 12.434 16.389 163 12.576 16.601 193 12.671 16.743 6
2014............ 16.389 18.737 138 16.601 19.008 151 16.743 19.190 5
2015............ 18.737 18.025 122 19.008 18.313 134 19.190 18.507 5
2016............ 18.025 21.204 106 18.313 21.575 118 18.507 21.826 4
---------------- ------ ------ --- ------ ------ --- ------ ------ --
American Funds Bond
2007............ 10.642 10.897 43 10.667 10.940 212 10.684 10.968 21
2008............ 10.897 9.790 71 10.940 9.843 281 10.968 9.878 28
2009............ 9.790 10.926 132 9.843 11.001 342 9.878 11.051 35
2010............ 10.926 11.526 204 11.001 11.622 349 11.051 11.687 51
2011............ 11.526 12.119 201 11.622 12.239 344 11.687 12.320 53
2012............ 12.119 12.656 203 12.239 12.801 324 12.320 12.898 51
2013............ 12.656 12.272 202 12.801 12.431 320 12.898 12.538 57
2014............ 12.272 12.804 174 12.431 12.989 273 12.538 13.114 58
2015............ 12.804 12.724 168 12.989 12.927 246 13.114 13.065 57
2016............ 12.724 12.981 154 12.927 13.209 248 13.065 13.362 51
---------------- ------ ------ --- ------ ------ --- ------ ------ --
American Funds Capital Income Builder (Reg. TM)
2014............ 9.997 9.882 2 N/A N/A N/A N/A N/A N/A
2015............ 9.882 9.618 2 10.338 9.641 2 N/A N/A N/A
2016............ N/A N/A N/A 9.641 9.932 11 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Balanced(SM)
2011............ 9.562 9.619 2 N/A N/A N/A N/A N/A N/A
2012............ 9.619 10.700 8 N/A N/A N/A N/A N/A N/A
2013............ 10.700 11.901 8 10.954 11.948 1* N/A N/A N/A
2014............ 11.901 11.987 7 11.948 12.052 1* N/A N/A N/A
2015............ 11.987 11.766 7 12.052 11.848 2 N/A N/A N/A
2016............ 11.766 12.183 7 11.848 12.286 3 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

B-1
<PAGE>

American Funds Global Bond
2007............ 10.330 10.942 9 10.035 10.960 24 N/A N/A N/A
2008............ 10.942 11.222 42 10.960 11.257 59 11.493 11.281 3
2009............ 11.222 12.199 68 11.257 12.256 78 11.281 12.294 7
2010............ 12.199 12.722 121 12.256 12.801 126 12.294 12.854 14
2011............ 12.722 13.181 120 12.801 13.282 127 12.854 13.350 20
2012............ 13.181 13.871 87 13.282 13.999 91 13.350 14.085 21
2013............ 13.871 13.393 84 13.999 13.536 96 14.085 13.633 23
2014............ 13.393 13.457 71 13.536 13.622 88 13.633 13.733 23
2015............ 13.457 12.794 68 13.622 12.970 85 13.733 13.089 24
2016............ 12.794 13.024 63 12.970 13.223 86 13.089 13.357 22
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Discovery(1)
2005............ 10.307 11.243 1* N/A N/A N/A N/A N/A N/A
2006............ 11.243 13.082 6 11.442 13.113 11 N/A N/A N/A
2007............ 13.082 15.197 8 13.113 15.256 10 N/A N/A N/A
2008............ 15.197 8.270 4 15.256 8.315 11 13.576 8.345 1*
2009............ 8.270 12.368 5 8.315 12.454 19 8.345 12.516 1*
2010............ 12.368 13.501 6 12.454 13.615 21 12.516 13.685 1*
2011............ 13.501 12.427 6 13.615 12.550 13 13.685 12.629 1*
2012............ 12.427 14.843 9 12.550 15.013 10 12.629 15.123 1*
2013............ 14.843 17.318 9 15.013 17.527 8 15.123 17.661 1*
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Growth and Income
2007............ 11.439 12.773 81 11.449 12.804 149 11.456 12.824 24
2008............ 12.773 7.447 141 12.804 7.476 232 12.824 7.496 36
2009............ 7.447 10.312 164 7.476 10.368 219 7.496 10.406 39
2010............ 10.312 11.424 178 10.368 11.503 228 10.406 11.556 48
2011............ 11.424 10.772 161 11.503 10.863 197 11.556 10.924 49
2012............ 10.772 12.550 104 10.863 12.675 155 10.924 12.759 46
2013............ 12.550 15.240 96 12.675 15.415 149 12.759 15.533 40
2014............ 15.240 15.956 82 15.415 16.163 113 15.533 16.303 37
2015............ 15.956 15.600 77 16.163 15.827 114 16.303 15.980 36
2016............ 15.600 16.596 71 15.827 16.863 108 15.980 17.042 34
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Growth Portfolio
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Growth
2007............ 13.672 15.562 55 13.704 15.622 84 13.726 15.662 2
2008............ 15.562 9.502 66 15.622 9.553 100 15.662 9.587 8
2009............ 9.502 13.400 76 9.553 13.492 80 9.587 13.554 11
2010............ 13.400 14.840 83 13.492 14.964 87 13.554 15.048 16
2011............ 14.840 13.400 78 14.964 13.533 83 15.048 13.622 15
2012............ 13.400 16.276 44 13.533 16.462 70 13.622 16.587 15
2013............ 16.276 20.837 40 16.462 21.106 73 16.587 21.288 12
2014............ 20.837 21.128 33 21.106 21.433 70 21.288 21.639 12
2015............ 21.128 22.391 30 21.433 22.749 62 21.639 22.991 11
2016............ 22.391 22.328 27 22.749 22.719 58 22.991 22.983 9
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Small Capitalization
2007............ 14.827 17.843 32 14.862 17.911 43 14.885 17.958 6
2008............ 17.843 8.219 36 17.911 8.263 56 17.958 8.292 10
2009............ 8.219 13.138 50 8.263 13.228 66 8.292 13.289 15
2010............ 13.138 15.938 59 13.228 16.072 74 13.289 16.162 16
2011............ 15.938 12.771 60 16.072 12.898 65 16.162 12.983 15
2012............ 12.771 14.958 41 12.898 15.129 58 12.983 15.244 14
2013............ 14.958 19.016 38 15.129 19.262 50 15.244 19.428 13
2014............ 19.016 19.246 33 19.262 19.524 46 19.428 19.712 12
2015............ 19.246 19.124 32 19.524 19.429 43 19.712 19.636 12
2016............ 19.124 19.350 30 19.429 19.689 41 19.636 19.918 11
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Growth and Income
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

B-2
<PAGE>

American Funds Growth
2007............ 12.311 13.707 150 12.340 13.760 304 12.359 13.796 22
2008............ 13.707 7.611 203 13.760 7.652 442 13.796 7.680 36
2009............ 7.611 10.516 224 7.652 10.588 426 7.680 10.637 36
2010............ 10.516 12.369 229 10.588 12.472 434 10.637 12.542 37
2011............ 12.369 11.733 210 12.472 11.850 366 12.542 11.928 36
2012............ 11.733 13.709 199 11.850 13.865 352 11.928 13.971 29
2013............ 13.709 17.676 173 13.865 17.904 321 13.971 18.059 26
2014............ 17.676 19.008 144 17.904 19.283 270 18.059 19.468 27
2015............ 19.008 20.129 127 19.283 20.451 245 19.468 20.669 25
2016............ 20.129 21.842 116 20.451 22.224 221 20.669 22.483 24
---------------- ------ ------ --- ------ ------ --- ------ ------ --
American Funds Growth-Income
2007............ 12.110 12.607 218 12.139 12.656 447 12.158 12.688 21
2008............ 12.607 7.765 276 12.656 7.807 588 12.688 7.835 34
2009............ 7.765 10.100 304 7.807 10.169 550 7.835 10.216 80
2010............ 10.100 11.153 322 10.169 11.247 529 10.216 11.310 102
2011............ 11.153 10.851 283 11.247 10.958 453 11.310 11.031 92
2012............ 10.851 12.634 256 10.958 12.778 405 11.031 12.875 88
2013............ 12.634 16.715 222 12.778 16.931 360 12.875 17.077 76
2014............ 16.715 18.327 187 16.931 18.592 296 17.077 18.771 70
2015............ 18.327 18.427 167 18.592 18.721 267 18.771 18.920 65
2016............ 18.427 20.366 154 18.721 20.722 247 18.920 20.963 53
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds High-Income Bond
2007............ 11.205 11.253 76 11.231 11.296 148 11.249 11.325 5
2008............ 11.253 8.494 67 11.296 8.539 206 11.325 8.570 5
2009............ 8.494 11.696 86 8.539 11.777 217 8.570 11.831 7
2010............ 11.696 13.338 85 11.777 13.450 197 11.831 13.525 9
2011............ 13.338 13.473 80 13.450 13.606 127 13.525 13.696 6
2012............ 13.473 15.182 84 13.606 15.355 115 13.696 15.472 6
2013............ 15.182 16.039 70 15.355 16.247 115 15.472 16.386 6
2014............ 16.039 15.996 55 16.247 16.227 97 16.386 16.383 7
2015............ 15.996 14.696 54 16.227 14.931 83 16.383 15.089 7
2016............ 14.696 17.141 47 14.931 17.441 71 15.089 17.644 6
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds International Growth and Income(SM)
2008............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2009............ 10.729 15.149 6 9.588 15.175 4 12.281 15.192 1*
2010............ 15.149 16.053 9 15.175 16.104 15 15.192 16.138 1*
2011............ 16.053 14.524 8 16.104 14.592 15 16.138 14.637 4
2012............ 14.524 16.769 3 14.592 16.873 12 14.637 16.942 4
2013............ 16.769 19.791 3 16.873 19.944 12 16.942 20.046 4
2014............ 19.791 18.995 3 19.944 19.170 11 20.046 19.288 3
2015............ 18.995 17.770 3 19.170 17.961 15 19.288 18.089 3
2016............ 17.770 17.864 3 17.961 18.083 18 18.089 18.230 3
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds International
2007............ 14.235 16.933 56 14.269 16.998 107 14.291 17.042 14
2008............ 16.933 9.712 74 16.998 9.764 141 17.042 9.799 19
2009............ 9.712 13.771 80 9.764 13.866 138 9.799 13.929 19
2010............ 13.771 14.635 87 13.866 14.757 142 13.929 14.840 19
2011............ 14.635 12.478 84 14.757 12.602 133 14.840 12.685 17
2012............ 12.478 14.581 83 12.602 14.747 121 12.685 14.859 14
2013............ 14.581 17.577 80 14.747 17.804 110 14.859 17.957 14
2014............ 17.577 16.957 67 17.804 17.202 97 17.957 17.367 15
2015............ 16.957 16.044 57 17.202 16.301 96 17.367 16.474 16
2016............ 16.044 16.462 53 16.301 16.750 91 16.474 16.945 16
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Managed Risk Asset Allocation(SM)
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A 12.459 12.270 13 N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

B-3
<PAGE>

with EGMDB with GOP Acct Value DB
---------------------------------- ---------------------------------- ----------------------------------
Accumulation Unit Accumulation Unit Accumulation Unit
value value value
-------------------- Number of -------------------- Number of -------------------- Number of
Beginning End of Accumulation Beginning End of Accumulation Beginning End of Accumulation
of period period Units of period period Units of period period Units
----------- -------- ------------- ----------- -------- ------------- ----------- -------- -------------
(Accumulation unit value in dollars and Number of Accumulation Units in thousands)

American Funds Managed Risk Blue Chip Income and Growth
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ 10.495 10.735 1* N/A N/A N/A N/A N/A N/A
2016............ 10.735 12.064 1* N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------
American Funds Managed Risk Global Allocation
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------
American Funds Managed Risk Growth and Income
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------
American Funds Managed Risk Growth Portfolio
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------
American Funds Managed Risk Growth
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A 11.256 11.232 6
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Managed Risk Growth-Income
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A 11.381 11.154 6
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Managed Risk International
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Mortgage(SM)
2011............ N/A N/A N/A 10.207 10.339 12 N/A N/A N/A
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A 10.507 10.254 1* N/A N/A N/A
2014............ N/A N/A N/A 10.254 10.710 8 N/A N/A N/A
2015............ N/A N/A N/A 10.710 10.827 3 N/A N/A N/A
2016............ N/A N/A N/A 10.827 10.987 3 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds New World
2007............ 15.375 20.145 20 15.411 20.223 44 15.799 20.275 2
2008............ 20.145 11.505 27 20.223 11.566 52 20.275 11.607 4
2009............ 11.505 17.063 36 11.566 17.180 44 11.607 17.258 8
2010............ 17.063 19.932 52 17.180 20.100 57 17.258 20.211 10
2011............ 19.932 16.998 49 20.100 17.167 44 20.211 17.280 12
2012............ 16.998 19.849 28 17.167 20.075 42 17.280 20.227 11
2013............ 19.849 21.909 27 20.075 22.193 39 20.227 22.383 11
2014............ 21.909 20.004 24 22.193 20.293 37 22.383 20.487 11
2015............ 20.004 19.201 22 20.293 19.508 36 20.487 19.715 11
2016............ 19.201 20.029 21 19.508 20.380 34 19.715 20.617 10
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds U.S. Government/AAA-Rated Securities
2007............ 10.246 10.812 7 10.270 10.855 68 N/A N/A N/A
2008............ 10.812 11.533 19 10.855 11.595 96 11.033 11.636 2
2009............ 11.533 11.715 51 11.595 11.797 187 11.636 11.850 11
2010............ 11.715 12.278 88 11.797 12.381 182 11.850 12.450 14
2011............ 12.278 13.090 85 12.381 13.220 197 12.450 13.306 13
2012............ 13.090 13.219 88 13.220 13.371 182 13.306 13.472 12
2013............ 13.219 12.698 96 13.371 12.863 176 13.472 12.973 14
2014............ 12.698 13.215 89 12.863 13.407 175 12.973 13.535 14
2015............ 13.215 13.305 85 13.407 13.518 146 13.535 13.661 13
2016............ 13.305 13.342 77 13.518 13.576 146 13.661 13.734 12
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

B-4
<PAGE>

with EGMDB with GOP Acct Value DB
------------------------------------ ---------------------------------- ------------------------------------
Accumulation Unit Accumulation Unit Accumulation Unit
value value value
---------------------- Number of -------------------- Number of ---------------------- Number of
Beginning End of Accumulation Beginning End of Accumulation Beginning End of Accumulation
of period period Units of period period Units of period period Units
----------- ---------- ------------- ----------- -------- ------------- ----------- ---------- -------------
(Accumulation unit value in dollars and Number of Accumulation Units in thousands)

American Funds Ultra-Short Bond
2007............ 10.494 10.891 7 10.516 10.931 89 N/A N/A N/A
2008............ 10.891 10.999 60 10.931 11.055 33 N/A N/A N/A
2009............ 10.999 10.864 15 11.055 10.936 40 N/A N/A N/A
2010............ 10.864 10.728 11 10.936 10.816 27 N/A N/A N/A
2011............ 10.728 10.576 28 10.816 10.678 17 N/A N/A N/A
2012............ 10.576 10.434 23 10.678 10.551 6 N/A N/A N/A
2013............ 10.434 10.294 76 10.551 10.425 5 N/A N/A N/A
2014............ 10.294 10.147 19 10.425 10.292 4 N/A N/A N/A
2015............ 10.147 10.011 17 10.292 10.169 4 N/A N/A N/A
2016............ 10.011 9.903 17 10.169 10.074 15 N/A N/A N/A
---------------- ------ ------ -- ------ ------ -- -- --
LVIP American Balanced Allocation
2010............ N/A N/A N/A 10.499 10.611 18 N/A N/A N/A
2011............ 10.604 10.442 9 10.611 10.464 11 N/A N/A N/A
2012............ 10.442 11.505 9 10.464 11.547 13 N/A N/A N/A
2013............ 11.505 13.065 23 11.547 13.132 30 N/A N/A N/A
2014............ 13.065 13.644 17 13.132 13.735 25 N/A N/A N/A
2015............ 13.644 13.382 13 13.735 13.492 22 N/A N/A N/A
2016............ 13.382 14.035 12 13.492 14.171 21 N/A N/A N/A
---------------- ------ ------ --- ------ ------ -- -- --
LVIP American Global Balanced Allocation Managed Risk
2012............ N/A N/A N/A 10.197 10.211 4 N/A N/A N/A
2013............ 10.677 11.412 13 10.211 11.442 21 N/A N/A N/A
2014............ 11.412 11.889 13 11.442 11.939 26 N/A N/A N/A
2015............ 11.889 11.494 13 11.939 11.560 25 N/A N/A N/A
2016............ 11.494 11.878 12 11.560 11.963 25 N/A N/A N/A
---------------- ------ ------ --- ------ ------ -- -- --
LVIP American Global Growth Allocation Managed Risk
2012............ 10.003 10.262 248 9.971 10.274 25 9.679 10.282 37
2013............ 10.262 11.908 261 10.274 11.940 64 10.282 11.962 36
2014............ 11.908 12.061 262 11.940 12.112 68 11.962 12.146 33
2015............ 12.061 11.536 255 12.112 11.602 67 12.146 11.646 13
2016............ 11.536 11.769 252 11.602 11.854 66 11.646 11.911 12
---------------- ------ ------ --- ------ ------ -- ------ ------ ---
LVIP American Growth Allocation
2010............ N/A N/A N/A 10.574 10.715 22 N/A N/A N/A
2011............ 10.709 10.379 14 N/A N/A N/A N/A N/A N/A
2012............ 10.379 11.597 13 N/A N/A N/A N/A N/A N/A
2013............ 11.597 13.508 26 12.859 13.577 17 N/A N/A N/A
2014............ 13.508 14.091 20 13.577 14.184 16 N/A N/A N/A
2015............ 14.091 13.792 16 14.184 13.905 14 N/A N/A N/A
2016............ 13.792 14.500 4 13.905 14.640 13 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
LVIP American Income Allocation
2010............ N/A N/A N/A 10.329 10.393 13 N/A N/A N/A
2011............ 10.387 10.551 10 10.393 10.574 4 N/A N/A N/A
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ 12.751 12.777 3 N/A N/A N/A N/A N/A N/A
2015............ 12.777 12.531 3 N/A N/A N/A N/A N/A N/A
2016............ 12.531 13.071 1* N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
LVIP American Preservation
2012............ 10.012 10.008 2 N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A 9.971 9.796 5 N/A N/A N/A
2014............ 9.879 9.861 1* 9.796 9.896 9 N/A N/A N/A
2015............ 9.861 9.769 1* 9.896 9.818 4 9.965 9.851 6
2016............ N/A N/A N/A 9.818 9.898 2 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

* The numbers of accumulation units less than 500 were rounded up to one.

** This table reflects the accumulation unit values and the number of
accumulation units for both the American Legacy Shareholder's Advantage and
American Legacy Shareholder's Advantage A Class.

(1) Effective May 17, 2013, the Global Discovery Fund was merged into the
Global Growth Fund.

B-5
<PAGE>

[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>

Appendix C - Condensed Financial Information

Accumulation Unit Values
The following information relates to Accumulation Unit values and Accumulation
Units for contracts purchased on or after November 15, 2010 for funds in the
periods ended December 31. It should be read along with the VAA's financial
statement and notes which are included in the SAI.**

American Funds Asset Allocation
2011............ 12.231 12.260 4 11.096 11.150 18 12.437 12.504 1*
2012............ 12.260 14.096 1* 11.150 12.852 24 12.504 14.420 1*
2013............ 14.096 17.254 1* 12.852 15.770 23 14.420 17.703 1*
2014............ 17.254 17.995 1* 15.770 16.489 23 17.703 18.519 1*
2015............ 17.995 18.056 1* 16.489 16.586 43 18.519 18.638 1*
2016............ 18.056 19.549 1* 16.586 18.003 41 18.638 20.239 1*
---------------- ------ ------ - ------ ------ -- ------ ------ -
American Funds Blue Chip Income and Growth
2011............ 11.124 10.909 6 10.940 10.755 25 11.312 11.126 10
2012............ 10.909 12.293 10 10.755 12.150 34 11.126 12.576 13
2013............ 12.293 16.179 8 12.150 16.031 30 12.576 16.601 12
2014............ 16.179 18.470 8 16.031 18.346 24 16.601 19.008 6
2015............ 18.470 17.741 8 18.346 17.667 22 19.008 18.313 6
2016............ 17.741 20.839 7 17.667 20.803 21 18.313 21.575 5
---------------- ------ ------ -- ------ ------ -- ------ ------ --
American Funds Bond
2011............ 11.430 12.001 9 10.270 10.810 31 11.622 12.239 12
2012............ 12.001 12.513 13 10.810 11.300 61 12.239 12.801 14
2013............ 12.513 12.115 13 11.300 10.968 64 12.801 12.431 16
2014............ 12.115 12.622 13 10.968 11.455 66 12.431 12.989 8
2015............ 12.622 12.524 13 11.455 11.395 60 12.989 12.927 8
2016............ 12.524 12.758 12 11.395 11.637 57 12.927 13.209 8
---------------- ------ ------ -- ------ ------ -- ------ ------ --
American Funds Capital Income Builder (Reg. TM)
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A 10.175 9.634 40 N/A N/A N/A
2016............ N/A N/A N/A 9.634 9.918 40 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Balanced(SM)
2011............ 10.050 9.610 1* 9.486 9.626 3 N/A N/A N/A
2012............ 9.610 10.674 1* 9.626 10.718 4 N/A N/A N/A
2013............ 10.674 11.854 1* 10.718 11.933 5 N/A N/A N/A
2014............ 11.854 11.922 1* 11.933 12.030 5 N/A N/A N/A
2015............ 11.922 11.685 1* 12.030 11.821 3 N/A N/A N/A
2016............ 11.685 12.081 1* 11.821 12.252 2 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Bond
2011............ 12.644 13.080 8 10.590 10.983 26 12.801 13.282 5
2012............ 13.080 13.745 3 10.983 11.570 39 13.282 13.999 6
2013............ 13.745 13.251 3 11.570 11.182 46 13.999 13.536 7
2014............ 13.251 13.295 4 11.182 11.247 46 13.536 13.622 5
2015............ 13.295 12.621 4 11.247 10.703 47 13.622 12.970 5
2016............ 12.621 12.828 4 10.703 10.906 46 12.970 13.223 5
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Discovery(1)
2011............ 13.389 12.307 1* 11.089 10.216 1* 13.615 12.550 1*
2012............ 12.307 14.678 1* 10.216 12.214 4 12.550 15.013 1*
2013............ 14.678 17.116 1* 12.214 14.257 3 15.013 17.527 1*
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Growth and Income
2011............ 11.345 10.682 6 11.606 10.955 19 11.503 10.863 6
2012............ 10.682 12.426 3 10.955 12.776 18 10.863 12.675 6
2013............ 12.426 15.067 3 12.776 15.530 18 12.675 15.415 5
2014............ 15.067 15.751 3 15.530 16.275 18 15.415 16.163 5
2015............ 15.751 15.377 3 16.275 15.929 19 16.163 15.827 5
2016............ 15.377 16.334 3 15.929 16.963 18 15.827 16.863 5
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

C-1
<PAGE>

with EGMDB with GOP Acct Value DB
---------------------------------- ------------------------------------ ----------------------------------
Accumulation Unit Accumulation Unit Accumulation Unit
value value value
-------------------- Number of ---------------------- Number of -------------------- Number of
Beginning End of Accumulation Beginning End of Accumulation Beginning End of Accumulation
of period period Units of period period Units of period period Units
----------- -------- ------------- ----------- ---------- ------------- ----------- -------- -------------

American Funds Global Growth Portfolio
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- -- -- ------ ------ ---
American Funds Global Growth
2011............ 14.716 13.268 2 11.739 10.610 6 14.964 13.533 3
2012............ N/A N/A N/A 10.610 12.901 6 13.533 16.462 6
2013............ 18.122 20.571 1* 12.901 16.532 10 16.462 21.106 7
2014............ 20.571 20.827 1* 16.532 16.780 10 21.106 21.433 4
2015............ 20.827 22.039 1* 16.780 17.801 8 21.433 22.749 4
2016............ 22.039 21.944 1* 17.801 17.769 7 22.749 22.719 4
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Small Capitalization
2011............ 15.806 12.646 4 11.951 9.586 7 16.072 12.898 4
2012............ 12.646 14.789 3 9.586 11.239 9 12.898 15.129 3
2013............ 14.789 18.773 5 11.239 14.302 8 15.129 19.262 3
2014............ 18.773 18.971 5 14.302 14.489 8 19.262 19.524 2
2015............ 18.971 18.823 5 14.489 14.412 11 19.524 19.429 2
2016............ 18.823 19.017 4 14.412 14.597 11 19.429 19.689 2
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Growth and Income
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Growth
2011............ 12.266 11.618 4 11.593 11.009 19 12.472 11.850 3
2012............ 11.618 13.554 6 11.009 12.875 36 11.850 13.865 3
2013............ 13.554 17.450 6 12.875 16.617 36 13.865 17.904 3
2014............ 17.450 18.737 6 16.617 17.887 36 17.904 19.283 2
2015............ 18.737 19.813 5 17.887 18.961 55 19.283 20.451 1*
2016............ 19.813 21.466 5 18.961 20.595 52 20.451 22.224 1*
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Growth-Income
2011............ 11.060 10.745 7 11.066 10.777 38 11.247 10.958 9
2012............ 10.745 12.491 11 10.777 12.560 66 10.958 12.778 14
2013............ 12.491 16.502 7 12.560 16.634 59 12.778 16.931 13
2014............ 16.502 18.066 7 16.634 18.256 54 16.931 18.592 5
2015............ 18.066 18.137 7 18.256 18.374 52 18.592 18.721 5
2016............ 18.137 20.015 6 18.374 20.328 49 18.721 20.722 4
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds High-Income Bond
2011............ 13.228 13.341 1* 10.924 11.044 7 13.450 13.606 1*
2012............ 13.341 15.011 1* 11.044 12.458 14 13.606 15.355 1*
2013............ 15.011 15.835 1* 12.458 13.174 14 15.355 16.247 1*
2014............ 15.835 15.768 1* 13.174 13.152 11 16.247 16.227 1*
2015............ 15.768 14.465 1* 13.152 12.095 11 16.227 14.931 1*
2016............ 14.465 16.847 1* 12.095 14.122 10 14.931 17.441 1*
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds International Growth and Income(SM)
2011............ N/A N/A N/A 11.857 10.738 2 N/A N/A N/A
2012............ N/A N/A N/A 10.738 12.410 2 N/A N/A N/A
2013............ N/A N/A N/A 12.410 14.661 2 N/A N/A N/A
2014............ N/A N/A N/A 14.661 14.086 2 N/A N/A N/A
2015............ N/A N/A N/A 14.086 13.191 16 N/A N/A N/A
2016............ N/A N/A N/A 13.191 13.274 17 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds International
2011............ 14.513 12.356 2 11.855 10.118 3 14.757 12.602 1*
2012............ 12.356 14.416 3 10.118 11.835 6 12.602 14.747 1*
2013............ 14.416 17.352 3 11.835 14.281 6 14.747 17.804 1*
2014............ 17.352 16.715 3 14.281 13.791 6 17.804 17.202 1*
2015............ 16.715 15.792 3 13.791 13.062 6 17.202 16.301 1*
2016............ 15.792 16.179 3 13.062 13.416 5 16.301 16.750 1*
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Managed Risk Asset Allocation(SM)
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A 11.264 12.228 8 N/A N/A N/A
2014............ N/A N/A N/A 12.228 12.483 8 N/A N/A N/A
2015............ N/A N/A N/A 12.483 12.251 8 N/A N/A N/A
2016............ N/A N/A N/A 12.251 13.038 8 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

C-2
<PAGE>

with EGMDB with GOP Acct Value DB
------------------------------------ ------------------------------------ ----------------------------------
Accumulation Unit Accumulation Unit Accumulation Unit
value value value
---------------------- Number of ---------------------- Number of -------------------- Number of
Beginning End of Accumulation Beginning End of Accumulation Beginning End of Accumulation
of period period Units of period period Units of period period Units
----------- ---------- ------------- ----------- ---------- ------------- ----------- -------- -------------

American Funds Managed Risk Blue Chip Income and Growth
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- -- -- -------- -- -- --- ------ ------ --------
American Funds Managed Risk Global Allocation
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- -- -- -------- -- -- --- ------ ------ --------
American Funds Managed Risk Growth and Income
2015............ N/A N/A N/A 9.872 9.402 21 N/A N/A N/A
2016............ 9.634 9.632 7 9.402 9.671 41 N/A N/A N/A
---------------- ----- ----- --- ----- ----- --- ------ ------ --------
American Funds Managed Risk Growth Portfolio
2015............ N/A N/A N/A 9.567 9.413 2 N/A N/A N/A
2016............ N/A N/A N/A 9.413 9.709 14 N/A N/A N/A
---------------- ----- ----- --- ----- ----- --- ------ ------ --------
American Funds Managed Risk Growth
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----- ----- --- ----- ----- --- ------ ------ --------
American Funds Managed Risk Growth-Income
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----- ----- --- ----- ----- --- ------ ------ --------
American Funds Managed Risk International
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----- ----- --- ----- ----- --- ------ ------ --------
American Funds Mortgage(SM)
2011............ N/A N/A N/A N/A N/A N/A 10.227 10.339 1*
2012............ N/A N/A N/A 10.392 10.499 1* 10.339 10.507 2
2013............ N/A N/A N/A 10.499 10.239 1* 10.507 10.254 2
2014............ N/A N/A N/A 10.239 10.689 1* 10.254 10.710 2
2015............ N/A N/A N/A 10.689 10.801 1* 10.710 10.827 2
2016............ N/A N/A N/A 10.801 10.956 1* 10.827 10.987 2
---------------- ----- ----- --- ------ ------ --- ------ ------ ---
American Funds New World
2011............ 19.767 16.832 2 12.087 10.318 12 20.100 17.167 3
2012............ N/A N/A N/A 10.318 12.060 12 17.167 20.075 2
2013............ N/A N/A N/A 12.060 13.326 14 20.075 22.193 2
2014............ N/A N/A N/A 13.326 12.179 15 22.193 20.293 3
2015............ N/A N/A N/A 12.179 11.702 21 20.293 19.508 3
2016............ N/A N/A N/A 11.702 12.219 20 19.508 20.380 3
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds U.S. Government/AAA-Rated Securities
2011............ 12.176 12.961 4 10.201 10.886 13 12.381 13.220 4
2012............ 12.961 13.070 5 10.886 11.005 18 13.220 13.371 4
2013............ 13.070 12.536 5 11.005 10.582 21 13.371 12.863 5
2014............ 12.536 13.027 5 10.582 11.024 20 12.863 13.407 2
2015............ 13.027 13.096 5 11.024 11.110 21 13.407 13.518 2
2016............ 13.096 13.113 5 11.110 11.152 19 13.518 13.576 2
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Ultra-Short Bond
2011............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

C-3
<PAGE>

LVIP American Balanced Allocation
2011............ 10.597 10.419 9 10.608 10.457 12 N/A N/A N/A
2012............ 10.419 11.463 1* 10.457 11.533 28 N/A N/A N/A
2013............ 11.463 12.998 1* 11.533 13.110 27 N/A N/A N/A
2014............ 12.998 13.553 1* 13.110 13.704 27 N/A N/A N/A
2015............ 13.553 13.274 1* 13.704 13.455 27 N/A N/A N/A
2016............ 13.274 13.900 1* 13.455 14.126 26 N/A N/A N/A
---------------- ------ ------ - ------ ------ -- ------ ------
LVIP American Global Balanced Allocation Managed Risk
2012............ 10.115 10.187 12 9.910 10.207 2 N/A N/A N/A
2013............ 10.187 11.381 39 10.207 11.432 13 10.946 11.442 14
2014............ 11.381 11.840 53 11.432 11.923 23 11.442 11.939 14
2015............ 11.840 11.429 53 11.923 11.538 33 N/A N/A N/A
2016............ 11.429 11.792 52 11.538 11.935 29 N/A N/A N/A
---------------- ------ ------ -- ------ ------ -- ------ ------ ---
LVIP American Global Growth Allocation Managed Risk
2012............ 10.095 10.249 56 9.740 10.270 65 N/A N/A N/A
2013............ 10.249 11.876 104 10.270 11.930 200 10.679 11.940 3
2014............ 11.876 12.011 107 11.930 12.095 222 11.940 12.112 3
2015............ 12.011 11.470 106 12.095 11.580 230 12.112 11.602 3
2016............ 11.470 11.684 105 11.580 11.825 212 11.602 11.854 3
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
LVIP American Growth Allocation
2011............ 10.702 10.357 1* 10.713 10.394 14 N/A N/A N/A
2012............ 10.357 11.554 1* 10.394 11.625 27 N/A N/A N/A
2013............ 11.554 13.438 1* 11.625 13.554 27 N/A N/A N/A
2014............ 13.438 13.997 2 13.554 14.153 27 N/A N/A N/A
2015............ 13.997 13.680 2 14.153 13.867 27 N/A N/A N/A
2016............ 13.680 14.360 2 13.867 14.593 27 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
LVIP American Income Allocation
2011............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2012............ N/A N/A N/A 11.258 11.349 1* N/A N/A N/A
2013............ 11.557 12.120 3 11.349 12.223 4 N/A N/A N/A
2014............ N/A N/A N/A 12.223 12.834 4 N/A N/A N/A
2015............ N/A N/A N/A 12.834 12.599 4 N/A N/A N/A
2016............ N/A N/A N/A 12.599 13.155 4 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
LVIP American Preservation
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A 9.993 9.789 4 N/A N/A N/A
2014............ N/A N/A N/A 9.789 9.884 5 N/A N/A N/A
2015............ N/A N/A N/A 9.884 9.802 6 N/A N/A N/A
2016............ N/A N/A N/A 9.802 9.876 9 N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

* The numbers of accumulation units less than 500 were rounded up to one.

** This table reflects the accumulation unit values and the number of
accumulation units for both the American Legacy Shareholder's Advantage and
American Legacy Shareholder's Advantage A Class.

(1) Effective May 17, 2013, the Global Discovery Fund was merged into the
Global Growth Fund.

C-4
<PAGE>

Appendix D - Condensed Financial Information

Accumulation Unit Values
The following information relates to Accumulation Unit values and number of
Accumulation Units for contracts purchased as part of a Fee-Based Financial
Plan for funds available in the periods ended December 31. It should be read
along with the VAA's financial statement and notes which are included in the
SAI.

with EGMDB with GOP Acct Value DB
---------------------------------- ---------------------------------- ------------------------------------
Accumulation Unit Accumulation Unit Accumulation Unit
value value value
-------------------- Number of -------------------- Number of ---------------------- Number of
Beginning End of Accumulation Beginning End of Accumulation Beginning End of Accumulation
of period period Units of period period Units of period period Units
----------- -------- ------------- ----------- -------- ------------- ----------- ---------- -------------

American Funds Asset Allocation
2011............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A 18.856 20.474 1* N/A N/A N/A
---------------- ------ ------ ------ ------ --- -- -- ---
American Funds Blue Chip Income and Growth
2011............ N/A N/A N/A 11.375 11.199 1* N/A N/A N/A
2012............ N/A N/A N/A 11.199 12.671 1* N/A N/A N/A
2013............ N/A N/A N/A 12.671 16.743 1* N/A N/A N/A
2014............ N/A N/A N/A 16.743 19.190 1* N/A N/A N/A
2015............ N/A N/A N/A 19.190 18.507 1* N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ ------ ------ --- -- -- ---
American Funds Bond
2011............ N/A N/A N/A N/A N/A N/A 1.472 1.553 17
2012............ N/A N/A N/A N/A N/A N/A 1.553 1.626 19
2013............ N/A N/A N/A 12.407 12.538 2 1.626 1.582 22
2014............ N/A N/A N/A 12.538 13.114 4 1.582 1.655 23
2015............ N/A N/A N/A 13.114 13.065 5 1.655 1.650 22
2016............ N/A N/A N/A 13.065 13.362 7 1.650 1.688 23
---------------- ------ ------ ------ ------ --- ----- ----- ---
American Funds Capital Income Builder (Reg. TM)
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ ------ ------ --- ----- ----- ---
American Funds Global Balanced(SM)
2011............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A 11.306 11.979 1* N/A N/A N/A
2014............ N/A N/A N/A 11.979 12.095 2 N/A N/A N/A
2015............ N/A N/A N/A 12.095 11.903 2 N/A N/A N/A
2016............ N/A N/A N/A 11.903 12.355 3 N/A N/A N/A
---------------- ------ ------ ------ ------ --- ----- ----- ---
American Funds Global Bond
2011............ N/A N/A N/A 12.854 13.350 1* 12.879 13.383 1*
2012............ N/A N/A N/A 13.350 14.085 1* 13.383 14.127 1*
2013............ 13.415 13.393 11 14.085 13.633 2 14.127 13.680 1*
2014............ 13.393 13.457 12 13.633 13.733 4 13.680 13.787 1*
2015............ 13.457 12.794 13 13.733 13.089 4 13.787 13.148 1*
2016............ 12.794 13.024 13 13.089 13.357 3 13.148 13.424 1*
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Discovery(1)
2011............ N/A N/A N/A 13.685 12.629 1* N/A N/A N/A
2012............ N/A N/A N/A 12.629 15.123 1* N/A N/A N/A
2013............ N/A N/A N/A 15.123 17.661 1* N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
American Funds Global Growth and Income
2011............ N/A N/A N/A N/A N/A N/A 11.583 10.955 3
2012............ N/A N/A N/A N/A N/A N/A 10.955 12.801 3
2013............ N/A N/A N/A N/A N/A N/A 12.801 15.592 2
2014............ N/A N/A N/A N/A N/A N/A 15.592 16.373 2
2015............ N/A N/A N/A N/A N/A N/A 16.373 16.057 2
2016............ N/A N/A N/A N/A N/A N/A 16.057 17.133 2
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

D-1
<PAGE>

with EGMDB with GOP Acct Value DB
---------------------------------- ---------------------------------- ------------------------------------
Accumulation Unit Accumulation Unit Accumulation Unit
value value value
-------------------- Number of -------------------- Number of ---------------------- Number of
Beginning End of Accumulation Beginning End of Accumulation Beginning End of Accumulation
of period period Units of period period Units of period period Units
----------- -------- ------------- ----------- -------- ------------- ----------- ---------- -------------

American Funds Global Growth Portfolio
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ ------ ------ -------- -- --
American Funds Global Growth
2011............ N/A N/A N/A N/A N/A N/A 2.300 2.083 7
2012............ N/A N/A N/A N/A N/A N/A 2.083 2.538 6
2013............ N/A N/A N/A 18.707 21.288 1* 2.538 3.259 6
2014............ N/A N/A N/A 21.288 21.639 1* 3.259 3.314 6
2015............ N/A N/A N/A 21.639 22.991 1* 3.314 3.523 5
2016............ N/A N/A N/A N/A N/A N/A 3.523 3.524 5
---------------- ------ ------ ------ ------ --- ----- ----- ---
American Funds Global Small Capitalization
2011............ N/A N/A N/A 16.162 12.983 1* 3.055 2.456 6
2012............ N/A N/A N/A 12.983 15.244 1* 2.456 2.885 6
2013............ N/A N/A N/A 15.244 19.428 2 2.885 3.678 5
2014............ N/A N/A N/A 19.428 19.712 5 3.678 3.734 5
2015............ N/A N/A N/A 19.712 19.636 5 3.734 3.721 5
2016............ N/A N/A N/A 19.636 19.918 4 3.721 3.777 5
---------------- ------ ------ ------ ------ --- ----- ----- ---
American Funds Growth and Income
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ ------ ------ --- ----- ----- ---
American Funds Growth
2011............ N/A N/A N/A 12.542 11.928 2 N/A N/A N/A
2012............ N/A N/A N/A 11.928 13.971 1* N/A N/A N/A
2013............ N/A N/A N/A 13.971 18.059 3 N/A N/A N/A
2014............ N/A N/A N/A 18.059 19.468 7 N/A N/A N/A
2015............ N/A N/A N/A 19.468 20.669 7 N/A N/A N/A
2016............ N/A N/A N/A 20.669 22.483 6 N/A N/A N/A
---------------- ------ ------ ------ ------ --- ----- ----- ---
American Funds Growth-Income
2011............ N/A N/A N/A N/A N/A N/A 1.660 1.620 18
2012............ N/A N/A N/A N/A N/A N/A 1.620 1.892 17
2013............ N/A N/A N/A 15.415 17.077 3 1.892 2.511 15
2014............ N/A N/A N/A 17.077 18.771 6 2.511 2.761 14
2015............ N/A N/A N/A 18.771 18.920 7 2.761 2.784 14
2016............ N/A N/A N/A 18.920 20.963 7 2.784 3.087 13
---------------- ------ ------ ------ ------ --- ----- ----- ---
American Funds High-Income Bond
2011............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A 15.894 16.386 1* N/A N/A N/A
2014............ N/A N/A N/A 16.386 16.383 2 N/A N/A N/A
2015............ N/A N/A N/A 16.383 15.089 2 N/A N/A N/A
2016............ N/A N/A N/A 15.089 17.644 2 N/A N/A N/A
---------------- ------ ------ ------ ------ --- ----- ----- ---
American Funds International Growth and Income(SM)
2011............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A 18.777 20.046 2 N/A N/A N/A
2014............ N/A N/A N/A 20.046 19.288 5 N/A N/A N/A
2015............ N/A N/A N/A 19.288 18.089 5 N/A N/A N/A
2016............ N/A N/A N/A 18.089 18.230 5 N/A N/A N/A
---------------- ------ ------ ------ ------ --- ----- ----- ---
American Funds International
2011............ N/A N/A N/A 14.840 12.685 1* N/A N/A N/A
2012............ N/A N/A N/A 12.685 14.859 1* N/A N/A N/A
2013............ N/A N/A N/A 14.859 17.957 1* N/A N/A N/A
2014............ N/A N/A N/A 17.957 17.367 1* N/A N/A N/A
2015............ N/A N/A N/A 17.367 16.474 1* N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ ------ ------ --- ----- ----- ---
American Funds Managed Risk Asset Allocation(SM)
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ 11.315 12.214 24 N/A N/A N/A 11.598 12.256 4
2014............ 12.214 12.457 27 N/A N/A N/A 12.256 12.537 4
2015............ 12.457 12.213 26 N/A N/A N/A 12.537 12.328 4
2016............ 12.213 12.984 26 N/A N/A N/A 12.328 13.146 4
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

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<PAGE>

American Funds Managed Risk Blue Chip Income and Growth
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----------- -------- ------------- ------ ------ -------- ----- ----- --------
American Funds Managed Risk Global Allocation
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----------- -------- ------------- ------ ------ -------- ----- ----- --------
American Funds Managed Risk Growth and Income
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----------- -------- ------------- ------ ------ -------- ----- ----- --------
American Funds Managed Risk Growth Portfolio
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----------- -------- ------------- ------ ------ -------- ----- ----- --------
American Funds Managed Risk Growth
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----------- -------- ------------- ------ ------ -------- ----- ----- --------
American Funds Managed Risk Growth-Income
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----------- -------- ------------- ------ ------ -------- ----- ----- --------
American Funds Managed Risk International
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----------- -------- ------------- ------ ------ -------- ----- ----- --------
American Funds Mortgage(SM)
2011............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----------- -------- ------------- ------ ------ -------- ----- ----- --------
American Funds New World
2011............ N/A N/A N/A 20.211 17.280 1* 3.524 3.015 5
2012............ N/A N/A N/A 17.280 20.227 1* 3.015 3.531 5
2013............ N/A N/A N/A 20.227 22.383 1* 3.531 3.909 5
2014............ N/A N/A N/A 22.383 20.487 2 3.909 3.580 5
2015............ N/A N/A N/A 20.487 19.715 2 3.580 3.446 5
2016............ N/A N/A N/A 19.715 20.617 2 3.446 3.606 5
---------------- ----------- -------- ------------- ------ ------ --- ----- ----- ---
American Funds U.S. Government/AAA-Rated Securities
2011............ N/A N/A N/A 12.450 13.306 1* 1.350 1.443 5
2012............ N/A N/A N/A 13.306 13.472 1* 1.443 1.462 5
2013............ N/A N/A N/A 13.472 12.973 1* 1.462 1.408 6
2014............ N/A N/A N/A 12.973 13.535 1* 1.408 1.470 6
2015............ N/A N/A N/A 13.535 13.661 1* 1.470 1.485 6
2016............ N/A N/A N/A N/A N/A N/A 1.485 1.493 6
---------------- ----------- -------- ------------- ------ ------ --- ----- ----- ---
American Funds Ultra-Short Bond
2011............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ----------- -------- ------------- ------ ------ --- ----- ----- ---

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<PAGE>

LVIP American Balanced Allocation
2011............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2012............ N/A N/A N/A 10.805 11.575 8 N/A N/A N/A
2013............ N/A N/A N/A 11.575 13.177 8 N/A N/A N/A
2014............ N/A N/A N/A 13.177 13.796 8 N/A N/A N/A
2015............ N/A N/A N/A 13.796 13.565 8 N/A N/A N/A
2016............ N/A N/A N/A 13.565 14.263 2 N/A N/A N/A
---------------- ------ ------ ------ ------ --- -- ---
LVIP American Global Balanced Allocation Managed Risk
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A 11.408 11.989 16
2015............ N/A N/A N/A N/A N/A N/A 11.989 11.626 16
2016............ N/A N/A N/A N/A N/A N/A 11.626 12.050 16
---------------- ------ ------ ------ ------ --- ------ ------ ---
LVIP American Global Growth Allocation Managed Risk
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ 11.087 11.908 24 N/A N/A N/A N/A N/A N/A
2014............ 11.908 12.061 28 N/A N/A N/A N/A N/A N/A
2015............ 12.061 11.536 28 N/A N/A N/A N/A N/A N/A
2016............ 11.536 11.769 29 N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
LVIP American Growth Allocation
2011............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
LVIP American Income Allocation
2011............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2014............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2015............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2016............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
---------------- ------ ------ --- ------ ------ --- ------ ------ ---
LVIP American Preservation
2012............ N/A N/A N/A N/A N/A N/A N/A N/A N/A
2013............ N/A N/A N/A N/A N/A N/A 9.826 9.816 2
2014............ N/A N/A N/A N/A N/A N/A 9.816 9.931 2
2015............ N/A N/A N/A N/A N/A N/A 9.931 9.868 2
2016............ N/A N/A N/A N/A N/A N/A 9.868 9.963 2
---------------- ------ ------ --- ------ ------ --- ------ ------ ---

* The numbers of accumulation units less than 500 were rounded up to one.

(1) Effective May 17, 2013, the Global Discovery Fund was merged into the
Global Growth Fund.

D-4
<PAGE>

Appendix E - Discontinued Living Benefit Riders
The Living Benefit Riders described in this Appendix are no longer available.
This Appendix contains important information for Contractowners who purchased
their contract and one of the following Living Benefit Riders.

Lincoln Lifetime IncomeSM Advantage

The Lincoln Lifetime IncomeSM Advantage rider provides minimum, guaranteed,
periodic withdrawals for your life as Contractowner/
Annuitant regardless of the investment performance of the contract, provided
that certain conditions are met. A minimum guaranteed amount (Guaranteed
Amount) is used to calculate the periodic withdrawals from your contract, but
is not available as a separate benefit upon death or surrender. The Guaranteed
Amount is equal to the initial Purchase Payment (or Contract Value if elected
after contract issue) increased by subsequent Purchase Payments, Automatic
Annual Step-ups, 5% Enhancements and the step-up to 200% of the initial
Guaranteed Amount (if applicable to your contract) and decreased by withdrawals
in accordance with the provisions set forth below. After the first anniversary
of the rider effective date, once cumulative additional Purchase Payments
exceed $100,000, additional Purchase Payments will be limited to $50,000 per
Benefit Year without Servicing Office approval. No additional Purchase Payments
are allowed if the Contract Value decreases to zero for any reason.

This rider provides annual withdrawals of 5% of the initial Guaranteed Amount
called Maximum Annual Withdrawal amounts. You may receive Maximum Annual
Withdrawal amounts for your lifetime. Withdrawals in excess of the Maximum
Annual Withdrawal amount may significantly reduce your Maximum Annual
Withdrawal amount. Withdrawals will also negatively impact the availability of
the 5% Enhancement and the 200% step-up (if applicable to your contract). These
options are discussed below in detail.

If you purchased the Lincoln Lifetime IncomeSM Advantage rider, you are limited
in how you can invest in the Subaccounts in your contract. In addition, the
fixed account is not available except for use with dollar cost averaging. See
The Contracts - Investment Requirements.

Lincoln New York offers other optional riders available for purchase with its
variable annuity contracts. These riders provide different methods to take
income from your Contract Value and may provide certain guarantees. These
riders are fully discussed in this prospectus. There are differences between
the riders in the features provided as well as the charge structure. In
addition, the purchase of one rider may impact the availability of another
rider. Information about the relationship between Lincoln Lifetime IncomeSM
Advantage and these other riders is also included in this prospectus (See
i4LIFE (Reg. TM) Advantage option.) Not all riders will be available at all
times.

We have designed the rider to protect you from outliving your Contract Value.
If the rider terminates or you die before your Contract Value is reduced to
zero, neither you nor your estate will receive any lifetime withdrawals from us
under the rider. We limit your withdrawals to the Maximum Annual Withdrawal
amount and impose Investment Requirements in order to minimize the risk that
your Contract Value will be reduced to zero before your death.

If the rider was elected at contract issue, then it became effective on the
contract's effective date. If it was elected after the contract was issued then
it became effective on the next Valuation Date following approval by us. You
cannot simultaneously elect Lincoln Lifetime IncomeSM Advantage with any other
Living Benefit Rider.

Guaranteed Amount. The Guaranteed Amount is a value used to calculate your
withdrawal benefit under this rider. The Guaranteed Amount is not available to
you as a lump sum withdrawal or a Death Benefit. The initial Guaranteed Amount
varies based on when you elect the rider. If you elected the rider at the time
you purchased the contract, the initial Guaranteed Amount equals your initial
Purchase Payment . If you elected the rider after we issued the contract, the
initial Guaranteed Amount equals the Contract Value on the effective date of
the rider. The maximum Guaranteed Amount is $10,000,000. This maximum takes
into consideration the total guaranteed amounts under the Living Benefit Riders
from all Lincoln New York contracts (or contracts issued by our affiliates) in
which you are the covered life.

Additional Purchase Payments automatically increase the Guaranteed Amount by
the amount of the Purchase Payment (not to exceed the maximum Guaranteed
Amount); for example, a $10,000 additional Purchase Payment will increase the
Guaranteed Amount by $10,000. After the first anniversary of the rider
effective date, once cumulative additional Purchase Payments exceed $100,000,
additional Purchase Payments will be limited to $50,000 per Benefit Year
without Servicing Office approval. If after the first Benefit Year cumulative
additional Purchase Payments equal or exceed $100,000, the charge for Lincoln
Lifetime IncomeSM Advantage will change to the then current charge in effect on
the next Benefit Year anniversary. The charge will never exceed the guaranteed
maximum annual charge. See Charges and Other Deductions - Rider Charges -
Lincoln Lifetime IncomeSM Advantage Charge. Additional Purchase Payments will
not be allowed if the Contract Value decreases to zero for any reason including
market loss.

E-1
<PAGE>

The following example demonstrates the impact of additional Purchase Payments
on the Lincoln Lifetime IncomeSM Advantage charge:

Initial Purchase Payment................... $100,000
Additional Purchase Payment in Year 2...... $ 95,000 No change to charge
Additional Purchase Payment in Year 3...... $ 50,000 Charge will be the then current charge
Additional Purchase Payment in Year 4...... $ 25,000 Charge will be the then current charge

Each withdrawal reduces the Guaranteed Amount as discussed below.

Since the charge for the rider is based on the Guaranteed Amount, the cost of
the rider increases when additional Purchase Payments, Automatic Annual
Step-ups, 5% Enhancements and the 200% step-up (if applicable to your contract)
are made, and the cost decreases as withdrawals are made because these
transactions all adjust the Guaranteed Amount. In addition, the charge rate may
change when cumulative Purchase Payments exceed $100,000 and also when
Automatic Annual Step-ups occur as discussed below. See Charges and Other
Deductions - Rider Charges - Lincoln Lifetime IncomeSM Advantage Charge.

5% Enhancement to the Guaranteed Amount. On each Benefit Year anniversary, the
Guaranteed Amount, minus Purchase Payments received in the preceding Benefit
Year, will be increased by 5% if the Contractowner/Annuitant is under 86 and
the rider is within the 10 year period described below. Additional Purchase
Payments must be invested in the contract at least one Benefit Year before the
5% Enhancement will be made on the portion of the Guaranteed Amount equal to
that Purchase Payment . Any Purchase Payments made within the first 90 days
after the effective date of the rider will be included in the Guaranteed Amount
for purposes of receiving the 5% Enhancement on the first Benefit Year
anniversary.

Note: The 5% Enhancement is not available in any Benefit Year there is a
withdrawal from Contract Value including a Maximum Annual Withdrawal amount. A
5% Enhancement will occur in subsequent years after a withdrawal only under
certain conditions. If you are eligible (as defined below) for the 5%
Enhancement in the next year, the enhancement will not occur until the Benefit
Year anniversary of that year.

The following is an example of the impact of the 5% Enhancement on the
Guaranteed Amount:

Initial Purchase Payment = $100,000; Guaranteed Amount = $100,000

Additional Purchase Payment on day 30 = $15,000; Guaranteed Amount = $115,000

Additional Purchase Payment on day 95 = $10,000; Guaranteed Amount = $125,000

On the first Benefit Year anniversary, the Guaranteed Amount is $130,750 (=
$115,000 x 1.05 + $10,000). The $10,000 Purchase Payment on day 95 is not
eligible for the 5% Enhancement until the second Benefit Year anniversary.

The 5% Enhancement will be in effect for 10 years from the effective date of
the rider. The 5% Enhancement will cease upon the death of the
Contractowner/Annuitant or when the Contractowner/Annuitant reaches age 86. A
new 10-year period will begin each time an Automatic Annual Step-up to the
Contract Value occurs as described below. As explained below, the 5%
Enhancement and Automatic Annual Step-up will not occur in the same year. If
the Automatic Annual Step-up provides a greater increase to the Guaranteed
Amount, you will not receive the 5% Enhancement. The 5% Enhancement cannot
increase the Guaranteed Amount above the maximum Guaranteed Amount of
$10,000,000. For riders purchased prior to January 20, 2009, the 5% Enhancement
will be in effect for 15 years from the effective date of the rider, and a new
15-year period will begin following each Automatic Annual Step-up.

The 5% Enhancement will not occur on any Benefit Year anniversary in which
there is a withdrawal, including a Maximum Annual Withdrawal amount, from the
contract during the preceding Benefit Year. The 5% Enhancement will occur on
the following Benefit Year anniversary if no other withdrawals are made from
the contract and the rider is within the 10-year period.

An example of the impact of a withdrawal on the 5% Enhancement is included in
the Withdrawals section below.

If your Guaranteed Amount is increased by the 5% Enhancement on the Benefit
Year anniversary, your charge rate for the rider will not change. However, the
amount you pay for the rider will increase since the charge for the rider is
based on the Guaranteed Amount. See Charges and Other Deductions - Rider
Charges - Lincoln Lifetime IncomeSM Advantage Charge.

Automatic Annual Step-ups of the Guaranteed Amount. The Guaranteed Amount will
automatically step-up to the Contract Value on each Benefit Year anniversary
if:

a. the Contractowner/Annuitant is still living and under age 86; and

b. the Contract Value on that Benefit Year anniversary is greater than the
Guaranteed Amount after the 5% Enhancement (if any) or 200% step-up (if
any, as described below).

E-2
<PAGE>

Each time the Guaranteed Amount is stepped up to the current Contract Value as
described above, your charge rate for the rider will be the current charge rate
for the rider, not to exceed the guaranteed maximum charge. Therefore, your
charge rate for this rider could increase every Benefit Year anniversary. See
Charges and Other Deductions - Rider Charges - Lincoln Lifetime IncomeSM
Advantage Charge.

If your rider charge rate is increased upon an Automatic Annual Step-up, you
may opt out of the Automatic Annual Step-up by giving us notice within 30 days
after the Benefit Year anniversary if you do not want your charge rate for the
rider to change. This opt-out will only apply for this particular Automatic
Annual Step-up. You will need to notify us each time the charge rate increases
if you do not want the step-up. If you decline the Automatic Annual Step-up,
you will receive the 200% step-up (if you are eligible as described below) or
the 5% Enhancement (if you are eligible as specified above); however, a new
10-year period for 5% Enhancements will not begin. You may not decline the
Automatic Annual Step-up, if applicable, if your additional Purchase Payments
would cause your charge to increase. See the earlier Guaranteed Amount section.

Following is an example of how the Automatic Annual Step-ups and the 5%
Enhancement will work (assuming no withdrawals or additional Purchase Payments
and issue age above 591/2 (single life) or 65 (joint life)):

Potential for Length of 5%
Contract Guaranteed Charge to Enhancement
Value Amount Change Period
------------- ------------ --------------- -------------

Initial Purchase Payment $50,000.... $ 47,750* $50,000 No 10
1st Benefit Year anniversary........ $ 54,000 $54,000 Yes 10
2nd Benefit Year anniversary........ $ 53,900 $56,700 No 9
3rd Benefit Year anniversary........ $ 57,000 $59,535 No 8
4th Benefit Year anniversary........ $ 64,000 $64,000 Yes 10

*The beginning Contract Value is the initial Purchase Payment less the 4.5%
sales charge.

On the first Benefit Year anniversary, the Automatic Annual Step-up increased
the Guaranteed Amount to the Contract Value of $54,000 since the increase in
the Contract Value is greater than the 5% Enhancement amount of $2,500 (5% of
$50,000). On the second Benefit Year anniversary, the 5% Enhancement provided a
larger increase (5% of $54,000 = $2,700). On the third Benefit Year
anniversary, the 5% Enhancement provided a larger increase (5% of $56,700 =
$2,835). On the fourth Benefit Year anniversary, the Automatic Annual Step-up
to the Contract Value was greater than the 5% Enhancement amount of $2,977 (5%
of $59,535) and a new 10-year Enhancement Period began.

An Automatic Annual Step-up cannot increase the Guaranteed Amount beyond the
maximum Guaranteed Amount of $10,000,000.

Step-up to 200% of the initial Guaranteed Amount. If you purchased Lincoln
Lifetime IncomeSM Advantage on or after October 5, 2009, the 200% step-up will
not be available. On the later of the tenth Benefit Year anniversary or the
Benefit Year anniversary after you reach age 75, we will step-up your
Guaranteed Amount to 200% of your initial Guaranteed Amount (plus any Purchase
Payments made within 90 days of rider election), less any withdrawals, if this
would increase your Guaranteed Amount to an amount higher than that provided by
the 5% Enhancement or the Automatic Annual Step-up for that year, if
applicable. (You will not also receive the 5% Enhancement or Automatic Annual
Step-up if the 200% step-up applies.) (The 200% step-up will occur on the 10th
Benefit Year anniversary if you purchased the rider prior to January 20, 2009.)
This step-up will not occur if:

1. an Excess Withdrawal (defined below) has occurred; or

2. cumulative withdrawals totaling more than 10% of the initial Guaranteed
Amount (plus Purchase Payments within 90 days of rider election) have been
made (even if these withdrawals were within the Maximum Annual Withdrawal
amount).

For example, assume the initial Guaranteed Amount is $200,000. A $10,000
Maximum Annual Withdrawal was made at age 69 and at age 70. If one more
$10,000 Maximum Annual Withdrawal was made at age 71, the step-up would not
be available since withdrawals cannot exceed $20,000 (10% of $200,000).

This step-up is only available one time and it will not occur if, on the
applicable Benefit Year anniversary, your Guaranteed Amount exceeds 200% of
your initial Guaranteed Amount (plus Purchase Payments within 90 days of rider
election). Required minimum distributions (RMDs) from qualified contracts may
adversely impact this benefit because you may have to withdraw more than 10% of
your initial Guaranteed Amount. See the terms governing RMDs in the Maximum
Annual Withdrawal Amount section below.

This step-up will not cause a change to the charge rate for your rider.
However, the amount you pay for the rider will increase since the charge is
based on the Guaranteed Amount. See Charges and Other Deductions - Rider
Charges - Lincoln Lifetime IncomeSM Advantage Charge.

The following example demonstrates the impact of this step-up on the Guaranteed
Amount:

Initial Purchase Payment at age 65 = $200,000; Guaranteed Amount =$200,000;
Maximum Annual Withdrawal amount = $10,000.

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After ten years, at age 75, the Guaranteed Amount is $272,339 (after applicable
5% Enhancements and two $10,000 Maximum Annual Withdrawal Amounts) and the
Contract Value is $250,000. Since the Guaranteed Amount is less than $360,000
($200,000 initial Guaranteed Amount reduced by the two $10,000 withdrawals x
200%), the Guaranteed Amount is increased to $360,000.

The 200% step-up (if applicable to your contract) cannot increase the
Guaranteed Amount beyond the maximum Guaranteed Amount of $10,000,000.

Maximum Annual Withdrawal Amount. You may make periodic withdrawals up to the
Maximum Annual Withdrawal amount each Benefit Year for your lifetime as long as
your Maximum Annual Withdrawal amount is greater than zero.

On the effective date of the rider, the Maximum Annual Withdrawal amount is
equal to 5% of the initial Guaranteed Amount. If you do not withdraw the entire
Maximum Annual Withdrawal amount during a Benefit Year, there is no carryover
of the extra amount into the next Benefit Year.

If your Contract Value is reduced to zero because of market performance,
withdrawals equal to the Maximum Annual Withdrawal amount will continue
automatically for your life under the Maximum Annual Withdrawal Amount Annuity
Payment Option (discussed later). You may not withdraw the remaining Guaranteed
Amount in a lump sum.

Note: if any withdrawal is made, the 5% Enhancement is not available during
that Benefit Year. Withdrawals may also negatively impact the 200% step-up (see
above).

The tax consequences of withdrawals are discussed in Federal Tax Matters
section of this prospectus.

All withdrawals you make, whether or not within the Maximum Annual Withdrawal
amount, will decrease your Contract Value.

The Maximum Annual Withdrawal amount is increased by 5% of any additional
Purchase Payments. For example, if the Maximum Annual Withdrawal amount of
$2,500 (5% of $50,000 Guaranteed Amount) is in effect and an additional
Purchase Payment of $10,000 is made , the new Maximum Annual Withdrawal amount
is $3,000 ($2,500 + 5% of $10,000).

5% Enhancements, Automatic Annual Step-ups and the 200% step-up (if applicable
to your contract) will cause a recalculation of the eligible Maximum Annual
Withdrawal amount to the greater of:

a. the Maximum Annual Withdrawal amount immediately prior to the 5%
Enhancement, Automatic Annual Step-up or 200% step-up; or

b. 5% of the Guaranteed Amount on the Benefit Year anniversary.

See the chart below for examples of the recalculation.

The Maximum Annual Withdrawal amount from both Lincoln Lifetime IncomeSM
Advantage and Lincoln SmartSecurity (Reg. TM) Advantage under all Lincoln New
York contracts (or contracts issued by our affiliates) applicable to you can
never exceed 5% of the maximum Guaranteed Amount.

Withdrawals. If the cumulative amounts withdrawn from the contract during the
Benefit Year (including the current withdrawal) are within the Maximum Annual
Withdrawal amount, then:

1. the withdrawal will reduce the Guaranteed Amount by the amount of the
withdrawal on a dollar-for-dollar basis, and

2. the Maximum Annual Withdrawal amount will remain the same.

The following example illustrates the impact of Maximum Annual Withdrawals on
the Guaranteed Amount and the recalculation of the Maximum Annual Withdrawal
amount (assuming no additional Purchase Payments and issue age above 591/2
(single life) or 65 (joint life)):

Contract Guaranteed Maximum Annual
Value Amount Withdrawal Amount
------------- ------------ ------------------

Initial Purchase Payment $50,000.... $ 47,750* $50,000 $2,500
1st Benefit Year anniversary........ $ 54,000 $54,000 $2,700
2nd Benefit Year anniversary........ $ 51,000 $51,300 $2,700
3rd Benefit Year anniversary........ $ 57,000 $57,000 $2,850
4th Benefit Year anniversary........ $ 64,000 $64,000 $3,200

*The beginning Contract Value is the initial Purchase Payment less the 4.5%
sales charge.

The initial Maximum Annual Withdrawal amount is equal to 5% of the Guaranteed
Amount. Since withdrawals occurred each year (even withdrawals within the
Maximum Annual Withdrawal amount), the 5% Enhancement of the Guaranteed Amount
was not available. However, each year the Automatic Annual Step-up occurred
(first, third and fourth anniversaries), the Maximum Annual Withdrawal amount
was recalculated to 5% of the current Guaranteed Amount.

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Withdrawals from Individual Retirement Annuity contracts will be treated as
within the Maximum Annual Withdrawal amount (even if they exceed the 5% Maximum
Annual Withdrawal amount) only if the withdrawals are taken in systematic
installments of the amount needed to satisfy the RMD rules under Internal
Revenue Code Section 401(a)(9). In addition, in order for this exception for
RMDs to apply, the following must occur:

1. Lincoln's automatic withdrawal service is used to calculate and pay the
RMD;

2. The RMD calculation must be based only on the value in this contract;

3. No withdrawals other than RMDs are made within that Benefit Year (except
as described in next paragraph); and

4. This contract is not a beneficiary IRA.

If your RMD withdrawals during a Benefit Year are less than the Maximum Annual
Withdrawal amount, an additional amount up to the Maximum Annual Withdrawal
amount may be withdrawn. If a withdrawal, other than an RMD is made during the
Benefit Year, then all amounts withdrawn in excess of the Maximum Annual
Withdrawal amount, including amounts attributed to RMDs, will be treated as
Excess Withdrawals (see below).

Excess Withdrawals. Excess Withdrawals are the cumulative amounts withdrawn
from the contract during the Benefit Year (including the current withdrawal)
that exceed the Maximum Annual Withdrawal amount. When Excess Withdrawals
occur:

1. The Guaranteed Amount is reduced by the same proportion that the Excess
Withdrawal reduces the Contract Value. This means that the reduction in
the Guaranteed Amount could be more than a dollar-for-dollar reduction.

2. The Maximum Annual Withdrawal amount will be immediately recalculated to
5% of the new (reduced) Guaranteed Amount (after the proportionate
reduction for the Excess Withdrawal); and

3. The 200% step-up will never occur.

The following example demonstrates the impact of an Excess Withdrawal on the
Guaranteed Amount and the Maximum Annual Withdrawal amount. A $12,000
withdrawal caused a $15,182 reduction in the Guaranteed Amount.

Prior to Excess Withdrawal:
Contract Value = $60,000
Guaranteed Amount = $85,000
Maximum Annual Withdrawal amount = $5,000 (5% of the initial Guaranteed Amount
of $100,000)

After a $12,000 Withdrawal ($5,000 is within the Maximum Annual Withdrawal
amount, $7,000 is the Excess Withdrawal):

The Contract Value and Guaranteed Amount are reduced dollar for dollar for the
Maximum Annual Withdrawal amount of $5,000:

Contract Value = $55,000
Guaranteed Amount = $80,000

The Contract Value is reduced by the $7,000 Excess Withdrawal and the
Guaranteed Amount is reduced by 12.73%, the same proportion that the Excess
Withdrawal reduced the $55,000 Contract Value ($7,000 / $55,000)

Contract Value = $48,000

Guaranteed Amount = $69,818 ($80,000 x 12.73% = $10,182; $80,000 - $10,182 =
$69,818)
Maximum Annual Withdrawal amount = $3,491 (5% of $69,818)

In a declining market, withdrawals that exceed the Maximum Annual Withdrawal
amount may substantially deplete or eliminate your Guaranteed Amount and reduce
or deplete your Maximum Annual Withdrawal amount. This is because the reduction
in the benefit may be more than the dollar amount withdrawn from the Contract
Value.

Maximum Annual Withdrawal Amount Annuity Payout Option. If you are required to
annuitize your Maximum Annual Withdrawal amount because you have reached the
maturity date of the contract, the Maximum Annual Withdrawal Amount Annuity
Payout Option is available.

The Maximum Annual Withdrawal Amount Annuity Payout Option is a fixed
annuitization in which the Contractowner will receive annual annuity payments
equal to the Maximum Annual Withdrawal amount for life (this option is
different from other annuity payment options discussed in your prospectus,
including i4LIFE (Reg. TM) Advantage, which are based on your Contract Value).
Payment frequencies other than annual may be available. You will have no other
contract features other than the right to receive annuity payments equal to the
Maximum Annual Withdrawal amount for your life.

If the Contract Value is zero and you have a remaining Maximum Annual
Withdrawal amount, you will receive the Maximum Annual Withdrawal Amount
Annuity Payment Option.

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If you are receiving the Maximum Annual Withdrawal Amount Annuity Payout
Option, your Beneficiary may be eligible for a final payment upon your death.
To be eligible the Death Benefit option in effect immediately prior to the
exercise of the Maximum Annual Withdrawal Amount Annuity Payout Option must not
be the Account Value Death Benefit.

The final payment is equal to the sum of all Purchase Payments, decreased by
withdrawals in the same proportion as the withdrawals reduce the Contract
Value; withdrawals less than or equal to the Maximum Annual Withdrawal amount
and payments under the Maximum Annual Withdrawal Annuity Payout Option will
reduce the sum of the Purchase Payments dollar for dollar.

Death Prior to the Annuity Commencement Date. Lincoln Lifetime IncomeSM
Advantage has no provision for a payout of the Guaranteed Amount upon death of
the Contractowners or Annuitant. In addition, Lincoln Lifetime IncomeSM
Advantage provides no increase in value to the Death Benefit over and above
what the Death Benefit provides in the base contract. At the time of death, if
the Contract Value equals zero, no Death Benefit options (as described in the
Death Benefit section of this prospectus) will be in effect. Election of
Lincoln Lifetime IncomeSM Advantage does not impact the Death Benefit options
available for purchase with your annuity contract except as described below in
Impact to Withdrawal Calculations of Death Benefits before the Annuity
Commencement Date. All Death Benefit payments must be made in compliance with
Internal Revenue Code Sections 72(s) or 401(a)(9) as applicable as amended from
time to time. See The Contracts - Death Benefit.

Upon the death of the Contractowner/Annuitant, Lincoln Lifetime IncomeSM
Advantage will end and no further Maximum Annual Withdrawal amounts are
available (even if there was a Guaranteed Amount in effect at the time of the
death). If the Beneficiary elects to continue the contract after the death of
the Contractowner/Annuitant (through a separate provision of the contract), the
Beneficiary may purchase a new Living Benefit Rider if available under the
terms and charge in effect at the time of the new purchase. There is no
carryover of the Guaranteed Amount.

Termination. After the seventh anniversary of the effective date of the rider,
the Contractowner may terminate the rider by notifying us in writing. Lincoln
Lifetime IncomeSM Advantage will automatically terminate:
o on the Annuity Commencement Date (except payments under the Maximum Annual
Withdrawal Amount Annuity Payment Option will continue if applicable);
o if the Contractowner or Annuitant is changed including any sale or assignment
of the contract or any pledge of the contract as collateral;
o on the date the Contractowner is changed pursuant to an enforceable divorce
agreement or decree;
o upon the death of the Contractowner/Annuitant;
o when the Maximum Annual Withdrawal amount is reduced to zero; or
o upon termination of the underlying annuity contract.

The termination will not result in any increase in Contract Value equal to the
Guaranteed Amount. Upon effective termination of this rider, the benefits and
charges within this rider will terminate.

If you terminate the rider, you must wait one year before you can elect any
Living Benefit Rider available at the time for purchase.

i4LIFE (Reg. TM) Advantage Option. i4LIFE (Reg. TM) Advantage is an Annuity
Payout option, available for purchase at an additional charge, that provides
periodic Regular Income Payments for life, the ability to make withdrawals
during a defined period of time (the Access Period) and a Death Benefit during
the Access Period. This rider is available after the contract's effective date.
A minimum payout floor, called the Guaranteed Income Benefit, is also available
for purchase at the time you elect i4LIFE (Reg. TM) Advantage. Depending on a
person's age and the selected length of the Access Period, i4LIFE (Reg. TM)
Advantage may provide a higher payout than the Maximum Annual Withdrawal
amounts under Lincoln Lifetime IncomeSM Advantage. You cannot have both i4LIFE
(Reg. TM) Advantage and Lincoln Lifetime IncomeSM Advantage in effect on your
contract at the same time.

Contractowners with an active Lincoln Lifetime IncomeSM Advantage may decide to
terminate Lincoln Lifetime IncomeSM Advantage and purchase i4LIFE (Reg. TM)
Advantage since i4LIFE (Reg. TM) Advantage provides a different income stream.
If this decision is made, the Contractowner can use any remaining Lincoln
Lifetime IncomeSM Advantage Guaranteed Amount to establish the Guaranteed
Income Benefit under the i4LIFE (Reg. TM) Advantage. Owners of the Lincoln
Lifetime IncomeSM Advantage rider are guaranteed the ability to purchase i4LIFE
(Reg. TM) Advantage Guaranteed Income Benefit in the future even if it is no
longer generally available for purchase. Owners of Lincoln Lifetime IncomeSM
Advantage are also guaranteed that the annuity factors that are used to
calculate the initial Guaranteed Income Benefit under i4LIFE (Reg. TM)
Advantage will be the annuity factors in effect as of the day they purchased
Lincoln Lifetime IncomeSM Advantage. In addition, owners of Lincoln Lifetime
IncomeSM Advantage may in the future purchase the Guaranteed Income Benefit at
or below the guaranteed maximum charge that is in effect on the date that they
purchase Lincoln Lifetime IncomeSM Advantage.

i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit for Lincoln Lifetime
IncomeSM Advantage purchasers must be elected before the Annuity Commencement
Date and by age 99 for nonqualified contracts or age 85 for qualified
contracts. See i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit sections of
this prospectus. The charges for these benefits will be the current charge for
new purchasers in effect for the i4LIFE (Reg. TM) Advantage and the current
Guaranteed Income Benefit charge in effect for prior purchasers of Lincoln
Lifetime

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IncomeSM Advantage at the time of election of these benefits. If you use your
Lincoln Lifetime IncomeSM Advantage Guaranteed Amount to establish the
Guaranteed Income Benefit, you must keep i4LIFE (Reg. TM) Advantage and the
Guaranteed Income Benefit in effect for at least 3 years.

Below is an example of how the Guaranteed Amount from Lincoln Lifetime IncomeSM
Advantage is used to establish the Guaranteed Income Benefit with i4LIFE (Reg.
TM) Advantage.

Prior to i4LIFE (Reg. TM) Advantage election:

Contract Value = $100,000

Guaranteed Amount = $150,000

After i4LIFE (Reg. TM)Advantage election:

Regular Income Payment = $6,700 per year = Contract Value divided by the i4LIFE
(Reg. TM) Advantage annuity factor

Guaranteed Income Benefit = $7,537.50 per year = Guaranteed Amount divided by
Guaranteed Income Benefit Table factor applicable to owners of the Lincoln
Lifetime IncomeSM Advantage rider.

Lincoln SmartSecurity (Reg. TM) Advantage

This benefit provides a minimum guaranteed amount (Guaranteed Amount) that you
will be able to withdraw, in installments, from your contract. The Guaranteed
Amount is equal to the initial Gross Purchase Payment (or Contract Value if
elected after contract issue) adjusted for subsequent Gross Purchase Payments,
step-ups and withdrawals in accordance with the provisions set forth below.
There are two options that step-up the Guaranteed Amount to a higher level (the
Contract Value at the time of the step-up):

Lincoln SmartSecurity (Reg. TM) Advantage - 5 Year Elective Step-up or

Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year Automatic Step-up

Under the Lincoln SmartSecurity (Reg. TM) Advantage - 5 Year Elective Step-up,
the Contractowner has the option to step-up the Guaranteed Amount after five
years. With the Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year Automatic
Step-up option, the Guaranteed Amount will automatically step up to the
Contract Value, if higher, on each Benefit Year anniversary through the tenth
anniversary. With the Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year
Automatic Step-up, the Contractowner can also initiate additional 10-year
periods of automatic step-ups.

You may access this Guaranteed Amount through periodic withdrawals which are
based on a percentage of the Guaranteed Amount. With the Lincoln SmartSecurity
(Reg. TM) Advantage - 1 Year Automatic Step-up single life or joint life
options, you also have the option to receive periodic withdrawals for your
lifetime or for the lifetimes of you and your spouse. These options are
discussed below in detail.

If you purchased this rider, you are limited in how much you can invest in
certain Subaccounts. See The Contracts - Investment Requirements.

Benefit Year. The Benefit Year is the 12-month period starting with the
effective date of the rider and starting with each anniversary of the rider
effective date after that. If the Contractowner elects to step up the
Guaranteed Amount (this does not include Automatic Annual Step-ups within a
10-year period), the Benefit Year will begin on the effective date of the
step-up and each anniversary of the effective date of the step-up after that.
The step-up will be effective on the next Valuation Date after notice of the
step-up is approved by us. If your Benefit Year anniversary falls on a day that
the New York Stock Exchange is closed, any benefit calculations scheduled to
occur on that anniversary will occur on the next Valuation Date.

Guaranteed Amount. The Guaranteed Amount is a value used to calculate your
withdrawal benefit under this rider. The Guaranteed Amount is not available to
you as a lump sum withdrawal or a Death Benefit. The initial Guaranteed Amount
varies based on when and how you elect the benefit. If you elected the benefit
at the time you purchased the contract, the Guaranteed Amount equals your
initial Gross Purchase Payment. If you elected the benefit after we issued the
contract, the Guaranteed Amount equals the Contract Value on the effective date
of the rider. The maximum Guaranteed Amount is $5,000,000 under Lincoln
SmartSecurity (Reg. TM) Advantage - 5 Year Elective Step-up option and $10
million for Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year Automatic
Step-up option. This maximum takes into consideration the combined guaranteed
amounts under the Living Benefit Riders of all Lincoln New York contracts (or
contracts issued by our affiliates) in which you (and/or spouse if joint life
option) are the covered lives.

Additional Gross Purchase Payments automatically increase the Guaranteed Amount
by the amount of the Gross Purchase Payment (not to exceed the maximum); for
example, a $10,000 additional Gross Purchase Payment will increase the
Guaranteed Amount by $10,000. After the first anniversary of the rider
effective date, once cumulative additional Purchase Payments exceed $100,000,
additional Purchase Payments will be limited to $50,000 per Benefit Year
without Servicing Office approval. Additional Gross Purchase Payments will not
be allowed if the Contract Value is zero.

Each withdrawal reduces the Guaranteed Amount as discussed below.

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Since the charge for the rider is based on the Guaranteed Amount, the cost of
the rider increases when additional Gross Purchase Payments and step-ups are
made, and the cost decreases as withdrawals are made because these transactions
all adjust the Guaranteed Amount.

Step-ups of the Guaranteed Amount. Under the Lincoln SmartSecurity (Reg. TM)
Advantage - 1 Year Automatic Step-up option, the Guaranteed Amount will
automatically step up to the Contract Value on each Benefit Year anniversary up
to and including the tenth Benefit Year if:

a. the Contractowner or joint owner is still living; and

b. the Contract Value as of the Valuation Date, after the deduction of any
withdrawals (including Interest Adjustments), the rider charge and account
fee plus any Purchase Payments made on that date is greater than the
Guaranteed Amount immediately preceding the Valuation Date.

After the tenth Benefit Year anniversary, you may initiate another 10-year
period of automatic step-ups by electing (in writing) to step-up the Guaranteed
Amount to the greater of the Contract Value or the current Guaranteed Amount
if:

a. each Contractowner and Annuitant is under age 81; and

b. the Contractowner or joint owner is still living.

If you choose, we will administer this election for you automatically, so that
a new 10-year period of step-ups will begin at the end of each prior 10-year
step-up period.

Following is an example of how the step-ups work in the Lincoln SmartSecurity
(Reg. TM) Advantage - 1 Year Automatic Step-up option, (assuming no withdrawals
or additional Purchase Payments):

Contract Guaranteed
Value Amount
------------- -----------

Initial Purchase Payment $50,000 (less 4.5% sales charge).... $ 47,750* $50,000
1st Benefit Year anniversary................................. $ 54,000 $54,000
2nd Benefit Year anniversary................................. $ 53,900 $54,000
3rd Benefit Year anniversary................................. $ 57,000 $57,000

*The beginning Contract Value is the initial Purchase Payment less the 4.5%
sales charge.

Annual step-ups, if the conditions are met, will continue until (and including)
the tenth Benefit Year anniversary. If you had elected to have the next 10-year
period of step-ups begin automatically after the prior 10-year period, annual
step-ups, if conditions are met, will continue beginning on the eleventh
Benefit Year anniversary.

Under the Lincoln SmartSecurity (Reg. TM) Advantage - 5 Year Elective Step-up
option, after the fifth anniversary of the rider, you may elect (in writing) to
step-up the Guaranteed Amount to an amount equal to the Contract Value on the
effective date of the step-up. Additional step-ups are permitted, but you must
wait at least 5 years between each step-up.

Under both the Lincoln SmartSecurity (Reg. TM) Advantage - 5 Year Elective
Step-up and the Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year Automatic
Step-up options, Contractowner elected step-ups (other than automatic step-ups)
will be effective on the next Valuation Date after we receive your request and
a new Benefit Year will begin. Gross Purchase Payments and withdrawals made
after a step-up adjust the Guaranteed Amount. In the future, we may limit your
right to step up the Guaranteed Amount to your Benefit Year anniversary dates.
All step-ups are subject to the maximum Guaranteed Amount.

A Contractowner elected step-up (including Contractowner step-ups that we
administer for you to begin a new 10-year step-up period) may cause a change in
the charge rate for this benefit. There is no change in the charge rate when
automatic, annual step-ups occur during a 10-year period. See Charges and Other
Deductions - Rider Charges - Lincoln SmartSecurity (Reg. TM) Advantage Charge.

Withdrawals. You will have access to your Guaranteed Amount through periodic
withdrawals up to the Maximum Annual Withdrawal amount each Benefit Year until
the Guaranteed Amount equals zero.

On the effective date of the rider, the Maximum Annual Withdrawal amount is:
o 7% of the Guaranteed Amount under the Lincoln SmartSecurity (Reg. TM)
Advantage - 5 Year Elective Step-up option; and
o 5% of the Guaranteed Amount under the Lincoln SmartSecurity (Reg. TM)
Advantage - 1 Year Automatic Step-up option.

If you do not withdraw the entire Maximum Annual Withdrawal amount during a
Benefit Year, there is no carryover of the extra amount into the next Benefit
Year. The Maximum Annual Withdrawal amount is increased by 7% or 5% (depending
on your option) of any additional Gross Purchase Payments. For example, if the
Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year Automatic Step-up option

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with a Maximum Annual Withdrawal amount of $2,500 (5% of $50,000 Guaranteed
Amount) is in effect and an additional Gross Purchase Payment of $10,000 is
made the new Maximum Annual Withdrawal amount is $3,000 ($2,500 + 5% of
$10,000). Step-ups of the Guaranteed Amount (both automatic step-ups and
step-ups elected by you) will step up the Maximum Annual Withdrawal amount to
the greater of:

a. the Maximum Annual Withdrawal amount immediately prior to the step-up;
or

b. 7% or 5% (depending on your option) of the new (stepped up) Guaranteed
Amount.

If the cumulative amounts withdrawn from the contract during the Benefit Year
(including the current withdrawal) are within the Maximum Annual Withdrawal
amount, then:

1. the withdrawal will reduce the Guaranteed Amount by the amount of the
withdrawal on a dollar-for-dollar basis; and

2. the Maximum Annual Withdrawal amount will remain the same.

Withdrawals within the Maximum Annual Withdrawal amount are not subject to the
Interest Adjustment on the amount withdrawn from the fixed account, if
applicable. See The Contracts - Fixed Side of the Contract. If the Lincoln
SmartSecurity (Reg. TM) Advantage - 1 Year Automatic Step-up option is in
effect, withdrawals from IRA contracts will be treated as within the Maximum
Annual Withdrawal amount (even if they exceed the 5% Maximum Annual Withdrawal
amount) only if the withdrawals are taken in the form of systematic
installments, as calculated by Lincoln, of the amount needed to satisfy the
required minimum distribution rules under Internal Revenue Code Section
401(a)(9) for this Contract Value, and no other withdrawals are taken.
Distributions from qualified contracts are generally taxed as ordinary income.
In nonqualified contracts, withdrawals of Contract Value that exceed Purchase
Payments are taxed as ordinary income. See Federal Tax Matters.

When cumulative amounts withdrawn from the contract during the Benefit Year
(including the current withdrawal) exceed the Maximum Annual Withdrawal amount:

1. The Guaranteed Amount is reduced to the lesser of:
o the Contract Value immediately following the withdrawal; or
o the Guaranteed Amount immediately prior to the withdrawal, less the
amount of the withdrawal.

2. The Maximum Annual Withdrawal amount will be the lesser of:
o the Maximum Annual Withdrawal amount immediately prior to the
withdrawal; or
o the greater of:
o 7% or 5% (depending on your option) of the reduced Guaranteed Amount
immediately following the withdrawal (as specified above when withdrawals
exceed the Maximum Annual Withdrawal amount); or
o 7% or 5% (depending on your option) of the Contract Value immediately
following the withdrawal; or
o the new Guaranteed Amount.

The following example of the Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year
Automatic Step-up option demonstrates the impact of a withdrawal in excess of
the Maximum Annual Withdrawal amount on the Guaranteed Amount and the Maximum
Annual Withdrawal amount. A $7,000 Excess Withdrawal caused a $32,000 reduction
in the Guaranteed Amount.

Prior to Excess Withdrawal:
Contract Value = $60,000
Guaranteed Amount = $85,000
Maximum Annual Withdrawal = $5,000 (5% of the initial Guaranteed Amount of
$100,000)

After a $7,000 Withdrawal:
Contract Value = $53,000
Guaranteed Amount = $53,000
Maximum Annual Withdrawal = $2,650

The Guaranteed Amount was reduced to the lesser of the Contract Value
immediately following the withdrawal ($53,000) or the Guaranteed Amount
immediately prior to the withdrawal, less the amount of the withdrawal ($85,000
- $7,000 = $78,000).

The Maximum Annual Withdrawal amount was reduced to the lesser of:

1. Maximum Annual Withdrawal amount prior to the withdrawal ($5,000); or

2. The greater of 5% of the new Guaranteed Amount ($2,650) or 5% of the
Contract Value following the withdrawal ($2,650); or

3. The new Guaranteed Amount ($53,000).

The lesser of these three items is $2,650.

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In a declining market, withdrawals that exceed the Maximum Annual Withdrawal
amount may substantially deplete or eliminate your Guaranteed Amount and reduce
your Maximum Annual Withdrawal amount.

Under the Lincoln SmartSecurity (Reg. TM) Advantage - 5 Year Elective Step-up
option for IRA contracts, the annual amount available for withdrawal within the
Maximum Annual Withdrawal amount may not be sufficient to satisfy your required
minimum distributions under the Internal Revenue Code. This is particularly
true for individuals over age 84. Therefore, you may have to make withdrawals
that exceed the Maximum Annual Withdrawal amount. Withdrawals over the Maximum
Annual Withdrawal amount may quickly and substantially decrease your Guaranteed
Amount and Maximum Annual Withdrawal amount, especially in a declining market.
You should consult your tax advisor to determine if there are ways to limit the
risks associated with those withdrawals. Such methods may involve the timing of
withdrawals or foregoing step-ups of the Guaranteed Amount.

Withdrawals in excess of the Maximum Annual Withdrawal amount will be subject
to an Interest Adjustment on the amount withdrawn from the fixed account. Refer
to the Statement of Additional Information for an example of the Interest
Adjustment calculation.

Lifetime Withdrawals. (Available only with the Lincoln SmartSecurity (Reg. TM)
Advantage - 1 Year Automatic Step-up single or joint life options and not the
Lincoln SmartSecurity (Reg. TM) Advantage - 5 Year Elective Step-up option or
the prior version of the Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year
Automatic Step-up option). Payment of the Maximum Annual Withdrawal amount will
be guaranteed for your (Contractowner) lifetime (single life option) or for the
lifetimes of you (Contractowner) and your spouse (joint life option), as long
as:

1. No withdrawals are made before you (and your spouse if a joint life) are age
65; and

2. An Excess Withdrawal (described above) has not reduced the Maximum Annual
Withdrawal amount to zero.

If the lifetime withdrawal is not in effect, the Maximum Annual Withdrawal
amount will last only until the Guaranteed Amount equals zero.

If any withdrawal is made prior to the time you (or both spouses) are age 65,
the Maximum Annual Withdrawal amount will not last for the lifetime(s), except
in the two situations described below:

1. If a step-up of the Guaranteed Amount after age 65 causes the Maximum Annual
Withdrawal amount to equal or increase from the immediately prior Maximum
Annual Withdrawal amount. This typically occurs if the Contract Value equals
or exceeds the highest, prior Guaranteed Amount. If this happens, the new
Maximum Annual Withdrawal amount will automatically be available for the
specified lifetime(s); or

2. The Contractowner makes a one-time election to reset the Maximum Annual
Withdrawal amount to 5% of the current Guaranteed Amount. This reset will
occur on the first Valuation Date following the Benefit Year anniversary and
will be based on the Guaranteed Amount as of that Valuation Date. This will
reduce your Maximum Annual Withdrawal amount. A Contractowner would only
choose this if the above situation did not occur. To reset the Maximum
Annual Withdrawal amount, the following must occur:

a. the Contractowner (and spouse if applicable) is age 65;

b. the contract is currently within a 10-year automatic step-up period
described above (or else a Contractowner submits a step-up request to
start a new 10-year automatic step-up period) (the Contractowner must be
eligible to elect a step-up; i.e., all Contractowners and the Annuitant
must be alive and under age 81); and

c. you have submitted this request to us in writing at least 30 days prior
to the end of the Benefit Year.

As an example of these two situations, if you purchased the Lincoln
SmartSecurity (Reg. TM) Advantage - 1 Year Automatic Step-up single life with
$100,000, your initial Guaranteed Amount is $100,000 and your initial Maximum
Annual Withdrawal amount is $5,000. If you make a $5,000 withdrawal at age 62,
your Guaranteed Amount will decrease to $95,000. Since you did not satisfy the
age 65 requirement, you do not have a lifetime Maximum Annual Withdrawal
amount. If a step-up of the Guaranteed Amount after age 65 (either automatic or
Contractowner-elected) causes the Guaranteed Amount to equal or exceed
$100,000, then the Maximum Annual Withdrawal amount of $5,000 (or greater) will
become a lifetime payout. This is the first situation described above. However,
if the Guaranteed Amount has not been reset to equal or exceed the highest
prior Guaranteed Amount, then you can choose the second situation described
above if you are age 65 and the contract is within a 10-year automatic step-up
period. This will reset the Maximum Annual Withdrawal amount to 5% of the
current Guaranteed Amount; 5% of $95,000 is $4,750. This is your new Maximum
Annual Withdrawal amount which can be paid for your lifetime unless Excess
Withdrawals are made.

The tax consequences of withdrawals and annuity payments are discussed in
Federal Tax Matters.

All withdrawals you make, whether or not within the Maximum Annual Withdrawal
amount, will decrease your Contract Value. If the contract is surrendered, the
Contractowner will receive the Contract Value (less any applicable charges,
fees, and taxes) and not the Guaranteed Amount.

If your Contract Value is reduced to zero because of market performance,
withdrawals equal to the Maximum Annual Withdrawal amount will continue for the
life of you (and your spouse if applicable) if the lifetime withdrawals are in
effect. If not, the Maximum

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Annual Withdrawal amount will continue until the Guaranteed Amount equals zero.
You may not withdraw the remaining Guaranteed Amount in a lump sum.

Guaranteed Amount Annuity Payment Option. If you desire to annuitize your
Guaranteed Amount, the Guaranteed Amount Annuity Payment Option is available.

The Guaranteed Amount Annuity Payment Option is a fixed annuitization in which
the Contractowner (and spouse if applicable) will receive the Guaranteed Amount
in annual annuity payments equal to the current 7% or 5% (depending on your
option) Maximum Annual Withdrawal amount, including the lifetime Maximum Annual
Withdrawals if in effect (this option is different from other annuity payment
options discussed in this prospectus, including i4LIFE (Reg. TM) Advantage,
which are based on your Contract Value). Payment frequencies other than annual
may be available. Payments will continue until the Guaranteed Amount equals
zero and may continue until death if the lifetime Maximum Annual Withdrawal is
in effect. This may result in a partial, final payment. You would consider this
option only if your Contract Value is less than the Guaranteed Amount (and you
don't believe the Contract Value will ever exceed the Guaranteed Amount) and
you do not wish to keep your annuity contract in force other than to pay out
the Guaranteed Amount. You will have no other contract features other than the
right to receive annuity payments equal to the Maximum Annual Withdrawal amount
until the Guaranteed Amount equals zero.

If the Contract Value is zero and you have a remaining Guaranteed Amount, you
may not withdraw the remaining Guaranteed Amount in a lump sum, but must elect
the Guaranteed Amount Annuity Payment Option.

Death Prior to the Annuity Commencement Date. There is no provision for a lump
sum payout of the Guaranteed Amount upon death of the Contractowners or
Annuitant. In addition, Lincoln SmartSecurity (Reg. TM) Advantage provides no
increase in value to the Death Benefit over and above what the Death Benefit
provides in the base contract. At the time of death, if the Contract Value
equals zero, no Death Benefit will be paid other than any applicable Maximum
Annual Withdrawal amounts. All Death Benefit payments must be made in
compliance with Internal Revenue Code Sections 72(s) or 401(a)(9) as applicable
as amended from time to time. See The Contracts - Death Benefit.

Upon the death of the single life under the Lincoln SmartSecurity (Reg. TM)
Advantage - 1 Year Automatic Step-up - single life option, the lifetime payout
of the Maximum Annual Withdrawal amount, if in effect, will end. If the
contract is continued as discussed below, the Maximum Annual Withdrawal amount
will continue until the Guaranteed Amount, if any, is zero. In the alternative,
the surviving spouse can choose to become the new single life, if the surviving
spouse is under age 81. This will cause a reset of the Guaranteed Amount and
the Maximum Annual Withdrawal amount. The new Guaranteed Amount will equal the
Contract Value on the date of the reset and the new Maximum Annual Withdrawal
amount will be 5% of the new Guaranteed Amount. This also starts a new 10-year
period of automatic step-ups. At this time, the charge for the rider will
become the current charge in effect for the single life option. The surviving
spouse will need to be 65 before taking withdrawals to qualify for a lifetime
payout. In deciding whether to make this change, the surviving spouse should
consider:

1. the change a reset would cause to the Guaranteed Amount and the Maximum
Annual Withdrawal amount;

2. whether it is important to have Maximum Annual Withdrawal amounts for life
or only until the Guaranteed Amount is reduced to zero; and

3. the cost of the single life option.

Upon the first death under the Lincoln SmartSecurity (Reg. TM) Advantage - 1
Year Automatic Step-up - joint life option, the lifetime payout of the Maximum
Annual Withdrawal amount, if in effect, will continue for the life of the
surviving spouse. Upon the death of the surviving spouse, the lifetime payout
of the Maximum Annual Withdrawal amount will end. However, if the spouse's
Beneficiary elects to take the annuity Death Benefit in installments over life
expectancy, the Maximum Annual Withdrawal amount will continue until the
Guaranteed Amount, if any, is zero (see below for a non-spouse Beneficiary). As
an alternative, after the first death, the surviving spouse may choose to
change from the joint life option to the single life option, if the surviving
spouse is under age 81. This will cause a reset of the Guaranteed Amount and
the Maximum Annual Withdrawal amount. The new Guaranteed Amount will equal the
Contract Value on the date of the reset and the new Maximum Annual Withdrawal
amount will be 5% of the new Guaranteed Amount. This also starts a new 10-year
period of automatic step-ups. At this time, the charge for the rider will
become the current charge in effect for the single life option. In deciding
whether to make this change, the surviving spouse should consider:

1. if the reset will cause the Guaranteed Amount and the Maximum Annual
Withdrawal amount to decrease; and

2. if the cost of the single life option is less than the cost of the joint
life option.

If the surviving spouse of the deceased Contractowner continues the contract,
the remaining automatic step-ups under the Lincoln SmartSecurity (Reg. TM)
Advantage - 1 Year Automatic Step-up option, will apply to the spouse as the
new Contractowner. Under the Lincoln SmartSecurity (Reg. TM) Advantage - 5 Year
Elective Step-up option, the new Contractowner is eligible to elect to step up
the Guaranteed Amount prior to the next available step-up date; however, all
other conditions for the step-up apply and any subsequent step-up by the new
Contractowner must meet all conditions for a step-up.

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If a non-spouse Beneficiary elects to receive the Death Benefit in installments
over life expectancy (thereby keeping the contract in force), the Beneficiary
may continue the Lincoln SmartSecurity (Reg. TM) Advantage if desired.
Automatic step-ups under the Lincoln SmartSecurity (Reg. TM) Advantage - 1 Year
Automatic Step-up option will not continue and elective step-ups of the
Guaranteed Amount under both options will not be permitted. In the event the
Contract Value declines below the Guaranteed Amount (as adjusted for
withdrawals of Death Benefit payments), the Beneficiary is assured of receiving
payments equal to the Guaranteed Amount (as adjusted). Deductions for the rider
charge will continue on a quarterly basis and will be charged against the
remaining Guaranteed Amount. Note: there are instances where the required
installments of the Death Benefit, in order to be in compliance with the
Internal Revenue Code as noted above, may exceed the Maximum Annual Withdrawal
amount, thereby reducing the benefit of this rider. If there are multiple
Beneficiaries, each Beneficiary will be entitled to continue a share of the
Lincoln SmartSecurity (Reg. TM) Advantage equal to his or her share of the
Death Benefit.

Impact of Divorce on Joint Life Option. In the event of a divorce, the
Contractowner may change from a joint life option to a single life option (if
available) (if the Contractowner is under age 81) at the current rider charge
of the single life option. At the time of the change, the Guaranteed Amount
will be reset to the current Contract Value and the Maximum Annual Withdrawal
amount will equal 5% of this new Guaranteed Amount.

After a divorce, the Contractowner may keep the joint life option to have the
opportunity to receive lifetime payouts for the lives of the Contractowner and
a new spouse. This is only available if no withdrawals were made from the
contract after the effective date of the rider up to and including the date the
new spouse is added to the rider.

Termination. After the later of the fifth Benefit Year anniversary of the
effective date of the rider or the fifth Benefit Year anniversary of the most
recent Contractowner-elected step-up, including any step-up we administered for
you, of the Guaranteed Amount, the Contractowner may terminate the rider by
notifying us in writing. After this time, the rider will also terminate if the
Contractowner fails to adhere to the Investment Requirements. Lincoln
SmartSecurity (Reg. TM) Advantage will automatically terminate:
o on the Annuity Commencement Date (except payments under the Guaranteed Amount
Annuity Payment Option will continue if applicable);
o upon the election of i4LIFE (Reg. TM) Advantage;
o if the Contractowner or Annuitant is changed (except if the surviving spouse
assumes ownership of the contract upon death of the Contractowner) including
any sale or assignment of the contract or any pledge of the contract as
collateral;
o upon the last payment of the Guaranteed Amount unless the lifetime Maximum
Annual Withdrawal is in effect;
o when the Maximum Annual Withdrawal or Contract Value is reduced to zero due
to an Excess Withdrawal; or
o upon termination of the underlying annuity contract.

The termination will not result in any increase in Contract Value equal to the
Guaranteed Amount. Upon effective termination of this rider, the benefits and
charges within this rider will terminate.

If you terminate the rider, you must wait one year before you can purchase any
Living Benefit Rider available for purchase at that time.

i4LIFE (Reg. TM) Advantage Option. Contractowners with an active Lincoln
SmartSecurity (Reg. TM) Advantage rider who decide to terminate their rider and
purchase i4LIFE (Reg. TM) Advantage can use any remaining Guaranteed Amount to
establish the Select Guaranteed Income Benefit under the i4LIFE (Reg. TM)
Advantage terms and charge in effect at the time of the i4LIFE (Reg. TM)
Advantage election (i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
(Managed Risk) is not available). Contractowners may consider this if i4LIFE
(Reg. TM) Advantage will provide a higher payout amount, among other reasons.
There are many factors to consider when making this decision, including the
cost of the riders, the payout amounts and applicable guarantees. You should
discuss this decision with your registered representative. See Living Benefit
Riders - i4LIFE (Reg. TM) Advantage.

4LATER (Reg. TM) Advantage (Managed Risk)

4LATER (Reg. TM) Advantage (Managed Risk) is a rider that provides an Income
Base which will be used to establish the amount of the Guaranteed Income
Benefit payment upon the election of i4LIFE (Reg. TM) Advantage. If you elect
4LATER (Reg. TM) Advantage (Managed Risk), you must later elect i4LIFE (Reg.
TM) Advantage Guaranteed Income Benefit (Managed Risk) in order to receive a
benefit from 4LATER (Reg. TM) Advantage (Managed Risk). You will be subject to
certain Investment Requirements in which your Contract Value must be allocated
among specified Subaccounts. See The Contracts - Investment Requirements.

Income Base. The Income Base is an amount used to calculate the Guaranteed
Income Benefit under i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
(Managed Risk) at a later date. The Income Base is not available to you as a
lump sum withdrawal or as a Death Benefit. The initial Income Base varies based
on when you elect the rider. If you elected 4LATER (Reg. TM) Advantage (Managed
Risk) at the time you purchased the contract, the Income Base equals your
initial Purchase Payment. If you elected the rider after you purchased the
contract, the initial Income Base equals the Contract Value on the effective
date of 4LATER (Reg. TM) Advantage (Managed Risk). The maximum Income Base is
$10 million. The maximum takes into consideration the total guaranteed amounts
from all Lincoln New York contracts (or contracts issued by our affiliates) in
which you (and/or Secondary Life, if joint life option) are the covered lives.

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<PAGE>

the first anniversary of the rider effective date, once cumulative additional
Purchase Payments exceed $100,000, additional Purchase Payments will be limited
to $50,000 per Benefit Year without Servicing Office approval. If after the
first Benefit Year cumulative additional Purchase Payments equal or exceed
$100,000, the charge for 4LATER (Reg. TM) Advantage (Managed Risk) will change
to the then current charge in effect on the next Benefit Year anniversary.
Additional Purchase Payments will not be allowed if the Contract Value
decreases to zero for any reason, including market loss.

Each withdrawal reduces the Income Base in the same proportion as the amount
withdrawn reduces the Contract Value on the Valuation Date of the withdrawal.
This means that the reduction in the Income Base could be more than the dollar
amount of the withdrawal.

Prior to the withdrawal:
Contract Value = $112,000
Income Base = $125,500

Contract Value = $100,800 ($112,000 - $11,200)
Income Base = $112,950 ($125,500 x 10% = $12,550; $125,500 - $12,550 =
$112,950)

In a declining market, withdrawals may significantly reduce your Income Base.
If the Income Base is reduced to zero due to withdrawals, this rider will
terminate. If the Contract Value is reduced to zero due to a withdrawal, both
the rider and the contract will terminate.

Automatic Annual Step-up. The Income Base will automatically step up to the
Contract Value on each Benefit Year anniversary if:

a. the Annuitant (single life option), or the Secondary Life (joint life
option) are still living and under age 86; and

The Automatic Annual Step-up is available even in years in which a withdrawal
has occurred.

5% Enhancement. On each Benefit Year anniversary, the Income Base, minus
Purchase Payments received in the preceding Benefit Year, will be increased by
5% if:

a. the Annuitant (as well as the Secondary Life if the joint life option is
in effect) are under age 86; and

b. if there were no withdrawals in the preceding Benefit Year; and

c. the rider is within the Enhancement Period described below.

The Enhancement Period is a 10-year period that begins on the effective date of
the rider. A new Enhancement Period begins immediately following an Automatic
Annual Step-up. If during any Enhancement Period there are no Automatic Annual
Step-ups, the 5% Enhancements will terminate at the end of the Enhancement
Period and will not restart until the next Benefit Year anniversary following
the Benefit Year anniversary upon which an Automatic Annual Step-up occurs. Any
new Purchase Payment made after the initial Purchase Payment will be added
immediately to the Income Base. However, any new Purchase Payment must be
invested in the contract for at least one Benefit Year before it will be used
in calculating the 5% Enhancement. Any new Purchase Payments made within the
first 90 days after the effective date of 4LATER (Reg. TM) Advantage (Managed
Risk) will be included in the Income Base for purposes of calculating the 5%
Enhancement on the first Benefit Year anniversary.

If you decline the Automatic Annual Step-up during the first 10 Benefit Years,
you will continue to be eligible for the 5% Enhancements through the end of the
current Enhancement Period, but the 4LATER (Reg. TM) Advantage (Managed Risk)
charge could increase to the then current charge at the time of any 5%
Enhancements after the 10th Benefit Year anniversary. You will have the option
to opt out of the enhancements after the 10th Benefit Year. In order to be
eligible to receive further 5% Enhancements the Annuitant (single life option),
or the Secondary Life (joint life option) must still be living and be under age
86.

Note: The 5% Enhancement is not available in any Benefit Year there is a
withdrawal from Contract Value. A 5% Enhancement will occur in subsequent years
only under certain conditions. If you are eligible (as defined below) for the
5% Enhancement in the next Benefit Year, the enhancement will not occur until
the Benefit Year anniversary of that year.

The following is an example of the impact of the 5% Enhancement on the Income
Base (assuming no withdrawals):

Initial Purchase Payment = $100,000; Income Base = $100,000

Additional Purchase Payment on day 30 = $15,000; Income Base = $115,000

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<PAGE>

Additional Purchase Payment on day 95 = $10,000; Income Base = $125,000

As explained below, the 5% Enhancement and Automatic Annual Step-up will not
occur in the same year. If the Automatic Annual Step-up provides a greater
increase to the Income Base, you will not receive the 5% Enhancement. If the
Automatic Annual Step-up and the 5% Enhancement increase the Income Base to the
same amount then you will receive the Automatic Annual Step-up. The 5%
Enhancement or the Automatic Annual Step-up cannot increase the Income Base
above the maximum Income Base of $10 million.

The following is an example of how the Automatic Annual Step-ups and the 5%
Enhancement affect the Income Base and the potential for the charge to increase
or decrease (assuming there have been no withdrawals or new Purchase Payments):

Potential for
Contract Income Base with Charge
Value 5% Enhancement Income Base to Change
------------- ------------------ ------------- --------------

Initial Purchase Payment $50,000...... $ 47,750* N/A $50,000 N/A
1st Benefit Year anniversary.......... $ 54,000 $52,500 $54,000 Yes
2nd Benefit Year anniversary.......... $ 53,900 $56,700 $56,700 No
3rd Benefit Year anniversary.......... $ 56,000 $59,535 $59,535 No
4th Benefit Year anniversary.......... $ 64,000 $62,512 $64,000 Yes

*The beginning Contract Value is the initial Purchase Payment less the 4.5%
sales charge.

Death Prior to the Annuity Commencement Date. 4LATER (Reg. TM) Advantage
(Managed Risk) has no provision for a payout of the Income Base upon death of
the Contractowners or Annuitant. In addition, 4LATER (Reg. TM) Advantage
(Managed Risk) provides no increase in value to the Death Benefit over and
above what the Death Benefit provides in the base contract. At the time of
death, if the Contract Value equals zero, no Death Benefit options (as
described earlier in this prospectus) will be in effect. Election of the 4LATER
(Reg. TM) Advantage (Managed Risk) does not impact the Death Benefit options
available for purchase with your annuity contract. Generally all Death Benefit
payments must be made in compliance with Internal Revenue Code Sections 72(s)
or 401(a)(9), as amended. See The Contracts - Death Benefit.

If the Contractowner is not also named as the Annuitant or the Secondary Life,
upon the first death of the Annuitant or Secondary Life, the 4LATER (Reg. TM)
Advantage (Managed Risk) rider will continue. Upon the second death of either
the Annuitant or Secondary Life, 4LATER (Reg. TM) Advantage (Managed Risk) will
terminate.

Upon the death of the Contractowner, the 4LATER (Reg. TM) Advantage (Managed
Risk) rider will continue only if either Annuitant or the Secondary Life
becomes the new Contractowner and payments under i4LIFE (Reg. TM) Advantage
begin within one year after the death of the Contractowner.

Termination. After the fifth anniversary of the effective date of the 4LATER
(Reg. TM) Advantage (Managed Risk) rider, the Contractowner may terminate the
rider by notifying us in writing. After this time, the rider will also
terminate if the Contractowner fails to adhere to the Investment Requirements.
4LATER (Reg. TM) Advantage (Managed Risk) will automatically terminate:
o on the Annuity Commencement Date; or
o upon election of 4LATER (Reg. TM) Select Advantage; or
o if the Annuitant is changed including any sale or assignment of the contract
or any pledge of the contract as collateral; or
o upon the second death of either the Annuitant or Secondary Life; or
o when the Income Base is reduced to zero due to withdrawals; or
o the last day that you can elect i4LIFE (Reg. TM) Advantage (age 99 for
nonqualified contracts); or
o upon termination of the underlying contract.

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i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed Risk) for
Contractowners who transition from 4LATER (Reg. TM) Advantage (Managed Risk).
Contractowners with an active 4LATER (Reg. TM) Advantage (Managed Risk) may
purchase i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed Risk) at
the terms in effect when the Contractowner purchased 4LATER (Reg. TM) Advantage
(Managed Risk) rider. i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
(Managed Risk) provides for periodic variable income payments for life, the
ability to make withdrawals during a defined period of time (the Access
Period), a Death Benefit during the Access Period, and a minimum payout floor,
called the Guaranteed Income Benefit. You will be required to adhere to certain
Investment Requirements during the time you own i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit (Managed Risk). See Living Benefit Riders - i4LIFE
(Reg. TM) Advantage Guaranteed Income Benefit for more information.

Once you elect i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed
Risk), you can use the greater of the Income Base under 4LATER (Reg. TM)
Advantage (Managed Risk) or Account Value to establish the Guaranteed Income
Benefit under i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed
Risk). This decision must be made by the maximum age to elect i4LIFE (Reg. TM)
Advantage, which is age 95. Purchasers of 4LATER (Reg. TM) Advantage (Managed
Risk) who have waited until after the fifth Benefit Year anniversary may elect
i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed Risk) until age
99.

If you elect the 4LATER (Reg. TM) Advantage (Managed Risk) joint life option,
you must purchase i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed
Risk) joint life option.

Contractowners who elect 4LATER (Reg. TM) Advantage (Managed Risk) are
guaranteed the ability in the future to elect i4LIFE (Reg. TM) Advantage
Guaranteed Income Benefit (Managed Risk) even if it is no longer available for
purchase. They are also guaranteed that the Guaranteed Income Benefit
percentage and Access Period requirements will be at least as favorable as
those at the time they elected 4LATER (Reg. TM) Advantage (Managed Risk). The
minimum length of the i4LIFE (Reg. TM) Advantage Access Period will vary based
upon when you purchased your 4LATER (Reg. TM) Advantage (Managed Risk) rider
and how long the rider was in effect before you decided to purchase i4LIFE
(Reg. TM) Advantage. These requirements are specifically listed in the i4LIFE
(Reg. TM) Advantage Guaranteed Income Benefit section of this prospectus under
Impacts to i4LIFE (Reg. TM) Advantage Regular Income Payments.

The Contractowner must elect the levelized option for Regular Income Payments.
While i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed Risk) is in
effect, the Contractowner cannot change the payment mode elected or decrease
the length of the Access Period.

You should consider electing i4LIFE (Reg. TM) Advantage Guaranteed Income
Benefit (Managed Risk) when you are ready to immediately start receiving i4LIFE
(Reg. TM) Advantage payments. Payments from a nonqualified contract that a
person receives under i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit
(Managed Risk) are treated as "amounts received as an annuity" under section 72
of the Internal Revenue Code because the payments occur after the annuity
starting date. These payments are subject to an "exclusion ratio" as provided
in section 72(b) of the Code, which means a portion of each Annuity Payout is
treated as income (taxable at ordinary income tax rates), and the remainder is
treated as a nontaxable return of Purchase Payments.

4LATER (Reg. TM) Advantage

4LATER (Reg. TM) Advantage (or "4LATER (Reg. TM)") is a rider that protects
against market loss by providing you with a method to receive a minimum payout
from your annuity. The rider provides an Income Base (described below) prior to
the time you begin taking payouts from your annuity. If you elected 4LATER
(Reg. TM) Advantage, you must elect i4LIFE (Reg. TM) Advantage with the 4LATER
(Reg. TM) Guaranteed Income Benefit to receive a benefit from 4LATER (Reg. TM)
Advantage. Election of this rider may limit how much you can invest in certain
Subaccounts. See The Contracts - Investment Requirements. See Charges and Other
Deductions for a discussion of the 4LATER (Reg. TM) Advantage charge.

4LATER (Reg. TM) Advantage Before Payouts Begin

The following discussion applies to 4LATER (Reg. TM) Advantage during the
accumulation phase of your annuity, referred to as 4LATER (Reg. TM). This is
prior to the time any payouts begin under i4LIFE (Reg. TM) Advantage with the
4LATER (Reg. TM) Guaranteed Income Benefit.

Income Base. The Income Base is a value established when you purchased a 4LATER
(Reg. TM) and will only be used to calculate the minimum payouts available
under your contract at a later date. The Income Base is not available for
withdrawals or as a Death Benefit. If you elected 4LATER (Reg. TM) at the time
you purchase the contract, the Income Base initially equals the Purchase
Payments. If you elected 4LATER (Reg. TM) after we issue the contract, the
Income Base will initially equal the Contract Value on the 4LATER (Reg. TM)
effective date. Additional Purchase Payments automatically increase the Income
Base by the amount of the Gross Purchase Payments . After the first anniversary
of the rider effective date, once cumulative additional Purchase Payments
exceed $100,000, additional Purchase Payments will be limited to $50,000 per
Benefit Year without Servicing Office approval. Additional Purchase Payments
will not be allowed if the Contract Value is zero. Each withdrawal reduces the
Income Base in the same proportion as the amount withdrawn reduces the Contract
Value on the Valuation Date of the withdrawal.

As described below, during the accumulation phase, the Income Base will be
automatically enhanced by 15% (adjusted for additional Purchase Payments and
withdrawals as described in the Future Income Base section below) at the end of
each Waiting Period. In

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addition, after the Initial Waiting Period, you may elect to reset your Income
Base to the current Contract Value if your Contract Value has grown beyond the
15% enhancement. You may elect this reset on your own or you may choose to have
Lincoln New York automatically reset the Income Base for you at the end of each
Waiting Period. These reset options are discussed below. Then, when you are
ready to elect i4LIFE (Reg. TM) Advantage and establish the 4LATER (Reg. TM)
Guaranteed Income Benefit, the Income Base (if higher than the Contract Value)
is used in the 4LATER (Reg. TM) Advantage Guaranteed Income Benefit
calculation.

Waiting Period. The Waiting Period is each consecutive 3-year period which
begins on the 4LATER (Reg. TM) Effective Date, or on the date of any reset of
the Income Base to the Contract Value. At the end of each completed Waiting
Period, the Income Base is increased by 15% (as adjusted for Purchase Payments
and withdrawals) to equal the Future Income Base as discussed below. The
Waiting Period is also the amount of time that must pass before the Income Base
can be reset to the current Contract Value. A new Waiting Period begins after
each reset and must be completed before the next 15% enhancement or another
reset occurs.

Future Income Base. 4LATER (Reg. TM) provides a 15% automatic enhancement to
the Income Base after a 3-year Waiting Period. This enhancement will continue
every 3 years until i4LIFE (Reg. TM) Advantage is elected, you terminate 4LATER
(Reg. TM) or you reach the Maximum Income Base. See Maximum Income Base. During
the Waiting Period, the Future Income Base is established to provide the value
of this 15% enhancement on the Income Base. After each 3-year Waiting Period is
satisfied, the Income Base is increased to equal the value of the Future Income
Base. The 4LATER (Reg. TM) charge will then be assessed on this newly adjusted
Income Base, but the charge rate will not change.

Any Gross Purchase Payment made after the 4LATER (Reg. TM) Effective Date, but
within 90 days of the contract effective date, will increase the Future Income
Base by the amount of the Gross Purchase Payment, plus 15% of that Purchase
Payment.

Example:

Initial Purchase Payment................................ $100,000
Purchase Payment 60 days later.......................... $ 10,000
--------
Income Base............................................. $110,000
Future Income Base (during the 1st Waiting Period)...... $126,500 ($110,000 x 115%)
Income Base (after 1st Waiting Period).................. $126,500
New Future Income Base (during 2nd Waiting Period)...... $145,475 ($126,500 x 115%)

Any Purchase Payments made after the 4LATER (Reg. TM) Effective Date and more
than 90 days after the contract effective date will increase the Future Income
Base by the amount of the Purchase Payment plus 15% of that Purchase Payment
proportionately for the number of full years remaining in the current Waiting
Period.

Example:

Income Base................................................ $100,000
Purchase Payment in Year 2................................. $ 10,000
--------
New Income Base............................................ $110,000
Future Income Base (during 1st Waiting Period-Year 2)...... $125,500 ($100,000 x 115%) +
($10,000 x 100%) +
($10,000 x 15% x 1/3)
Income Base (after 1st Waiting Period)..................... $125,500
New Future Income Base (during 2nd Waiting Period)......... $144,325 (125,500 x 115%)

Withdrawals reduce the Future Income Base in the same proportion as the amount
withdrawn reduces the Contract Value on the Valuation Date of the withdrawal.

During any subsequent Waiting Periods, if you elect to reset the Income Base to
the Contract Value, the Future Income Base will equal 115% of the Contract
Value on the date of the reset and a new Waiting Period will begin. See Resets
of the Income Base to the current Contract Value below.

In all situations, the Future Income Base is subject to the Maximum Income Base
described below. The Future Income Base is never available to the Contractowner
to establish a 4LATER (Reg. TM) Advantage Guaranteed Income Benefit, but is the
value the Income Base will become at the end of the Waiting Period.

Maximum Income Base. The Maximum Income Base is equal to 200% of the Income
Base on the 4LATER (Reg. TM) Effective Date. The Maximum Income Base will be
increased by 200% of any additional Gross Purchase Payments. In all
circumstances, the Maximum Income Base can never exceed $10 million. This
maximum takes into consideration the combined guaranteed amounts from any
Living Benefit Riders under all Lincoln New York contracts (or contracts issued
by our affiliates) owned by you or on which you are the Annuitant.

E-16
<PAGE>

After a reset to the current Contract Value, the Maximum Income Base will equal
200% of the Contract Value on the Valuation Date of the reset not to exceed $10
million.

Each withdrawal will reduce the Maximum Income Base in the same proportion as
the amount withdrawn reduces the Contract Value on the Valuation Date of the
withdrawal.

Example:

Income Base................................. $100,000 Maximum Income Base................... $200,000
Purchase Payment in Year 2.................. $ 10,000 Increase to Maximum Income Base....... $ 20,000
New Income Base............................. $110,000 New Maximum Income Base............... $220,000
Future Income Base after Purchase Payment... $125,500 Maximum Income Base................... $220,000
Income Base (after 1st Waiting Period)...... $125,500
Future Income Base (during 2nd Waiting Period)$144,325 Maximum Income Base................... $220,000
Contract Value in Year 4.................... $112,000
Withdrawal of 10%........................... $ 11,200
After Withdrawal (10% adjustment)
Contract Value.............................. $100,800
Income Base................................. $112,950
Future Income Base.......................... $129,892 Maximum Income Base................... $198,000

Resets of the Income Base to the current Contract Value ("Resets"). You may
elect to reset the Income Base to the current Contract Value at any time after
the initial Waiting Period following: (a) the 4LATER (Reg. TM) Effective Date
or (b) any prior reset of the Income Base. Resets are subject to a maximum of
$10 million and the Annuitant must be under age 81. You might consider
resetting the Income Base if your Contract Value has increased above the Income
Base (including the 15% automatic enhancements) and you want to lock-in this
increased amount to use when setting the Guaranteed Income Benefit. If the
Income Base is reset to the Contract Value, the 15% automatic enhancement will
not apply until the end of the next Waiting Period.

This reset may be elected by sending a written request to our Servicing Office
or by specifying at the time of purchase that you would like us to administer
this reset election for you. If you want us to administer this reset for you,
at the end of each 3-year Waiting Period, if the Contract Value is higher than
the Income Base (after the Income Base has been reset to the Future Income
Base), we will implement this election and the Income Base will be equal to the
Contract Value on that date. We will notify you that a reset has occurred. This
will continue until you elect i4LIFE (Reg. TM) Advantage, the Annuitant reaches
age 81, or you reach the Maximum Income Base. If we administer this reset
election for you, you have 30 days after the election to notify us if you wish
to reverse this election and have your Income Base increased to the Future
Income Base instead. You may wish to reverse this election if you are not
interested in the increased charge. If the Contract Value is less than the
Income Base on any reset date, we will not administer this reset. We will not
attempt to administer another reset until the end of the next 3-year Waiting
Period; however, you have the option to request a reset during this period by
sending a written request to our Servicing Office.

At the time of the reset, a new Waiting Period will begin. Subsequent resets
may be elected at the end of each new Waiting Period. The reset will be
effective on the next Valuation Date after notice of the reset is approved by
us.

We reserve the right to restrict resets to Benefit Year anniversaries. The
Benefit Year is the 12-month period starting with the 4LATER (Reg. TM)
Effective Date and starting with each anniversary of the 4LATER (Reg. TM)
Effective Date after that. If the Contractowner elects to reset the Income
Base, the Benefit Year will begin on the effective date of the reset and each
anniversary of the effective date of the reset after that.

Eligibility. To have purchased 4LATER (Reg. TM) Advantage, the Annuitant must
have been age 80 or younger. If you plan to elect i4LIFE (Reg. TM) Advantage
within three years of the issue date of 4LATER (Reg. TM) Advantage, you will
not receive the benefit of the Future Income Base. i4LIFE (Reg. TM) Advantage
with 4LATER (Reg. TM) Guaranteed Income Benefit must be elected by age 85 for
qualified contracts or age 99 for nonqualified contracts.

4LATER (Reg. TM) Rider Effective Date. If 4LATER (Reg. TM) was elected at
contract issue, then it became effective on the contract's effective date. If
4LATER (Reg. TM) was elected after the contract was issued, then it became
effective on the next Valuation Date following approval by us.

4LATER (Reg. TM) Guaranteed Income Benefit

When you are ready to elect i4LIFE (Reg. TM) Advantage Regular Income Payments,
the greater of the Income Base accumulated under 4LATER (Reg. TM) or the
Contract Value will be used to calculate the 4LATER (Reg. TM) Guaranteed Income
Benefit. The 4LATER (Reg. TM) Guaranteed Income Benefit is a minimum payout
floor for your i4LIFE (Reg. TM) Advantage Regular Income Payments. See Charges
and Other Deductions for a discussion of the 4LATER (Reg. TM) Guaranteed Income
Benefit charge.

The Guaranteed Income Benefit will be determined by dividing the greater of the
Income Base or Contract Value (or Guaranteed Amount if applicable) on the
Periodic Income Commencement Date, by 1,000 and multiplying the result by the
rate per $1,000 from

E-17
<PAGE>

the Guaranteed Income Benefit Table in your 4LATER (Reg. TM) rider. If the
Contract Value is used to establish the 4LATER (Reg. TM) Guaranteed Income
Benefit, this rate provides a Guaranteed Income Benefit not less than 75% of
the initial i4LIFE (Reg. TM) Advantage Regular Income Payment (which is also
based on the Contract Value). If the Income Base is used to establish the
Guaranteed Income Benefit (because it is larger than the Contract Value), the
resulting Guaranteed Income Benefit will be more than 75% of the initial i4LIFE
(Reg. TM) Advantage Regular Income Payment.

If the amount of your i4LIFE (Reg. TM) Advantage Regular Income Payment (which
is based on your i4LIFE (Reg. TM) Advantage Account Value) has fallen below the
4LATER (Reg. TM) Guaranteed Income Benefit, because of poor investment results,
a payment equal to the 4LATER (Reg. TM) Guaranteed Income Benefit is the
minimum payment you will receive. If the 4LATER (Reg. TM) Guaranteed Income
Benefit is paid, it will be paid with the same frequency as your i4LIFE (Reg.
TM) Advantage Regular Income Payment. If your Regular Income Payment is less
than the 4LATER (Reg. TM) Guaranteed Income Benefit, we will reduce your i4LIFE
(Reg. TM) Advantage Account Value by the Regular Income Payment plus an
additional amount equal to the difference between your Regular Income Payment
and the 4LATER (Reg. TM) Guaranteed Income Benefit. This withdrawal from your
Account Value will be made from the Subaccounts and the fixed account
proportionately according to your investment allocations.

The following example illustrates how poor investment performance, which
results in a Guaranteed Income Benefit payment, affects the i4LIFE (Reg. TM)
Account Value:

If your Account Value reaches zero as a result of withdrawals to provide the
4LATER (Reg. TM) Guaranteed Income Benefit, we will continue to pay you an
amount equal to the 4LATER (Reg. TM) Guaranteed Income Benefit.

When your Account Value reaches zero, your i4LIFE (Reg. TM) Advantage Access
Period will end and the i4LIFE (Reg. TM) Advantage Lifetime Income Period will
begin. Additional amounts withdrawn from the Account Value to provide the
4LATER (Reg. TM) Guaranteed Income Benefit may terminate your Access Period
earlier than originally scheduled and will reduce your Death Benefit. See
i4LIFE (Reg. TM) Advantage Death Benefits. After the Access Period ends, we
will continue to pay the 4LATER (Reg. TM) Guaranteed Income Benefit for as long
as the Annuitant (or the Secondary Life, if applicable) is living (i.e., the
i4LIFE (Reg. TM) Advantage Lifetime Income Period). If your Account Value
equals zero, no Death Benefit will be paid.

If the market performance in your contract is sufficient to provide Regular
Income Payments at a level that exceeds the 4LATER (Reg. TM) Guaranteed Income
Benefit, the 4LATER (Reg. TM) Guaranteed Income Benefit will never come into
effect.

The 4LATER (Reg. TM) Advantage Guaranteed Income Benefit will automatically
step-up every three years to 75% of the then current Regular Income Payment, if
that result is greater than the immediately prior 4LATER (Reg. TM) Guaranteed
Income Benefit. The step-up will occur on every third Periodic Income
Commencement Date anniversary for 15 years. At the end of a 15-year step-up
period, the Contractowner may elect a new 15-year step-up period by submitting
a written request to the Servicing Office. If you prefer, when you start the
Guaranteed Income Benefit, you can request that Lincoln New York administer
this election for you.

Additional Purchase Payments cannot be made to your contract after the Periodic
Income Commencement Date. The 4LATER (Reg. TM) Guaranteed Income Benefit is
reduced by withdrawals (other than Regular Income Payments) in the same
proportion that the withdrawals reduce the Account Value. You may want to
discuss the impact of additional withdrawals with your registered
representative.

Impacts to i4LIFE (Reg. TM) Advantage Regular Income Payments. At the time you
elect i4LIFE (Reg. TM) Advantage, you also select the Access Period. See i4LIFE
(Reg. TM) Advantage - Access Period. Generally, shorter Access Periods will
produce a higher initial i4LIFE (Reg. TM) Advantage Regular Income Payment and
higher Guaranteed Income Benefit payments than longer Access Periods. The
minimum Access Period required with the 4LATER (Reg. TM) Guaranteed Income
Benefit currently is the longer of 15 years or the difference between your
current age (nearest birthday) and age 85. We reserve the right to increase
this minimum prior to election of 4LATER (Reg. TM) Advantage, subject to the
terms in your rider. (Note: i4LIFE (Reg. TM) Advantage may allow a shorter
Access Period if a Guaranteed Income Benefit is not provided.)

If you choose to lengthen your Access Period at a later date, thereby
recalculating and reducing your Regular Income Payment, your 4LATER (Reg. TM)
Guaranteed Income Benefit will also be recalculated and reduced. The 4LATER
(Reg. TM) Guaranteed Income Benefit will be adjusted in proportion to the
reduction in the Regular Income Payment. If you choose to shorten your Access
Period, the 4LATER (Reg. TM) rider will terminate.

When you make your 4LATER (Reg. TM) Guaranteed Income Benefit and i4LIFE (Reg.
TM) Advantage elections, you must also choose an AIR of 4% to calculate your
i4LIFE (Reg. TM) Advantage Regular Income Payments. Once you have elected
4LATER (Reg. TM), the AIR rate will not change.

The following is an example of what happens when you extend the Access Period:

E-18
<PAGE>

Assume:
i4LIFE (Reg. TM) Advantage remaining Access Period = 10 years
Current i4LIFE (Reg. TM) Advantage Regular Income Payment = $6,375
Current 4LATER (Reg. TM) Guaranteed Income Benefit = $5,692

Extend Access Period 5 years:
i4LIFE (Reg. TM) Advantage Regular Income Payment after extension = $5,355
Percentage change in i4LIFE (Reg. TM) Advantage Regular Income Payment =
$5,355 - $6,375 = 84%
New 4LATER (Reg. TM) Guaranteed Income Benefit = $5,692 x 84% = $4,781

Termination. After the later of the third anniversary of the 4LATER (Reg. TM)
rider Effective Date or the most recent Reset, the 4LATER (Reg. TM) rider may
be terminated upon written notice to us. Prior to the Periodic Income
Commencement Date, 4LATER (Reg. TM) will automatically terminate upon any of
the following events:
o termination of the contract to which the 4LATER (Reg. TM) rider is attached;
o the change of or the death of the Annuitant (except if the surviving spouse
assumes ownership of the contract and the role of the Annuitant upon death
of the Contractowner); or
o the change of Contractowner (except if the surviving spouse assumes ownership
of the contract and the role of Annuitant upon the death of the
Contractowner), including the assignment of the contract; or
o the last day that you can elect i4LIFE (Reg. TM) Advantage (age 85 for
qualified contracts and age 99 for nonqualified contracts).

After the Periodic Income Commencement Date, the 4LATER (Reg. TM) rider will
terminate due to any of the following events:
o the death of the Annuitant (or the later of the death of the Annuitant or
Secondary Life if a joint payout was elected); or
o a Contractowner requested decrease in the Access Period or a change to the
Regular Income Payment frequency.

If you terminate 4LATER (Reg. TM) prior to the Periodic Income Commencement
Date, you must wait one year before you can elect another Living Benefit Rider.
If you terminate the 4LATER (Reg. TM) rider on or after the Periodic Income
Commencement Date, you cannot re-elect it. You may be able to elect any
available version of the Guaranteed Income Benefit after one year. The
Guaranteed Income Benefit will be based on the Account Value at the time of the
election. The election of one of these benefits, if available, will be treated
as a new purchase, subject to the terms and charges in effect at the time of
election.

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<PAGE>

Appendix F - Guaranteed Annual Income Rates for Previous Rider Elections
Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) and Lincoln Lifetime
IncomeSM Advantage 2.0 Guaranteed Annual Income Rates

Guaranteed Annual Income Rates by Ages for rider elections on or after May 20,
2013 but prior to January 23, 2017:

Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)

Single Life Option Joint Life Option
---------------------------------- -------------------------------------------
Age
Guaranteed Annual (younger of you and Guaranteed Annual
Age Income rate your spouse's age) Income rate
----------- ------------------- --------------------- ------------------

55 - 58 3.50% 55 - 58 3.50%
59 - 64 4.00% 59 - 64 4.00%
65+ 5.00% 65 - 74 4.50%
75+ 5.00%

Guaranteed Annual Income Rates by Ages for rider elections on or after December
3, 2012 but prior to May 20, 2013:

Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)

Single & Joint Life Option* Single & Joint Life Option
----------------------------- ---------------------------
Guaranteed Annual
Age Income rate
----------------------------- ---------------------------

55 - 58 3.50%
59 - 64 4.00%
65+ 5.00%

Lincoln Lifetime IncomeSM Advantage 2.0

55 - 58 3.00%
59 - 64 3.50%
65 - 69 4.50%
70+ 5.00%

*If joint life option is in effect, the younger of you and your spouse's age
applies.

F-1
<PAGE>

Guaranteed Annual Income Rates by Ages for rider elections on or after April 2,
2012 but prior to December 3, 2012:

Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk)

Single Life Option Joint Life Option
----------------------------------------- ------------------------------------------------------
Age
Guaranteed Annual Income (younger of you and
Age rate your spouse's age) Guaranteed Annual Income rate
----------- -------------------------- -------------------- ------------------------------

55 - 58 4.00% 55 - 64 4.00%
59+ 5.00% 65+ 5.00%

Lincoln Lifetime IncomeSM Advantage 2.0

55 - 58 3.50% 55 - 64 3.50%
59 - 64 4.00% 65 - 69 4.50%
65 - 69 4.50% 70+ 5.00%
70+ 5.00%

Guaranteed Annual Income Rates by Ages for rider elections prior to April 2,
2012:

Lincoln Lifetime IncomeSM Advantage 2.0

55 - 58 4.00% 55 - 64 4.00%
59+ 5.00% 65+ 5.00%

F-2
<PAGE>

Lincoln Market Select (Reg. TM) Advantage Guaranteed Annual Income Rates

Guaranteed Annual Income Rates by Ages for applications or rider election forms
signed between August 29, 2016 (October 3, 2016 for existing Contractowners)
and April 14, 2017:

Lincoln Market Select (Reg. TM) Advantage

Single Life Option Joint Life Option
---------------------------------- -------------------------------------------
Age
Guaranteed Annual (younger of you and Guaranteed Annual
Age Income rate* your spouse's age) Income rate*
----------- ------------------- --------------------- ------------------

55 - 58 3.50% 55 - 58 3.50%
59 - 64 4.00% 59 - 64 4.00%
65+ 5.00% 65 - 74 4.50%
75+ 5.00%

*In order to have received the rate indicated, your application or rider
election form must have been signed or dated on or before the last day of the
effective period noted above.

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<PAGE>

Appendix G - Guaranteed Income Benefit Percentages for Previous Rider Elections

i4LIFE (Reg. TM) Advantage Select Guaranteed Income Benefit elections between
August 29, 2016 (October 3, 2016 for existing Contractowners) and April 14,
2017, or for purchasers of Lincoln Market Select (Reg. TM) Advantage between
August 29, 2016 (October 3, 2016 for existing Contractowners) and April 14,
2017, or for purchasers of 4LATER (Reg. TM) Select Advantage between January 9,
2017 - April 14, 2017.

Single & Joint Life Option** Single & Joint Life Option**
------------------------------ -----------------------------
Age GIB Percentage*
------------------------------ -----------------------------

Under age 40 2.50%
40 - 54 3.00%
55 - 58 3.50%
59 - 64 4.00%
65 - 69 4.50%
70 - 79 5.00%
80+ 5.50%

*In order to have received the percentage indicated, your applications or rider
election form must have been signed or dated on or before the last day of the
effective period noted above. Purchasers of Lincoln Market Select (Reg. TM)
Advantage may use any remaining Income Base reduced by all Guaranteed Annual
Income payments since the last Automatic Annual Step-up, if any, or the rider's
effective date (if there have not been any Automatic Annual Step-ups) if
greater than the Account Value to establish the initial Guaranteed Income
Benefit. Purchasers of 4LATER (Reg. TM) Select Advantage may use any remaining
Income Base to establish the initial Guaranteed Income Benefit.

**If joint life option is in effect, the younger of you and your spouse's age
applies.

i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (version 4) elections or
for prior purchasers of Lincoln Lifetime IncomeSM Advantage 2.0
on or after May 20, 2013.

Single Life Option Joint Life Option
------------------------------------------- -----------------------------------------------
Percentage of Account Age Percentage of Account
Value, Income Base or (younger of you and Value, Income Base or
Age Guaranteed Amount* your spouse's age) Guaranteed Amount*
---------------- ----------------------- --------------------- ----------------------

Under age 40 2.00% Under age 40 2.00%
40 - 54 2.50% 40 - 54 2.50%
55 - 58 3.00% 55 - 58 3.00%
59 - 64 3.50% 59 - 69 3.50%
65 - 69 4.00% 70 - 74 4.00%
70 - 74 4.50% 75+ 4.50%
75+ 5.00%

* Purchasers of Lincoln Lifetime IncomeSM Advantage 2.0 may use any remaining
Income Base reduced by all Guaranteed Annual Income payments since the last
Automatic Annual Step-up or the rider's effective date (if there has not
been any Automatic Annual Step-up) if greater than the Account Value to
establish the initial Guaranteed Income Benefit.

i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit (Managed Risk) elections
between May 21, 2012 and May 19, 2013, or for purchasers of Lincoln Lifetime
IncomeSM Advantage 2.0 (Managed Risk) between April 2, 2012 and May 19, 2013,
or 4LATER (Reg. TM) Advantage (Managed Risk) between October 1, 2012 and May
19, 2013.

Single & Joint Life Option* Single & Joint Life Option*
----------------------------- ----------------------------
Percentage of Account
Age Value or Income Base**
----------------------------- ----------------------------

Under age 40 2.50%
40 - 54 3.00%
55 - 58 3.50%
59 - 64 4.00%
65 - 69 4.50%
70 - 79 5.00%
80+ 5.50%

* If joint life option is in effect, the younger of you and your spouse's age
applies.

G-1
<PAGE>

** Purchasers of Lincoln Lifetime IncomeSM Advantage 2.0 (Managed Risk) may
use any remaining Income Base reduced by all Guaranteed Annual Income
payments since the last Automatic Annual Step-up, if any, or the rider's
effective date (if there have not been any Automatic Annual Step-ups) if
greater than the Account Value to establish the initial Guaranteed Income
Benefit. Purchasers of 4LATER (Reg. TM) Advantage (Managed Risk) may use
any remaining Income Base to establish the initial Guaranteed Income
Benefit.

i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit elections between May 21,
2012 and May 19, 2013, or for
purchasers of Lincoln Lifetime IncomeSM Advantage 2.0 between April 2, 2012 and
May 19, 2013.

Single & Joint Life Option* Single & Joint Life Option*
----------------------------- -----------------------------------
Percentage of Account Value,
Age Income Base or Guaranteed Amount**
----------------------------- -----------------------------------

Under age 40 2.00%
40 - 54 2.50%
55 - 58 3.00%
59 - 64 3.50%
65 - 69 4.00%
70 - 74 4.50%
75+ 5.00%

* If joint life option is in effect, the younger of you and your spouse's age
applies.

** Purchasers of Lincoln Lifetime IncomeSM Advantage 2.0 may use any
remaining Income Base reduced by all Guaranteed Annual Income payments
since the last Automatic Annual Step-up or the rider's effective date (if
there has not been any Automatic Annual Step-up) if greater than the
Account Value to establish the initial Guaranteed Income Benefit.

i4LIFE (Reg. TM) Advantage Guaranteed Income Benefit elections prior to May 21,
2012, or for purchasers of
Lincoln Lifetime IncomeSM Advantage 2.0 prior to April 2, 2012.

Under age 40 2.50%
40 - 54 3.00%
55 - 58 3.50%
59 - 64 4.00%
65 - 69 4.50%
70 - 79 5.00%
80+ 5.50%

* If joint life option is in effect, the younger of you and your spouse's age
applies.

G-2

Lincoln Life & Annuity Variable Annuity Account H CORRESPCorrespondence with SEC