The following Management's Discussion and Analysis ("MD&A") is intended to help
the reader understand the financial condition as of December 31, 2020, compared
with December 31, 2019, and the results of operations in 2020 compared to 2019
of Lincoln National Corporation and its consolidated subsidiaries. Discussions
of 2018 items and year-to-year comparisons between 2019 and 2018 that are not
included in this Form 10-K can be found in "Part II - Item 7. Management's
Discussion and Analysis of Financial Condition and Results of Operations" in our
2019 Form 10-K. Unless otherwise stated or the context otherwise requires,
"LNC," "Company," "we," "our" or "us" refers to Lincoln National Corporation and
its consolidated subsidiaries.

The MD&A is provided as a supplement to, and should be read in conjunction with,
our consolidated financial statements and the accompanying notes to the
consolidated financial statements ("Notes") presented in "Part II - Item 8.
Financial Statements and Supplementary Data," as well as "Part I - Item 1A. Risk
Factors" above.

                FORWARD-LOOKING STATEMENTS - CAUTIONARY LANGUAGE

Certain statements made in this report and in other written or oral statements
made by us or on our behalf are "forward-looking statements" within the meaning
of the Private Securities Litigation Reform Act of 1995 ("PSLRA"). A
forward-looking statement is a statement that is not a historical fact and,
without limitation, includes any statement that may predict, forecast, indicate
or imply future results, performance or achievements. Forward-looking statements
may contain words like: "anticipate," "believe," "estimate," "expect,"
"project," "shall," "will" and other words or phrases with similar meaning in
connection with a discussion of future operating or financial performance. In
particular, these include statements relating to future actions, trends in our
businesses, prospective services or products, future performance or financial
results and the outcome of contingencies, such as legal proceedings. We claim
the protection afforded by the safe harbor for forward-looking statements
provided by the PSLRA.

Forward-looking statements are subject to risks and uncertainties. Actual results could differ materially from those expressed in or implied by such forward-looking statements due to a variety of factors, including:



?The continuation of the COVID-19 pandemic, or future outbreaks of COVID-19, and
uncertainty surrounding the length and severity of future impacts on the global
economy and on our business, results of operations and financial condition;

?Further deterioration in general economic and business conditions that may affect account values, investment results, guaranteed benefit liabilities, premium levels and claims experience;



?Adverse global capital and credit market conditions that may affect our ability
to raise capital, if necessary, and may cause us to realize impairments on
investments and certain intangible assets, including goodwill and the valuation
allowance against deferred tax assets, which may reduce future earnings and/or
affect our financial condition and ability to raise additional capital or
refinance existing debt as it matures;

?The inability of our subsidiaries to pay dividends to the holding company in
sufficient amounts, which could harm the holding company's ability to meet its
obligations;

?Legislative, regulatory or tax changes, both domestic and foreign, that affect:
the cost of, or demand for, our subsidiaries' products; the required amount of
reserves and/or surplus; our ability to conduct business and our captive
reinsurance arrangements as well as restrictions on the payment of revenue
sharing and 12b-1 distribution fees;

?The impact of U.S. federal tax reform legislation on our business, earnings and capital;



?The impact of Regulation Best Interest or other regulations adopted by the
Securities and Exchange Commission ("SEC"), the Department of Labor or other
federal or state regulators or self-regulatory organizations relating to the
standard of care owed by investment advisers and/or broker-dealers that could
affect our distribution model;

?Actions taken by reinsurers to raise rates on in-force business;

?Further declines in or sustained low interest rates causing a reduction in investment income, the interest margins of our businesses, estimated gross profits ("EGPs") and demand for our products;



?Rapidly increasing interest rates causing contract holders to surrender life
insurance and annuity policies, thereby causing realized investment losses, and
reduced hedge performance related to variable annuities;

?The impact of the implementation of the provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act relating to the regulation of derivatives transactions;



?The initiation of legal or regulatory proceedings against us, and the outcome
of any legal or regulatory proceedings, such as: adverse actions related to
present or past business practices common in businesses in which we compete;
adverse decisions in significant actions including, but not limited to, actions
brought by federal and state authorities and class action cases; new decisions
that result in changes in law; and unexpected trial court rulings;

?A decline or continued volatility in the equity markets causing a reduction in
the sales of our subsidiaries' products; a reduction of asset-based fees that
our subsidiaries charge on various investment and insurance products; an
acceleration of the net amortization of deferred acquisition costs ("DAC"),
value of business acquired ("VOBA"), deferred sales inducements ("DSI") and
deferred front-end loads ("DFEL"); and an increase in liabilities related to
guaranteed benefit features of our subsidiaries' variable annuity products;

?Ineffectiveness of our risk management policies and procedures, including
various hedging strategies used to offset the effect of changes in the value of
liabilities due to changes in the level and volatility of the equity markets and
interest rates;

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?A deviation in actual experience regarding future persistency, mortality,
morbidity, interest rates or equity market returns from the assumptions used in
pricing our subsidiaries' products, in establishing related insurance reserves
and in the net amortization of DAC, VOBA, DSI and DFEL, which may reduce future
earnings;

?Changes in accounting principles that may affect our business, results of operations and financial condition;



?Lowering of one or more of our debt ratings issued by nationally recognized
statistical rating organizations and the adverse effect such action may have on
our ability to raise capital and on our liquidity and financial condition;

?Lowering of one or more of the insurer financial strength ratings of our insurance subsidiaries and the adverse effect such action may have on the premium writings, policy retention, profitability of our insurance subsidiaries and liquidity;



?Significant credit, accounting, fraud, corporate governance or other issues
that may adversely affect the value of certain financial assets, as well as
counterparties to which we are exposed to credit risk, requiring that we realize
losses on financial assets;

?Interruption in telecommunication, information technology or other operational
systems or failure to safeguard the confidentiality or privacy of sensitive data
on such systems, including from cyberattacks or other breaches of our data
security systems;

?The effect of acquisitions and divestitures, restructurings, product withdrawals and other unusual items;

?The adequacy and collectability of reinsurance that we have purchased;

?Future pandemics, acts of terrorism, war or other man-made and natural catastrophes that may adversely affect our businesses and the cost and availability of reinsurance;



?Competitive conditions, including pricing pressures, new product offerings and
the emergence of new competitors, that may affect the level of premiums and fees
that our subsidiaries can charge for their products;

?The unknown effect on our subsidiaries' businesses resulting from evolving market preferences and the changing demographics of our client base; and

?The unanticipated loss of key management, financial planners or wholesalers.



The risks and uncertainties included here are not exhaustive. Other sections of
this report and other reports that we file with the SEC include additional
factors that could affect our businesses and financial performance, including
"Part I - Item 1A. Risk Factors" and "Item 7A. Quantitative and Qualitative
Disclosures About Market Risk," which are incorporated herein by reference.
Moreover, we operate in a rapidly changing and competitive environment. New risk
factors emerge from time to time, and it is not possible for management to
predict all such risk factors.

Further, it is not possible to assess the effect of all risk factors on our
businesses or the extent to which any factor, or combination of factors, may
cause actual results to differ materially from those contained in any
forward-looking statements. Given these risks and uncertainties, investors
should not place undue reliance on forward-looking statements as a prediction of
actual results. In addition, we disclaim any obligation to update any
forward-looking statements to reflect events or circumstances that occur after
the date of this report.

                                  INTRODUCTION

                               Executive Summary

We are a holding company that operates multiple insurance and retirement businesses through subsidiary companies. We sell a wide range of wealth protection, accumulation, retirement income and group protection products and solutions through our four business segments:



?Annuities;

?Retirement Plan Services;

?Life Insurance; and

?Group Protection

We also have Other Operations, which includes the financial data for operations
that are not directly related to the business segments. See "Part I - Item 1.
Business" above for a discussion of our business segments and products.

As discussed in Note 3, on May 1, 2018, we completed the acquisition from
Liberty Mutual Insurance Company of 100% of the capital stock of Liberty Life
Assurance Company of Boston ("Liberty Life"), an operator of a group benefits
business (the "Liberty Group Business") and an individual life and individual
and group annuity business. We ceded insurance policies relating to the
individual life and individual and group annuity business to third-party
reinsurers. The acquisition expanded the scale and capabilities of the Group
Protection business while further diversifying the Company's sources of
earnings. Effective September 1, 2019, Liberty Life's name was changed to
Lincoln Life Assurance Company of Boston ("LLACB").

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In this report, in addition to providing consolidated revenues and net income
(loss), we also provide segment operating revenues and income (loss) from
operations because we believe they are meaningful measures of revenues and the
profitability of our operating segments. Operating revenues and income (loss)
from operations are the financial performance measures we use to evaluate and
assess the results of our segments. Accordingly, we define and report operating
revenues and income (loss) from operations by segment in Note 22. Our management
believes that operating revenues and income (loss) from operations explain the
results of our ongoing businesses in a manner that allows for a better
understanding of the underlying trends in our current businesses. Certain items
are excluded from operating revenue and income (loss) from operations because
they are unpredictable and not necessarily indicative of current operating
fundamentals or future performance of the business segments, and, in many
instances, decisions regarding these items do not necessarily relate to the
operations of the individual segments. In addition, we believe that our
definitions of operating revenues and income (loss) from operations will provide
investors with a more valuable measure of our performance because it better
reveals trends in our businesses.

We provide information about our segments' and Other Operations' operating
revenue and expense line items and realized gain (loss), key drivers of changes
and historical details underlying the line items below. For factors that could
cause actual results to differ materially from those set forth, see "Part I -
Item 1A. Risk Factors" and "Forward-Looking Statements - Cautionary Language"
above.

Industry Trends

We continue to be influenced by a variety of trends that affect the industry.

COVID-19 Pandemic



The COVID-19 pandemic emerged in the United States in the first quarter of 2020
and led to an extreme downturn in and volatility of the capital markets,
record-low interest rates and wide-ranging changes in consumer behavior,
including as a result of quarantines, shelter-in-place orders and limitations on
business activity.  The severe restriction in economic activity caused by the
COVID-19 pandemic and increased level of unemployment in the United States have
contributed to increased volatility and uncertainty regarding expectations for
the economy and markets going forward. The National Bureau of Economic Research,
a panel of economists charged with officially designating business cycles,
announced in June 2020 that a recession began in March 2020, ending the longest
expansion period in United States history. Although states have eased
restrictions and the capital markets have mostly recovered, it is unclear when
the economy will operate under normal or near-normal conditions. In the third
quarter, the economy began to recover from what has been deemed the shortest
recession on record in the United States. However, as the economic and
regulatory environment continues to react and evolve, we cannot predict the full
impact of the pandemic and ensuing conditions on our business and financial
condition.

As a result of the impacts of the COVID-19 pandemic, we continue to expect
higher mortality in our Life Insurance and Group Protection segments in 2021.
Separately, we continue to expect increased disability claims in our Group
Protection segment related to the economic environment and the increased level
of unemployment in the United States.

Economic Environment



Because the profitability of some of our business depends in part on interest
rates, changes in interest rates may impact both our margins and our return on
invested capital. Some of our products, principally our fixed annuities and
universal life insurance ("UL"), including indexed universal life insurance
("IUL") and linked-benefit UL, have interest rate guarantees that expose us to
the risk that changes in interest rates or prolonged low interest rates will
reduce our spread, or the difference between the interest that we are required
to credit to contracts and the yields that we are able to earn on our general
account investments supporting our obligations under the contracts.

In response to the economic impact of the COVID-19 pandemic, the Federal Reserve
cut interest rates to near zero in March 2020 and announced in September 2020
its intention to keep interest rates near zero for the foreseeable future. We
expect the continuation of the low interest rate environment to continue to
adversely affect the interest margins of our businesses. For risks related to
sustained low interest rates, see "Significant Operational Matters - Sustained
Low Interest Rate Environment" below and "Part I - Item 1A. Risk Factors -
Market Conditions - Changes in interest rates and sustained low interest rates
may cause interest rate spreads to decrease, impacting our profitability, and
make it more challenging to meet certain statutory requirements, and changes in
interest rates may also result in increased contract withdrawals."

The economic environment has improved from early in 2020 but there could be
continued weakness in the current environment as a result of restrictions on
economic activity and the increased level of unemployment in the United States.
This could impact select corporate industries and parts of the commercial
mortgage loan market. The current environment could lead to increased credit
defaults and/or negative ratings migrations, resulting in an increase to our
allowance for credit losses and additional write-downs of financial assets for
impairments in our broader investment portfolio.

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Regulatory Environment

U.S.-domiciled insurance entities are regulated at the state level, while
certain products and services are also subject to federal regulation. Regulators
may refine capital requirements and introduce new reserving standards for the
life insurance industry. Regulations recently adopted or currently under review
can potentially affect the capital requirements and profitability of the
industry and result in increased regulation and oversight for the industry. See
"Part I - Item 1. Business - Regulatory" and "Part I - Item 1A. Risk Factors -
Legislative, Regulatory and Tax" for a discussion of regulatory developments
that may impact the Company and the associated risks.

Significant Operational Matters

Actions in Response to the COVID-19 Pandemic



We took several actions during 2020, and expect to continue to take actions, to
preserve our liquidity and capital position in response to the COVID-19 pandemic
and ensuing economic environment conditions. During the second and third
quarters of 2020, we suspended common stock repurchases under our buyback
program after repurchasing $225 million of shares in the first quarter of 2020.
We resumed common stock repurchases in the fourth quarter of 2020, repurchasing
$50 million of shares.

Debt financing transactions in the first half of 2020 allowed us to redeem our
2021 and prefund our 2022 senior debt maturities, with our next debt maturity
not until 2023.

While the COVID-19 pandemic caused distribution disruption, we efficiently moved
to a virtual sales environment across all of our distribution channels beginning
in mid-March 2020. In addition, during 2020, we accelerated a plan already in
place, in light of the low interest rate environment, to re-price certain
products to achieve appropriate returns, shift our sales mix toward
shorter-duration products that are less sensitive to interest rates, and add new
products that are more capital efficient while increasing consumer choice and
expanding customer value propositions.

We also continue to focus on expense discipline. During the second quarter of
2020, we implemented a plan that significantly reduced expenses in 2020, and we
expect to continue to manage expenses aggressively going forward.

Targeted Annual Operating Earnings Per Share Growth



Growth in operating earnings per share ("EPS") is a key driver of our long-term
performance. We believe that the key drivers to growing our operating EPS over
time include:

?Generating new business and positive net flows through our product development and distribution;

?Capital markets performing in-line with our expectations;

?Expense discipline, our strategic digitization initiative and expense synergies of acquired businesses driving improvement in operating margins; and

?Capital generation and active capital deployment, consisting of returning capital to common stockholders.


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Sources of Earnings

We monitor our sources of earnings as a factor in managing our businesses. This
information may be useful in assessing our risk profile and cost of capital. We
continue to focus on achieving our long-term goal of increasing mortality and
morbidity margins. Growth in this source of earnings component could be driven
by a number of factors, including, but not limited to, pricing actions on our
life and group products and acquiring blocks of mortality/morbidity business.
The following table presents the sources of earnings components of income (loss)
from operations, before income taxes, excluding Other Operations:

                              For the Years Ended December 31,
                            2020                      2019     2018
Investment spread (1)          16.6%                  19.2%    26.4%
Mortality/morbidity (2)         1.4%                  23.5%    26.7%
Fees on AUM (3)                88.8%                  55.2%    41.4%
VA riders (4)                  -6.8%                   2.1%     5.5%
Total (5)                     100.0%                 100.0%   100.0%

(1)Investment spread earnings consist primarily of net investment income, net of interest credited, earned on the underlying general account investments supporting our fixed products less related expenses.

(2)Mortality/morbidity earnings result from mortality margins, morbidity margins, and certain expense assessments and related fees that are a function of the rates priced into the product and level of business in force.

(3)Fees on assets under management ("AUM") earnings consist primarily of asset-based fees charged on variable account values less associated benefits and related expenses.

(4)Variable annuity ("VA") riders' earnings consist of fees charged to the contract holder related to guaranteed benefit rider features, less the net valuation premium and associated change in benefit reserves and related expenses.



(5)The sources of earnings components include the effect of unlocking resulting
from our annual comprehensive review, which for 2020 and 2019 were significantly
unfavorable. See "Critical Accounting Policies and Estimates - DAC, VOBA, DSI
and DFEL - Unlocking" below for more information about unlocking.

See Note 22 for additional information on income (loss) from operations by segment.

Sustained Low Interest Rate Environment



Although we have been proactive in our investment strategies, product designs,
crediting rate strategies and overall asset-liability practices to mitigate the
risk of unfavorable consequences in this type of environment, declines in our
spread, or instances where the returns on our general account investments are
not enough to support the interest rate guarantees on these products, could have
an adverse effect on some of our businesses or results of operations. We have
provided disclosures around interest rate spreads and interest rate risk in
"Part I - Item 1A. Risk Factors - Market Conditions - Changes in interest rates
and sustained low interest rates may cause interest rate spreads to decrease,
impacting our profitability, and make it more challenging to meet certain
statutory requirements, and changes in interest rates may also result in
increased contract withdrawals" and "Item 7A. Quantitative and Qualitative
Disclosures About Market Risk - Interest Rate Risk."

Variable Annuity Hedge Program Performance



We offer variable annuity products with living benefit guarantees. As described
below in "Critical Accounting Policies and Estimates - Derivatives - GLB," we
use derivative instruments to hedge our exposure to the risks and earnings
volatility that result from the guaranteed living benefit ("GLB") embedded
derivatives and benefit ratio unlocking in certain of our variable annuity
products. The income statement effect due to the change in fair value of these
instruments tends to move in the opposite direction of the change in embedded
derivative reserves and benefit ratio unlocking. These results are excluded from
the Annuities and Retirement Plan Services segments' operating revenues and
income (loss) from operations (see Note 22). See "Realized Gain (Loss) and
Benefit Ratio Unlocking - Variable Annuity Net Derivatives Results" below for
information on our methodology for calculating the non-performance risk ("NPR"),
which affects the discount rate used in the calculation of the GLB embedded
derivative reserves.

We also offer variable annuity products with death benefit guarantees. As
described below in "Critical Accounting Policies and Estimates - Future Contract
Benefits and Other Contract Holder Obligations - GDB," we use derivative
instruments to hedge the income statement effect of the guaranteed death benefit
("GDB") benefit ratio unlocking for movements in equity markets. These results
are excluded from income (loss) from operations (see Note 22).

The costs of derivative instruments that we use to hedge these variable annuity products may increase as a result of a low interest rate environment.


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Earnings from Account Values

The Annuities and Retirement Plan Services segments are the most sensitive to
the equity markets, as well as, to a lesser extent, our Life Insurance segment.
We discuss the earnings effect of the equity markets on account values and the
related asset-based earnings below in each business segment's operating results
section and "Item 7A. Quantitative and Qualitative Disclosures About Market Risk
- Equity Market Risk - Effect of Equity Market Sensitivity."

Strategic Digitization Initiative



We continue to make strategic investments in our businesses to grow revenues,
further spur productivity and improve our efficiency and service to our
customers. In 2016, we began our enterprise-wide digitization initiative that
intends to significantly enhance our customer experience and provide operational
efficiencies over time to meet evolving consumer preferences and marketplace
shifts. During 2020, we saw benefits of approximately $50 million, pre-tax, net
of investment. We expect to see annual benefits of $80 million, pre-tax, net of
investment, in 2021, and ultimately $90 million to $150 million as a result of
this initiative.

Outlook

Management expects to continue focusing on the following in 2021:

?Making investments in our businesses, primarily in technology/digitization (including integrating and consolidating systems and processes), product innovation and distribution, to grow revenues, drive margin expansion and reduce costs;

?Re-pricing products to ensure we are achieving the necessary return on capital;

?Focusing a large majority of our new business mix on products without long-term guarantees, which are less sensitive to interest rates, in line with our long-term growth strategies;

?Adding new products that are more capital efficient while increasing consumer choice and expanding customer value propositions;

?Focusing on expense discipline and managing our expenses aggressively;

?Closely monitoring our capital and liquidity positions taking into account changing economic conditions and monetary policy, ongoing regulatory activities and our capital deployment strategy;

?Closely monitoring ongoing activities in the legal and regulatory environment and taking an active role in the legislative and/or regulatory process;

?Exploring additional reinsurance and other strategies addressing the statutory reserve strain related to certain products, namely our term products; and

?Maintaining risk management and the flexibility to adjust the risk profile of assets within our investment portfolio.


                   Critical Accounting Policies and Estimates

We have identified the accounting policies below as critical to the
understanding of our results of operations and our financial condition. In
applying these critical accounting policies in preparing our financial
statements, management must use critical assumptions, estimates and judgments
concerning future results or other developments, including the likelihood,
timing or amount of one or more future events. Actual results may differ from
these estimates under different assumptions or conditions. On an ongoing basis,
we evaluate our assumptions, estimates and judgments based upon historical
experience and various other information that we believe to be reasonable under
the circumstances. For a detailed discussion of other significant accounting
policies, see Note 1.

DAC, VOBA, DSI and DFEL

Accounting for intangible assets requires numerous assumptions, such as
estimates of expected future profitability for our operations and our ability to
retain existing blocks of life and annuity business in force. Our accounting
policies for DAC, VOBA, DSI and DFEL affect the Annuities, Retirement Plan
Services, Life Insurance and Group Protection segments.

Deferrals



Qualifying deferrable acquisition expenses are recorded as an asset on our
Consolidated Balance Sheets as DAC for products we sold during a period or VOBA
for books of business we acquired during a period. In addition, we defer costs
associated with DSI and revenues associated with DFEL. DSI increases interest
credited and reduces income when amortized. DFEL is a liability included within
other contract holder funds on our Consolidated Balance Sheets, and when
amortized, increases fee income on our Consolidated Statements of Comprehensive
Income (Loss).

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We incur certain costs that can be capitalized in the acquisition of insurance
contracts. Only those costs incurred that result directly from and are essential
to the successful acquisition of new or renewal insurance contracts may be
capitalized as deferrable acquisition costs. This determination of deferability
must be made on a contract-level basis. Some examples of acquisition costs that
are subject to deferral include the following:

?Employee, agent or broker commissions;

?Wholesaler production bonuses;

?Renewal commissions and bonuses to agents or brokers;

?Medical and inspection fees;

?Premium-related taxes and assessments; and



?A portion of the salaries and benefits of certain employees involved in the
underwriting, contract issuance and processing, medical and inspection and sales
force contract selling functions.

All other acquisition-related costs, including costs incurred by the insurer for
soliciting potential customers, market research, training, administration,
management of distribution and underwriting functions, unsuccessful acquisition
or renewal efforts and product development, are considered non-deferrable
acquisition costs and must be expensed in the period incurred.

In addition, the following indirect costs are considered non-deferrable acquisition costs and must be charged to expense in the period incurred:



?Administrative costs;

?Rent;

?Depreciation;

?Occupancy costs;

?Equipment costs (including data processing equipment dedicated to acquiring insurance contracts);



?Trail commissions; and

?Other general overhead.

Our DAC, VOBA, DSI and DFEL balances (in millions) by business segment as of December 31, 2020, were as follows:



                                      Retirement
                                         Plan          Life          Group
                        Annuities      Services      Insurance    Protection    Total
DAC and VOBA
Gross                  $     4,073        $  232    $     7,383   $       187  $ 11,875
Unrealized (gain) loss        (291 )        (112 )       (5,660 )           -    (6,063 )
Carrying value         $     3,782        $  120    $     1,723   $       187  $  5,812

DSI
Gross                  $       180        $   13    $        36   $         -  $    229
Unrealized (gain) loss         (16 )           -              -             -       (16 )
Carrying value         $       164        $   13    $        36   $         -  $    213

DFEL
Gross                  $       293        $    -    $     3,298   $         -  $  3,591
Unrealized (gain) loss          (5 )           -         (3,185 )           -    (3,190 )
Carrying value         $       288        $    -    $       113   $         -  $    401


Fixed maturity available-for-sale ("AFS") securities and certain derivatives are
stated at fair value with unrealized gains and losses included within
accumulated other comprehensive income (loss) ("AOCI"), net of associated DAC,
VOBA, DSI, future contract benefits, other contract holder funds and deferred
income taxes.  The unrealized balances in the table above represent the DAC,
VOBA, DSI and DFEL balances for these effects of unrealized gains and losses on
fixed maturity AFS securities and certain derivatives.

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Amortization

DAC for variable annuity and deferred fixed annuity contracts and UL and
variable universal life insurance ("VUL") policies is amortized over the lives
of the contracts in relation to the incidence of EGPs derived from the
contracts. Certain broker commissions or broker-dealer expenses that vary with
and are related to sales of mutual fund products, respectively, are expensed as
incurred rather than deferred and amortized. For our traditional products, we
amortize deferrable acquisition costs either on a straight-line basis or as a
level percent of premium of the related contracts, depending on the block of
business.

EGPs vary based on a number of sources including policy persistency, mortality,
fee income, investment margins, expense margins and realized gains and losses on
investments, including assumptions about the expected level of credit-related
losses. Each of these sources of profit is, in turn, driven by other factors.
For example, assets under management and the spread between earned and credited
rates drive investment margins; net amount at risk drives the level of cost of
insurance charges and reinsurance premiums. The level of separate account assets
under management is driven by changes in the financial markets (equity and bond
markets, hereafter referred to collectively as "equity markets") and net flows.
Realized gains and losses on investments include amounts resulting from
differences in the actual level of impairments and the levels assumed in
calculating EGPs.

We generally amortize DAC, VOBA, DSI and DFEL in proportion to our EGPs for
interest-sensitive products. When actual gross profits are higher in the period
than EGPs, we recognize more amortization than planned. When actual gross
profits are lower in the period than EGPs, we recognize less amortization than
planned. In a calendar year where the gross profits for a certain group of
policies, or "cohorts," are negative, our actuarial process limits, or floors,
the amortization expense offset to zero. For a discussion of the periods over
which we amortize our DAC, VOBA, DSI and DFEL see "DAC, VOBA, DSI and DFEL" in
Note 1.

Unlocking

As discussed and defined in "DAC, VOBA, DSI and DFEL" in Note 1, we conduct our
annual comprehensive review of the assumptions and projection models underlying
the amortization of DAC, VOBA, DSI, DFEL, embedded derivatives and reserves for
life insurance and annuity products in the third quarter of each year.  We may
have unlocking in other quarters as we become aware of information that warrants
updating assumptions outside of our annual comprehensive review.

For illustrative purposes, the following generally presents the hypothetical
effects to net income (loss) attributable to changes in certain assumptions from
those our model projections assume, assuming all other factors remain constant:

                      Hypothetical
                        Effect to
Change in
Assumption          Net Income (Loss)   Description of Expected Effect
Higher equity                           Increase to fee income and decrease to
markets                 Favorable       changes in reserves.

Lower equity                            Decrease to fee income and increase to
markets                Unfavorable      changes in reserves.

Higher investment                       Increase to interest rate spread on our fixed
margins                 Favorable       product line, including fixed
                                        portion of variable.

Lower investment                        Decrease to interest rate spread on our fixed
margins                Unfavorable      product line, including fixed
                                        portion of variable.

                                        Decrease to fee income, partially offset by
Higher lapses          Unfavorable      decrease to benefits due to
                                        shorter contract life.

                                        Increase to fee income, partially offset by
Lower lapses            Favorable       increase to benefits due to
                                        longer contract life.

Unfavorable                             Decrease to fee income and increase to
mortality              Unfavorable      changes in reserves due to
                                        shorter contract life.

Favorable                               Increase to fee income and decrease to
mortality               Favorable       changes in reserves due to
                                        longer contract life.


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Details underlying the effect to net income (loss) from unlocking (in millions)
were as follows:

                                  For the Years Ended December 31,
                                  2020           2019          2018
Income (loss) from operations:
Annuities                      $      (101 )  $       (93 )  $      13
Retirement Plan Services                (3 )            -           (2 )
Life Insurance                        (440 )         (320 )        (20 )
Excluded realized gain (loss)           58              3            8
Net income (loss)              $      (486 )  $      (410 )  $      (1 )

Unlocking was driven primarily by the following:

2020



As part of our annual comprehensive review in the third quarter, we updated our
interest rate assumptions. These updates included lowering starting new money
rates to reflect the current interest rate environment and reducing our
long-term new money investment yield assumption by 50 basis points, resulting in
an ultimate long-term assumption of 3.0% for a 10-year U.S. Treasury. As a
result of these updates, we recorded unfavorable after-tax unlocking of $361
million for Life Insurance, $140 million for Annuities and $7 million for
Retirement Plan Services.



?For Annuities, unfavorable unlocking was driven by updates to interest rate assumptions, partially offset by favorable updates to policyholder behavior assumptions and other items.



?For Retirement Plan Services, unfavorable unlocking was driven by updates to
interest rate assumptions, partially offset by favorable updates to maintenance
expense and other items.

?For Life Insurance, unfavorable unlocking was driven by updates to interest rate and policyholder behavior assumptions.



?For excluded realized gain (loss), favorable unlocking was driven by updates to
policyholder behavior and separate account fee assumptions, partially offset by
unfavorable updates to other items.

2019



As part of our annual comprehensive review in the third quarter, we updated our
interest rate assumptions. These updates included lowering starting new money
rates to reflect the current interest rate environment; reducing our long-term
new money investment yield assumption by 25 basis points, resulting in an
ultimate long-term assumption of 3.5% for a 10-year U.S. Treasury; and extending
the grade-in period from current rates to long-term rates from five years to
seven years. As a result of these updates, we recorded unfavorable after-tax
unlocking of $225 million for Life Insurance, $63 million for Annuities and $3
million for Retirement Plan Services.

?For Annuities, unfavorable unlocking was driven by updates to interest rate
assumptions and other items, partially offset by favorable updates to separate
account fee and policyholder behavior assumptions.

?For Retirement Plan Services, unfavorable unlocking impact from updates to interest rate assumptions was entirely offset by favorable updates to separate account fee, maintenance expense and policyholder behavior assumptions.



?For Life Insurance, unfavorable unlocking was driven by updates to mortality
margin, interest rate and reinsurance assumptions, partially offset by favorable
updates to investment allocation and reserve discount rate assumptions and other
items.

?For excluded realized gain (loss), favorable unlocking was driven by updates to
capital markets, separate account fee and policyholder behavior assumptions,
partially offset by unfavorable updates to other items.

Reversion to the Mean



Because returns within the variable sub-accounts ("variable funds") have a
significant effect on the value of variable annuity and VUL products and the
fees earned on these accounts, EGPs could increase or decrease with movements in
variable fund returns. Significant and sustained changes in variable funds have
had and could in the future have an effect on DAC, VOBA, DSI and DFEL
amortization primarily within our Annuities and RPS segments, as well as, to a
lesser extent, our Life Insurance segment.

As variable fund returns do not move in a systematic manner, we reset the
baseline of account values from which EGPs are projected, which we refer to as
our reversion to the mean ("RTM") process. Under our RTM process, future EGPs
are projected using stochastic modeling of a large number of market scenarios in
conjunction with best estimates of lapse rates, interest rate spreads and
mortality to develop a statistical distribution of the present value of future
EGPs for our variable annuity products. Because variable fund returns are
unpredictable, the underlying premise of this process is that best estimate
projections of future EGPs need not be affected by random short-term and
insignificant deviations from expectations in variable fund returns. However,
long-term or significant deviations from expected variable fund returns require
a change to best estimate projections of EGPs and unlocking of DAC, VOBA, DSI,
DFEL and

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changes in future contract benefits. The statistical distribution is designed to identify when the deviations from expected returns have become significant enough to warrant a change of the future variable fund growth rate assumption.



As discussed above, stochastic modeling is used to develop a range of reasonably
possible future EGPs. We compare the range of the present value of the future
EGPs from the stochastic modeling to that used in our amortization model. A set
of intervals around the mean of these scenarios is utilized to calculate two
separate statistical ranges of reasonably possible EGPs. These intervals are
then compared to the present value of the EGPs used in the amortization model.
If the present value of EGPs utilized for amortization were to exceed the
reasonable range of statistically calculated EGPs, a revision of the EGPs used
to calculate amortization would be considered. If a revision is deemed
necessary, future EGPs would be re-projected using the current account values at
the end of the period during which the revision occurred along with a long-term
variable fund growth rate assumption such that the re-projected EGPs would be
our best estimate of EGPs.

Our practice is not necessarily to unlock immediately after exceeding the first
of the two statistical ranges, but, rather, if we stay between the first and
second statistical range for several quarters, we would likely unlock.
Additionally, if we exceed the ranges as a result of a short-term market
reaction, we would not necessarily unlock. However, if the second statistical
range is exceeded for more than one quarter, it is likely that we would unlock.
While this approach reduces adjustments to DAC, VOBA, DSI and DFEL due to
short-term fluctuations, significant changes in variable fund returns that
extend beyond one or two quarters could result in a significant favorable or
unfavorable unlocking. Notwithstanding these intervals, if a severe decline or
increase in variable fund values were to occur or should other circumstances
suggest that the present value of future EGPs no longer represents our best
estimate, we could determine that a revision of the EGPs is necessary.

Our long-term variable fund growth rate assumption, which is used in the
determination of DAC, VOBA, DSI and DFEL amortization for the variable component
of our variable annuity and VUL products, is an immediate decrease of
approximately 13% followed by growth going forward of 6.5% to 8.25% depending on
the block of business and reflecting differences in contract holder fund
allocations between fixed-income and equity-type investments. If we had unlocked
our RTM assumption as of December 31, 2020, we would have recorded favorable
unlocking of approximately $365 million, pre-tax, primarily within our Annuities
segment.

Investments

Investments are an integral part of our operations, and we invest in fixed
maturity securities that are primarily classified as available-for-sale and
carried at fair value with the difference from amortized cost due to factors
other than credit loss included in stockholders' equity as a component of AOCI.
The difference between amortized cost and fair value due to credit loss
impairment is recognized in realized gain (loss) on our Consolidated Statements
of Comprehensive Income (Loss). We also invest in equity securities that are
carried at fair value with changes in fair value recognized in realized gain
(loss). See "Consolidated Investments" below for more information.

Investment Valuation



Our measurement of fair value is based on assumptions used by market
participants in pricing the asset or liability, which may include inherent risk,
restrictions on the sale or use of an asset or NPR, which would include our own
credit risk. Our estimate of an exchange price is the price in an orderly
transaction between market participants to sell the asset or transfer the
liability ("exit price") in the principal market, or the most advantageous
market in the absence of a principal market, for that asset or liability, as
opposed to the price that would be paid to acquire the asset or receive a
liability ("entry price"). We categorize our financial instruments carried at
fair value into a three-level fair value hierarchy, based on the priority of
inputs to the respective valuation technique. The three-level hierarchy for fair
value measurement is defined in Note 1.

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The following summarizes investments on our Consolidated Balance Sheets carried
at fair value by pricing source and fair value hierarchy level (in millions) as
of December 31, 2020:

                              Quoted
                              Prices
                             in Active
                            Markets for     Significant        Significant
                             Identical       Observable        Unobservable
                              Assets            Inputs              Inputs           Total
                             (Level 1)        (Level 2)            (Level 3)       Fair Value
Priced by third-party
pricing services            $       554       $  106,696          $       215     $    107,465
Priced by independent
broker quotations                     -                -                5,296            5,296
Priced by matrices                    -           14,506                    -           14,506
Priced by other methods
(1)                                   -                -                3,442            3,442
Total                       $       554       $  121,202          $     8,953     $    130,709

Percent of total                     0%              93%                   7%             100%



(1)Represents primarily securities for which pricing models were used to compute fair value.

For the categories and associated fair value of our fixed maturity AFS securities classified within Level 3 of the fair value hierarchy as of December 31, 2020 and 2019, see Notes 1 and 21.



Our investments are valued using the appropriate market inputs based on the
investment type, and include benchmark yields, reported trades, broker-dealer
quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers
and reference data. In addition, market indicators and industry and economic
events are monitored, and further market data is acquired if certain triggers
are met. We incorporate the issuer's credit rating and a risk premium, if
warranted, given the issuer's industry and the security's time to maturity. We
use an internationally recognized pricing service as our primary pricing source,
and we do not adjust prices received from third parties or obtain multiple
prices when measuring the fair value of our investments. We generally use prices
from the pricing service rather than broker quotes because we have documentation
from the pricing service on the observable market inputs they use, as compared
to the limited information on the pricing inputs from broker quotes. For private
placement securities, we use pricing matrices that utilize observable pricing
inputs of similar public securities and Treasury yields as inputs to the fair
value measurement. It is possible that different valuation techniques and
models, other than those described above, could produce materially different
estimates of fair value.

When the volume and level of activity for an asset or liability has
significantly decreased in relation to normal market activity for the asset or
liability, we believe that the market is not active. Activities that may
indicate a market is not active include fewer recent transactions in the market,
price quotations that lack current information and/or vary substantially over
time or among market makers, limited public information, uncorrelated indexes
with recent fair values of assets and abnormally wide bid-ask spread. As of
December 31, 2020, we evaluated the markets that our securities trade in and
concluded that none were inactive. We will continue to re-evaluate this
conclusion, as needed, based on market conditions.

We use unobservable inputs to measure the fair value of securities trading in
less liquid or illiquid markets with limited or no pricing information. We
obtain broker quotes for securities such as synthetic convertibles, index-linked
certificates of deposit and collateralized debt obligations when sufficient
security structure or other market information is not available to produce an
evaluation. For broker-quoted only securities, non-binding quotes from market
makers or broker-dealers are obtained from sources recognized as market
participants. Broker-quoted securities are based solely on receipt of updated
quotes from a single market maker or a broker-dealer recognized as a market
participant. Our broker-quoted only securities are generally classified as Level
3 of the fair value hierarchy. As of December 31, 2020, we used broker quotes
for 94 securities as our final price source, representing 1% of total securities
owned.

In order to validate the pricing information and broker quotes, we employ, where
possible, procedures that include comparisons with similar observable positions,
comparisons with subsequent sales and observations of general market movements
for those security classes. Our primary third-party pricing service has policies
and processes to ensure that it is using objectively verifiable observable
market data. The pricing service regularly reviews the evaluation inputs for
securities covered, including broker quotes, executed trades and credit
information, as applicable. If the pricing service determines it does not have
sufficient objectively verifiable information about a security's valuation, it
discontinues providing a valuation for the security. The pricing service
regularly publishes and updates a summary of inputs used in its valuations by
major security type. In addition, we have policies and procedures in place to
review the process that is utilized by the third-party pricing service and the
output that is provided to us by the pricing service. On a periodic basis, we
test the pricing for a sample of securities to evaluate the inputs and
assumptions used by the pricing service, and we perform a comparison of the
pricing service output to an alternative pricing source. In addition, we check
prices provided by our primary pricing service to ensure that they are not stale
or unreasonable by reviewing the prices for unusual changes from period to
period based on certain parameters or for lack of change from one period to the
next. If such anomalies in the pricing are observed, we may use pricing
information from another pricing source.

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Valuation of Alternative Investments



Recognition of investment income on alternative investments is delayed due to
the availability of the related financial statements, which are generally
obtained from the partnerships' general partners, as our venture capital, real
estate and oil and gas portfolios are generally reported to us on a three-month
delay, and our hedge funds are reported to us on a one-month delay. In addition,
the effect of annual audit adjustments related to completion of calendar-year
financial statement audits of the investees are typically received during the
first or second quarter of each calendar year. Accordingly, our investment
income from alternative investments for any calendar year period may not include
the complete effect of the change in the underlying net assets for the
partnership for that calendar year period. Recorded audit adjustments affect our
investment income on alternative investments in the period that the adjustments
are recorded.

Measurement of Allowances for Credit Losses and Recognition of Impairments



As of January 1, 2020, we adopted ASU 2016-13, Financial Instruments - Credit
Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU
2016-13"), which replaced the historical incurred credit loss methodology with
an expected credit loss methodology and impacts the way we recognize and measure
impairment. See Note 2 for additional information.

We regularly review our fixed maturity AFS securities for declines in fair value
that we determine to be impairment-related. Realized gains and losses generally
originate from asset sales to reposition the portfolio or to respond to product
experience. In the process of evaluating whether a security with an unrealized
loss reflects declines that are related to credit losses, we consider our
ability and intent to sell the security prior to a recovery of value. However,
subsequent decisions on securities sales are made within the context of overall
risk monitoring, assessing value relative to other comparable securities and
overall portfolio maintenance. Although our portfolio managers may, at a given
point in time, believe that the preferred course of action is to hold securities
with unrealized losses attributable to factors other than credit loss until such
losses are recovered, the dynamic nature of portfolio management may result in a
subsequent decision to sell. These subsequent decisions are consistent with the
classification of our investment portfolio as AFS. We expect to continue to
manage all non-trading investments within our portfolios in a manner that is
consistent with the AFS classification.

We consider economic factors and circumstances within industries and countries
where recent impairments have occurred in our assessment of the position of
securities we own of similarly situated issuers. While it is possible for
realized or unrealized losses on a particular investment to affect other
investments, our risk management strategy has been designed to identify
correlation risks and other risks inherent in managing an investment portfolio.
Once identified, strategies and procedures are developed to effectively monitor
and manage these risks. The areas of risk correlation that we pay particular
attention to are risks that may be correlated within specific financial and
business markets, risks within specific industries and risks associated with
related parties. When the detailed analysis by our external asset managers and
investment portfolio managers leads us to the conclusion that a security's
decline in fair value is due to credit loss, a credit loss allowance is
recorded. In instances where declines are related to factors other than credit
loss, the security will continue to be carefully monitored.

There are risks and uncertainties associated with determining whether an
investment shows indications of impairment. These include subsequent significant
changes in general overall economic conditions, as well as specific business
conditions affecting particular issuers, future financial market effects such as
interest rate spreads, stability of foreign governments and economies, future
rating agency actions and significant accounting, fraud or corporate governance
issues that may adversely affect certain investments. In addition, there are
often significant estimates and assumptions that we use to estimate the fair
values of securities as described in "Investment Valuation" above. We
continually monitor developments and update underlying assumptions and financial
models based upon new information.

For certain securitized fixed maturity AFS securities with contractual cash
flows, including asset-backed securities ("ABS"), we use our best estimate of
cash flows for the life of the security to determine whether it is credit
impaired. In addition, we review for other indicators of impairment as required
by the Investments - Debt and Equity Securities Topic of the Financial
Accounting Standards Board ("FASB") Accounting Standards CodificationTM ("ASC").

Write-downs on real estate and other investments are experienced when the
estimated value of the asset is deemed to be less than the carrying value.
Write-downs and allowance for credit losses for commercial mortgage loans are
established when the estimated value of the asset is deemed to be less than the
carrying value. All commercial mortgage loans that are impaired are individually
reviewed to determine an appropriate credit loss allowance. Changing economic
conditions affect our valuation of commercial mortgage loans. Increasing
vacancies, declining rents and the like are incorporated into the allowance for
credit losses analysis that we perform for monitored loans and may contribute to
an increase in the allowance for credit losses. In addition, we continue to
monitor the entire commercial mortgage loan portfolio to identify both current
and projected future risk based on reasonable and supportable forecasts. Areas
of emphasis include properties that have deteriorating credits or have
experienced debt-service coverage and/or loan-to-value reduction. Where
warranted, we have established or increased our allowance for credit losses
based upon this analysis.

We have also established an allowance for credit losses on our residential
mortgage loan portfolio that includes a specific credit loss allowance for loans
that are deemed to be impaired as well as an allowance for credit losses for
pools of loans with similar risk characteristics. The allowance for credit
losses for the performing population of loans is based on historical performance
for similar loans, as well as projected future losses based on modeling, which
includes reasonable and supportable forecasts. The historical data utilized in
the allowance for credit losses calculation process is adjusted for current
economic conditions.

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Amortization of DAC, VOBA, DSI and DFEL and changes in other contract holder
funds reflect an assumption for an expected level of credit-related investment
losses. When actual credit-related investment losses are realized, we recognize
a true-up to our DAC, VOBA, DSI and DFEL amortization and changes in other
contract holder funds within realized losses reflecting the incremental effect
of actual versus expected credit-related investment losses. These actual to
expected amortization adjustments could create volatility in net realized gains
and losses.

Derivatives

We maintain an overall risk management strategy that incorporates the use of
derivative instruments to minimize significant unplanned fluctuations in
earnings that are caused by interest rate risk, foreign currency exchange risk,
equity market risk, default risk, basis risk and credit risk. Assessing the
effectiveness of these hedging programs and evaluating the carrying values of
the related derivatives often involve a variety of assumptions and estimates.
Our accounting policies for derivatives and the potential effect on interest
spreads in a falling rate environment are discussed in "Item 7A. Quantitative
and Qualitative Disclosures About Market Risk," Notes 1 and 6.

We carry our derivative instruments at fair value, which we determine through
valuation techniques or models that use market data inputs or independent broker
quotations. The fair values fluctuate from period to period due to the
volatility of the valuation inputs, including but not limited to swap interest
rates, interest and equity volatility and equity index levels, foreign currency
forward and spot rates, credit spreads and correlations, some of which are
significantly affected by economic conditions. The effect to revenue is reported
in realized gain (loss) and such amount along with the associated federal income
taxes is excluded from income (loss) from operations of our segments.

Certain of our variable annuity contracts reported within future contract
benefits contain embedded derivatives that are carried at fair value on a
recurring basis and are all classified as Level 3 of the fair value hierarchy,
including our GLB reserves embedded derivatives, a portion of which may be
reported in either other assets or other liabilities. These embedded derivatives
are valued based on a stochastic projection of scenarios of the embedded
derivative cash flows. The scenario assumptions, at each valuation date, are
those we view to be appropriate for a hypothetical market participant and
include assumptions for capital markets, actuarial lapse, benefit utilization,
mortality, risk margin, administrative expenses and a margin for profit. In
addition, an NPR component is determined at each valuation date that reflects
our risk of not fulfilling the obligations of the underlying liability. The
spread for the NPR is added to the discount rates used in determining the fair
value from the net cash flows. We believe these assumptions are consistent with
those that would be used by a market participant; however, as the related
markets develop, we will continue to reassess our assumptions. It is possible
that different valuation techniques and assumptions could produce a materially
different estimate of fair value. Changes in the fair value of these embedded
derivatives result primarily from changes in market conditions. For more
information, see Notes 1 and 21.

GLB



We have a dynamic hedging strategy designed to mitigate selected risk and income
statement volatility caused by changes in the equity markets, interest rates and
market-implied volatilities associated with the guaranteed withdrawal benefit
("GWB") and guaranteed income benefit ("GIB") features that are available in our
variable annuity products. We have certain GLB variable annuity products with
GWB and GIB features that are embedded derivatives. Certain features of these
guarantees have elements of both insurance benefits accounted for under the
Financial Services - Insurance - Claim Costs and Liabilities for Future Policy
Benefits Subtopic of the FASB ASC ("benefit reserves") and embedded derivative
reserves. We calculate the value of the embedded derivative reserve and the
benefit reserve based on the specific characteristics of each GLB feature. In
addition to mitigating selected risk and income statement volatility, the hedge
program is also focused on a long-term goal of accumulating assets that could be
used to pay claims under these benefits.

Changes in the value of the hedge contracts hedge the income statement effect of
changes in GLB embedded derivative reserves and benefit reserves. This dynamic
hedging strategy utilizes options and total return swaps on U.S.-based equity
indices, and futures on U.S.-based and international equity indices, as well as
interest rate futures, interest rate swaps and currency futures. The notional
amounts of the underlying hedge instruments are such that the magnitude of the
change in the value of the hedge instruments due to changes in equity markets,
interest rates and implied volatilities is designed to offset the magnitude of
the change in the GLB embedded derivative reserves and GLB benefit reserves
caused by changes in equity markets, as well as the change in GLB embedded
derivative reserves caused by changes in interest rates and implied
volatilities. See "Realized Gain (Loss) and Benefit Ratio Unlocking - Variable
Annuity Net Derivatives Results" below for information on how we determine our
NPR.

As part of our current hedging program, equity market, interest rate and
market-implied volatility conditions are monitored on a daily basis. We
rebalance our hedge positions based upon changes in these factors as needed.
While we actively manage our hedge positions, these positions may not completely
offset changes in the fair value of embedded derivative reserves and benefit
reserves caused by movements in these factors due to, among other things,
differences in timing between when a market exposure changes and corresponding
changes to the hedge positions, extreme swings in the equity markets, interest
rates and market-implied volatilities, realized market volatility, contract
holder behavior, divergence between the performance of the underlying funds and
the hedging indices, divergence between the actual and expected performance of
the hedge instruments or our ability to purchase hedging instruments at prices
consistent with our desired risk and return trade-off.

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Within our individual annuity business, 59% and 63% of our variable annuity
account values contained GLB features as of December 31, 2020 and 2019,
respectively. Underperforming equity markets increase our exposure to potential
benefits with the GLB features. A contract with a GLB feature is "in the money"
if the contract holder's account balance falls below the present value of
guaranteed withdrawal or income benefits, assuming no lapses. As of December 31,
2020 and 2019, 10% of all in-force contracts with a GLB feature were "in the
money," and our exposure, after reinsurance, as of December 31, 2020 and 2019,
was $582 million and $598 million, respectively. However, the only way the
contract holder can realize the excess of the present value of benefits over the
account value of the contract is through a series of withdrawals or income
payments that do not exceed a maximum amount. If, after the series of
withdrawals or income payments, the account value is exhausted, the contract
holder will continue to receive a series of annuity payments. The account value
can also fluctuate with equity market returns on a daily basis resulting in
increases or decreases in the excess of the present value of benefits over
account value.

As a result of these factors, the ultimate amount to be paid by us related to
GLB guarantees is uncertain and could be significantly more or less than $582
million, net of reinsurance. Our fair value estimates of the GLB embedded
derivatives, which are based on detailed models of future cash flows under a
wide range of market-consistent scenarios, reflect a more comprehensive view of
the related factors and represent our best estimate of the present value of
these potential liabilities. The market-consistent scenarios used in the
determination of the fair value of the GLB embedded derivatives are similar to
those used by an investment bank to value derivatives for which the pricing is
not transparent and the aftermarket is nonexistent or illiquid. We use
risk-neutral Monte Carlo simulations in our calculation to value the entire
block of guarantees, which involve 100 unique scenarios per policy or
approximately 47 million scenarios. The market-consistent scenario assumptions,
at each valuation date, are those we view to be appropriate for a hypothetical
market participant. The market-consistent inputs include, but are not limited
to, assumptions for capital markets (e.g., implied volatilities, correlation
among indices, risk-free swap curve, etc.), policyholder behavior (e.g., policy
lapse, rider utilization, etc.), mortality, risk margins, maintenance expenses
and a margin for profit. We believe these assumptions are consistent with those
that would be used by a market participant; however, as the related markets
develop, we will continue to reassess our assumptions. It is possible that
different valuation techniques and assumptions could produce a materially
different estimate of fair value. For information on our variable annuity hedge
program performance, see our discussion in "Realized Gain (Loss) and Benefit
Ratio Unlocking - Variable Annuity Net Derivatives Results" below.

The following table presents our estimates of the potential instantaneous effect
to net income (loss) that could result from sudden changes that may occur in
equity markets, interest rates and implied market volatilities (in millions) at
the levels indicated in the table and excludes the net cost of operating the
hedging program. The amounts represent the estimated difference between the
change in the portion of GLB reserves that is calculated on a fair value basis
and the change in the value of the underlying hedge instruments after the
amortization of DAC, VOBA, DSI and DFEL and taxes. These effects do not include
any estimate of unlocking that could occur, nor do they estimate any change in
the NPR component of the GLB reserve or any estimate of effects to our GLB
benefit ratio unlocking. These estimates are based upon the recorded reserves as
of December 31, 2020, and the related hedge instruments in place as of that
date. The effects presented in the table below are not representative of the
aggregate impacts that could result if a combination of such changes to equity
market returns, interest rates and implied volatilities occurred.

                                             In-Force Sensitivities
Equity Market Return                -20%        -10%         -5%         5%

Hypothetical effect to net income $ (215 ) $ (44 ) $ (8 ) $ (18 )



Interest Rates                    -50 bps      -25 bps     +25 bps     +50 

bps

Hypothetical effect to net income $ (11 ) $ (3 ) $ (5 ) $ (19 )



Implied Volatilities                 4%          2%          -2%         

-4%

Hypothetical effect to net income $ 2 $ 2 $ (2 ) $


 (6 )


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The following table shows the effect (dollars in millions) of indicated changes
in instantaneous shifts in equity market returns, interest rate scenarios and
market-implied volatilities:

                   Assumptions of Changes In
               Equity       Interest       Market
               Market         Rate        Implied        Net
               Return        Yields     Volatilities   Income
Scenario 1            -5%   -12.5 bps             +1%  $   (14 )
Scenario 2           -10%   -25.0 bps             +2%      (72 )
Scenario 3           -20%   -50.0 bps             +4%     (327 )



?The actual effects of the results illustrated in the two tables above could
vary significantly depending on a variety of factors, many of which are out of
our control, and consideration should be given to the following:

?The analysis is only valid as of December 31, 2020, due to changing market conditions, contract holder activity, hedge positions and other factors;

?The analysis assumes instantaneous shifts in the capital market factors and no ability to rebalance hedge positions prior to the market changes;

?The analysis assumes constant exchange rates and implied dividend yields;



?Assumptions regarding shifts in the market factors, such as assuming parallel
shifts in interest rate and implied volatility term structures, may be overly
simplistic and not indicative of actual market behavior in stress scenarios;

?It is very unlikely that one capital market sector (e.g., equity markets) will sustain such a large instantaneous movement without affecting other capital market sectors; and



?The analysis assumes that there is no tracking or basis risk between the funds
and/or indices affecting the GLB reserves and the instruments utilized to hedge
these exposures.

Index Benefits

Our indexed annuity and IUL contracts permit the holder to elect a fixed
interest rate return or a return where interest credited to the contracts is
linked to the performance of the S&P 500® Index or other indices. Contract
holders may elect to rebalance among the various accounts within the product at
renewal dates. At the end of each indexed term, which can be up to six years, we
have the opportunity to re-price the indexed component by establishing different
participation rates, caps, spreads or specified rates, subject to contractual
guarantees. We purchase and sell index options that are highly correlated to the
portfolio allocation decisions of our contract holders, such that we are
economically hedged with respect to equity returns for the current reset period.
The mark-to-market of the options held generally offsets the change in value of
the embedded derivative within the contract, both of which are recorded as a
component of realized gain (loss) on our Consolidated Statements of
Comprehensive Income (Loss). The Derivatives and Hedging and the Fair Value
Measurements and Disclosures Topics of the FASB ASC require that we calculate
fair values of index options we may purchase or sell in the future to hedge
contract holder index allocations in future reset periods. These fair values
represent an estimate of the cost of the options we will purchase or sell in the
future, discounted back to the date of the balance sheet, using current market
indicators of volatility and interest rates. Changes in the fair values of these
liabilities are included as a component of realized gain (loss) on our
Consolidated Statements of Comprehensive Income (Loss). For information on our
index benefits hedging results, see our discussion in "Realized Gain (Loss) and
Benefit Ratio Unlocking" below.

Future Contract Benefits and Other Contract Holder Obligations

Reserves



Reserves are the amounts that, with the additional premiums to be received and
interest thereon compounded annually at certain assumed rates, are calculated to
be sufficient to meet the various policy and contract obligations as they
mature. Establishing adequate reserves for our obligations to contract holders
requires assumptions to be made regarding mortality and morbidity. The
applicable insurance laws under which insurance companies operate require that
they report, as liabilities, policy reserves to meet future obligations on their
outstanding contracts. These laws specify that the reserves shall not be less
than reserves calculated using certain specified mortality and morbidity tables,
interest rates and methods of valuation.

The reserves reported in our consolidated financial statements contained herein
are calculated in accordance with generally accepted accounting principles
("GAAP") and differ from those specified by the laws of the various states and
carried in the statutory financial statements of the life insurance
subsidiaries. These differences arise from the use of mortality and morbidity
tables, interest, persistency and other assumptions that we believe to be more
representative of the expected experience for these contracts than those
required for statutory accounting purposes and from differences in actuarial
reserving methods.

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The assumptions on which reserves are based are intended to represent an
estimation of experience for the period that policy benefits are payable. If
actual experience is better than or equal to the assumptions, then reserves
should be adequate to provide for future benefits and expenses. If experience is
worse than the assumptions, additional reserves may be required. This would
result in a charge to our net income during the period the increase in reserves
occurred. The key experience assumptions include mortality rates, policy
persistency and interest rates. We periodically review our experience and update
our policy reserves for new issues and reserve for all claims incurred, as we
believe appropriate.

GDB

The reserves related to the GDB features available in our variable annuity
products are based on the application of a "benefit ratio" (the present value of
total expected benefit payments over the life of the contract divided by the
present value of total expected assessments over the life of the contract) to
total variable annuity assessments received in the period. The level and
direction of the change in reserves will vary over time based on the emergence
of the benefit ratio and the level of assessments associated with the variable
annuity.

We utilize a delta hedging strategy for variable annuity products with a GDB
feature, which uses futures and total return swaps on equity market indices to
hedge against movements in equity markets. The hedging strategy is designed to
hedge our exposure to earnings volatility that results from equity market driven
changes in the reserve for GDB contracts. Because the GDB reserves are based
upon projected long-term equity market return assumptions, and because the value
of the hedging contracts will reflect current capital market conditions, the
quarterly changes in values for the GDB reserves and the hedging contracts may
not exactly offset each other. For information on our variable annuity hedge
program performance, see our discussion in "Realized Gain (Loss) and Benefit
Ratio Unlocking - Variable Annuity Net Derivatives Results" below.

UL Products with Secondary Guarantees



We issue UL contracts where we provide a secondary guarantee to the contract
holder. The policy can remain in force, even if the base policy account value is
zero, as long as contractual secondary guarantee requirements have been met. The
reserves related to UL products with secondary guarantees are based on the
application of a benefit ratio the same as our GDB features, which are discussed
above. The level and direction of the change in reserves will vary over time
based on the emergence of the benefit ratio and the level of assessments
associated with the contracts. For more discussion, see "Results of Life
Insurance" below.

Goodwill and Other Intangible Assets

Goodwill and intangible assets with indefinite lives are not amortized, but are
reviewed for impairment annually as of October 1 and more frequently if an event
occurs or circumstances change that would more likely than not reduce the fair
value of a reporting unit below its carrying value. Intangibles that do not have
indefinite lives are amortized over their estimated useful lives. We perform a
quantitative goodwill impairment test where the fair value of the reporting unit
is determined and compared to the carrying value of the reporting unit. If the
carrying value of the reporting unit exceeds the reporting unit's fair value,
goodwill is impaired and written down to the reporting unit's fair value. The
results of one test on one reporting unit cannot subsidize the results of
another reporting unit. For the purposes of the evaluation of the carrying value
of goodwill, our reporting units (Annuities, Retirement Plan Services, Life

Insurance and Group Protection) correspond with our reporting segments.



The fair values of our reporting units are comprised of the value of in-force
(i.e., existing) business and the value of new business. Specifically, new
business is representative of cash flows and profitability associated with
policies or contracts we expect to issue in the future, reflecting our forecasts
of future sales volume and product mix over a 10-year period. To determine the
values of in-force and new business, we use a discounted cash flows technique
that applies a discount rate reflecting the market expected, weighted-average
rate of return adjusted for the risk factors associated with operations to the
projected future cash flows for each reporting unit.

As of October 1, 2020 and 2019, we performed our annual quantitative goodwill
impairment test for our reporting units, and, as of each such date, the fair
value was in excess of each reporting unit's carrying value for Annuities,
Retirement Plan Services, Life Insurance and Group Protection.

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We apply significant judgment when determining the estimated fair value of our
reporting units. Factors that can influence the value of goodwill include the
capital markets, competitive landscape, regulatory environment, consumer
confidence and any items that can directly or indirectly affect new business
future cash flows. Factors that could affect production levels and profitability
of new business include mix of new business, pricing changes, customer
acceptance of our products and distribution strength. Spread compression and
related effects to profitability caused by lower interest rates affect the
valuation of in-force business more significantly than the valuation of new
business, as new business pricing assumptions reflect the current and
anticipated future interest rate environment. Estimates of fair value are
inherently uncertain and represent only management's reasonable expectation
regarding future developments. Examples of unfavorable changes to assumptions or
factors that could result in future impairment include, but are not limited to,
the following:

?Lower expectations for future sales levels or future sales profitability;

?Higher discount rates on new business assumptions;

?Weakened expectations for the ability to execute future reserve financing transactions for life insurance business over the long-term or expectations for significant increases in the associated costs;



?Legislative, regulatory or tax changes that affect the cost of, or demand for,
our subsidiaries' products, the required amount of reserves and/or surplus, or
otherwise affect our ability to conduct business, including changes to statutory
reserve requirements or changes to risk-based capital ("RBC") requirements; and

?Valuations of significant mergers or acquisitions of companies or blocks of
business that would provide relevant market-based inputs for our impairment
assessment that could support less favorable conclusions regarding the estimated
fair value of our reporting units.

Refer to Note 10 for goodwill and specifically identifiable intangible assets by segment.



Income Taxes

Management uses certain assumptions and estimates in determining the income
taxes payable or refundable for the current year, the deferred income tax
liabilities and assets for items recognized differently in its financial
statements from amounts shown on its income tax returns and the federal income
tax expense.  Determining these amounts requires analysis and interpretation of
current tax laws and regulations.  Management exercises considerable judgment in
evaluating the amount and timing of recognition of the resulting income tax
liabilities and assets.  These judgments and estimates are re-evaluated on a
continual basis as regulatory and business factors change. Legislative changes
to the Internal Revenue Code of 1986, as amended, modifications or new
regulations, administrative rulings, or court decisions could increase or
decrease our effective tax rate.

The application of GAAP requires us to evaluate the recoverability of our
deferred tax assets and establish a valuation allowance, if necessary, to reduce
our deferred tax asset to an amount that is more likely than not to be
realizable. Considerable judgment and the use of estimates are required in
determining whether a valuation allowance is necessary, and if so, the amount of
such valuation allowance. In evaluating the need for a valuation allowance, we
consider many factors, including:  the nature and character of the deferred tax
assets and liabilities; taxable income in prior carryback years; future
reversals of existing temporary differences; the length of time carryovers can
be utilized; and any tax planning strategies we would employ to avoid a tax
benefit from expiring unused. Although realization is not assured, management
believes it is more likely than not that the deferred tax assets, including our
net operating loss deferred tax asset, will be realized. For additional
information on our income taxes, see Note 7.

                         Acquisitions and Dispositions

For information about acquisitions and dispositions, see Note 3.


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                       RESULTS OF CONSOLIDATED OPERATIONS

Details underlying the consolidated results, deposits, net flows and account values (in millions) were as follows:



                                         For the Years Ended December 31,
                                       2020           2019            2018
Net Income (Loss)
Income (loss) from operations:
Annuities                           $       983    $       954    $      1,102
Retirement Plan Services                    168            172             171
Life Insurance                              (34 )          259             645
Group Protection                             43            238             187
Other Operations                           (295 )         (268 )          (225 )
Excluded realized gain (loss),
after-tax                                  (570 )         (627 )           (37 )
Benefit ratio unlocking, after-tax          194            277            (136 )
Net impact from the Tax Cuts and
Jobs Act                                     37             17              

19


Acquisition and integration costs
related to mergers
and acquisitions, after-tax                 (15 )         (103 )           (67 )
Gain (loss) on early extinguishment
of debt, after-tax                          (12 )          (33 )           (18 )
Net income (loss)                   $       499    $       886    $      1,641


                                 For the Years Ended December 31,
                             2020            2019                  2018
Deposits
Annuities                $     11,260    $     14,525            $ 12,363
Retirement Plan Services       10,017           9,465              10,068
Life Insurance                  5,890           7,320               6,438
Total deposits           $     27,167    $     31,310            $ 28,869

Net Flows
Annuities                $       (341 )  $      1,851            $   (139 )
Retirement Plan Services          166             620               2,546
Life Insurance                  4,137           5,422               4,679
Total net flows          $      3,962    $      7,893            $  7,086


                               As of December 31,
                           2020       2019       2018
Account Values
Annuities                $ 157,518  $ 142,128  $ 121,279

Retirement Plan Services 88,307 78,689 67,055 Life Insurance

              57,605     54,255     49,589

Total account values $ 303,430 $ 275,072 $ 237,923

Comparison of 2020 to 2019

Net income decreased due primarily to the following:

?Higher benefits in our Life Insurance and Group Protection segments driven by the COVID-19 pandemic.

?Spread compression due to average new money rates trailing our current portfolio yields, partially offset by actions implemented to reduce interest crediting rates.



?The effect of unlocking.

?Lower prepayment and bond make-whole premiums.

The decrease in net income was partially offset by the following:

?Higher investment income on alternative investments.

?Aggressively managing expenses, and lower incentive compensation as a result of production performance.



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?Lower acquisition and integration costs incurred associated with our 2018 acquisition.

?Growth in average account values, business in force and group earned premiums.

?Lower realized losses.



For a discussion of the expected and potential impacts of the COVID-19 pandemic,
see "Introduction - Executive Summary" above and "Part I - Item 1A. Risk Factors
- Market Conditions - The impacts of the COVID-19 pandemic have adversely
affected and are expected to continue to adversely affect our business and
results of operations, and the future impacts of the COVID-19 pandemic on the
company's business, results of operations and financial condition remain
uncertain."

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                              RESULTS OF ANNUITIES

Income (Loss) from Operations

Details underlying the results for Annuities (in millions) were as follows:



                                                 For the Years Ended December 31,
                                               2020                     2019     2018
Operating Revenues
Insurance premiums (1)                     $        121                $   502  $   390
Fee income                                        2,394                  2,357    2,342
Net investment income                             1,272                  1,140    1,005
Operating realized gain (loss) (2)                  214                    190      192
Amortization of deferred gain on
business sold through reinsurance                    29                     30        8
Other revenues (3)                                  425                    381      446
Total operating revenues                          4,455                  4,600    4,383
Operating Expenses
Interest credited                                   773                    698      587
Benefits (1)                                        696                    938      673
Commissions and other expenses                    1,854                  1,871    1,838
Total operating expenses                          3,323                  3,507    3,098
Income (loss) from operations before taxes        1,132                  1,093    1,285
Federal income tax expense (benefit)                149                    139      183
Income (loss) from operations              $        983                $   

954 $ 1,102

(1)Insurance premiums include primarily our income annuities that have a corresponding offset in benefits. Benefits include changes in income annuity reserves driven by premiums.

(2)See "Realized Gain (Loss) and Benefit Ratio Unlocking" below.



(3)Consists primarily of revenues attributable to broker-dealer services that
are subject to market volatility and the net settlement related to a modified
coinsurance ("Modco") reinsurance transaction.

Comparison of 2020 to 2019

Income from operations for this segment increased due primarily to the following:

?Higher net investment income, net of interest credited, driven by higher average gross fixed account values and investment income on alternative investments within our surplus portfolio.

?Higher fee income driven by higher average daily variable account values.



?Lower commissions and other expenses due to the effect of unlocking, expense
management and incentive compensation as a result of production performance,
partially offset by higher trail commissions resulting from higher average
account values.

The increase in income from operations was partially offset by higher benefits,
net of changes in income annuity reserves, due to the effect of unlocking, an
increase in the growth in benefit reserves driven primarily by equity market
performance and an increase in costs associated with our hedge program.

See "Critical Accounting Policies and Estimates - DAC, VOBA, DSI and DFEL - Unlocking" above for information about unlocking.

Additional Information



Strategic near-term actions to re-price certain products and to shift sales from
fixed annuity products to respond to the low interest rate environment have
contributed to lower deposits and negative net flows in 2020. We expect the
trend of negative net flows to persist into 2021. For a discussion of the
expected and potential impacts of the COVID-19 pandemic, see "Introduction -
Executive Summary" above and "Part I - Item 1A. Risk Factors - Market Conditions
- The impacts of the COVID-19 pandemic have adversely affected and are expected
to continue to adversely affect our business and results of operations, and the
future impacts of the COVID-19 pandemic on the company's business, results of
operations and financial condition remain uncertain."

New deposits are an important component of net flows and key to our efforts to
grow our business. Although deposits do not significantly affect current period
income from operations, they can significantly impact future income from
operations.

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The other component of net flows relates to the retention of the business. An
important measure of retention is the reduction in account values caused by full
surrenders, deaths and other contract benefits. These outflows as a percentage
of average gross account values were 7%, 9% and 9% in 2020, 2019 and 2018,
respectively.

Our fixed annuity business includes products with discretionary crediting rates
that are reset on an annual basis and are not subject to surrender charges. Our
ability to retain annual reset annuities will be subject to current competitive
conditions at the time interest rates for these products reset. We expect to
manage the effects of spreads on near-term income from operations through
portfolio management and, to a lesser extent, crediting rate actions, which
assumes no significant changes in net flows into or out of our fixed accounts or
other changes that may cause interest rate spreads to differ from our
expectations. For information on interest rate spreads and the interest rate
risk due to falling interest rates, see "Part I - Item 1A. Risk Factors - Market
Conditions - Changes in interest rates and sustained low interest rates may
cause interest rate spreads to decrease, impacting our profitability, and make
it more challenging to meet certain statutory requirements, and changes in
interest rates may also result in increased contract withdrawals" and "Effect of
Interest Rate Sensitivity" and "Interest Rate Risk on Fixed Insurance Businesses
- Falling Rates" in "Item 7A. Quantitative and Qualitative Disclosures About
Market Risk - Interest Rate Risk."

Fee Income



Details underlying fee income, account values and net flows (in millions) were
as follows:

                                        For the Years Ended December 31,
                                       2020           2019           2018
Fee Income
Mortality, expense and other
assessments                         $     2,381    $     2,336    $     2,322
Surrender charges                            16             25             30
DFEL:
Deferrals                                   (31 )          (38 )          (39 )
Amortization, net of interest:
Amortization, net of interest,
excluding unlocking                          26             34             31
Unlocking                                     2              -             (2 )
Total fee income                    $     2,394    $     2,357    $     2,342


                                       As of or For the Years Ended
                                               December 31,
                                       2020         2019        2018
Variable Account Value Information
Variable annuity deposits (1)       $     3,978   $   5,293   $   5,105
Increases (decreases) in variable
annuity account values:
Net flows (1)                            (5,262 )    (4,805 )    (4,580 )
Change in market value (1)               16,106      19,844      (5,412 )
Contract holder assessments (1)          (2,554 )    (2,491 )    (2,484 )
Transfers to the variable portion
of variable annuity
products from the fixed portion of
variable annuity
products                                    831       1,760       2,867

Variable annuity account values (1) 128,175 119,047 104,737 Average daily variable annuity account values (1)

                      116,117     112,978     113,595

Average daily S&P 500® Index (2) 3,218 2,914 2,744

(1)Excludes the fixed portion of variable.



(2)We generally use the S&P 500 Index as a benchmark for the performance of our
variable account values. The account values of our variable annuity contracts
are invested by our policyholders in a variety of investment options including,
but not limited to, domestic and international equity securities and fixed
income, which do not necessarily align with S&P 500 Index performance. See Note
11 for additional information.

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We charge contract holders mortality and expense assessments on variable annuity
accounts to cover insurance and administrative expenses. These assessments are a
function of the rates priced into the product and the average daily variable
account values. Average daily variable account values are driven by net flows
and variable fund returns. Charges on GLB riders are assessed based on a
contractual rate that is applied either to the account value or the guaranteed
amount. We may collect surrender charges when our fixed and variable annuity
contract holders surrender their contracts during the surrender charge period to
protect us from premature withdrawals. Fee income includes charges on both our
variable and fixed annuity products, but excludes the attributed fees on our GLB
riders; see "Realized Gain (Loss) and Benefit Ratio Unlocking - Operating
Realized Gain (Loss)" below for discussion of these attributed fees.

Net Investment Income and Interest Credited

Details underlying net investment income, interest credited and fixed account values (in millions) were as follows:



                                        For the Years Ended December 31,
                                       2020           2019           2018
Net Investment Income
Fixed maturity AFS securities,
mortgage loans on real estate
and other, net of investment
expenses                            $     1,122    $     1,004    $       

835


Commercial mortgage loan prepayment
and bond
make-whole premiums (1)                      23             29             21
Surplus investments (2)                     127            107            149
Total net investment income         $     1,272    $     1,140    $     1,005

Interest Credited
Amount provided to contract holders $       755    $       690    $       600
DSI deferrals                                (4 )          (21 )          (43 )
Interest credited before DSI
amortization                                751            669            557
DSI amortization:
Amortization, excluding unlocking            21             26             30
Unlocking                                     1              3              -
Total interest credited             $       773    $       698    $       587

(1)See "Consolidated Investments - Commercial Mortgage Loan Prepayment and Bond Make-Whole Premiums" below for additional information.



(2)Represents net investment income on the required statutory surplus for this
segment and includes the effect of investment income on alternative investments
for such assets that are held in the portfolios supporting statutory surplus
versus the portfolios supporting product liabilities. See "Consolidated
Investments - Alternative Investments" below for more information on alternative
investments.

                                       As of or For the Years Ended
                                               December 31,
                                       2020          2019        2018
Fixed Account Value Information
Fixed annuity deposits (1)          $     7,282    $   9,232   $  7,258
Increases (decreases) in fixed
annuity account values:
Net flows (1)                             4,921        6,656      4,441
Contract holder assessments (1)             (66 )        (43 )      (31 )
Transfers from the fixed portion of
variable annuity
products to the variable portion of
variable annuity
products                                   (831 )     (1,760 )   (2,867 )

Reinvested interest credited (1) 1,686 1,489 440 Fixed annuity account values (1)(2) 29,343 23,081 16,542 Average fixed account values (1)(2) 25,804 19,717 20,591

(1)Includes the fixed portion of variable.

(2)Net of reinsurance ceded.


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A portion of our investment income earned is credited to the contract holders of
our deferred fixed annuity products, including the fixed portion of variable
annuity contracts. We expect to earn a spread between what we earn on the
underlying general account investments supporting the fixed annuity product
line, including the fixed portion of variable annuity contracts, and what we
credit to our fixed annuity contract holders' accounts, including the fixed
portion of variable annuity contracts. Changes in commercial mortgage loan
prepayments and bond make-whole premiums, investment income on alternative
investments and surplus investment income can vary significantly from period to
period due to a number of factors and, therefore, may contribute to investment
income results that are not indicative of the underlying trends.

Benefits

Details underlying benefits (in millions) were as follows:



                                     For the Years Ended December 31,
                                        2020         2019       2018
Benefits
Net death and other benefits,
excluding unlocking                 $        553   $    834   $    699
Unlocking                                    143        104        (26 )
Total benefits                      $        696   $    938   $    673


Benefits for this segment include changes in income annuity reserves driven by
premiums, changes in benefit reserves and costs associated with the hedging of
our benefit ratio unlocking on benefit reserves associated with our variable
annuity GDB and GLB riders. For a corresponding offset of changes in income
annuity reserves, see footnote 1 of "Income (Loss) from Operations" above.

Commissions and Other Expenses

Details underlying commissions and other expenses (in millions) were as follows:



                                        For the Years Ended December 31,
                                       2020           2019           2018
Commissions and Other Expenses
Commissions:
Deferrable                          $       480    $       606    $       505
Non-deferrable                              581            565            573
General and administrative expenses         427            453            

425


Inter-segment reimbursement
associated with reserve
financing and LOC expenses (1)                3              4              4
Taxes, licenses and fees                     31             35             

34


Total expenses incurred, excluding
broker-dealer                             1,522          1,663          

1,541


DAC deferrals                              (548 )         (681 )         (578 )
Total pre-broker-dealer expenses
incurred,
excluding amortization, net of
interest                                    974            982            

963


DAC and VOBA amortization, net of
interest:
Amortization, net of interest,
excluding unlocking                         401            396            

403


Unlocking                                   (14 )           12              7
Broker-dealer expenses incurred             493            481            465
Total commissions and other
expenses                            $     1,854    $     1,871    $     1,838

DAC Deferrals
As a percentage of sales/deposits          4.9%           4.7%           

4.7%

(1)Includes reimbursements to Annuities from the Life Insurance segment for reserve financing, net of expenses incurred by Annuities for its use of letters of credit ("LOCs"). The inter-segment amounts are not reported on our Consolidated Statements of Comprehensive Income (Loss).



Commissions and other costs that result directly from and are essential to the
successful acquisition of new or renewal business are deferred to the extent
recoverable and are amortized over the lives of the contracts in relation to
EGPs. Certain types of commissions, such as trail commissions that are based on
account values, are expensed as incurred rather than deferred and amortized.
Broker-dealer expenses that vary with and are related to sales are expensed as
incurred and not deferred and amortized. Fluctuations in these expenses
correspond with fluctuations in other revenues.

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                      RESULTS OF RETIREMENT PLAN SERVICES

Income (Loss) from Operations



Details underlying the results for Retirement Plan Services (in millions) were
as follows:

                                                 For the Years Ended December 31,
                                               2020                     2019     2018
Operating Revenues
Fee income                                 $        253                $   252  $   256
Net investment income                               933                    924      899
Other revenues (1)                                   27                     24       23
Total operating revenues                          1,213                  1,200    1,178
Operating Expenses
Interest credited                                   615                    585      555
Benefits                                              2                      2        2
Commissions and other expenses                      404                    418      421
Total operating expenses                          1,021                  1,005      978
Income (loss) from operations before taxes          192                    195      200
Federal income tax expense (benefit)                 24                     23       29
Income (loss) from operations              $        168                $   172  $   171

(1)Consists primarily of mutual fund account program revenues from mid to large employers.



Comparison of 2020 to 2019

Income from operations for this segment decreased due primarily to lower net
investment income, net of interest credited, driven by spread compression due to
average new money rates trailing our current portfolio yields and lower
prepayment and bond make-whole premiums, partially offset by investment income
on alternative investments within our surplus portfolio and higher average fixed
account values.

The decrease in income from operations was partially offset by lower commissions
and other expenses driven by expense management and incentive compensation as a
result of production performance, partially offset by the effect of unlocking.

See "Critical Accounting Policies and Estimates - DAC, VOBA, DSI and DFEL - Unlocking" above for information about unlocking.

Additional Information



For a discussion of the expected and potential impacts of the COVID-19 pandemic,
see "Introduction - Executive Summary" above and "Part I - Item 1A. Risk Factors
- Market Conditions - The impacts of the COVID-19 pandemic have adversely
affected and are expected to continue to adversely affect our business and
results of operations, and the future impacts of the COVID-19 pandemic on the
company's business, results of operations and financial condition remain
uncertain."

Net flows in this business fluctuate based on the timing of larger plans being implemented and terminating over the course of the year.



New deposits are an important component of net flows and key to our efforts to
grow our business. Although deposits do not significantly affect current period
income from operations, they can significantly impact future income from
operations. The other component of net flows relates to the retention of the
business.  An important measure of retention is the reduction in account values
caused by plan sponsor terminations and participant withdrawals. These outflows
as a percentage of average account values were 13%, 12% and 11% for 2020, 2019
and 2018, respectively.

Our net flows are negatively affected by the continued net outflows from our
oldest blocks of annuities business (as presented on our Net Flows By Market
table below as "Multi-Fund® and other"), which are among our higher margin
product lines in this segment, due to the fact that they are mature blocks with
low distribution and servicing costs. The proportion of these products to our
total account values was 19%, 21% and 23% for 2020, 2019 and 2018, respectively.
Due to this expected overall shift in business mix toward products with lower
returns, new deposit production continues to be necessary to maintain earnings
at current levels.

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Our fixed annuity business includes products with discretionary and index-based
crediting rates that are reset on either a quarterly or semi-annual basis. Our
ability to retain quarterly or semi-annual reset annuities will be subject to
current competitive conditions at the time interest rates for these products
reset. We expect to manage the effects of spreads on near-term income from
operations through portfolio management and, to a lesser extent, crediting rate
actions, which assumes no significant changes in net flows into or out of our
fixed accounts or other changes that may cause interest rate spreads to differ
from our expectations. For information on interest rate spreads and the interest
rate risk due to falling interest rates, see "Part I - Item 1A. Risk Factors -
Market Conditions - Changes in interest rates and sustained low interest rates
may cause interest rate spreads to decrease, impacting our profitability, and
make it more challenging to meet certain statutory requirements, and changes in
interest rates may also result in increased contract withdrawals" and "Effect of
Interest Rate Sensitivity" and "Interest Rate Risk on Fixed Insurance Businesses
- Falling Rates" in "Item 7A. Quantitative and Qualitative Disclosures About
Market Risk - Interest Rate Risk."

Fee Income



Details underlying fee income, net flows and account values (in millions) were
as follows:

                                   For the Years Ended December 31,
                                2020                          2019   2018
Fee Income
Annuity expense assessments $        184                      $ 184  $ 189
Mutual fund fees                      68                         67     65
Total expense assessments            252                        251    254
Surrender charges                      1                          1      2
Total fee income            $        253                      $ 252  $ 256


                         For the Years Ended December 31,
                         2020           2019           2018
Net Flows By Market
Small market          $      350    $         449    $    290
Mid - large market           792            1,336       3,401
Multi-Fund® and other       (976 )         (1,165 )    (1,145 )
Total net flows       $      166    $         620    $  2,546


                                       As of or For the Years Ended
                                               December 31,
                                       2020          2019        2018
Variable Account Value Information
Variable annuity deposits (1)       $     1,843    $   1,880   $  1,803
Increases (decreases) in variable
annuity account values:
Net flows (1)                              (333 )       (518 )     (453 )
Change in market value (1)                2,731        3,426       (885 )
Contract holder assessments (1)            (156 )       (155 )     (159 )

Variable annuity account values (1) 18,755 16,952 14,413 Average daily variable annuity account values (1)

                       16,426       15,960     15,989
Average daily S&P 500® Index              3,218        2,914      2,744


(1)  Excludes the fixed portion of variable.

                                           As of or For the Years Ended
                                                   December 31,
                                         2020               2019      2018
Mutual Fund Account Value Information
Mutual fund deposits                  $     5,449         $  5,602  $  

6,219


Mutual fund net flows                         100            1,316     

2,902


Mutual fund account values (1)             46,636           41,179    

32,876

(1) Mutual funds are not included in the separate accounts reported on our Consolidated Balance Sheets as we do not have any ownership interest in them.


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We charge expense assessments to cover insurance and administrative expenses.
Expense assessments are generally equal to a percentage of the daily variable
account values. Average daily account values are driven by net flows and the
equity markets. Our expense assessments include fees we earn for the services
that we provide to our mutual fund programs. We may collect surrender charges
when our fixed and variable annuity contract holders surrender their contracts
during the surrender charge period to protect us from premature withdrawals.

Net Investment Income and Interest Credited

Details underlying net investment income, interest credited and fixed account values (in millions) were as follows:



                                     For the Years Ended December 31,
                                        2020         2019       2018
Net Investment Income
Fixed maturity AFS securities,
mortgage loans on real estate
and other, net of investment
expenses                            $        834   $    831   $    806
Commercial mortgage loan prepayment
and bond
make-whole premiums (1)                       23         26         18
Surplus investments (2)                       76         67         75
Total net investment income         $        933   $    924   $    899

Interest Credited                   $        615   $    585   $    555

(1)See "Consolidated Investments - Commercial Mortgage Loan Prepayment and Bond Make-Whole Premiums" below for additional information.



(2)Represents net investment income on the required statutory surplus for this
segment and includes the effect of investment income on alternative investments
for such assets that are held in the portfolios supporting statutory surplus
versus the portfolios supporting product liabilities. See "Consolidated
Investments - Alternative Investments" below for more information on alternative
investments.

                                       As of or For the Years Ended
                                               December 31,
                                       2020          2019        2018
Fixed Account Value Information
Fixed annuity deposits (1)          $     2,725    $   1,983   $  2,046
Increases (decreases) in fixed
annuity account values:
Net flows (1)                               399         (178 )       97
Reinvested interest credited (1)            613          585        558
Contract holder assessments (1)             (13 )        (12 )      (11 )

Fixed annuity account values (1) 22,916 20,558 19,766 Average fixed account values (1) 21,696 20,119 19,164

(1)Includes the fixed portion of variable.



A portion of our investment income earned is credited to the contract holders of
our fixed annuity products, including the fixed portion of variable annuity
contracts. We expect to earn a spread between what we earn on the underlying
general account investments supporting the fixed annuity product line, including
the fixed portion of variable annuity contracts, and what we credit to our fixed
annuity contract holders' accounts, including the fixed portion of variable
annuity contracts. Commercial mortgage loan prepayments and bond make-whole
premiums, investment income on alternative investments and surplus investment
income can vary significantly from period to period due to a number of factors
and, therefore, may contribute to investment income results that are not
indicative of the underlying trends.

Benefits

Benefits for this segment include changes in annuity benefit reserves.


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Commissions and Other Expenses

Details underlying commissions and other expenses (in millions) were as follows:



                                        For the Years Ended December 31,
                                       2020           2019           2018
Commissions and Other Expenses
Commissions:
Deferrable                          $         5    $         6    $         7
Non-deferrable                               71             73             71
General and administrative expenses         304            319            318
Taxes, licenses and fees                     16             17             19
Total expenses incurred                     396            415            415
DAC deferrals                               (21 )          (23 )          (22 )
Total expenses recognized before
amortization                                375            392            

393


DAC and VOBA amortization, net of
interest:
Amortization, net of interest,
excluding unlocking                          25             27             25
Unlocking                                     4             (1 )            3
Total commissions and other
expenses                            $       404    $       418    $       421

DAC Deferrals
As a percentage of annuity
sales/deposits                             0.5%           0.6%           0.6%


Commissions and other costs that result directly from and are essential to the
successful acquisition of new or renewal business are deferred to the extent
recoverable and are amortized over the lives of the contracts in relation to
EGPs. Certain types of commissions, such as trail commissions that are based on
account values, are expensed as incurred rather than deferred and amortized.
Distribution expenses associated with the sale of mutual fund products are
expensed as incurred.

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                           RESULTS OF LIFE INSURANCE

Income (Loss) from Operations



Details underlying the results for Life Insurance (in millions) were as follows:

                                               For the Years Ended December 31,
                                              2020           2019           2018
Operating Revenues
Insurance premiums (1)                     $       950    $       885    $       817
Fee income                                       3,727          3,882          3,392
Net investment income                            2,823          2,658          2,697
Operating realized gain (loss) (2)                  (6 )           (6 )           (5 )
Amortization of deferred gain on
business sold through reinsurance                   12              -              -
Other revenues                                      10             19             21
Total operating revenues                         7,516          7,438          6,922
Operating Expenses
Interest credited                                1,491          1,433          1,414
Benefits                                         4,586          4,183          3,345
Commissions and other expenses                   1,506          1,516       

1,371


Total operating expenses                         7,583          7,132       

6,130

Income (loss) from operations before taxes (67 ) 306

792


Federal income tax expense (benefit)               (33 )           47            147
Income (loss) from operations              $       (34 )  $       259    $       645

(1)Includes term insurance premiums, which have a corresponding partial offset in benefits for changes in reserves.

(2)See "Realized Gain (Loss) and Benefit Ratio Unlocking" below.

Comparison of 2020 to 2019

Income from operations for this segment decreased due primarily to the following:

?Higher benefits due to unfavorable mortality as a result of impacts of the COVID-19 pandemic and growth in business in force, partially offset by the effect of unlocking.

?Lower fee income due to the effect of unlocking, partially offset by growth in business in force.

The decrease in income from operations was partially offset by the following:



?Higher net investment income, net of interest credited, driven by investment
income on alternative investments, partially offset by spread compression due to
average new money rates trailing our current portfolio yields and lower
prepayment and bond make-whole premiums.

?Lower commissions and other expenses due to lower amortization rates, expense
management and incentive compensation as a result of production performance,
partially offset by the effect of unlocking.

See "Critical Accounting Policies and Estimates - DAC, VOBA, DSI and DFEL - Unlocking" above for information about unlocking.

Strategies to Address Statutory Reserve Strain



Our insurance subsidiaries have statutory surplus and RBC levels above current
regulatory required levels.  Term products and other products containing
secondary guarantees require reserves calculated pursuant to the Valuation of
Life Insurance Policies Model Regulation ("XXX"), Actuarial Guideline 38
("AG38") and the principles-based reserving framework. For information on
strategies we use to reduce the statutory reserve strain, see "Review of
Consolidated Financial Condition - Liquidity and Capital Resources - Sources of
Liquidity and Cash Flow - Insurance Subsidiaries' Statutory Capital and Surplus"
below.

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Additional Information

Strategic repricing actions to respond to the low interest rate environment have
contributed to lower sales for 2020 as compared to 2019. We continue to expect
elevated mortality to persist into 2021 as a result of the impacts of the
COVID-19 pandemic. For a discussion of the expected and potential impacts of the
COVID-19 pandemic, see "Introduction - Executive Summary" above and "Part I -
Item 1A. Risk Factors - Market Conditions - The impacts of the COVID-19 pandemic
have adversely affected and are expected to continue to adversely affect our
business and results of operations, and the future impacts of the COVID-19
pandemic on the company's business, results of operations and financial
condition remain uncertain."

For information on interest rate spreads and the interest rate risk due to
falling interest rates, see "Part I - Item 1A. Risk Factors - Market Conditions
- Changes in interest rates and sustained low interest rates may cause interest
rate spreads to decrease, impacting our profitability, and make it more
challenging to meet certain statutory requirements, and changes in interest
rates may also result in increased contract withdrawals" and "Effect of Interest
Rate Sensitivity" and "Interest Rate Risk on Fixed Insurance Businesses -
Falling Rates" in "Item 7A. Quantitative and Qualitative Disclosures About
Market Risk - Interest Rate Risk."

Insurance Premiums

Insurance premiums relate to traditional products and are a function of the rates priced into the product and the level of business in force. Business in force, in turn, is driven by sales, persistency and mortality experience.

Fee Income

Details underlying fee income, sales, net flows, account values and in-force face amount (in millions) were as follows:



                                        For the Years Ended December 31,
                                       2020            2019           2018
Fee Income
Cost of insurance assessments       $     2,377    $       2,280    $  2,136
Expense assessments                       1,502            1,694       1,529
Surrender charges                            33               41          45
DFEL:
Deferrals                                  (972 )         (1,063 )      (829 )
Amortization, net of interest:
Amortization, net of interest,
excluding unlocking                         514              504         457
Unlocking                                   273              426          54
Total fee income                    $     3,727    $       3,882    $  3,392


                               For the Years Ended December 31,
                                2020            2019         2018
Sales by Product
UL                          $         20    $         57   $     43
MoneyGuard®                          127             298        226
IUL                                   91             155         62
VUL                                  188             265        268
Term                                 132             144        113
Total individual life sales          558             919        712
Executive Benefits                    72             163         52
Total sales                 $        630    $      1,082   $    764

Net Flows
Deposits                    $      5,890    $      7,320   $  6,438
Withdrawals and deaths            (1,753 )        (1,898 )   (1,759 )
Net flows                   $      4,137    $      5,422   $  4,679

Contract Holder Assessments $ 5,154 $ 5,243 $ 4,869


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                                           As of December 31,
                                   2020                 2019       2018
Account Values
General account                $      37,496          $  37,485  $  36,612
Separate account                      20,109             16,770     12,977
Total account values           $      57,605          $  54,255  $  49,589

In-Force Face Amount
UL and other                   $     358,554          $ 357,726  $ 343,922
Term insurance                       535,387            472,050    399,877
Total in-force face amount     $     893,941          $ 829,776  $ 743,799

                                    For the Years Ended December 31,
                                   2020                 2019       2018

Average General Account Values $ 37,791 $ 37,215 $ 36,698




Fee income relates only to interest-sensitive products and includes cost of
insurance assessments, expense assessments and surrender charges. Both cost of
insurance and expense assessments can have deferrals and amortization related to
DFEL. Cost of insurance and expense assessments are deducted from our contract
holders' account values. These amounts are a function of the rates priced into
the product and premiums received, face amount in force and account values.
Business in force, in turn, is driven by sales, persistency and mortality
experience.

Sales are not recorded as a component of revenues (other than for traditional
products) and do not have a significant effect on current quarter income from
operations but are indicators of future profitability. For more information on
sales, see "Additional Information" above.

Sales in the table above and as discussed above were reported as follows:

?MoneyGuard®, our linked-benefit product - 15% of total expected premium deposits;

?UL, IUL and VUL - first-year commissionable premiums plus 5% of excess premiums received;

?Executive Benefits - single premium bank-owned UL and VUL, 15% of single premium deposits, and corporate-owned UL and VUL, first-year commissionable premiums plus 5% of excess premium received; and

?Term - 100% of annualized first-year premiums.



We monitor the business environment, including but not limited to the regulatory
and interest rate environments, and make changes to our product offerings and
in-force products as needed, and as permitted under the terms of the policies,
to sustain the future profitability of our segment.

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Net Investment Income and Interest Credited



Details underlying net investment income and interest credited (in millions)
were as follows:

                                     For the Years Ended December 31,
                                        2020         2019       2018
Net Investment Income
Fixed maturity AFS securities,
mortgage loans on real estate
and other, net of investment
expenses                            $      2,531   $  2,448   $  2,366
Commercial mortgage loan prepayment
and bond
make-whole premiums (1)                       24         47         28
Alternative investments (2)                  140         12        133
Surplus investments (3)                      128        151        170
Total net investment income         $      2,823   $  2,658   $  2,697

Interest Credited                   $      1,491   $  1,433   $  1,414

(1)See "Consolidated Investments - Commercial Mortgage Loan Prepayment and Bond Make-Whole Premiums" below for additional information.

(2)See "Consolidated Investments - Alternative Investments" below for additional information.



(3)Represents net investment income on the required statutory surplus for this
segment and includes the effect of investment income on alternative investments
for such assets that are held in the portfolios supporting statutory surplus
versus the portfolios supporting product liabilities.

A portion of the investment income earned for this segment is credited to
contract holder accounts. Statutory reserves will typically grow at a faster
rate than account values because of the AG38 reserve requirements. Investments
allocated to this segment are based upon the statutory reserve liabilities and
are affected by various reserve adjustments, including financing transactions
providing relief from AG38 reserve requirements. These financing transactions
lead to a transfer of investments from this segment to Other Operations. We
expect to earn a spread between what we earn on the underlying general account
investments and what we credit to our contract holders' accounts. We use our
investment income to offset the earnings effect of the associated growth of our
policy reserves for traditional products. Commercial mortgage loan prepayments
and bond make-whole premiums and investment income on alternative investments
can vary significantly from period to period due to a number of factors, and,
therefore, may contribute to investment income results that are not indicative
of the underlying trends.

Benefits

Details underlying benefits (dollars in millions) were as follows:



                                       For the Years Ended December 31,
                                        2020            2019         2018

Benefits


Death claims direct and assumed     $      5,521    $      4,594   $  4,295
Death claims ceded                        (2,019 )        (1,689 )   (1,648 )
Reserves released on death                  (738 )          (616 )     (586 )
Net death benefits                         2,764           2,289      2,061
Change in secondary guarantee life
insurance product
reserves:
Change in reserves, excluding
unlocking                                    644             625        676
Unlocking                                    112             445        (61 )
Change in MoneyGuard® reserves:
Change in reserves, excluding
unlocking                                    482             451        385
Unlocking                                    272              48        (24 )
Other benefits (1)                           312             325        308
Total benefits                      $      4,586    $      4,183   $  3,345

Death claims per $1,000 of in-force         3.21            2.92       2.82


(1)Includes primarily changes in reserves and dividends on traditional and other products.



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Benefits for this segment include claims incurred during the period in excess of
the associated reserves for its interest-sensitive and traditional products. In
addition, benefits include the change in secondary guarantee and linked-benefit
life insurance product reserves. These reserves are affected by changes in
expected future trends of assessments and benefits causing unlocking adjustments
to these liabilities similar to DAC, VOBA and DFEL. Generally, we have higher
mortality in the first quarter of the year due to the seasonality of claims. See
"Future Contract Benefits and Other Contract Holder Funds" in Note 1 for
additional information.

Commissions and Other Expenses

Details underlying commissions and other expenses (in millions) were as follows:



                                       For the Years Ended December 31,
                                        2020            2019         2018
Commissions and Other Expenses
Commissions                         $        687    $        931   $    760
General and administrative expenses          557             617        541
Expenses associated with reserve
financing                                     99              95         91
Taxes, licenses and fees                     163             184        179
Total expenses incurred                    1,506           1,827      1,571
DAC and VOBA deferrals                      (788 )        (1,094 )     (914 )
Total expenses recognized before
amortization                                 718             733        657
DAC and VOBA amortization, net of
interest:
Amortization, net of interest,
excluding unlocking                          339             441        545
Unlocking                                    445             338        165
Other intangible amortization                  4               4          4
Total commissions and other
expenses                            $      1,506    $      1,516   $  1,371

DAC and VOBA Deferrals
As a percentage of sales                  125.1%          101.1%     119.6%


Commissions and costs that result directly from and are essential to successful
acquisition of new or renewal business are deferred to the extent recoverable
and for our interest-sensitive products are generally amortized over the life of
the contracts in relation to EGPs. For our traditional products, DAC and VOBA
are amortized on either a straight-line basis or as a level percent of premium
of the related contracts, depending on the block of business. When comparing DAC
and VOBA deferrals as a percentage of sales for 2020 and 2019, the increase was
primarily a result of changes in sales mix to products with higher commission
rates.

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                          RESULTS OF GROUP PROTECTION

Income (Loss) from Operations



Details underlying the results for Group Protection (in millions) were as
follows:

                                                 For the Years Ended December 31,
                                               2020                     2019     2018
Operating Revenues
Insurance premiums                         $      4,280                $ 4,113  $ 3,383
Net investment income                               330                    307      260
Other revenues (1)                                  183                    168      114
Total operating revenues                          4,793                  4,588    3,757
Operating Expenses
Interest credited                                     5                      5        5
Benefits                                          3,500                  3,036    2,455
Commissions and other expenses                    1,234                  1,246    1,060
Total operating expenses                          4,739                  4,287    3,520
Income (loss) from operations before taxes           54                    301      237
Federal income tax expense (benefit)                 11                     63       50
Income (loss) from operations              $         43                $   238  $   187

(1)Consists of revenue from third parties for administrative services performed, which has a corresponding partial offset in commissions and other expenses.



                                                 For the Years Ended 

December 31,


                                                 2020            2019       

2018


Income (Loss) from Operations by Product Line
Life                                          $       (95 )   $        77     $    72
Disability                                            126             169         123
Dental                                                 12              (9 )        (8 )
Total non-medical                                      43             237         187
Medical                                                 -               1           -
Income (loss) from operations                 $        43     $       238     $   187


Comparison of 2020 to 2019

Income from operations for this segment decreased due primarily to higher
benefits driven by unfavorable experience in our life and disability businesses
and unfavorable reserve adjustments in 2020 as compared to favorable reserve
adjustments in 2019 due to modifying certain assumptions on the reserves in
these businesses, partially offset by lower incidence in our dental business.

The decrease in income from operations was partially offset by the following:

?Higher insurance premiums due to favorable persistency.

?Higher net investment income, net of interest credited, driven by investment income on alternative investments within our surplus portfolio.

?Lower commissions and other expenses driven by expense management and incentive compensation as a result of production performance.


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Additional Information

The total loss ratio for the year ended December 31, 2020, was driven primarily
by unfavorable mortality in our life business and unfavorable morbidity in our
disability business due primarily to the impacts of the COVID-19 pandemic.
Additionally, we experienced higher new claims severity, delays in social
security approvals and higher incidence in our disability business, partially
offset by lower incidence in our dental business due to the COVID-19 pandemic.
We continue to expect an unfavorable loss ratio to persist into 2021 as a result
of the impacts of the COVID-19 pandemic. In addition, we anticipate both
morbidity headwinds in our disability business related to the economic
environment and continued delays in social security approvals to persist into
2021. For a discussion of the expected and potential impacts of the COVID-19
pandemic, see "Introduction - Executive Summary" above and "Part I - Item 1A.
Risk Factors - Market Conditions - The impacts of the COVID-19 pandemic have
adversely affected and are expected to continue to adversely affect our business
and results of operations, and the future impacts of the COVID-19 pandemic on
the company's business, results of operations and financial condition remain
uncertain."

Management compares trends in actual loss ratios to pricing expectations as
group-underwriting risks change over time. We expect normal fluctuations in our
total loss ratio, as claims experience is inherently uncertain. For every one
percent increase in the total loss ratio, we would expect an annual decrease to
income from operations of approximately $32 million to $36 million. The effects
are symmetrical for a comparable decrease in the loss ratio and, therefore, move
in an equal and opposite direction.

For information on the effects of current interest rates on our long-term disability claim reserves, see "Item 7A. Quantitative and Qualitative Disclosures About Market Risk - Interest Rate Risk - Effect of Interest Rate Sensitivity."



Insurance Premiums

Details underlying insurance premiums (in millions) were as follows:



                                         For the Years Ended December 31,
                                       2020                     2019     

2018


Insurance Premiums by Product Line
Life                               $      1,613                $ 1,500  $ 1,246
Disability                                2,401                  2,320    1,838
Dental                                      266                    293      299
Total insurance premiums           $      4,280                $ 4,113  $ 3,383

Sales by Product Line
Life                                        265                    344      222
Disability                                  397                    319      257
Dental                                       44                     89      101
Total sales                        $        706                $   752  $   580

Our cost of insurance and policy administration charges are embedded in the premiums charged to our customers. The premiums are a function of the rates priced into the product and our business in force. Business in force, in turn, is driven by sales and persistency experience.



Sales relate to new contract holders and new programs sold to existing contract
holders. We believe that the trend in sales is an important indicator of
development of business in force over time. Sales in the table above are the
combined annualized premiums for our products. The decrease in sales when
comparing 2020 to 2019 was primarily driven by the impacts of the COVID-19
pandemic, which resulted in fewer cases going to market and a more highly
competitive and price-sensitive market.

Net Investment Income



We use our investment income to offset the earnings effect of the associated
build of our reserves, which are a function of our insurance premiums and the
yields on our investments.

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Benefits and Interest Credited

Details underlying benefits and interest credited (in millions) and loss ratios by product line were as follows:



                                     For the Years Ended December 31,
                                        2020         2019       2018
Benefits and Interest Credited by
Product Line
Life                                $      1,399   $  1,045   $    857
Disability                                 1,938      1,783      1,386
Dental                                       168        213        217
Total benefits and interest
credited                            $      3,505   $  3,041   $  2,460

Loss Ratios by Product Line
Life                                       86.7%      69.7%      68.8%
Disability                                 80.5%      76.8%      75.4%
Dental                                     63.1%      72.8%      72.7%
Total                                      81.8%      73.9%      72.7%

Generally, we experience higher mortality in the first quarter of the year and higher disability claims in the fourth quarter of the year due to the seasonality of claims. For additional information on our loss ratios, see "Additional Information" above.

Commissions and Other Expenses

Details underlying commissions and other expenses (in millions) were as follows:



                                        For the Years Ended December 31,
                                       2020           2019           2018
Commissions and Other Expenses
Commissions                         $       359    $       367    $       

339


General and administrative expenses         697            741            623
Taxes, licenses and fees                    122            114             94
Total expenses incurred                   1,178          1,222          1,056
DAC deferrals                               (92 )         (110 )          (94 )
Total expenses recognized before
amortization                              1,086          1,112            

962


DAC and VOBA amortization, net of
interest (1)                                115            112             

93


Other intangible amortization (1)            33             22              5
Total commissions and other
expenses                            $     1,234    $     1,246    $     

1,060



DAC Deferrals
As a percentage of insurance
premiums                                   2.1%           2.7%           

2.8%

(1)See Note 10 for information regarding intangible assets acquired during 2018.



Commissions and other costs that result directly from and are essential to the
successful acquisition of new or renewal business are deferred to the extent
recoverable and are amortized as a level percent of insurance premiums of the
related contracts, depending on the block of business. Certain broker
commissions that vary with and are related to paid premiums are expensed as
incurred rather than deferred and amortized. Generally, we have higher
amortization in the first quarter of the year due to a significant number of
policies renewing in the quarter. The decrease in DAC deferrals as a percentage
of insurance premiums when comparing 2020 to 2019 was primarily driven by lower
deferrable acquisition costs incurred in 2020, some of which resulted from lower
sales due to the impacts of the COVID-19 pandemic, and higher persistency.

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                          RESULTS OF OTHER OPERATIONS

Income (Loss) from Operations



Details underlying the results for Other Operations (in millions) were as
follows:

                                               For the Years Ended December 31,
                                              2020           2019           2018
Operating Revenues
Insurance premiums (1)                     $        21    $        13    $        11
Net investment income                              152            194            224
Amortization of deferred gain on
business sold through reinsurance                    -              -              1
Other revenues                                      12             13             (1 )
Total operating revenues                           185            220            235
Operating Expenses
Interest credited                                   39             58             56
Benefits                                           117            110            106
Other expenses                                      69             62             25
Interest and debt expense                          269            284            274
Strategic digitization expense                      68             66       

76


Total operating expenses                           562            580       

537

Income (loss) from operations before taxes (377 ) (360 )

     (302 )
Federal income tax expense (benefit)               (82 )          (92 )          (77 )
Income (loss) from operations              $      (295 )  $      (268 )  $      (225 )

(1)Includes our disability income business, which has a corresponding offset in benefits for changes in reserves.

Comparison of 2020 to 2019

Loss from operations for Other Operations increased due primarily to the following:

?Lower net investment income, net of interest credited, related to lower allocated investments driven by a decline in excess capital retained by Other Operations.

?Less favorable income tax benefits driven by lower excess tax benefits associated with stock-based compensation.

?Higher benefits attributable to unfavorable experience and reserve adjustments in our run-off disability income business.

The increase in loss from operations was partially offset by lower interest and debt expense driven by a decline in average interest rates.

Additional Information



We expect to continue making investments as part of our strategic digitization
initiative, which are expected to be more than offset by the associated expense
savings in the business segments. For more information, see "Introduction -
Executive Summary - Significant Operational Matters - Strategic Digitization
Initiative."

Net Investment Income and Interest Credited



We utilize an internal formula to determine the amount of capital that is
allocated to our business segments. Investment income on capital in excess of
the calculated amounts is reported in Other Operations. If our business segments
require increases in statutory reserves, surplus or investments, the amount of
excess capital that is retained by Other Operations would decrease and net
investment income would be negatively affected.

Write-downs for impairments decrease the recorded value of investments owned by
the business segments. These write-downs are not included in the income from
operations of our business segments. When impairment occurs, assets are
transferred to the business segments' portfolios and will reduce the future net
investment income for Other Operations. Statutory reserve adjustments for our
business segments can also cause allocations of investments between the business
segments and Other Operations.

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The majority of our interest credited relates to our reinsurance operations sold
to Swiss Re Life & Health America, Inc. ("Swiss Re") in 2001. A substantial
amount of the business was sold through indemnity reinsurance transactions,
which is still recorded in our consolidated financial statements. The interest
credited corresponds to investment income earnings on the assets we continue to
hold for this business. There is no effect to income or loss in Other Operations
or on a consolidated basis for these amounts because interest earned on the
blocks that continue to be reinsured is passed through to Swiss Re in the form
of interest credited.

Benefits

Benefits are recognized when incurred for institutional pension products and disability income business.



Other Expenses

Details underlying other expenses (in millions) were as follows:



                                             For the Years Ended December 

31,


                                             2020            2019          

2018


General and administrative expenses:
Branding                                  $        43     $        45     $ 

40


Other (1)                                          46              36       

10


Total general and administrative expenses          89              81       

50


Taxes, licenses and fees (2)                      (11 )            (7 )       (13 )
Other (3)                                          (9 )           (12 )       (12 )
Total other expenses                      $        69     $        62     $    25

(1)Includes expenses that are corporate in nature including charitable contributions, the portion of our deferred compensation plan expense attributable to participants' selection of LNC stock as the measure for their investment return and other expenses not allocated to our business segments.



(2)Includes state guaranty funds assessments to cover losses to contract holders
of insolvent or rehabilitated insurance companies. Mandatory assessments may be
partially recovered through a reduction in future premium taxes in some states.

(3)Consists of reimbursements to Other Operations from the Life Insurance segment for the use of proceeds from certain issuances of senior notes that were used as long-term structured solutions, net of expenses incurred by Other Operations for its access to a financing facility and issuance of LOCs.

Interest and Debt Expense



Our current level of interest expense may not be indicative of the future due
to, among other things, the timing of the use of cash, the availability of funds
from our inter-company cash management program and the future cost of capital.
For additional information on our financing activities, see "Review of
Consolidated Financial Condition - Liquidity and Capital Resources - Sources of
Liquidity and Cash Flow - Financing Activities" below.

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                REALIZED GAIN (LOSS) AND BENEFIT RATIO UNLOCKING

Details underlying realized gain (loss), after-DAC (1) and benefit ratio unlocking (in millions) were as follows:



                                        For the Years Ended December 31,
                                       2020           2019           2018
Components of Realized Gain (Loss),
Pre-Tax
Total operating realized gain
(loss)                              $       208    $       184    $       

187

Total excluded realized gain (loss) (721 ) (794 ) (46 ) Total realized gain (loss), pre-tax $ (513 ) $ (610 ) $ 141



Reconciliation of Excluded Realized
Gain (Loss)
Net of Benefit Ratio Unlocking,
After-Tax
Total excluded realized gain (loss) $      (570 )  $      (627 )  $       (37 )
Benefit ratio unlocking                     194            277           (136 )
Excluded realized gain (loss) net
of benefit
ratio unlocking, after-tax          $      (376 )  $      (350 )  $      (173 )

Components of Excluded Realized
Gain (Loss)
Net of Benefit Ratio Unlocking,
After-Tax
Realized gain (loss) related to
certain financial assets            $      (136 )  $       (58 )  $       (66 )
Realized gain (loss) on the
mark-to-market on
certain instruments (2)                      33            (95 )            7
Variable annuity net derivatives
results:
Hedge program performance,
including unlocking
for GLB reserves hedged                    (564 )          (97 )         (137 )
GLB NPR component                           293            (41 )           57
Total variable annuity net
derivatives results                        (271 )         (138 )          (80 )
Indexed annuity forward-starting
option                                       (2 )          (59 )          (34 )
Excluded realized gain (loss) net
of benefit
ratio unlocking, after-tax          $      (376 )  $      (350 )  $      (173 )

(1)DAC refers to the associated amortization of DAC, VOBA, DSI and DFEL and changes in other contract holder funds and funds withheld reinsurance assets and liabilities.



(2)As of December 31, 2020, the Modco investment portfolio included fixed
maturity securities classified as AFS with changes in fair value recorded in
other comprehensive income (loss) ("OCI"). Since the corresponding and
offsetting changes in fair value of the embedded derivatives related to the
Modco investment portfolio are recorded in realized gain (loss), volatility can
occur within net income (loss).  See Note 9 for more information.

Comparison of 2020 to 2019

We had higher realized losses due primarily to the following:



?Unfavorable variable annuity net derivatives results driven by unfavorable
hedge program performance due to more volatile markets, partially offset by
favorable GLB NPR component results. An update to our NPR input to the fair
value calculation of our GLB embedded derivatives and the effect of unlocking
drove favorable GLB NPR component results, partially offset by our associated
reserves decreasing and credit spreads narrowing.

?Higher losses related to certain financial assets due to an increase in our allowance for credit losses.

The higher realized losses were partially offset by the following:

?Gains on the mark-to-market on certain instruments due primarily to favorable changes in the fair value of embedded derivatives related to certain Modco arrangements.

?Lower losses related to our indexed annuity forward-starting option driven by the effect of unlocking and a decrease in option costs.

The above components of excluded realized gain (loss) are described net of benefit ratio unlocking, after-tax.

See "Critical Accounting Policies and Estimates - DAC, VOBA, DSI and DFEL - Unlocking" above for more information about unlocking.


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Operating Realized Gain (Loss)



Operating realized gain (loss) includes indexed annuity and IUL net derivatives
results representing the net difference between the change in the fair value of
the options that we hold and a portion of the change in the fair value of the
embedded derivative liabilities of our indexed annuity and IUL products. The
portion of the change in the fair value of the embedded derivative liabilities
reported in operating realized gain (loss) represents the amount that is
credited to the indexed annuity and IUL contracts.

Our GWB, GIB and 4LATER® features have elements of both benefit reserves and
embedded derivative reserves. We calculate the value of the benefit reserves and
the embedded derivative reserves based on the specific characteristics of each
GLB feature. For our GLBs that meet the definition of an embedded derivative
under the Derivatives and Hedging Topic of the FASB ASC, we record them at fair
value on our Consolidated Balance Sheets with changes in fair value recorded in
realized gain (loss) on our Consolidated Statements of Comprehensive Income
(Loss). In bifurcating the embedded derivative, we attribute to the embedded
derivative the portion of total fees collected from the contract holder that
relates to the GLB riders (the "attributed fees"). These attributed fees
represent the present value of future claims expected to be paid for the GLB at
the inception of the contract (the "net valuation premium") plus a margin that a
theoretical market participant would include for risk/profit (the "risk/profit
margin").

We also include the risk/profit margin portion of the GLB attributed rider fees
in operating realized gain (loss) and include the net valuation premium of the
GLB attributed rider fees in excluded realized gain (loss). For our Annuities
and Retirement Plan Services segments, the excess of total fees collected from
the contract holders over the GLB attributed rider fees is reported in fee
income.

Realized Gain (Loss) Related to Certain Financial Assets

For information on realized gain (loss) related to certain financial assets, see Note 16.

Gain (Loss) on the Mark-to-Market on Certain Instruments



Gain (loss) on the mark-to-market on certain instruments, including those
associated with our consolidated variable interest entities ("VIEs") represents
changes in the fair values of certain derivative investments (not including
those associated with our variable annuity net derivatives results), reinsurance
related embedded derivatives and trading securities.

See Note 4 for information about our consolidated VIEs.

Variable Annuity Net Derivatives Results



Our variable annuity net derivatives results include the net valuation premium,
the change in the GLB embedded derivative reserves and the change in the fair
value of the derivative instruments we own to hedge them, including the cost of
purchasing the hedging instruments. In addition, these results include the
changes in reserves not accounted for at fair value and results from benefit
ratio unlocking on our GDB and GLB riders and the change in the fair value of
the derivative instruments we own to hedge the benefit ratio unlocking on our
GDB and GLB riders.

We use derivative instruments to hedge our exposure to the risks and earnings
volatility that result from changes in the GLB embedded derivative reserves. The
change in fair value of these derivative instruments is designed to generally
offset the change in embedded derivative reserves. Our variable annuity net
derivatives results can be volatile, especially when sudden and significant
changes in equity markets and/or interest rates occur. We do not attempt to
hedge the change in the NPR component of the liability. The NPR factors affect
the discount rate used in the calculation of the GLB embedded derivative
reserve. Our methodology for calculating the NPR component of the embedded
derivative reserve utilizes an extrapolated 30-year NPR spread curve applied to
a series of expected cash flows over the expected life of the embedded
derivative. Our cash flows consist of both expected fees to be received from
contract holders and benefits to be paid, and these cash flows are different on
a pre- and post-NPR basis. We utilize a model based on our holding company's
credit default swap ("CDS") spread adjusted to reflect the credit quality of our
insurance subsidiary as the issuing entity. Because the guaranteed benefit
liabilities are contained within our insurance subsidiaries, we apply items,
such as the effect of our insurance subsidiaries' claims-paying ratings compared
to holding company credit risk and the over-collateralization of insurance
liabilities, in order to determine factors that are representative of a
theoretical market participant's view of the NPR of the specific liability
within our insurance subsidiaries.

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Details underlying our variable annuity hedging program (dollars in millions)
were as follows:

                                         As of            As of        As of        As of            As of
                                    December 31,    September 30,     June 30,    March 31,     December 31,
                                          2020             2020         2020         2020             2019
Variable annuity hedge program
assets (liabilities)                    $  2,284         $  4,040     $  

4,903 $ 6,529 $ 1,998



Variable annuity reserves - asset
(liability):
Embedded derivative reserves,
pre-NPR (1)                             $    198         $ (1,543 )   $ (2,498 )   $ (3,968 )       $    620
NPR                                          333              717          (19 )         99             (120 )
Embedded derivative reserves                 531             (826 )     (2,517 )     (3,869 )            500
Insurance benefit reserves                (1,150 )         (1,314 )     (1,239 )     (1,525 )           (958 )
Total variable annuity reserves -
asset (liability)                       $   (619 )       $ (2,140 )   $ (3,756 )   $ (5,394 )       $   (458 )

10-year CDS spread                         1.25%            1.34%        1.14%        1.56%            1.14%
NPR factor related to 10-year CDS
spread                                     0.70%            0.80%        0.13%        0.22%            0.13%


(1)Embedded derivative reserves in an asset (liability) position indicate we estimate the present value of future benefits to be less (greater) than the present value of future net valuation premiums.

The following shows the hypothetical effect (in millions) to net income (loss) for changes in the NPR factor along all points on the spread curve as of December 31, 2020:



                               Hypothetical
                                    Effect
NPR factor:
Down 70 basis points to zero        $  (365 )
Up 20 basis points                       47


See "Critical Accounting Policies and Estimates - Derivatives - GLB" above for additional information about our guaranteed benefits.

Indexed Annuity Forward-Starting Option



The liability for the forward-starting option reflects changes in the fair value
of embedded derivative liabilities related to index options we may purchase or
sell in the future to hedge contract holder index allocations applicable to
future reset periods for our indexed annuity products accounted for under the
Derivatives and Hedging and the Fair Value Measurements and Disclosures Topics
of the FASB ASC. These fair values represent an estimate of the cost of the
options we will purchase or sell in the future, discounted back to the date of
the balance sheet, using current market indications of volatility and interest
rates, which can vary significantly from period to period due to a number of
factors and therefore can provide results that are not indicative of the
underlying trends.

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                            CONSOLIDATED INVESTMENTS

Details underlying our consolidated investment balances (in millions) were as
follows:

                                                              Percentage of
                                                            Total Investments
                                 As of December 31,        As of December 31,
                                  2020         2019         2020           2019
Investments
Fixed maturity AFS securities  $   123,044   $ 105,200        79.9%        78.7%
Trading securities                   4,501       4,673         2.9%         3.5%
Equity securities                      129         103         0.1%         0.1%
Mortgage loans on real estate       16,763      16,339        10.9%        12.2%
Real estate                             10          11         0.0%         0.0%
Policy loans                         2,426       2,477         1.6%         1.8%
Derivative investments               3,109       1,911         2.0%         1.4%
Alternative investments              1,944       1,821         1.3%         1.4%
Other investments                    2,030       1,162         1.3%         0.9%
Total investments              $   153,956   $ 133,697       100.0%       100.0%


Investment Objective

Investments are an integral part of our operations. We follow a balanced
approach to investing for both current income and prudent risk management, with
an emphasis on generating sufficient current income, net of income tax, to meet
our obligations to customers, as well as other general liabilities. This
balanced approach requires the evaluation of expected return and risk of each
asset class utilized, while still meeting our income objectives. This approach
is important to our asset-liability management because decisions can be made
based upon both the economic and current investment income considerations
affecting assets and liabilities. For a discussion of our risk management
process, see "Item 7A. Quantitative and Qualitative Disclosures About Market
Risk."

Investment Portfolio Composition and Diversification



Fundamental to our investment policy is diversification across asset classes.
Our investment portfolio, excluding cash and invested cash, is composed of fixed
maturity securities, mortgage loans on real estate, real estate (either
wholly-owned or in joint ventures) and other long-term investments. We purchase
investments for our segmented portfolios that have yield, duration and other
characteristics that take into account the liabilities of the products being
supported.

We have the ability to maintain our investment holdings throughout credit cycles
because of our capital position, the long-term nature of our liabilities and the
matching of our portfolios of investment assets with the liabilities of our
various products.


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Fixed Maturity and Equity Securities Portfolios



In 2020, we adopted ASU 2016-13, which resulted in a new recognition and
measurement of credit losses on most financial assets. See Note 2 for additional
information. Fixed maturity securities consist of portfolios classified as AFS
and trading. Details underlying our fixed maturity AFS securities by industry
classification (in millions) are presented in the tables below. These tables
agree in total with the presentation of fixed maturity AFS securities in Note 5;
however, the categories below represent a more detailed breakout of the fixed
maturity AFS portfolio. Therefore, the investment classifications listed below
do not agree to the investment categories provided in Note 5.

                                                        As of December 31, 2020
                                       Net                                                     %
                                    Amortized          Gross Unrealized           Fair       Fair
                                     Cost (1)       Gains            Losses       Value      Value
Fixed Maturity AFS Securities
Industry corporate bonds:
Financial services                  $   15,889   $      2,836       $      32   $  18,693     15.2%
Basic industry                           4,719            992               3       5,708      4.6%
Capital goods                            7,323          1,402              13       8,712      7.1%
Communications                           4,331          1,036               4       5,363      4.4%
Consumer cyclical                        5,707            926              12       6,621      5.4%
Consumer non-cyclical                   16,600          3,412              17      19,995     16.3%
Energy                                   5,605            877              24       6,458      5.2%
Technology                               4,590            742               7       5,325      4.3%
Transportation                           3,450            619              12       4,057      3.3%
Industrial other                         2,082            224               6       2,300      1.9%
Utilities                               14,096          3,198               6      17,288     14.1%
Government related entities              1,885            398              14       2,269      1.8%
Collateralized mortgage and other
obligations ("CMOs"):
Agency backed                            1,874            216               1       2,089      1.7%
Non-agency backed                          433             53               -         486      0.4%
Mortgage pass through securities
("MPTS"):
Agency backed                              457             44               -         501      0.4%
Commercial mortgage-backed
securities ("CMBS"):
Agency backed                               20              1               -          21      0.0%
Non-agency backed                        1,370            114               -       1,484      1.2%
Asset-backed securities ("ABS"):
Collateralized loan obligations
("CLOs")                                 5,571             23              11       5,583      4.5%
Credit card                                 78             31               1         108      0.1%
Equipment receivables                       15              -               -          15      0.0%
Home equity                                303             52               1         354      0.3%
Manufactured housing                         7              1               -           8      0.0%
Student loans                               17              1               -          18      0.0%
Other                                    1,050             50               2       1,098      0.9%
Municipals:
Taxable                                  5,249          1,532               -       6,781      5.5%
Tax-exempt                                 111             29               -         140      0.1%
Government:
United States                              397             88               1         484      0.4%
Foreign                                    384             87               1         470      0.4%
Hybrid and redeemable preferred
securities                                 548             97              30         615      0.5%
Total fixed maturity AFS securities    104,161         19,081             198     123,044    100.0%
Trading Securities (2)                   4,072            477              48       4,501
Equity Securities                          132             21              24         129
Total fixed maturity AFS, trading
and equity securities               $  108,365   $     19,579       $     270   $ 127,674



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                                                          As of December 31, 2019
                                                         Gross Unrealized                          %
                                     Amortized                        Losses and      Fair       Fair
                                       Cost          Gains             OTTI (3)       Value      Value
Fixed Maturity AFS Securities
Industry corporate bonds:
Financial services                  $    13,991   $      1,632       $         43   $  15,580     14.8%
Basic industry                            4,570            491                  6       5,055      4.8%
Capital goods                             6,700            760                 10       7,450      7.1%
Communications                            4,314            654                  7       4,961      4.7%
Consumer cyclical                         5,335            536                  9       5,862      5.6%
Consumer non-cyclical                    14,215          1,813                 21      16,007     15.2%
Energy                                    6,080            649                 44       6,685      6.4%
Technology                                4,039            382                  4       4,417      4.2%
Transportation                            3,283            309                  2       3,590      3.4%
Industrial other                          1,563             98                  2       1,659      1.6%
Utilities                                13,533          1,861                 20      15,374     14.6%
Government related entities               1,794            294                 12       2,076      2.0%
CMOs:
Agency backed                             1,893            108                  9       1,992      1.9%
Non-agency backed                           527             49                (18 )       594      0.6%
MPTS:
Agency backed                               622             33                  -         655      0.6%
CMBS:
Agency backed                                20              1                  -          21      0.0%
Non-agency backed                         1,018             44                  -       1,062      1.0%
ABS:
CLOs                                      3,612              7                  8       3,611      3.4%
Credit card                                  78             22                  1          99      0.1%
Equipment receivables                        20              1                  -          21      0.0%
Home equity                                 369             15                (27 )       411      0.4%
Manufactured housing                          9              -                  -           9      0.0%
Student loans                                30              1                  -          31      0.0%
Other                                       692             16                  1         707      0.7%
Municipals:
Taxable                                   4,675          1,091                  7       5,759      5.5%
Tax-exempt                                  103             22                  -         125      0.1%
Government:
United States                               384             51                  -         435      0.4%
Foreign                                     329             64                  -         393      0.4%
Hybrid and redeemable preferred
securities                                  497             82                 20         559      0.5%
Total fixed maturity AFS securities      94,295         11,086                181     105,200    100.0%
Trading Securities (2)                    4,330            353                 10       4,673
Equity Securities                           123              5                 25         103
Total fixed maturity AFS, trading
and equity securities               $    98,748   $     11,444       $      

216 $ 109,976

(1)Represents amortized cost, net of allowance for credit losses.



(2)Certain of our trading securities support our Modco reinsurance agreements
and the investment results are passed directly to the reinsurers. See "Trading
Securities" below for more information.

(3)Other-than-temporary impairment ("OTTI") includes unrealized (gains) and losses on credit-impaired securities related to changes in the fair value of such securities subsequent to the impairment measurement date.




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Fixed Maturity AFS Securities

In accordance with the fixed maturity AFS accounting guidance, we reflect
stockholders' equity as if unrealized gains and losses were actually recognized
and consider all related accounting adjustments that would occur upon such a
hypothetical recognition of unrealized gains and losses. Such related balance
sheet effects include adjustments to the balances of DAC, VOBA, DFEL, future
contract benefits, other contract holder funds and deferred income taxes.
Adjustments to each of these balances are charged or credited to AOCI. For
instance, DAC is adjusted upon the recognition of unrealized gains or losses
because the amortization of DAC is based upon an assumed emergence of gross
profits on certain insurance business. Deferred income tax balances are also
adjusted because unrealized gains or losses do not affect actual taxes currently
paid.

The quality of our fixed maturity AFS securities portfolio, as measured at estimated fair value and by the percentage of fixed maturity AFS securities invested in various ratings categories, relative to the entire fixed maturity AFS security portfolio (in millions) was as follows:



                                      As of December 31, 2020

As of December 31, 2019


                      Rating
                      Agency         Net
   NAIC             Equivalent    Amortized      Fair       % of      Amortized      Fair       % of
Designation        Designation
    (1)                (1)           Cost        Value      Total       Cost         Value      Total

Investment Grade Securities


     1             AAA / AA / A   $   57,934   $  69,226     56.3%   $    

51,367 $ 58,235 55.4%


     2             BBB                41,970      49,390     40.1%        39,473      43,460     41.3%
Total investment grade
securities                            99,904     118,616     96.4%        

90,840 101,695 96.7%



Below Investment Grade
Securities
     3             BB                  2,959       3,157      2.6%         2,309       2,388      2.3%
     4             B                   1,249       1,218      1.0%           960         955      0.9%
                   CCC and
     5             lower                  46          48      0.0%           158         136      0.1%
                   In or near
     6             default                 3           5      0.0%            28          26      0.0%
Total below investment grade
securities                             4,257       4,428      3.6%         3,455       3,505      3.3%
Total fixed maturity AFS
securities                        $  104,161   $ 123,044    100.0%   $    

94,295 $ 105,200 100.0%



Total securities below
investment
grade as a percentage of total
fixed maturity AFS securities           4.1%        3.6%                    

3.7% 3.3%




(1)Based upon the rating designations determined and provided by the National
Association of Insurance Commissioners ("NAIC") or the major credit rating
agencies (Fitch Ratings ("Fitch"), Moody's Investors Service ("Moody's") and S&P
Global Ratings ("S&P")).  For securities where the ratings assigned by the major
credit rating agencies are not equivalent, the second lowest rating assigned is
used.  For those securities where ratings by the major credit rating agencies
are not available, which does not represent a significant amount of our total
fixed maturity AFS securities, we base the ratings disclosed upon internal
ratings.

Comparisons between the NAIC designations and rating agency designations are
published by the NAIC. The NAIC assigns securities quality designations and
uniform valuations, which are used by insurers when preparing their annual
statements. The NAIC designations are similar to the rating agency designations
of the Nationally Recognized Statistical Rating Organizations for marketable
bonds. NAIC designations 1 and 2 include bonds generally considered investment
grade (rated Baa3 or higher by Moody's, or rated BBB- or higher by S&P and
Fitch) by such ratings organizations. However, securities designated NAIC 1 and
2 could be deemed below investment grade by the rating agencies as a result of
the current RBC rules for residential mortgage-backed securities ("RMBS") and
CMBS for statutory reporting. NAIC designations 3 through 6 include bonds
generally considered below investment grade (rated Ba1 or lower by Moody's, or
rated BB+ or lower by S&P and Fitch).

As of December 31, 2020, and 2019, 78% and 87%, respectively, of the total fixed
maturity AFS securities in an unrealized loss position were investment grade.
See Note 5 for maturity date information for our fixed maturity investment
portfolio. Our gross unrealized losses recognized in OCI on fixed maturity AFS
securities as of December 31, 2020, decreased by $45 million since December 31,
2019. For further information on our unrealized losses on fixed maturity AFS
securities, see "Composition by Industry Categories of our Unrealized Losses on
Fixed Maturity AFS Securities" below.

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We believe the unrealized loss position as of December 31, 2020, did not require
an impairment recognized in earnings as: (i) we did not intend to sell these
fixed maturity AFS securities; (ii) it is not more likely than not that we will
be required to sell the fixed maturity AFS securities before recovery of their
amortized cost basis; and (iii) the difference in the fair value compared to the
amortized cost was due to factors other than credit loss. This conclusion is
consistent with our asset-liability management process. Management considers the
following as part of the evaluation:

?The current economic environment and market conditions;

?Our business strategy and current business plans;

?The nature and type of security, including expected maturities and exposure to general credit, liquidity, market and interest rate risk;

?Our analysis of data from financial models and other internal and industry sources to evaluate the current effectiveness of our hedging and overall risk management strategies;



?The current and expected timing of contractual maturities of our assets and
liabilities, expectations of prepayments on investments and expectations for
surrenders and withdrawals of life insurance policies and annuity contracts;

?The capital risk limits approved by management; and

?Our current financial condition and liquidity demands.



To determine the recoverability of a debt security, we consider the facts and
circumstances surrounding the underlying issuer including, but not limited to,
the following:

?Historical and implied volatility of the security;

?The extent to which the fair value has been less than amortized cost;

?Adverse conditions specifically related to the security or to specific conditions in an industry or geographic area;

?Failure, if any, of the issuer of the security to make scheduled payments; and

?Recoveries or additional declines in fair value subsequent to the balance sheet date.



As reported on our Consolidated Balance Sheets, we had $155.7 billion of
investments and cash, which exceeded the liabilities for our future obligations
under insurance policies and contracts, net of amounts recoverable from
reinsurers, which totaled $129.7 billion as of December 31, 2020. If it were
necessary to liquidate fixed maturity AFS securities prior to maturity or call
to meet cash flow needs, we would first look to those fixed maturity AFS
securities that are in an unrealized gain position, which had a fair value of
$117.0 billion as of December 31, 2020, rather than selling fixed maturity AFS
securities in an unrealized loss position. The amount of cash that we have on
hand at any point in time takes into account our liquidity needs in the future,
other sources of cash, such as the maturities of investments, interest and
dividends we earn on our investments and the ongoing cash flows from new and
existing business. See "Fixed Maturity AFS Securities - Evaluation for Recovery
of Amortized Cost" in Notes 1 and 5 for additional discussion.

As of December 31, 2020, and 2019, the estimated fair value for all private placement securities was $19.1 billion and $17.0 billion, respectively, representing 12% and 13% of total investments, respectively.

Trading Securities



Trading securities, which in certain cases support reinsurance funds withheld
and our Modco reinsurance agreements, are carried at fair value and changes in
fair value are recorded in net income as they occur. Investment results for
these certain portfolios, including gains and losses from sales, are passed
directly to the reinsurers through the contractual terms of the reinsurance
arrangements. Offsetting these amounts in certain cases are corresponding
changes in fair value of the embedded derivative liability associated with the
underlying reinsurance arrangement. See Notes 1 and 9 for more information
regarding Modco.

Mortgage-Backed Securities (Included in Fixed Maturity AFS and Trading Securities)



Our fixed maturity securities include mortgage-backed securities ("MBS"). These
securities are subject to risks associated with variable prepayments. This may
result in differences between the actual cash flow and maturity of these
securities than that expected at the time of purchase. Securities that have an
amortized cost greater than par and are backed by mortgages that prepay faster
than expected will incur a reduction in yield or a loss. Those securities with
an amortized cost lower than par that prepay faster than expected will generate
an increase in yield or a gain. In addition, we may incur reinvestment risks if
market yields are lower than the book yields earned on the securities.
Prepayments occurring slower than expected have the opposite effect. The degree
to which a security is susceptible to either gains or losses is influenced by:
the difference between its amortized cost and par; the relative sensitivity of
the underlying mortgages backing the assets to prepayment in a changing interest
rate environment; and the repayment priority of the securities in the overall
securitization structure.

We limit the extent of our risk on MBS by prudently limiting exposure to the
asset class, by generally avoiding the purchase of securities with a cost that
significantly exceeds par, by purchasing securities with improving collateral
performance, and by primarily investing in securities that are current pay and
senior priority in their trust structure. A significant amount of assets in our
MBS portfolio are either guaranteed by U.S. government-sponsored enterprises,
supported in the securitization structure by junior securities or purchased at
discounted prices significantly lower than their expected recovery value,
enabling the assets to achieve high investment grade status.

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Our exposure to subprime mortgage lending is limited to investments in banks and
other financial institutions that may be affected by subprime lending and direct
investments in ABS and RMBS. Mortgage-related ABS are backed by home equity
loans and RMBS are backed by residential mortgages. These securities are backed
by loans that are characterized by borrowers of differing levels of
creditworthiness: prime; Alt-A; and subprime. Prime lending is the origination
of residential mortgage loans to customers with excellent credit profiles. Alt-A
lending is the origination of residential mortgage loans to customers who have
prime credit profiles but lack documentation to substantiate income. Subprime
lending is the origination of loans to customers with weak or impaired credit
profiles.

Delinquency and loss rates on residential mortgages and home equity loans have
been showing positive trends, and, as long as the unemployment rate remains
stable to improving, we expect these trends to continue. We continue to expect
to receive payments in accordance with contractual terms for a significant
amount of our securities, largely due to the seniority of the claims on the
collateral of the securities that we own. The tranches of the securities will
experience losses according to their seniority level with the least senior (or
most junior), typically the unrated residual tranche, taking the first loss. Our
ABS home equity and RMBS had a market value of $3.6 billion and a net unrealized
gain of $366 million as of December 31, 2020.
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The market value of fixed maturity AFS securities and trading securities backed
by subprime loans was $322 million and represented less than 1% of our total
investment portfolio as of December 31, 2020. Fixed maturity AFS securities
represented $309 million, or 96%, and trading securities represented $13
million, or 4%, of the subprime exposure as of December 31, 2020. The table
below summarizes our investments in fixed maturity AFS securities backed by
pools of residential mortgages (in millions) as of December 31, 2020:

                                                                                                   Subprime/
                       Agency                    Prime                    Alt-A                  Option ARM (1)                 Total
                    Net                      Net                      Net                      Net                          Net
                 Amortized      Fair      Amortized      Fair      Amortized      Fair      Amortized        Fair        Amortized     Fair
                   Cost         Value       Cost        Value        Cost        Value        Cost            Value        Cost        Value
Type
RMBS           $       2,331   $ 2,591   $       136   $    150   $       109   $    125   $       188       $    210   $     2,764   $ 3,076
ABS home
equity                     1         1            29         30            36         46           237            277           303       354
Total by type
(2)(3)         $       2,332   $ 2,592   $       165   $    180   $       145   $    171   $       425       $    487   $     3,067   $ 3,430

Rating
AAA            $       1,893   $ 2,110   $         6   $      6   $         -   $      -   $         -       $      -   $     1,899   $ 2,116
AA                       439       482            18         19             7          7             7              7           471       515
A                          -         -            12         11             5          5            35             36            52        52
BBB                        -         -             3          3            10         11            11             11            24        25
BB and below               -         -           126        141           123        148           372            433           621       722
Total by
rating
(2)(3)(4)      $       2,332   $ 2,592   $       165   $    180   $       145   $    171   $       425       $    487   $     3,067   $ 3,430

Origination
Year
2010 and prior $         536   $   610   $       144   $    158   $       144   $    170   $       425       $    487   $     1,249   $ 1,425
2011                      57        63             -          -             -          -             -              -            57        63
2012                      29        30             -          -             -          -             -              -            29        30
2013                     168       186             -          -             -          -             -              -           168       186
2014                      71        82             2          1             -          -             -              -            73        83
2015                     177       195            15         17             -          -             -              -           192       212
2016                     571       617             -          -             1          1             -              -           572       618
2017                     289       321             -          -             -          -             -              -           289       321
2018                     231       268                                      -          -             -              -           231       268
2019                     180       196             1          1             -          -             -              -           181       197
2020                      23        24             3          3             -          -             -              -            26        27
Total by
origination
year (2)(3)    $       2,332   $ 2,592   $       165   $    180   $       145   $    171   $       425       $    487   $     3,067   $ 3,430

Total fixed maturity AFS securities backed by pools of residential mortgages as a percentage of total fixed maturity AFS securities

                                                   2.9%      2.8%

Total prime, Alt-A and subprime/option ARM as a percentage of total fixed maturity AFS securities

                              0.7%      0.7%


(1)Includes the net amortized cost and fair value of option adjustable rate mortgages ("ARM") within RMBS, totaling $158 million and $178 million, respectively.

(2)Does not include the amortized cost of trading securities totaling $132 million that primarily support our Modco reinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $132 million in trading securities consisted of $118 million prime, $2 million Alt-A and $12 million subprime.



(3)Does not include the fair value of trading securities totaling $137 million
that primarily support our Modco reinsurance agreements because investment
results for these agreements are passed directly to the reinsurers. The $137
million in trading securities consisted of $123 million prime, $1 million Alt-A
and $13 million subprime.

(4)Based upon the rating designations determined and provided by the major
credit rating agencies (Fitch, Moody's and S&P).  For securities where the
ratings assigned by the major credit agencies are not equivalent, the second
lowest rating assigned is used.  For those securities where ratings by the major
credit rating agencies are not available, which does not represent a significant
amount of our total fixed maturity AFS securities, we base the ratings disclosed
upon internal ratings.

None of these investments included any direct investments in subprime lenders or mortgages. We are not aware of material exposure to subprime loans in our alternative asset portfolio.




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The following summarizes our investments in AFS securities backed by pools of commercial mortgages (in millions) as of December 31, 2020:



                                      Multiple Property           Single Property               Total
                                      Net                         Net                       Net
                                   Amortized         Fair      Amortized      Fair       Amortized     Fair
                                     Cost            Value       Cost         Value        Cost        Value
Type
CMBS (1)(2)                       $     1,370       $ 1,481   $        20   $      24   $     1,390   $ 1,505

Rating
AAA                               $     1,280       $ 1,387   $         4   $       5   $     1,284   $ 1,392
AA                                         90            94            11          13           101       107
A                                           -             -             5           6             5         6
Total by rating (1)(2)(3)         $     1,370       $ 1,481   $        20   $      24   $     1,390   $ 1,505

Origination Year
2010 and prior                    $        12       $    14   $        11   $      14   $        23   $    28
2011                                        4             4             -           -             4         4
2012                                       27            27             -           -            27        27
2013                                      147           152             -           -           147       152
2014                                       14            14             -           -            14        14
2015                                       26            28             -           -            26        28
2016                                      112           120             4           5           116       125
2017                                      323           361             -           -           323       361
2018                                      169           195             -           -           169       195
2019                                      298           326                                     298       326
2020                                      238           240             5           5           243       245

Total by origination year (1)(2) $ 1,370 $ 1,481 $ 20 $ 24 $ 1,390 $ 1,505

Total fixed maturity AFS securities backed by pools of commercial mortgages as a percentage of total fixed maturity AFS securities

                    1.3%      1.2%


(1)Does not include the amortized cost of trading securities totaling $145 million that primarily support our Modco reinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $145 million in trading securities consisted of $64 million of multiple property CMBS and $81 million of single property CMBS.



(2)Does not include the fair value of trading securities totaling $134 million
that primarily support our Modco reinsurance agreements because investment
results for these agreements are passed directly to the reinsurers. The $134
million in trading securities consisted of $62 million of multiple property CMBS
and $72 million of single property CMBS.

(3)Based upon the rating designations determined and provided by the major
credit rating agencies (Fitch, Moody's and S&P). For securities where the
ratings assigned by the major credit rating agencies are not equivalent, the
second lowest rating assigned is used. For those securities where ratings by the
major credit rating agencies are not available, which does not represent a
significant amount of our total fixed maturity AFS securities, we base the
ratings disclosed upon internal ratings.

As of December 31, 2020, the net amortized cost and fair value of our fixed maturity AFS exposure to monoline insurers was $366 million and $427 million, respectively.

Composition by Industry Categories of our Unrealized Losses on Fixed Maturity AFS Securities



When considering unrealized gain and loss information, it is important to
recognize that the information relates to the position of securities at a
particular point in time and may not be indicative of the position of our
investment portfolios subsequent to the balance sheet date. Further, because the
timing of the recognition of realized investment gains and losses through the
selection of which securities are sold is largely at management's discretion, it
is important to consider the information provided below within the context of
the overall unrealized gain or loss position of our investment portfolios. These
are important considerations that should be included in any evaluation of the
potential effect of securities in an unrealized loss position on our future
earnings.

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The composition by industry categories of all fixed maturity AFS securities in
an unrealized loss position (in millions) as of December 31, 2020, was as
follows:

                                             %                          %
                               Net          Net         Gross         Gross                    %
                            Amortized    Amortized    Unrealized    Unrealized     Fair      Fair
                              Cost         Cost         Losses        Losses      Value      Value
Finance companies          $        98        1.6%   $         25        12.6%   $     73      1.2%
Banking                            345        5.5%             17         8.6%        328      5.4%
Government owned, no
guarantee                           84        1.3%             14         7.1%         70      1.2%
ABS                              1,885       30.3%             13         6.6%      1,872     31.0%
Independent                        171        2.7%             13         6.6%        158      2.6%
Healthcare                         596        9.6%             11         5.6%        585      9.7%
Aerospace and defense              188        3.0%             11         5.6%        177      3.0%
Integrated                          50        0.8%              8         4.0%         42      0.7%
Property and casualty               56        0.9%              7         3.5%         49      0.8%
Technology                         339        5.4%              7         3.5%        332      5.5%
Transportation services            127        2.0%              6         3.0%        121      2.0%
Industrial - other                 156        2.5%              6         3.0%        150      2.5%
Airlines                            92        1.6%              6         3.0%         86      1.4%
Industries with unrealized
losses
less than $5 million             2,043       32.8%             54        

27.3% 1,989 33.0% Total by industry $ 6,230 100.0% $ 198 100.0% $ 6,032 100.0%



Total by industry as a
percentage of
total fixed maturity AFS
securities                        6.0%                     100.0%                    4.9%


As of December 31, 2020, the net amortized cost and fair value of securities
subject to enhanced analysis and monitoring for potential changes in unrealized
loss position was $38 million and $37 million, respectively.

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Mortgage Loans on Real Estate



The following tables summarize key information on mortgage loans on real estate
(in millions):

                                                          As of December 31, 2020
                                              Commercial     Residential     Total        %
Credit Quality Indicator
Current                                      $     16,230   $         666   $ 16,896     99.6%
Delinquent (1)                                          -              42         42      0.2%
Foreclosure (2)                                         -              29         29      0.2%
Total mortgage loans on real estate before
allowance                                          16,230             737     16,967    100.0%
Allowance for credit losses                          (187 )           (17 )     (204 )
Total mortgage loans on real estate          $     16,043   $         720   $ 16,763

                                                          As of December 31, 2019
                                              Commercial     Residential     Total        %
Credit Quality Indicator
Current                                      $     15,606   $         718   $ 16,324     99.9%
Delinquent (1)                                          -               9          9      0.1%
Foreclosure (2)                                         -               8          8      0.0%
Total mortgage loans on real estate before
allowance                                          15,606             735     16,341    100.0%
Allowance for credit losses                             -              (2 ) 

(2 ) Total mortgage loans on real estate $ 15,606 $ 733 $ 16,339

(1)As of December 31, 2020, 2 commercial mortgage loans and 72 residential mortgage loans were delinquent. As of December 31, 2019, 3 commercial mortgage loans and 24 residential mortgage loans were delinquent.

(2)As of December 31, 2020, no commercial mortgage loans and 75 residential mortgage loans were in foreclosure. As of December 31, 2019, no commercial mortgage loans and 14 residential mortgage loans were delinquent.



As of December 31, 2020, there were 4 specifically identified impaired
commercial mortgage loans on real estate with a carrying value of $1 million and
76 specifically identified impaired residential mortgage loans on real estate
with an aggregate carrying value of $34 million. As of December 31, 2019, there
was one specifically identified impaired commercial mortgage loan on real estate
with a carrying value of less than $1 million and four specifically identified
impaired residential mortgage loans on real estate with an aggregate carrying
value of $1 million.

The total outstanding principal and interest on commercial mortgage loans on
real estate that were two or more payments delinquent as of December 31, 2020
and 2019, was less than $1 million. The total outstanding principal and interest
on residential mortgage loans on real estate that were three or more payments
delinquent as of December 31, 2020 and 2019, was $41 million and $9 million,
respectively.

See Note 1 for more information regarding our accounting policy relating to the impairment of mortgage loans on real estate.



The carrying value of mortgage loans on real estate by business segment (in
millions) was as follows:

                                         As of December 31,
                                        2020             2019
Segment
Annuities                            $     5,934       $  5,453
Retirement Plan Services                   4,152          4,096
Life Insurance                             3,979          4,096
Group Protection                           1,374          1,361
Other Operations                           1,324          1,333

Total mortgage loans on real estate $ 16,763 $ 16,339


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The composition of commercial mortgage loans (in millions) by property type, geographic region and state is shown below:



                           As of December 31, 2020                       As of December 31, 2020
                              Carrying                                      Carrying
                               Value           %                             Value           %
Property Type                                         State
Apartment                  $        5,194     32.4%   CA                 $        3,843     24.0%
Office building                     3,910     24.4%   TX                          1,665     10.4%
Industrial                          3,180     19.8%   NY                          1,130      7.0%
Retail                              2,580     16.1%   FL                            774      4.8%
Other commercial                      715      4.4%   GA                            718      4.4%
Hotel/motel                           245      1.5%   MD                            707      4.4%
Mixed use                             219      1.4%   PA                            661      4.1%
Total                      $       16,043    100.0%   WA                            605      3.8%
Geographic Region                                     TN                            564      3.5%
Pacific                             4,772     29.7%   OH                            556      3.5%
South Atlantic                      3,513     21.9%   VA                            549      3.4%
Middle Atlantic                     2,030     12.7%   NC                            364      2.3%
West South Central                  1,808     11.3%   AZ                            348      2.2%
East North Central                  1,393      8.7%   WI                            332      2.1%
Mountain                              816      5.1%   IL                            324      2.0%
East South Central                    690      4.3%   OR                            323      2.0%
West North Central                    492      3.1%   MA                            314      2.0%
New England                           489      3.0%   Non U.S.                       40      0.2%
Non-U.S.                               40      0.2%   All other states            2,226     13.9%
Total                      $       16,043    100.0%   Total              $       16,043    100.0%


The following table shows the principal amount (in millions) of our commercial
and residential mortgage loans by year in which the principal is contractually
obligated to be repaid:

                                    As of December 31, 2020
                          Commercial    Residential    Total      %
Principal Repayment Year
2020                     $        900  $           9  $    909    5.4%
2021                              944              9       953    5.6%
2022                              863              9       872    5.1%
2023                            1,304             10     1,314    7.8%
2024                            1,202             10     1,212    7.1%
2025 and thereafter            11,036            668    11,704   69.0%
Total                    $     16,249  $         715  $ 16,964  100.0%

See Note 5 for information regarding our loan-to-value and debt-service coverage ratios and our allowance for credit losses.


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Alternative Investments

Investment income (loss) on alternative investments by business segment (in millions) was as follows:



                                 For the Years Ended December 31,
                             2020                            2019   2018
Annuities                $          23                       $   2  $  27
Retirement Plan Services            14                           2     15
Life Insurance                     140                          15    161
Group Protection                    15                           2     14
Other Operations                     5                           1      5
Total (1)                $         197                       $  22  $ 222

(1)Includes net investment income on the alternative investments supporting the required statutory surplus of our insurance businesses.



As of December 31, 2020 and 2019, alternative investments included investments
in 271 and 258 different partnerships, respectively, and the portfolio
represented approximately 1% of total investments. The partnerships do not
represent off-balance sheet financing and generally involve several third-party
partners. Some of our partnerships contain capital calls, which require us to
contribute capital upon notification by the general partner. These capital calls
are contemplated during the initial investment decision and are planned for well
in advance of the call date. The capital calls are not material in size and are
not material to our liquidity. Alternative investments are accounted for using
the equity method of accounting and are included in other investments on our
Consolidated Balance Sheets.

Non-Income Producing Investments

As of December 31, 2020 and 2019, the carrying amount of fixed maturity securities, mortgage loans on real estate and real estate that were non-income producing was $13 million and $9 million, respectively.


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Net Investment Income

Details underlying net investment income (in millions) and our investment yield
were as follows:

                                        For the Years Ended December 31,
                                       2020           2019           2018
Net Investment Income
Fixed maturity AFS securities       $     4,334    $     4,281    $     4,209
Trading securities                          202            191             84
Equity securities                             3              4              4
Mortgage loans on real estate               677            629            496
Real estate                                   1              1              1
Policy loans                                125            129            123
Invested cash                                12             40             26
Commercial mortgage loan prepayment
and bond make-whole premiums (1)             82            119             79
Alternative investments (2)                 197             22            222
Consent fees                                  7              8              4
Other investments                            45             30             23
Investment income                         5,685          5,454          5,271
Investment expense                         (175 )         (231 )         (186 )
Net investment income               $     5,510    $     5,223    $     5,085

(1)See "Commercial Mortgage Loan Prepayment and Bond Make-Whole Premiums" below for additional information.

(2)See "Alternative Investments" above for additional information.



                                                       For the Years Ended December
                                                                    31,
                                                         2020        2019      2018
Interest Rate Yield
Fixed maturity AFS securities, mortgage loans on
real estate and other, net of investment expenses           4.12%     4.35% 

4.44%


Commercial mortgage loan prepayment and
bond make-whole premiums                                    0.06%     0.10% 

0.07%


Alternative investments                                     0.16%     0.02% 

0.21%


Net investment income yield on invested assets              4.34%     4.47% 

4.72%




We earn investment income on our general account assets supporting fixed
annuity, term life, whole life, UL, interest-sensitive whole life and the fixed
portion of retirement plan and VUL products. The profitability of our fixed
annuity and life insurance products is affected by our ability to achieve target
spreads, or margins, between the interest income earned on the general account
assets and the interest credited to the contract holder on our average fixed
account values, including the fixed portion of variable. Net investment income
and the interest rate yield table each include commercial mortgage loan
prepayments and bond make-whole premiums, alternative investments and contingent
interest and standby real estate equity commitments. These items can vary
significantly from period to period due to a number of factors and, therefore,
can provide results that are not indicative of the underlying trends.

Commercial Mortgage Loan Prepayment and Bond Make-Whole Premiums



Prepayment and make-whole premiums are collected when borrowers elect to call or
prepay their debt prior to the stated maturity. A prepayment or make-whole
premium allows investors to attain the same yield as if the borrower made all
scheduled interest payments until maturity. These premiums are designed to make
investors indifferent to prepayment.

The increase in prepayment and make-whole premiums when comparing 2020 to 2019 was attributable primarily to increased refinancing activity.


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Impairments on Fixed Maturity AFS Securities



See "Critical Accounting Policies and Estimates - Measurement of Allowances for
Credit Losses and Recognition of Impairments" above for information on our
portfolio management strategy. Details underlying credit loss expense incurred
as a result of impairments that were recognized in net income (loss) and
included in realized gain (loss) on fixed maturity AFS securities (in millions)
were as follows:

                                                                For the Years Ended December 31,
                                                              2020             2019            2018
Credit Loss Expense Recognized in Net Income (Loss) (1)
Fixed maturity AFS securities:
Corporate bonds                                           $        (24 )   $        (14 )   $       (5 )
RMBS                                                                (1 )             (1 )           (1 )
ABS                                                                 (1 )             (1 )           (1 )

Gross credit loss expense recognized in net income (loss) (26 )

         (16 )           (7 )
Associated amortization of DAC, VOBA, DSI and DFEL                   1                1              -

Net credit loss expense recognized in net income (loss) $ (25 ) $ (15 ) $ (7 )




(1)Upon adoption of ASU 2016-13, we recognized credit loss expense incurred and
write-downs taken as a result of impairments through net income (loss) for the
year ended December 31, 2020. Prior to the adoption of ASU 2016-13, we
recognized write-downs taken as a result of OTTI through net income (loss) for
the year ended December 31, 2019.

The $26 million of impairments recognized in net income (loss) during the year
ended December 31, 2020, were all credit-related impairments. The increase in
credit losses was primarily attributable to the destabilization of the energy
industry. For a discussion of the expected and potential impacts of the COVID-19
pandemic, see "Introduction - Executive Summary" above and "Part I - Item 1A.
Rick Factors - Market Conditions - The impacts of the COVID-19 pandemic have
adversely affected and are expected to continue to adversely affect our business
and results of operations, and the future impacts of the COVID-19 pandemic on
the company's business, results of operations and financial condition remain
uncertain."

                                  REINSURANCE

Our insurance companies cede insurance to other companies. The portion of our
life insurance risks exceeding each of our insurance companies' retention limit
is reinsured with other insurers. We seek life and annuity reinsurance coverage
to limit our exposure to mortality losses and/or to enhance our capital and risk
management. We acquire other reinsurance as applicable with retentions and
limits that management believes are appropriate for the circumstances. The
consolidated financial statements included in "Item 8. Financial Statements and
Supplementary Data" reflect insurance premiums, insurance fees, benefits and DAC
amortization net of insurance ceded. Our insurance companies remain liable if
their reinsurers are unable to meet contractual obligations under applicable
reinsurance agreements. We utilize inter-company reinsurance agreements to
manage our statutory capital position as well as our hedge program for variable
annuity guarantees. With regard to risk retention from a consolidated basis,
these inter-company agreements do not have an effect on our consolidated
financial statements. For information regarding reserve financing and LOC
expenses from inter-company reinsurance agreements, see "Review of Consolidated
Financial Condition - Liquidity and Capital Resources - Uses of Capital -
Contractual Obligations" below.

We focus on obtaining reinsurance from a diverse group of reinsurers. We have
established standards and criteria for our use and selection of reinsurers. In
order for a new reinsurer to participate in our current program, we generally
require the reinsurer to have an A.M. Best rating of A+ or greater or an S&P
rating of AA- or better and a specified RBC percentage (or similar capital ratio
measure). If the reinsurer does not have these ratings, we may require them to
post collateral as described below; however, we may waive the collateral
requirements based on the facts and circumstances. In addition, we may require
collateral from a reinsurer to mitigate credit/collectability risk. Typically,
in such cases, the reinsurer must either maintain minimum specified ratings and
RBC ratios or establish the specified quality and quantity of collateral.
Similarly, we have also required collateral in connection with books of business
sold pursuant to indemnity reinsurance agreements.

Reinsurers, including affiliated reinsurers, that are not licensed, accredited
or authorized in the state of domicile of the reinsured ("ceding company"),
i.e., unauthorized reinsurers, are required to post statutorily prescribed forms
of collateral for the ceding company to receive reinsurance credit. The three
primary forms of collateral are: (i) qualifying assets held in a reserve credit
trust; (ii) irrevocable, unconditional, evergreen LOCs issued by a qualified
U.S. financial institution; and (iii) assets held by the ceding company in a
segregated funds withheld account. Collateral must be maintained in accordance
with the rules of the ceding company's state of domicile and must be readily
accessible by the ceding company to cover claims under the reinsurance
agreement. Accordingly, our insurance subsidiaries require unauthorized
reinsurers to post acceptable forms of collateral to support their reinsurance
obligations to us.

As a result of our Modco agreement with Athene to reinsure fixed and fixed
indexed annuity products, we recorded a $5.8 billion deposit asset reflected
within other assets on our Consolidated Balance Sheets as of December 31, 2020.
For additional information, see Note 9.

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Our amounts recoverable from reinsurers represent receivables from and reserves
ceded to reinsurers. As of December 31, 2020, 85%, or $14.1 billion, of our
total reinsurance recoverable was secured by collateral for our benefit. Of this
amount, $13.8 billion was held by reinsurers in reserve credit trusts (such
reserve credit trusts are held by non-affiliated reinsurers; therefore, they are
not reflected on our Consolidated Balance Sheets), $1.9 billion was reflected as
funds withheld reinsurance liabilities on our Consolidated Balance Sheets as of
December 31, 2020, although only $151 million can be utilized as collateral due
to excess funds withheld above the reinsurance recoverable from our reinsurers,
and $151 million was secured by LOCs for which we are the beneficiary, an
off-balance sheet arrangement.

We regularly evaluate the financial condition of our reinsurers and monitor
concentration risk with our largest reinsurers at least annually. We monitor all
of our existing reinsurers' financial strength ratings on a monthly basis. We
also monitor our reinsurers' financial health, trends and commitment to the
reinsurance business, statutory surplus, RBC levels, statutory earnings and
fluctuations, current claims payment aging and our reinsurers' own reinsurers.
In addition, we present at least annually information regarding our reinsurance
exposures to the Finance Committee of our Board of Directors. For more
discussion of our counterparty risk with our reinsurers, see "Part I - Item 1A.
Risk Factors - Operational Matters - We face risks of non-collectability of
reinsurance and increased reinsurance rates, which could materially affect our
results of operations."

Under certain indemnity reinsurance agreements, two of our insurance
subsidiaries, LNL and LLANY, provide 100% indemnity reinsurance for the business
assumed; however, the third-party insurer, or the "cedent," remains primarily
liable on the underlying insurance business. These indemnity reinsurance
arrangements require that our subsidiary, as the reinsurer, maintain certain
insurer financial strength ratings and capital ratios. If these ratings or
capital ratios are not maintained, depending upon the reinsurance agreement, the
cedent may recapture the business, or require us to place assets in trust or
provide LOCs at least equal to the relevant statutory reserves. Under the LNL
reinsurance arrangement, we held approximately $2.9 billion of statutory
reserves as of December 31, 2020. LNL must maintain an A.M. Best financial
strength rating of at least B++, an S&P financial strength rating of at least
BBB- and a Moody's financial strength rating of at least Baa3. This arrangement
may require LNL to place assets in trust equal to the relevant statutory
reserves. Under LLANY's largest indemnity reinsurance arrangement, we held
approximately $1.2 billion of statutory reserves as of December 31, 2020. LLANY
must maintain an A.M. Best financial strength rating of at least B+, an S&P
financial strength rating of at least BB+ and a Moody's financial strength
rating of at least Ba1, as well as maintain an RBC ratio of at least 160% or an
S&P capital adequacy ratio of 100%, or the cedent may recapture the business.
Under two other LLANY arrangements, by which we established $672 million of
statutory reserves as of December 31, 2020, LLANY must maintain an A.M. Best
financial strength rating of at least B++, an S&P financial strength rating of
at least BBB- and a Moody's financial strength rating of at least Baa3. One of
these arrangements also requires LLANY to maintain an RBC ratio of at least 185%
or an S&P capital adequacy ratio of 115%. Each of these arrangements may require
LLANY to place assets in trust equal to the relevant statutory reserves. See
"Item 1. Business - Financial Strength Ratings" for a description of our
financial strength ratings.

For more information about reinsurance, see Notes 9 and 14 and "Review of
Consolidated Financial Condition - Liquidity and Capital Resources - Sources of
Liquidity and Cash Flow - Insurance Subsidiaries' Statutory Capital and Surplus"
below.

For factors that could cause actual results to differ materially from those set
forth in this section, see "Part I - Item 1A. Risk Factors" and "Forward-Looking
Statements - Cautionary Language" above.

                   REVIEW OF CONSOLIDATED FINANCIAL CONDITION

                        Liquidity and Capital Resources

Overview

Liquidity refers to the ability of an enterprise to generate adequate amounts of
cash from its normal operations to meet cash requirements with a prudent margin
of safety. Our principal sources of cash flow from operating activities are
insurance premiums and fees and investment income, while sources of cash flows
from investing activities result from maturities and sales of investments. Our
operating activities provided (used) cash of $534 million, $(2.7) billion and
$1.9 billion in 2020, 2019 and 2018, respectively. When considering our
liquidity and cash flow, it is important to distinguish between the needs of our
insurance subsidiaries and the needs of the holding company, LNC. As a holding
company with no operations of its own, LNC is largely dependent upon the
dividend capacity of its insurance subsidiaries as well as their ability to
advance or repay funds to it through inter-company borrowing arrangements, which
may be affected by factors influencing the insurance subsidiaries' RBC and
statutory earnings performance. The sources of liquidity and cash flow of the
holding company are principally comprised of dividends and interest payments
from subsidiaries, augmented by holding company short-term investments, bank
lines of credit and the ongoing availability of long-term public financing under
an SEC-filed shelf registration statement. These sources of liquidity and cash
flow support the general corporate needs of the holding company, including its
common stock dividends, interest and debt service, funding of callable
securities, securities repurchases, acquisitions and investment in core
businesses.

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Disruptions, uncertainty or volatility in the capital and credit markets,
including any current or future impacts related to the COVID-19 pandemic, may
materially affect our business operations and results of operations. These poor
market conditions may reduce our insurance subsidiaries' statutory surplus and
RBC requiring them to retain more capital and may pressure their ability to pay
dividends to LNC, which may lead us to take steps to preserve or raise
additional capital. We monitor and adjust our liquidity and capital plans in
light of market conditions, as well as changing needs and opportunities.
Available liquidity consists of cash and invested cash, excluding cash held as
collateral, and certain short-term investments that can be readily converted
into cash. As of December 31, 2020, the holding company had available liquidity
of $754 million, which includes amounts related to the pre-funding of our $300
million senior notes due 2022. Based on the sources of liquidity and cash flow
available to us as discussed below, we currently expect to be able to meet the
holding company's ongoing cash needs and to have sufficient capital to offer
downside protection. For factors that could cause actual results to differ
materially from those set forth in this section and that could affect our
expectations for liquidity and capital, see "Part I - Item 1A. Risk Factors" and
"Forward-Looking Statements - Cautionary Language" above. For a discussion of
the expected and potential impacts of the COVID-19 pandemic, see "Introduction -
Executive Summary" above and "Part I - Item 1A. Risk Factors - Market Conditions
- The impacts of the COVID-19 pandemic have adversely affected and are expected
to continue to adversely affect our business and results of operations, and the
future impacts of the COVID-19 pandemic on the company's business, results of
operations and financial condition remain uncertain."

Sources of Liquidity and Cash Flow



Details underlying the primary sources of our holding company cash flows (in
millions) were as follows:

                                       For the Years Ended December 31,
                                      2020         2019           2018
Dividends from Subsidiaries
The Lincoln National Life Insurance
Company                             $     660    $     600    $         910
First Penn-Pacific                          -            -               15
Lincoln Investment Management
Company                                    25           30               25
Lincoln National Management
Corporation                                 5            5                -
Lincoln National Reinsurance
Company (Barbados) Limited                150          195               75

Total dividends from subsidiaries $ 840 $ 830 $ 1,025



Loan Repayments and Interest from
Subsidiaries
Interest on inter-company notes     $     123    $     132    $         145

Other Cash Flow Items
Amounts received from (paid for
taxes on)
stock option exercises and
restricted stock, net               $      (2 )  $     (10 )  $           2


The table above focuses on significant and recurring cash flow items and
excludes the effects of certain financing activities, namely the periodic
issuance and retirement of debt and cash flows related to our inter-company cash
management program (discussed below). Taxes have been eliminated from the
analysis due to a tax sharing agreement among our primary subsidiaries resulting
in a modest effect on net cash flows at the holding company. Also excluded from
this analysis is the modest amount of investment income on short-term
investments of the holding company. See "Part IV - Item 15(a)(2) Financial
Statement Schedules - Schedule II - Condensed Financial Information of
Registrant" for the parent company cash flow statement.

Restrictions on Subsidiaries' Dividends and Other Payments



We are a holding company that transacts substantially all of our business
directly and indirectly through subsidiaries. Our primary assets are the stock
of our operating subsidiaries. Our ability to meet our obligations on our
outstanding debt and to pay dividends and our general and administrative
expenses depends on the surplus and earnings of our subsidiaries and the ability
of our subsidiaries to pay dividends or to advance or repay funds to us.

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Our insurance subsidiaries are subject to certain insurance department
regulatory restrictions as to the transfer of funds and payment of dividends to
the holding company. Under Indiana laws and regulations, our Indiana insurance
subsidiaries, including our primary insurance subsidiary, The Lincoln National
Life Insurance Company ("LNL"), may pay dividends to LNC without prior approval
of the Indiana Insurance Commissioner (the "Commissioner") only from unassigned
surplus or must receive prior approval of the Commissioner to pay a dividend if
such dividend, along with all other dividends paid within the preceding 12
consecutive months, would exceed the statutory limitation. The current statutory
limitation is the greater of 10% of the insurer's contract holders' surplus, as
shown on its last annual statement on file with the Commissioner or the
insurer's statutory net gain from operations for the previous 12 months, but in
no event to exceed statutory unassigned surplus. Indiana law gives the
Commissioner broad discretion to disapprove requests for dividends in excess of
these limits. LNL's subsidiaries, the Lincoln Life & Annuity Company of New York
("LLANY"), a New York-domiciled insurance company, and LLACB, a New
Hampshire-domiciled insurance company, are bound by similar restrictions, under
New York law and New Hampshire law, respectively. Under both New York and New
Hampshire law, the applicable statutory limitation on dividends is equal to the
lesser of 10% of surplus to contract holders as of the end of the immediately
preceding calendar year or net gain from operations for the immediately
preceding calendar year, not including realized capital gains.

Indiana law also provides that following the payment of any dividend, the
insurer's contract holders' surplus must be reasonable in relation to its
outstanding liabilities and adequate for its financial needs, and permits the
Commissioner to bring an action to rescind a dividend that violates these
standards. In the event the Commissioner determines that the contract holders'
surplus of one subsidiary is inadequate, the Commissioner could use his or her
broad discretionary authority to seek to require us to apply payments received
from another subsidiary for the benefit of that insurance subsidiary.

We expect our direct domestic insurance subsidiaries could pay dividends to LNC
of approximately $865 million in 2021 without prior approval from the respective
state commissioners. The amount of surplus that our insurance subsidiaries could
pay as dividends is constrained by the amount of surplus we hold to maintain our
ratings, to provide an additional layer of margin for risk protection and for
future investment in our businesses.

We maintain an investment portfolio of various holdings, types and maturities.
These investments are subject to general credit, liquidity, market and interest
rate risks. An extended disruption in the credit and capital markets could
adversely affect LNC and its subsidiaries' ability to access sources of
liquidity, and there can be no assurance that additional financing will be
available to us on favorable terms, or at all, in the current market
environment. In addition, further impairment could reduce our statutory surplus,
leading to lower RBC ratios and potentially reducing future dividend capacity
from our insurance subsidiaries.

Insurance Subsidiaries' Statutory Capital and Surplus



Our insurance subsidiaries must maintain certain regulatory capital levels. We
utilize the RBC ratio as a primary measure of the capital adequacy of our
insurance subsidiaries. The RBC ratio is an important factor in the
determination of the credit and financial strength ratings of LNC and its
subsidiaries, as a reduction in our insurance subsidiaries' surplus may affect
their RBC ratios and dividend-paying capacity. For a discussion of RBC ratios,
see "Part I - Item 1. Business - Regulatory - Insurance Regulation - Risk-Based
Capital."

Our regulatory capital levels are also affected by statutory accounting rules,
which are subject to change by each applicable insurance regulator. Our term
products and UL products containing secondary guarantees require reserves
calculated pursuant to XXX and AG38, respectively. Our insurance subsidiaries
employ strategies to reduce the strain caused by XXX and AG38 by reinsuring the
business to reinsurance captives. Our captive reinsurance and reinsurance
subsidiaries provide a mechanism for financing a portion of the excess reserve
amounts in a more efficient manner. We use long-dated LOCs and debt financing as
well as other financing strategies to finance those reserves. Included in the
LOCs issued as of December 31, 2020, was approximately $2.1 billion of
long-dated LOCs issued to support inter-company reinsurance arrangements for UL
products containing secondary guarantees ($201 million will expire in 2024 and
$1.9 billion relates to arrangements that will expire by 2031). For information
on the LOCs, see the credit facilities table in Note 13. Our captive reinsurance
and reinsurance subsidiaries have also issued long-term notes of $3.6 billion to
finance a portion of the excess reserves as of December 31, 2020; of this
amount, $2.6 billion involve exposure to VIEs. For information on these
long-term notes issued by our captive reinsurance and reinsurance subsidiaries,
see Note 4. We have also used the proceeds from senior note issuances of $875
million to execute long-term structured solutions primarily supporting
reinsurance of UL products containing secondary guarantees. LOCs and related
capital market solutions lower the capital effect of term products and UL
products containing secondary guarantees.

Our captive reinsurance and reinsurance subsidiaries free up capital the
insurance subsidiaries can use for any number of purposes, including paying
dividends to the holding company. The NAIC's adoption of the Valuation Manual
that defines a principles-based reserving framework for newly issued life
insurance policies was effective January 1, 2017. We adopted the framework for
our newly issued term business in 2017 and phased in the framework through
January 1, 2020, for all other newly issued life insurance products. We continue
to analyze the effects of principles-based reserving on the use of captive
reinsurance and reinsurance subsidiaries and third-party reinsurance for reserve
financing transactions for our life insurance business. For more information on
the NAIC's adoption of principles-based reserving, see "Part I - Item 1.
Business - Regulatory - Insurance Regulation."

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Statutory reserves established for variable annuity contracts and riders are
sensitive to changes in the equity markets and interest rates, and are affected
by the level of account values relative to the level of any guarantees, product
design and reinsurance arrangements. As a result, the relationship between
reserve changes and equity market performance is non-linear during any given
reporting period. Market conditions greatly influence the ultimate capital
required due to its effect on the valuation of reserves and derivative assets
hedging these reserves. We also utilize inter-company reinsurance arrangements
to manage our hedge program for variable annuity guarantees.

Changes in equity markets may also affect the capital position of our insurance
subsidiaries. We may decide to reallocate available capital among our insurance
subsidiaries, including our captive reinsurance subsidiaries, which would result
in different RBC ratios for our insurance subsidiaries. In addition, changes in
the equity markets can affect the value of our variable annuity and variable
universal life insurance separate accounts. When the market value of our
separate account assets increases, the statutory surplus within our insurance
subsidiaries also increases. Contrarily, when the market value of our separate
account assets decreases, the statutory surplus within our insurance
subsidiaries may also decrease, which may affect RBC ratios, and in the case of
our separate account assets becoming less than the related product liabilities,
we must allocate additional capital to fund the difference.

We continue to analyze the use of our existing captive reinsurance structures,
as well as additional third-party reinsurance arrangements, and our current
hedging strategies relative to managing the effects of equity markets and
interest rates on the statutory reserves, statutory capital and the dividend
capacity of our life insurance subsidiaries.

Financing Activities

Although our subsidiaries currently generate adequate cash flow to meet the needs of our normal operations, periodically we may issue debt or equity securities to maintain ratings and increase liquidity, as well as to fund internal growth, acquisitions and the retirement of our debt and equity securities.



We currently have an effective shelf registration statement, which allows us to
issue, in unlimited amounts, securities, including debt securities, preferred
stock, common stock, warrants, stock purchase contracts, stock purchase units
and depository shares.

Details underlying debt and financing activities (in millions) for the year ended December 31, 2020, were as follows:



                                                        Maturities,       Change
                                                         Repayments       in Fair
                            Beginning                       and            Value            Other        Ending
                             Balance      Issuance      Refinancing       Hedges       Changes (1)       Balance
Short-Term Debt
Current maturities of
long-term debt             $       300   $        -         $   (300 )   $       -        $       -     $       -

Long-Term Debt
Senior notes               $     4,610   $      800         $   (296 )   $     117        $      (6 )   $   5,225
Bank borrowings                    250          500             (500 )           -               (1 )         249
Capital securities (2)           1,207            -                -             -                1         1,208
Total long-term debt       $     6,067   $    1,300         $   (796 )   $     117        $      (6 )   $   6,682

(1)Includes the non-cash reclassification of long-term debt to current maturities of long-term debt, accretion (amortization) of discounts and premiums, amortization of debt issuance costs and amortization of adjustments from discontinued hedges, as applicable.

(2)To hedge the variability in rates, we purchased interest rate swaps to lock in a fixed rate of approximately 5% over the remaining terms of the capital securities.



During March 2020, we entered into a $500 million floating-rate loan maturing on
March 30, 2022 (the "2022 Term Loan"). In addition, during March 2020, we
unwound the fair value hedge on our 7.00% senior notes due 2040 and entered into
two fair value hedges on the same notes, which generated capital deployed for
general corporate purposes. During May 2020, we completed the issuance and sale
of $500 million aggregate principal amount of our 3.40% senior notes due 2031
and $300 million aggregate principal amount of our 4.375% senior notes due 2050.
We used the net proceeds from the offering to fund the redemption of our $296
million 4.85% senior notes due 2021 and to repay the 2022 Term Loan. For more
information, see Note 13.

We have not accounted for repurchase agreements, securities lending transactions
or other transactions involving the transfer of financial assets with an
obligation to repurchase the transferred assets as sales. For information about
our collateralized financing transactions on our investments, see "Payables for
Collateral on Investments" in Note 5.

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If current credit ratings or claims-paying ratings were downgraded in the
future, terms in our derivative agreements may be triggered, which could
negatively affect overall liquidity. For the majority of our derivative
counterparties, there is a termination event with respect to LNC if its
long-term senior debt ratings drop below BBB-/Baa3 (S&P/Moody's); or with
respect to LNL if its financial strength ratings drop below BBB-/Baa3
(S&P/Moody's). Our long-term senior debt held a rating of A-/Baa1 (S&P/Moody's)
as of December 31, 2020. In addition, contractual selling agreements with
intermediaries could be negatively affected, which could have an adverse effect
on overall sales of annuities, life insurance and investment products. See "Part
I - Item 1A. Risk Factors - Liquidity and Capital Position - A decrease in the
capital and surplus of our insurance subsidiaries may result in a downgrade to
our credit and insurer financial strength ratings" and "Part I - Item 1A. Risk
Factors - Covenants and Ratings - A downgrade in our financial strength or
credit ratings could limit our ability to market products, increase the number
or value of policies being surrendered and/or hurt our relationships with
creditors" for more information. See "Part I - Item 1. Business - Financial
Strength Ratings" for additional information on our current financial strength
ratings.

Our indicative credit ratings published by the primary rating agencies are set
forth below. Securities are rated at the time of issuance so actual ratings may
differ from the indicative ratings. There may be other rating agencies that also
provide credit ratings, which we do not disclose in our reports.

The long-term credit rating scales of A.M. Best, Fitch, Moody's and S&P are
characterized as follows:



?A.M. Best - aaa to c

?Fitch - AAA to D

?Moody's - Aaa to C

?S&P - AAA to D

As of February 12, 2021, our indicative long-term credit ratings as published by
the principal rating agencies that rate our long-term credit were as follows:

 A.M. Best      Fitch     Moody's      S&P
    a-          BBB+          Baa1          A-
(7th of 22)  (8th of 21)  (8th of 21)   (7th of 22)


The short-term credit rating scales of A.M. Best, Fitch, Moody's and S&P are
characterized as follows:



?A.M. Best - AMB-1+ to AMB-4

?Fitch - F1+ to D

?Moody's - P-1 to NP

?S&P - A-1+ to D


As of February 12, 2021, our indicative short-term credit ratings as published by the principal rating agencies that rate our short-term credit were as follows:

A.M. Best Fitch Moody's S&P


  AMB-1         F2          P-2          A-2
(2nd of 6)  (3rd of 8)   (2nd of 4)   (3rd of 7)


A downgrade of our debt ratings could affect our ability to raise additional
debt with terms and conditions similar to our current debt, and accordingly,
likely increase our cost of capital. In addition, a downgrade of these ratings
could make it more difficult to raise capital to refinance any maturing debt
obligations, to support business growth at our insurance subsidiaries and to
maintain or improve the current financial strength ratings of our principal
insurance subsidiaries described in "Part I - Item 1. Business - Financial
Strength Ratings."

All ratings are on outlook stable. All of our ratings are subject to revision or
withdrawal at any time by the rating agencies, and therefore, no assurance can
be given that we can maintain these ratings. Each rating should be evaluated
independently of any other rating.

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Management monitors the covenants associated with LNC's capital securities.

If


we fail to meet capital adequacy or net income and stockholders' equity levels
(also referred to as "trigger events"), terms in the agreements may be
triggered, which would require us to make interest payments in accordance with
an alternative coupon satisfaction mechanism ("ACSM").  This would generally
require us to use commercially reasonable efforts to pay interest in full on the
capital securities with the net proceeds from sales of our common stock and
warrants to purchase our common stock with an exercise price greater than the
market price.  We would have to utilize the ACSM until the trigger events above
no longer existed.  If we were required to utilize the ACSM and were successful
in selling sufficient shares of common stock or warrants to satisfy the interest
payment, we would dilute the current holders of our common stock. Furthermore,
while a trigger event is occurring and if we do not pay accrued interest in
full, we may not, among other things, pay dividends on or repurchase our capital
stock.  We have not triggered either the net income test or the overall
stockholders' equity test looking forward to the quarters ending March 31, 2021,
and June 30, 2021.  For more information, see "Part I - Item 1A. Risk Factors -
Covenants and Ratings - We will be required to pay interest on our capital
securities with proceeds from the issuance of qualifying securities if we fail
to achieve specified capital adequacy or net income and stockholders' equity
levels, which would dilute the current holders of our common stock."

Alternative Sources of Liquidity

Inter-company Cash Management Program



In order to manage our capital more efficiently, we have an inter-company cash
management program where certain subsidiaries can lend to or borrow from the
holding company to meet short-term borrowing needs. The cash management program
is essentially a series of demand loans between LNC and participating
subsidiaries that reduces overall borrowing costs by allowing LNC and its
subsidiaries to access internal resources instead of incurring third-party
transaction costs. As of December 31, 2020, the holding company had a net
outstanding receivable (payable) of $(254) million from (to) certain
subsidiaries resulting from loans made by subsidiaries in excess of amounts
placed (borrowed) by the holding company and subsidiaries in the inter-company
cash management account. Any change in holding company cash management program
balances is offset by the immediate and equal change in holding company cash and
invested cash. The holding company had an average borrowing balance of $1.0
billion from the cash management program during 2020. The holding company had a
maximum and minimum amount of financing from the cash management program during
2020 of $1.4 billion and $322 million, respectively. Loans under the cash
management program are permitted under applicable insurance laws subject to
certain restrictions. For our Indiana and New Hampshire-domiciled insurance
subsidiaries, the borrowing and lending limit is currently 3% of the insurance
company's admitted assets as of its most recent year end. For our New
York-domiciled insurance subsidiary, it may borrow from LNC less than 2% of its
admitted assets as of its most recent year end but may not lend any amounts to
LNC.

Facility Agreement for Senior Notes Issuance



During August 2020, LNC entered into a facility agreement with a Delaware trust
that gives LNC the right over a 10-year period to issue, from time to time, up
to $500 million of 2.330% senior notes to the trust in exchange for a
corresponding amount of U.S. Treasury securities held by the trust. By agreeing
to purchase the 2.330% senior notes in exchange for U.S. Treasury securities
upon exercise of the issuance right, the trust will provide a source of liquid
assets for the Company. For additional details, see Note 13.

Federal Home Loan Bank



Our primary insurance subsidiary, LNL, is a member of the Federal Home Loan Bank
("FHLB") of Indianapolis ("FHLBI"). Membership allows LNL access to the FHLBI's
financial services, including the ability to obtain loans and to issue funding
agreements as an alternative source of liquidity that are collateralized by
qualifying mortgage-related assets, agency securities or U.S. Treasury
securities. Borrowings under this facility are subject to the FHLBI's discretion
and require the availability of qualifying assets at LNL. As of December 31,
2020, LNL had an estimated maximum borrowing capacity of $7.0 billion under the
FHLBI facility and maximum available borrowing based on qualifying assets of
$4.4 billion. As of December 31, 2020, LNL had outstanding borrowings of $3.1
billion reported within payables for collateral on investments on the
Consolidated Balance Sheets. In October 2020, LLANY became a member of the
Federal Home Loan Bank of New York ("FHLBNY") with an estimated maximum
borrowing capacity of $750 million. Borrowings under this facility are subject
to the FHLBNY's discretion and require the availability of qualifying assets at
LLANY. As of December 31, 2020, there were no outstanding borrowings. For
additional details, see "Payables for Collateral on Investments" in Note 5.

Securities Lending Programs and Repurchase Agreements



Our insurance subsidiaries, by virtue of their general account fixed-income
investment holdings, can access liquidity through securities lending programs
and repurchase agreements. As of December 31, 2020, our insurance subsidiaries
had securities pledged under securities lending agreements with a carrying value
of $115 million. In addition, our insurance subsidiaries had access to $750
million through a committed repurchase agreement. The cash received in our
securities lending programs and repurchase agreements is typically invested in
cash and invested cash or fixed maturity AFS securities. For additional details,
see "Payables for Collateral on Investments" in Note 5.

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Collateral on Derivative Contracts



Our cash flows associated with collateral received from counterparties (when we
are in a net payable position) and posted with counterparties (when we are in a
net receivable position) change as the market value of the underlying derivative
contract changes. The net collateral position depends on changes in interest
rates and equity markets related to the amount of the exposures hedged. As of
December 31, 2020, we were in a net collateral payable position of $1.9 billion
compared to $830 million as of December 31, 2019. During 2020, our net
collateral payable position increased due primarily to decreasing interest rates
that increased the fair values of our associated over-the-counter derivative
investments. In the event of adverse changes in fair value of our derivative
instruments, we may need to post collateral with a counterparty. If we do not
have sufficient high quality securities or cash and invested cash to provide as
collateral, we have committed liquidity sources through facilities that can
provide up to $1.25 billion of additional liquidity to help meet collateral
needs. Access to such facilities is contingent upon interest rates having
achieved certain threshold levels. In addition to these facilities, we have the
facility agreement for senior notes issuance, the FHLB facilities and the
repurchase agreements discussed above as well as the five-year revolving credit
facility discussed in Note 13 to leverage that would be eligible for collateral
posting. For additional information, see "Credit Risk" in Note 6.

Uses of Capital

Our principal uses of cash are to pay policy claims and benefits, operating expenses, commissions and taxes, to purchase new investments, to purchase reinsurance, to fund policy surrenders and withdrawals, to pay dividends to our stockholders, to repurchase our stock and to repay debt.

Return of Capital to Common Stockholders



One of the Company's primary goals is to provide a return to our common
stockholders through share price accretion, dividends and stock repurchases. In
determining dividends, the Board of Directors takes into consideration items
such as current and expected earnings, capital needs, rating agency
considerations and requirements for financial flexibility. On November 3, 2020,
our Board of Directors approved an increase to the quarterly dividend on our
common stock from $0.40 to $0.42 per share. The amount and timing of share
repurchases depends on key capital ratios, rating agency expectations, the
generation of free cash flow and an evaluation of the costs and benefits
associated with alternative uses of capital. Free cash flow for the holding
company generally represents the amount of dividends and interest received from
subsidiaries less interest paid on debt. During the second and third quarters of
2020, we suspended common stock repurchases under our buyback program; however,
we resumed common stock repurchases in the fourth quarter of 2020. We may
repurchase additional shares of common stock during 2021 depending on market
conditions and alternative uses of capital. For more information regarding share
repurchases, see "Item 5. Market for Registrant's Common Equity, Related
Stockholder Matters and Issuer Purchases of Equity Securities - (c) Issuer
Purchases of Equity Securities."

Details underlying this activity (in millions) were as follows:



                                          For the Years Ended December 31,
                                       2020                        2019    

2018


Dividends to common stockholders    $       311                   $  298  $ 

286


Repurchase of common stock                  275                      640    

810


Total cash returned to stockholders $       586                   $  938  $ 

1,096



Number of shares repurchased                4.9                     10.4     13.2


Other Uses of Capital

In addition to the amounts in the table above in "Return of Capital to Common
Stockholders," other uses of holding company cash flow (in millions) were as
follows:

                                            For the Years Ended December 31,
                                         2020                          2019   2018
Debt service (interest paid)         $        277                      $ 288  $ 286
Capital contribution to subsidiaries          518                         50    502
Total                                $        795                      $ 338  $ 788


The above table focuses on significant and recurring cash flow items and
excludes the effects of certain financing activities, namely the periodic
retirement of debt and cash flows related to our inter-company cash management
account. Taxes have been eliminated from the analysis due to a tax sharing
agreement among our primary subsidiaries resulting in a modest effect on net
cash flows at the holding company.

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Contractual Obligations

Details underlying our future estimated cash payments for our contractual obligations (in millions) as of December 31, 2020, were as follows:



                                      Less                             More
                                      Than      1 - 3      3 - 5       Than
                                     1 Year     Years      Years      5 Years      Total
Future contract benefits and other
contract holder
obligations (1)                     $ 23,152   $ 45,371   $ 44,020   $ 391,562   $ 504,105
Short-term and long-term debt (2)          -        800        550       4,981       6,331
Reserve financing and LOC expenses
(3)                                       68        128        109         317         622
Payables for collateral on
investments (4)                        3,245          -          -           -       3,245
Operating leases (5)                      51         89         51          47         238
Finance leases (5)                        62        151         24           4         241
Certain financing arrangements (6)         4         30        190           9         233
Retirement and other plans (7)           110        212        206         484       1,012
Total                               $ 26,692   $ 46,781   $ 45,150   $ 397,404   $ 516,027

(1)Estimates are based on financial projections over 40 years and are not discounted for the time value of money. New business issued or acquired, business ceded or sold, changes to or variances from actuarial assumptions and economic conditions will cause these amounts to change over time, possibly materially. See Note 1 for details of what these liabilities include and represent.

(2)Represents principal amounts of debt only. See Note 13 for additional information.

(3)Estimates are based on the level of capacity we expect to utilize during the life of the LOCs and other reserve financing arrangements. See Note 13 for additional information.

(4)Excludes collateral payable held for derivative investments. See Note 5 for additional information.

(5)See Note 14 for additional information.

(6)Represents certain financing arrangements that did not meet the requirements to be classified as a sale-leaseback arrangement.



(7)Includes anticipated funding for benefit payments for our retirement and
postretirement plans through 2030 and known payments under deferred compensation
arrangements. In addition to these benefit payments, we periodically fund the
employees' defined benefit plans. The majority of contributions and benefit
payments are made by our insurance subsidiaries with little effect on holding
company cash flow. See Note 18 for additional information.

Due to the uncertainty with respect to the timing of future cash flows
associated with our unrecognized tax benefits as of December 31, 2020, we are
unable to make reasonably reliable estimates of the period of cash settlement
with the respective taxing authority. Therefore, $51 million of unrecognized tax
benefits and its associated interest have been excluded from the contractual
obligations table above. See Note 7 for additional information.

Contingencies and Off-Balance Sheet Arrangements





During August 2020, LNC entered into a facility agreement with a Delaware trust
that gives LNC the right over a 10-year period to issue, from time to time, up
to $500 million of 2.330% senior notes to the trust in exchange for a
corresponding amount of U.S. Treasury securities held by the trust. The issuance
right will be exercised automatically in full upon our failure to make certain
payments to the trust, if the failure to pay is not cured within 30 days, or
upon certain bankruptcy events involving LNC. We are also required to exercise
the issuance right in full if our consolidated stockholders' equity (excluding
AOCI) falls below $2.75 billion, subject to adjustment from time to time in
certain cases, and upon certain other events described in the facility
agreement. For more information, see Note 13.

Other than as described above, we do not have any off-balance sheet arrangements
that are reasonably likely to have a material effect on our financial condition,
results of operations, liquidity or capital resources.

                                       98

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Details underlying our contingent commitments (in millions) as of December 31,
2020, were as follows:

                                        Amount of Commitment Expiring per Period          Total
                                      Less Than       1 - 3      3 - 5       After       Amount
                                       1 Year         Years      Years      5 Years     Committed
Credit facilities (1)               $           -   $       -   $  2,250   $   1,944   $     4,194
Investment commitments (2)                  1,665         295        613         281         2,854
Total                               $       1,665   $     295   $  2,863   $   2,225   $     7,048

(1)See Note 13 for additional information.

(2)See Note 5 for additional information.

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