TABLE OF CONTENTS

                                                                                                Page
  Overview                                                                                           57
  COVID-19                                                                                           57
  Outlook                                                                                            59
  Industry Trends                                                                                    61
  Impact of a Low Interest Rate Environment                                                          62
  Results of Operations                                                                              64
  Consolidated Results of Operations                                                                 64
  Segment Results of Operations                                                                      65
  Segment Measures                                                                                   67
  Impact of Foreign Currency Exchange Rates                                                          68
  Accounting Policies & Pronouncements                                                               71
  Application of Critical Accounting Estimates                                                       71
  Adoption of New Accounting Pronouncements                                                          82
  Results of Operations by Segment                                                                   82
  PGIM                                                                                               82
  U.S. Businesses                                                                                    86
  Retirement                                                                                         87
  Group Insurance                                                                                    89
  Individual Annuities                                                                               91
  Individual Life                                                                                    96
  Assurance IQ                                                                                       98
  International Businesses                                                                           99
  Corporate and Other                                                                               103
  Divested and Run-off Businesses                                                                   104
  Closed Block Division                                                                             104
  Income Taxes                                                                                      105

Experience-Rated Contractholder Liabilities, Assets Supporting Experience-Rated Contractholder Liabilities and Other Related Investments


                        106
  Valuation of Assets and Liabilities                                                               108
  General Account Investments                                                                       110
  Liquidity and Capital Resources                                                                   132
  Ratings                                                                                           146
  Contractual Obligations                                                                           148
  Off-Balance Sheet Arrangements                                                                    149
  Risk Management                                                                                   149


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Certain of the statements included in this section constitute forward-looking
statements within the meaning of the U.S. Private Securities Litigation Reform
Act of 1995. Forward-looking statements are made based on management's current
expectations and beliefs concerning future developments and their potential
effects upon Prudential Financial, Inc. and its subsidiaries. Prudential
Financial, Inc.'s actual results may differ, possibly materially, from
expectations or estimates reflected in such forward-looking statements. Certain
important factors that could cause actual results to differ, possibly
materially, from expectations or estimates reflected in such forward-looking
statements can be found in the "Risk Factors" and "Forward-Looking Statements"
sections herein.

Pursuant to the FAST Act Modernization and Simplification of Regulation S-K,
discussions related to the results of operations for the year ended December 31,
2019 in comparison to the year ended December 31, 2018 have been omitted. For
such omitted discussions, refer to Management's Discussion and Analysis of
Financial Condition and Results of Operations ("MD&A") included in the Company's
Annual Report on Form 10-K for the year ended December 31, 2019.

                                    Overview

Our principal operations consist of PGIM (our global investment management
business), our U.S. Businesses (consisting of our U.S. Workplace Solutions, U.S.
Individual Solutions, and Assurance IQ divisions), our International Businesses,
the Closed Block division, and our Corporate and Other operations. The U.S.
Workplace Solutions division consists of our Retirement and Group Insurance
businesses; the U.S. Individual Solutions division consists of our Individual
Annuities and Individual Life businesses; and the Assurance IQ division consists
of our Assurance IQ business, which we acquired in October 2019 (see Note 1 to
the Consolidated Financial Statements for additional information). The Closed
Block division is accounted for as a divested business that is reported
separately from the Divested and Run-off Businesses that are included in
Corporate and Other. Our Corporate and Other operations include corporate items
and initiatives that are not allocated to business segments and businesses that
have been or will be divested or placed in run-off, excluding the Closed Block
division. See "Business-" for a description of our sources of revenue and
details on how our profitability is impacted. In addition, our profitability is
impacted by our ability to effectively deploy capital, utilize our tax capacity
and manage expenses.

Management expects that results in 2021 will continue to benefit from our
differentiated mix of market-leading businesses that complement each other to
provide competitive advantages, earnings diversification and capital benefits
from a balanced risk profile. While challenges exist in the form of a low
interest rate environment (see "Impact of a Low Interest Rate Environment"
below), fee compression in certain of our businesses and other market factors,
including macroeconomic stress and market disruption resulting from the COVID-19
pandemic (see "-COVID-19" below), we expect that our businesses will produce
appropriate returns for the current market environment. We believe we are
well-positioned to tap into market opportunities to meet the evolving needs of
individual customers, workplace clients, and society at large. Our mix of
high-quality protection, retirement and investment management businesses enables
us to offer solutions that cover a broad range of financial needs and to engage
with our clients through multiple channels, including the ability to sell
solutions across a broad socio-economic spectrum through Assurance IQ's digital
platform. We aim to expand our addressable market, build deeper and
longer-lasting relationships with customers and clients, and meaningfully
improve their financial wellness.

In order to further increase our competitive advantage, we are working to
enhance the experience of our customers and the capabilities of our businesses,
which we expect will also help us realize improved margins. In 2019, we launched
programs in pursuit of these objectives that will result in multi-year
investments in technology, systems and employee reskilling, as well as severance
and related charges. The implementation of these programs resulted in
approximately $400 million of costs in 2019, including a charge related to the
Company's Voluntary Separation Program offered to certain eligible U.S.-based
employees whose employment end dates occurred in 2020. Over the course of 2020,
we incurred $194 million of additional implementation costs related to these
programs, resulting in cumulative implementation costs of approximately $594
million as of December 31, 2020.

Over the next several years, we also expect to see significant expense efficiencies. The impact to the Company's 2020 results from these programs was a benefit of $216 million and, as of December 31, 2020, we have achieved approximately $400 million in run-rate cost savings, which we expect will accumulate to approximately $750 million by the end of 2023.

COVID-19



Beginning in the first quarter of 2020, the outbreak of COVID-19 created extreme
stress and disruption in the global economy and financial markets and elevated
mortality and morbidity experience for the global population. These events
impacted our results of operations throughout 2020 and are expected to impact
our results of operations in 2021. The Company
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has taken several measures to manage the impacts of this crisis. The actual and
expected impacts of these events and other items are set forth below:

•Liquidity. As of December 31, 2020, we had $5.6 billion in highly liquid assets
at Prudential Financial. Since the beginning of 2020, we took several steps to
proactively manage liquidity, including refinancing $1.3 billion of junior
subordinated debt to reduce our financing costs, entering into a $1.5 billion
facility agreement with a Delaware trust to increase our alternative sources of
liquidity and issuing $1.5 billion in senior debt in part to pre-fund 2020 and
2021 maturities. We suspended Common Stock repurchases beginning April 1, 2020
under our existing repurchase authorization, after repurchasing $500 million of
shares of Prudential Financial's Common Stock in the first quarter of 2020. We
did not resume share repurchases in 2020 as the duration and severity of the
pandemic and its effect on the economy remained uncertain. On February 4, 2021,
we announced that our Board of Directors has authorized the repurchase of up to
$1.5 billion of our outstanding Common Stock during the period from January 1,
2021 through December 31, 2021. The impact of COVID-19 and related market
dislocations could further strain our existing liquidity and cause us to
increase the use of our alternative sources of liquidity, which could result in
increased financial leverage on our balance sheet and negatively impact our
credit and financial strength ratings or ratings outlooks. See "-Liquidity and
Capital Resources-Liquidity" for a discussion of our liquidity.
•Capital Resources. As of December 31, 2020, all of our significant insurance
subsidiaries maintained capital levels consistent with their ratings targets;
however, market conditions could negatively impact the statutory capital of our
insurance companies and constrain our overall capital flexibility, including as
a result of credit migration and losses in our investment portfolio, as
discussed below. Adverse market conditions could require us to take additional
management actions for our insurance subsidiaries to maintain capital consistent
with their ratings objectives, which may include redeploying financial resources
from internal sources, or using available external sources of capital or seeking
additional sources. See "-Liquidity and Capital Resources-Capital" for a
discussion of our capital resources.

•Investment Portfolio. Net unrealized gains (losses) on fixed maturity
investments (excluding securities classified as trading) were a net unrealized
gain of $58,928 million as of December 31, 2020, compared to a net unrealized
gain of $44,891 million as of December 31, 2019. Gross unrealized gains
increased from $46,206 million as of December 31, 2019 to $59,980 million as of
December 31, 2020, and gross unrealized losses decreased from $1,315 million to
$980 million for the same period. The increase in gross unrealized gains and the
decrease in gross unrealized losses was primarily due to a decrease in U.S.
interest rates. The continued impact of COVID-19 on the global economy and
corporate credit may continue to result in negative credit migration and
possible losses in our investment portfolio. Due to the highly uncertain nature
of these conditions, it is not possible to estimate the overall impacts at this
time. The sectors most impacted by the COVID-19 crisis include energy, consumer
cyclical and retail related investments (see "-General Account Investments" for
additional information). During 2020, approximately 1.4% of total invested
assets were modified to allow for limited forbearance. Under the terms of
forbearance, the borrower is allowed to defer a portion of current year
principal and/or interest payments for a short period (e.g., 6 months). These
deferrals accrue additional interest and do not have a material impact on our
investment value.

•Underwriting Results. In 2020, we estimate that COVID-19 had a net negative
impact on our underwriting results, reflecting unfavorable mortality impacts in
our Group Insurance and Individual Life businesses, partially offset by
favorable mortality impacts in our Retirement business. Going forward, we
estimate that our net underwriting results will be adversely impacted by
approximately $85 million for every incremental 100,000 fatalities in the United
States; however, the ultimate impact on our underwriting results will depend on
factors such as: an insured's age; geographic concentration; insured versus
uninsured populations among the fatalities; the transmissibility and virulence
of the virus, including the potential of further mutation; and the speed and
efficacy of the vaccine rollout. In addition, see "-Results of Operations by
Segment" for a discussion of mortality experience in each of our segments, where
applicable.

•Expenses. We experienced higher expenses of approximately $150 million in 2020
from costs associated with COVID-19, primarily related to agent compensation, as
well as technology and third-party vendor capabilities related to remote work
functionality and protecting our employees' health. However, we also experienced
cost savings associated with COVID-19 of approximately $110 million in 2020,
primarily from lower travel and entertainment costs.

We have provided a number of customer accommodations in response to the COVID-19
pandemic, including extending grace periods for premium payments, expediting
claim payments and withdrawal requests, waiving certain claims payment
requirements, waiving certain transaction fees, waiving interest on policy loans
and wiring funds at the Company's expense.

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•Business Continuity. One of the main impacts of the COVID-19 pandemic has been
executing our business continuity protocols to ensure our employees are safe and
able to serve our customers. This included effectively transitioning the vast
majority of our employees to remote work arrangements.

We believe all of our businesses can sustain remote work and social distancing
for an indefinite period while ensuring that critical business operations are
sustained. In addition, we are managing COVID-19-related impacts on third-party
provided services, and do not anticipate significant interruption in critical
operations.

In addition to the considerations disclosed above, other COVID-19 related impacts are discussed in the following sections of this document:

•Business Outlooks. See "-Outlook" for a discussion of specific outlook considerations for each of our businesses, including impacts related to COVID-19.

•Results of Operations by Segment. See "-Results of Operations by Segment" for a discussion of COVID-19 impacts on segment results, where applicable.

•Sales and Flows. See "-Segment Results of Operations" for a discussion of sales and flows in each of our segments.

•Risk Management. See "-Risk Management-COVID-19" for a discussion of our risk management framework and its incorporation of pandemic stress scenarios.

•Risk Factors. See "Risk Factors" for a discussion of the risks to our businesses posed by the COVID-19 pandemic.

•CARES Act and Other Regulatory Developments. See "Business-Regulation-Regulatory Response to the COVID-19 Pandemic" for additional information.

Outlook



We feel confident about our prospects for the future based on the foundation of
our integrated and complementary businesses. We plan to continue our
transformation by executing on our cost savings plan and taking additional steps
to increase our growth potential and reduce our market sensitivity.
Specifically, we plan to reallocate capital across the businesses with the
intention of doubling the earnings contribution from our higher-growth
businesses and reducing the earnings contribution from our Individual Annuities
business.

Specific outlook considerations for each of our businesses include the following:



•PGIM. Our global investment management business, PGIM, is focused on
maintaining strong investment performance while leveraging the scale of its
approximately $1.499 trillion of assets under management through its distinctive
multi-manager model. In addition to providing solutions for its third-party
clients, PGIM provides our U.S. and International Businesses with a competitive
advantage through its investment expertise across a broad array of asset
classes. Despite the impact of the COVID-19 pandemic, PGIM has experienced
favorable equity market and credit conditions, strong performance, continued
positive flows across both institutional and retail investors, gains from our
seed capital and co-investments and increased levels of production and
profitability from the agency business demonstrating the counter cyclical nature
of the business. There remain risks to earnings across the asset management
industry, including PGIM, if economic conditions remain unstable, markets
decline or credit spreads widen. An economic downturn could also have impacts on
real estate prices as well as transaction volumes in certain private asset
classes. Adverse changes in market conditions could lead to lower fee-based
revenues, incentive fees taking longer to be realized and losses emerging in our
co- and seed investment portfolio. We believe PGIM's uniquely diversified global
platform is well positioned to be resilient in the face of market and industry
headwinds. Underpinning our growth strategy is our ability to continue to
deliver robust investment performance, and to attract and retain high-caliber
investment talent.

U.S. Businesses:

•U.S. Workplace Solutions. In our Retirement business, we continue to provide
products that respond to the needs of plan sponsors to manage risk and control
their benefit costs while ensuring we maintain appropriate pricing and return
expectations under changing market conditions. In our full service business, we
have experienced strong deposits and sales in recent years and, while we foresee
the continuation of spread and fee compression, we believe
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these are manageable headwinds. During 2020, account values in our full-service
business were impacted by the CARES Act, which provided qualified individuals
the ability to withdraw from defined contribution plans and individual
retirement accounts up to $100,000 penalty-free, with the withdrawal taxed over
a three-year period (unless otherwise elected by the individual). We expect the
impact on account values of the withdrawals made in 2020 to continue into 2021.
In our pension risk transfer business, we expect our differentiated capabilities
and demonstrated execution to drive our business momentum in the face of
increasing competition while we maintain appropriate pricing and return
expectations under changing market conditions. We expect, however, that growth
will not be linear given the episodic nature of larger cases. Given that many of
the products in our institutional investment products business assume longevity
risk, elevated levels of mortality resulting from COVID-19 may continue to
contribute to a higher level of underwriting gains in this business. In our
Group Insurance business, we continue to focus on expanding our Premier market
segment and affinity relations, while maintaining a leadership position in the
National segment. However, we expect COVID-19 to continue to contribute to
elevated levels of mortality resulting in increased life insurance claims in the
near-term. In addition, we expect elevated unemployment to drive increased
disability claims in this business. Market conditions may also continue to
impact sales volumes and the utilization of workplace benefits across our
Workplace Solutions businesses.

•U.S. Individual Solutions. Our Individual Annuities business remains focused on
helping its customers meet their investment and retirement needs. During 2020,
we took actions to pivot to less interest rate-sensitive products and ensure we
realize appropriate returns for the current economic environment, including the
decision to discontinue sales of traditional variable annuities with guaranteed
living benefits after December 31, 2020. We expect to continue to shift our
focus to products that provide protected outcomes for our customers through
simpler, technology-enabled channels and that deliver shareholder value across a
wide range of economic environments. We also expect account values, fee income,
and spread income to continue to be impacted by market conditions. Our
Individual Life business continues to focus on making life insurance solutions
more available to consumers and financial professionals, including building
omnichannel distribution capabilities enabled by digital platforms. During 2020,
we also took pricing and product actions to ensure we realize appropriate
returns for the current economic environment and to diversify our product mix to
further limit our sensitivity to interest rates, including the suspension of our
single life guaranteed universal life product. We expect COVID-19 to continue to
contribute to elevated levels of mortality, resulting in increased life
insurance claims in the near-term. Across our Individual Solutions businesses,
mandated social distancing has limited in-person engagement between customers
and financial professionals. We have taken actions to expand our digital
capabilities, which has mitigated the impact of these limitations; however,
collectively, we expect the product actions we have taken along with the
constrained distribution environment to adversely impact our sales prospects in
the near-term.

•Assurance IQ. Assurance IQ leverages data science and technology to distribute
Medicare, health, life, property and casualty, and personal finance products
directly to retail customers, primarily through its digital and independent
agent channels. Assurance uses an open architecture platform, and the products
it currently distributes are predominantly offered by third-parties. We expect
that Assurance IQ will contribute to the growth of our U.S. Businesses and has
the potential to enhance the growth of our International Businesses over time.
We expect the impacts of COVID-19 on our Assurance IQ business to be limited as
the business does not have direct exposure to capital market conditions or
mortality; however, consumer financial hardships and uncertainty created by the
current economic conditions could negatively impact persistency and expected
sales levels. In addition, during 2020 we experienced headwinds related to
adapting components of the Assurance IQ distribution model to the remote work
environment caused by COVID-19; however, we expect to mitigate these headwinds
going forward through continued operational enhancements.

•International Businesses. Our International Businesses remain focused on
meeting customers' protection and financial needs as well as maintaining the
underlying strength of our distribution channels. We continue to strengthen our
position in Japan and seek to expand our footprint in select high-growth
emerging markets. We continue to invest in our existing businesses and regularly
assess acquisition opportunities to build scale, complement our businesses, and
support our long-term growth aspirations. We also regularly evaluate strategic
options for our businesses as part of ensuring their alignment with our broader
business goals and strategic vision, and in 2020 we sold our life insurance
operations in Korea and entered into an agreement to sell our life insurance
operations in Taiwan. For additional information on our strategic acquisitions
and dispositions, see "-Results of Operations by Segment-International Insurance
Division-International Insurance" below.

In 2020, we saw a slightly elevated level of claims due to COVID-19 and
increased expenses from supporting our captive agents. Sales throughout 2020
were impacted by the global implementation of social distancing protocols that
limited in-person engagement between customers and advisors within both our
captive agent and third-party distribution channels; however, our distribution
channels adapted quickly to employ virtual tools to adjust to these
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limitations. In January 2021, Japan declared its second state of emergency
regarding COVID-19, which again installed social distancing protocols, although
less restrictive than the first time. While the current state of emergency in
Japan is not countrywide and is more focused on social activities, further
tightening of COVID-19 restrictions on personal interactions either in Japan or
in other markets is possible and, depending on the specific circumstances and
geographies impacted, could adversely impact our sales prospects for a period of
time. We believe our needs-based selling and death protection focus are even
more valuable to consumers based on the global experience of COVID-19 and will
help support the continued growth of our businesses.

Industry Trends

Our U.S. and International Businesses are impacted by financial markets, economic conditions, regulatory oversight, and a variety of trends that affect the industries in which we compete.

Financial and Economic Environment:



•U.S. Businesses. As discussed further under "-Impact of a Low Interest Rate
Environment" below, interest rates in the U.S. have experienced a sustained
period of historically low levels, which continue to negatively impact our
investment-related activity, including our investment income returns, net
investment spread results, and portfolio income and reinvestment yields. In
addition, we are subject to financial impacts associated with movements in
equity markets and the evolution of the credit cycle as discussed in "-Segment
Results of Operations" where applicable and more broadly in "Risk Factors".

•International Businesses. While our International Businesses' operations,
especially in Japan, have successfully managed a low interest rate environment
for many years, as discussed under "-Impact of a Low Interest Rate Environment"
below, these low rates continue to negatively impact our investment-related
activity, including our investment income returns, net investment spread
results, and portfolio income and reinvestment yields. The current reinvestment
yields for certain blocks of business are now generally lower than the current
portfolio yields supporting these blocks of business. The continuation of low
interest rates in the U.S., along with their relation to interest rates in
Japan, may impact the relative attractiveness of U.S. dollar-denominated
products compared to yen-denominated products in Japan. In addition, we are
subject to financial impacts associated with movements in foreign currency
rates, particularly the Japanese yen. Fluctuations in the value of the yen can
impact the relative attractiveness to customers of both yen-denominated and
non-yen denominated products. In addition, we are subject to financial impacts
associated with movements in equity markets and the evolution of the credit
cycle as discussed in "-Segment Results of Operations" where applicable and more
broadly in "Risk Factors".

Demographics:

•U.S. Businesses. Customer demographics continue to evolve and new opportunities
present themselves in different consumer segments such as the millennial and
multicultural markets. Consumer expectations and preferences are changing. We
believe existing customers and potential customers are increasingly looking for
cost-effective solutions that they can easily understand and access through
technology-enabled devices. At the same time, income protection, wealth
accumulation and the needs of retiring baby boomers are continuing to shape the
insurance industry. A persistent retirement security gap exists in terms of both
savings and protection. Despite the ongoing phenomenon of the risk and
responsibility of retirement savings shifting from employers to employees,
employers are becoming increasingly focused on the financial wellness of the
individuals they employ.

•International Businesses. Japan has an aging population as well as a large pool
of household assets invested in low-yielding deposit and savings vehicles. The
aging of Japan's population, along with strains on government pension and
healthcare programs, have led to a growing demand for insurance products with a
significant savings element (to meet savings and retirement needs as the
population prepares for retirement) as well as health-related products.

Regulatory Environment. See "Business-Regulation" for a discussion of regulatory developments that may impact the Company and the associated risks.

Competitive Environment. See "Business-" for a discussion of the competitive environment and the basis on which we compete in each of our segments.


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Impact of a Low Interest Rate Environment

As a global financial services company, market interest rates are a key driver
of our results of operations and financial condition. Changes in interest rates
can affect our results of operations and/or our financial condition in several
ways, including favorable or adverse impacts to:
•investment-related activity, including: investment income returns, net interest
margins, net investment spread results, new money rates, mortgage loan
prepayments and bond redemptions;
•hedging costs and other risk mitigation activities;
•insurance reserve levels, market experience true-ups and amortization of both
deferred policy acquisition costs ("DAC") and value of business acquired
("VOBA");
•customer account values, including their impact on fee income;
•fair value of, and possible impairments on, intangible assets such as goodwill;
•product offerings, design features, crediting rates and sales mix; and
•policyholder behavior, including surrender or withdrawal activity.

For more information on interest rate risks, see "Risk Factors-Market Risk".



See below for discussions related to the current interest rate environments in
our two largest markets, the U.S. and Japan; the composition of our insurance
liabilities and policyholder account balances; and the hypothetical impacts to
our investment-related results if these interest rate environments are
sustained.

U.S. Operations excluding the Closed Block Division



Interest rates in the U.S. have experienced a sustained period of historically
low levels with certain benchmarks reaching significant lows. While market
conditions and events make uncertain the timing, amount and impact of any
monetary policy decisions by the Federal Reserve, changes in interest rates may
impact our reinvestment yields, primarily for our investments in fixed maturity
securities and commercial mortgage loans. As interest rates decline, our
reinvestment yield may be below our overall portfolio yield, resulting in an
unfavorable impact to earnings. Conversely, as interest rates rise, our
reinvestment yield may exceed the overall portfolio yield resulting in a
favorable impact to earnings.

For the general account supporting our U.S. Individual Solutions division, U.S.
Workplace Solutions division and our Corporate and Other operations, we estimate
annual principal payments and prepayments that we would be required to reinvest
to be approximately 5.4% of the fixed maturity security and commercial mortgage
loan portfolios through 2022. The portion of the general account attributable to
these operations has approximately $251 billion of such assets (based on net
carrying value) as of December 31, 2020. The average portfolio yield for fixed
maturity securities and commercial mortgage loans is approximately 3.9%, as of
December 31, 2020.

Included in the $251 billion of fixed maturity securities and commercial
mortgage loans are approximately $172 billion that are subject to call or
redemption features at the issuer's option and have a weighted average interest
rate of approximately 4%. Of this $172 billion, approximately 53% contain
provisions for prepayment premiums. If we reinvest scheduled payments or
prepayments (not subject to a prepayment fee) at rates below the current
portfolio yield, including in some cases at rates below those guaranteed under
our insurance contracts, future operating results will be impacted to the extent
we do not, or are unable to, reduce crediting rates on in-force blocks of
business, or effectively utilize other asset/liability management strategies
described below, in order to maintain current net interest margins.

The following table sets forth the insurance liabilities and policyholder
account balances of our U.S. Operations excluding the Closed Block Division, by
type, for the date indicated:
                                                                                       As of
                                                                                 December 31, 2020
                                                                                   (in billions)
Long-duration insurance products with fixed and guaranteed terms               $              154

Contracts with adjustable crediting rates subject to guaranteed minimums

                    62
Participating contracts where investment income risk ultimately accrues to
contractholders                                                                                14
Total                                                                          $              230



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The $154 billion above relates to long-duration products such as group
annuities, structured settlements and other insurance products that have fixed
and guaranteed terms, for which underlying assets may have to be reinvested at
interest rates that are lower than portfolio rates. We seek to mitigate the
impact of a prolonged low interest rate environment on these contracts through
asset/liability management, as discussed further below.

The $62 billion above relates to contracts with crediting rates that may be
adjusted over the life of the contract, subject to guaranteed minimums. Although
we may have the ability to lower crediting rates for those contracts above
guaranteed minimums, our willingness to do so may be limited by competitive
pressures. The following table sets forth the related account values by range of
guaranteed minimum crediting rates and the related range of the difference, in
basis points ("bps"), between rates being credited to contractholders as of
December 31, 2020, and the respective guaranteed minimums.
                                                           Account Values 

with Adjustable Crediting Rates Subject to Guaranteed Minimums:


                                                                                                                             Greater than
                                                                      1-49               50-99             100-150               150
                                                  At                bps above          bps above          bps above           bps above
                                              guaranteed           guaranteed          guaranteed         guaranteed          guaranteed
                                               minimum               minimum            minimum            minimum             minimum             Total
                                                                                           ($ in billions)

Range of Guaranteed Minimum
Crediting Rates:
Less than 1.00%                            $        0.9           $      1.2          $     0.3          $     0.0          $      0.0           $  2.4
1.00% - 1.99%                                       1.4                 15.3                2.7                2.0                 1.2             22.6
2.00% - 2.99%                                       1.3                  0.9                2.0                1.2                 1.3              6.7
3.00% - 4.00%                                      28.1                  0.4                0.1                0.2                 0.2             29.0
Greater than 4.00%                                  0.9                  0.0                0.0                0.0                 0.0              0.9
Total(1)                                   $       32.6           $     17.8          $     5.1          $     3.4          $      2.7           $ 61.6
Percentage of total                                  53   %               29  %               8  %               6  %                4   %          100  %


 __________

(1)Includes approximately $0.56 billion related to contracts that impose a market value adjustment if the invested amount is not held to maturity.



The remaining $14 billion of insurance liabilities and policyholder account
balances in these operations relates to participating contracts for which the
investment income risk is expected to ultimately accrue to contractholders. The
crediting rates for these contracts are periodically adjusted based on the
return earned on the related assets.

Assuming a hypothetical scenario where the average 10-year U.S. Treasury rate is
0.85% (which is reasonably consistent with recent rates) for the period from
January 1, 2021 through December 31, 2021 (and credit spreads remain unchanged
from average levels experienced during the fourth quarter 2020), we estimate
that the unfavorable impact to net investment income of reinvesting activities,
including scheduled maturities and estimated prepayments of fixed maturities and
commercial mortgage and other loans (excluding assets supporting participating
contracts) would be between $120 million and $160 million for the period from
January 1, 2021 through December 31, 2021.

In order to mitigate the unfavorable impact that a low interest rate environment
has on our net interest margins, we employ a proactive asset/liability
management program, which includes strategic asset allocation and hedging
strategies within a disciplined risk management framework. These strategies seek
to match the characteristics of our products, and to closely approximate the
interest rate sensitivity of the assets with the estimated interest rate
sensitivity of the product liabilities. Our asset/liability management program
also helps manage duration gaps, currency and other risks between assets and
liabilities through the use of derivatives. We adjust this dynamic process as
products change, as customer behavior changes and as changes in the market
environment occur. As a result, our asset/liability management process has
permitted us to manage the interest rate risk associated with our products
through several market cycles. Our interest rate exposure is also mitigated by
our business mix, which includes lines of business for which fee-based and
insurance underwriting earnings play a more prominent role in product
profitability. We also regularly examine our product offerings and their
profitability. As a result, we may reprice certain products and discontinue
sales of other products that do not meet our profit expectations.

Closed Block Division
Substantially all of the $61 billion of general account assets in the Closed
Block division support obligations and liabilities relating to the Closed Block
policies only. See Note 15 to the Consolidated Financial Statements for
additional information on the Closed Block.

International Insurance Operations


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While our international insurance operations have experienced a low interest
rate environment for many years, the current reinvestment yields for certain
blocks of business in our international insurance operations are generally lower
than the current portfolio yield supporting these blocks of business. In recent
years, the Bank of Japan's monetary policy has resulted in even lower and, at
times, negative yields for certain tenors of government bonds. Our international
insurance operations employ a proactive asset/liability management program in
order to mitigate, to the extent possible, the unfavorable impact that the
current interest rate environment has on our net interest margins. In
conjunction with this program, we have not purchased negative yielding assets to
support the portfolio and we continue to purchase long-term bonds with tenors of
30 years or greater. Additionally, our diverse product portfolio in terms of
currency mix and premium payment structure allows us to further mitigate the
negative impact from this low interest rate environment. We also regularly
examine our product offerings and their profitability. As a result, we may
reprice certain products, adjust commissions for certain products and
discontinue sales of other products that do not meet our profit expectations.
The impact of these actions and the introduction of certain new products has
resulted in an increase in sales of U.S. dollar-denominated products relative to
products denominated in other currencies. For additional information on sales
within our international insurance operations, see "-International
Businesses-Sales Results," below.

The following table sets forth the insurance liabilities and policyholder
account balances of our Japanese operations, by type, for the date indicated:
                                                                                       As of
                                                                                 December 31, 2020
                                                                                   (in billions)
Insurance products with fixed and guaranteed terms                             $              140

Contracts with a market value adjustment if invested amount is not held to maturity

                                                                                       26

Contracts with adjustable crediting rates subject to guaranteed minimums


                   12
Total                                                                          $              178



The $140 billion is primarily comprised of long-duration insurance products that
have fixed and guaranteed terms, for which underlying assets may have to be
reinvested at interest rates that are lower than current portfolio yields. The
remaining insurance liabilities and policyholder account balances include $26
billion related to contracts that impose a market value adjustment if the
invested amount is not held to maturity and $12 billion related to contracts
with crediting rates that may be adjusted over the life of the contract, subject
to guaranteed minimums. Most of the current crediting rates on these contracts,
however, are at or near contractual minimums. Although we have the ability in
some cases to lower crediting rates for those contracts that are above
guaranteed minimum crediting rates, the majority of this business has interest
crediting rates that are determined by formula.

Assuming a hypothetical scenario where the average 30-year Japanese Government
Bond yield is 0.65% and the 10-year U.S. Treasury rate is 0.85% (which is
reasonably consistent with recent rates) for the period from January 1, 2021
through December 31, 2021 (and credit spreads remain unchanged from average
levels experienced during the fourth quarter 2020), we estimate that the
unfavorable impact to net investment income of reinvesting activities, including
scheduled maturities and estimated prepayments of fixed maturities and
commercial mortgage and other loans (excluding assets supporting participating
contracts) would be between $40 million and $80 million for the period from
January 1, 2021 through December 31, 2021.

                             Results of Operations

Consolidated Results of Operations

The following table summarizes net income (loss) for the periods presented:


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                                                                                     Year ended December 31,
                                                                            2020              2019              2018

                                                                                          (in millions)
Revenues                                                                 $ 57,033          $ 64,807          $ 62,992
Benefits and expenses                                                      57,356            59,722            58,158

Income (loss) before income taxes and equity in earnings of operating joint ventures

                                                     (323)            5,085             4,834
Income tax expense (benefit)                                                  (81)              947               822

Income (loss) before equity in earnings of operating joint ventures

                                                                     (242)            4,138             4,012
Equity in earnings of operating joint ventures, net of taxes                   96               100                76
Net income (loss)                                                            (146)            4,238             4,088
Less: Income attributable to noncontrolling interests                         228                52                14
Net income (loss) attributable to Prudential Financial, Inc.             $  

(374) $ 4,186 $ 4,074

2020 to 2019 Annual Comparison. The $4,560 million decrease in "Net income (loss) attributable to Prudential Financial, Inc." reflected the following notable items:



•$2,801 million unfavorable variance, on a pre-tax basis, from realized
investment gains and losses for Prudential Financial, Inc. excluding Divested
and Run-off Businesses, and excluding the impact of the hedging program
associated with certain variable annuities discussed below (see "General Account
Investments" for additional information);
•$1,444 million unfavorable variance, on a pre-tax basis, from a loss in the
current period from our Divested and Run-off Businesses compared to a gain in
the prior year period (see "Results of Operations by Segment-Divested and
Run-off Businesses" for additional information);
•$707 million unfavorable variance, on a pre-tax basis, from lower adjusted
operating income from our business segments (see "Segment Results of Operations"
for additional information);
•$351 million unfavorable variance, on a pre-tax basis, reflecting the impact
from changes in the value of our embedded derivatives and related hedge
positions, net of DAC and other costs, associated with certain variable
annuities (see "Results of Operations by Segment-U.S. Businesses-U.S. Individual
Solutions Division-Individual Annuities-Risks and Risk Mitigants" for additional
information); and
•$339 million unfavorable variance, on a pre-tax basis, from investment related
activities that are primarily within "Other income (loss)" for PFI excluding our
Divested and Run-off Businesses. These unfavorable impacts were primarily driven
by unrealized gains (losses) from equity securities.

Partially offsetting these decreases in "Net income (loss) attributable to Prudential Financial, Inc." was the following item:

•$1,028 million favorable variance from a lower tax expense.

Segment Results of Operations



We analyze the performance of our segments and Corporate and Other operations
using a measure of segment profitability called adjusted operating income. See
"-Segment Measures" for a discussion of adjusted operating income and its use as
a measure of segment operating performance.

Shown below are the adjusted operating income contributions of each segment and
Corporate and Other operations for the periods indicated and a reconciliation of
this segment measure of performance to "Income (loss) before income taxes and
equity in earnings of operating joint ventures" as presented in the Consolidated
Statements of Operations.
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                                                                                    Year ended December 31,
                                                                             2020              2019             2018
                                                                                         (in millions)

Adjusted operating income before income taxes by segment: PGIM

$   1,262          $   998          $   959
U.S. Businesses:
U.S. Workplace Solutions division:
Retirement                                                                   1,436            1,301            1,049
Group Insurance                                                                (16)             285              229
Total U.S. Workplace Solutions division                                      1,420            1,586            1,278
U.S. Individual Solutions division:
Individual Annuities                                                         1,470            1,843            1,925
Individual Life                                                                (48)              87              223
Total U.S. Individual Solutions division                                     1,422            1,930            2,148
Assurance IQ division(1):
Assurance IQ                                                                   (88)              (9)               0
Total Assurance IQ division                                                    (88)              (9)               0
Total U.S. Businesses                                                        2,754            3,507            3,426
International Businesses(2)                                                  2,952            3,112            3,019
Corporate and Other                                                         (1,824)          (1,766)          (1,283)
Total segment adjusted operating income before income taxes                  5,144            5,851            6,121

Reconciling items: Realized investment gains (losses), net, and related adjustments(3)

                                                              (4,156)            (835)             611
Charges related to realized investment gains (losses), net(4)                 (159)            (123)            (315)
Market experience updates(5)                                                  (640)            (449)               0
Divested and Run-off Businesses(6):
Closed Block division                                                          (24)              36              (62)
Other Divested and Run-off Businesses(2)                                      (629)             755           (1,434)
Other adjustments(7)                                                            51              (47)               0

Equity in earnings of operating joint ventures and earnings attributable to noncontrolling interests(8)

                                     90             (103)             (87)

Consolidated income (loss) before income taxes and equity in earnings of operating joint ventures

                                     $  

(323) $ 5,085 $ 4,834

__________


(1)Assurance IQ was acquired by the Company in October 2019. See Note 1 to the
Consolidated Financial Statements and "-Assurance IQ" for additional
information.
(2)Effective second quarter of 2020, the results of POK and the impact of its
sale are excluded from the International Businesses and are included in the
Divested and Run-off Businesses in Corporate and Other. Effective third quarter
of 2020, the results of POT and the impact of its anticipated sale are excluded
from the International Businesses and are included in the Divested and Run-off
Businesses in Corporate and Other. Prior period amounts have been updated to
conform to current period presentation. See Note 1 to the Consolidated Financial
Statements for additional information.
(3)Represents "Realized investment gains (losses), net," and related
adjustments. See "-General Account Investments" and Note 22 to the Consolidated
Financial Statements for additional information. Prior period amounts have been
updated to conform to current period presentation.
(4)Includes charges that represent the impact of realized investment gains
(losses), net, on the amortization of DAC and other costs, and on changes in
reserves. Also includes charges resulting from payments related to market value
adjustment features of certain of our annuity products and the impact of
realized investment gains (losses), net, on the amortization of Unearned Revenue
Reserves ("URR"). Prior period amounts have been updated to conform to current
period presentation.
(5)Represents the immediate impacts in current period results from changes in
current market conditions on estimates of profitability, which are excluded from
adjusted operating income beginning with the second quarter of 2019. See Note 22
to the Consolidated Financial Statements for additional information. Prior
period amounts have been updated to conform to current period presentation.
(6)Represents the contribution to income (loss) of Divested and Run-off
Businesses that have been or will be sold or exited, including businesses that
have been placed in wind down, but that did not qualify for "discontinued
operations" accounting treatment under U.S. GAAP. See "-Divested and Run-off
Businesses" for additional information.
(7)Represents adjustments not included in the above reconciling items. "Other
adjustments" include certain components of the consideration for the Assurance
IQ acquisition, which are recognized as compensation expense over the requisite
service periods, as well as changes in the fair value of contingent
consideration. See Note 22 to the Consolidated Financial Statements for
additional information.
(8)Equity in earnings of operating joint ventures are included in adjusted
operating income but excluded from "Income (loss) before income taxes and equity
in earnings of operating joint ventures" as they are reflected on an after-tax
U.S. GAAP basis as a separate line in the Consolidated Statements of Operations.
Earnings attributable to noncontrolling interests are excluded from adjusted
operating income but included in "Income (loss) before income taxes and equity
in earnings of operating joint ventures" as they are reflected on a U.S. GAAP
basis as a separate line in the Consolidated Statements of Operations. Earnings
attributable to noncontrolling interests represent the portion of earnings from
consolidated entities that relates to the equity interests of minority
investors.

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Segment results for 2020 presented above reflect the following:

PGIM. Results for 2020 increased in comparison to 2019, primarily reflecting an
increase in asset management fees and other related revenues, partially offset
by higher expenses.

Retirement. Results for 2020 increased in comparison to 2019, including an unfavorable comparative net impact from our annual reviews and update of assumptions and other refinements. Excluding this item, results increased primarily driven by higher reserve gains and lower expenses.

Group Insurance. Results for 2020 decreased in comparison to 2019, primarily reflecting less favorable underwriting results in our group life and group disability businesses, and lower net investment spread results.

Individual Annuities. Results for 2020 decreased in comparison to 2019, including an unfavorable comparative net impact from our annual reviews and update of assumptions and other refinements. Excluding this item, results decreased primarily driven by lower fee income, net of distribution expenses and other associated costs.



Individual Life. Results for 2020 decreased in comparison to 2019, including a
favorable comparative net impact from our annual reviews and update of
assumptions and other refinements. Excluding this item, results decreased
primarily reflecting lower underwriting results, and a change in business
practice related to the level of premiums collected on certain policies that
resulted in reserve refinements.

Assurance IQ. Results for 2020 were $(88) million in our first full year of reporting since our acquisition of the business in October 2019. The loss reflects net revenues that were more than offset by operating expenses as well as amortization expenses related to intangible assets recognized as part of purchase accounting (see Note 1 and Note 10 to the Consolidated Financial Statements for additional information).



International Businesses. Results for 2020 decreased in comparison to 2019,
inclusive of unfavorable net impacts from foreign currency exchange rates and
unfavorable comparative net impacts from our annual reviews and update of
assumptions and other refinements. Excluding these items, results decreased
primarily reflecting lower net investment spread results and lower earnings from
our joint venture investments, partially offset by favorable underwriting
results including business growth.

Corporate and Other. Results for 2020 reflected increased losses in comparison
to 2019, primarily driven by lower investment income and higher interest expense
on debt, partially offset by lower charges related to corporate costs and
initiatives, as well as favorable pension and employee benefit results.

Closed Block Division. Results for 2020 decreased in comparison to 2019, primarily driven by lower net investment activity results, partially offset by a decrease in the policyholder dividend obligation.

Segment Measures



Adjusted Operating Income. In managing our business, we analyze our segments'
operating performance using "adjusted operating income." Adjusted operating
income does not equate to "Income (loss) before income taxes and equity in
earnings of operating joint ventures" or "Net income (loss)" as determined in
accordance with U.S. GAAP, but is the measure of segment profit or loss we use
to evaluate segment performance and allocate resources, and consistent with
authoritative guidance, is our measure of segment performance. The adjustments
to derive adjusted operating income are important to an understanding of our
overall results of operations. Adjusted operating income is not a substitute for
income determined in accordance with U.S. GAAP, and our definition of adjusted
operating income may differ from that used by other companies; however, we
believe that the presentation of adjusted operating income as we measure it for
management purposes enhances the understanding of our results of operations by
highlighting the results from ongoing operations and the underlying
profitability of our businesses. See Note 22 to the Consolidated Financial
Statements for additional information on the presentation of segment results and
our definition of adjusted operating income.

Annualized New Business Premiums. In managing our Individual Life, Group
Insurance and International Businesses, we analyze annualized new business
premiums, which do not correspond to revenues under U.S. GAAP. Annualized new
business premiums measure the current sales performance of the business, while
revenues primarily reflect the renewal persistency of policies written in prior
years and net investment income, in addition to current sales. Annualized new
business premiums include 10% of first year premiums or deposits from single pay
products. No other adjustments are made for limited pay contracts.

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The amount of annualized new business premiums for any given period can be
significantly impacted by several factors, including but not limited to:
addition of new products, discontinuation of existing products, changes in
credited interest rates for certain products and other product modifications,
changes in premium rates, changes in tax laws, changes in regulations or changes
in the competitive environment. Sales volume may increase or decrease prior to
certain of these changes becoming effective, and then fluctuate in the other
direction following such changes.

Assets Under Management. In managing our PGIM business, we analyze assets under
management (which do not correspond directly to U.S. GAAP assets) because the
principal source of revenues is fees based on assets under management. Assets
under management represent the fair market value or account value of assets
which we manage directly for institutional clients, retail clients, and for our
general account, as well as assets invested in our products that are managed by
third-party managers.
Account Values. In managing our Individual Annuities and Retirement businesses,
we analyze account values, which do not correspond to U.S. GAAP assets. Net
sales (redemptions) in our Individual Annuities business and net additions
(withdrawals) in our Retirement business do not correspond to revenues under
U.S. GAAP, but are used as a relevant measure of business activity.
Impact of Foreign Currency Exchange Rates

Foreign currency exchange rate movements and related hedging strategies



As a U.S.-based company with significant business operations outside the U.S.,
particularly in Japan, we are subject to foreign currency exchange rate
movements that could impact our U.S. dollar ("USD")-equivalent earnings and
shareholder return on equity. Our USD-equivalent earnings could be materially
affected by currency fluctuations from period to period, even if earnings on a
local currency basis are relatively constant. Our USD-equivalent equity is
impacted as the value of our investment in international operations may also
fluctuate based on changes in foreign currency exchange rates. We seek to
mitigate these impacts through various hedging strategies, including the use of
derivative contracts and by holding USD-denominated assets in certain of our
foreign subsidiaries.

In order to reduce earnings volatility from foreign currency exchange rate
movements, we enter into forward currency derivative contracts to effectively
fix the currency exchange rates for a portion of our prospective
non-USD-denominated earnings streams. This forward currency hedging program is
primarily associated with our insurance operations in Japan.

In order to reduce equity volatility from foreign currency exchange rate
movements, we primarily utilize a yen hedging strategy that calibrates the hedge
level to preserve the relative contribution of our yen-based business to the
Company's overall return on equity on a leverage neutral basis. We implement
this hedging strategy utilizing a variety of instruments, including
USD-denominated assets, foreign currency derivative contracts, and dual currency
and synthetic dual currency investments held locally in our Japanese insurance
subsidiaries. The total hedge level may vary based on our periodic assessment of
the relative contribution of our yen-based business to the Company's overall
return on equity.

The table below presents the aggregate amount of instruments that serve to hedge
the impact of foreign currency exchange movements on our USD-equivalent
shareholder return on equity from our Japanese insurance subsidiaries as of the
dates indicated.
                                                                          December 31,
                                                                        2020         2019
                                                                          (in billions)
Foreign currency hedging instruments:
Hedging USD-equivalent earnings:
Forward currency contracts (notional amount outstanding)              $   0.4      $  0.6
Hedging USD-equivalent equity:
USD-denominated assets held in yen-based entities(1)                     10.1        13.1
Dual currency and synthetic dual currency investments(2)                  0.5         0.6
Total USD-equivalent equity foreign currency hedging instruments         10.6        13.7
Total foreign currency hedges                                         $  11.0      $ 14.3


__________
(1)Includes USD-denominated fixed maturities at amortized cost plus any related
accrued investment income, as well as USD notional amount of foreign currency
derivative contracts outstanding. Note this amount represents only those USD
assets serving to hedge the impact of foreign currency volatility on equity.
Separate from this program, our Japanese operations also have $65.8 billion and
$57.8 billion as of December 31, 2020 and 2019, respectively, of USD-denominated
assets supporting USD-denominated liabilities related to USD-denominated
products.
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(2)Dual currency and synthetic dual currency investments are held by our
yen-based entities in the form of fixed maturities and loans with a
yen-denominated principal component and USD-denominated interest income. The
amounts shown represent the present value of future USD-denominated cash flows.

The USD-denominated investments that hedge the impact of foreign currency
exchange rate movements on USD-equivalent earnings and shareholder return on
equity from our Japanese insurance operations are reported within yen-based
entities and, as a result, foreign currency exchange rate movements will impact
their value reported within our yen-based Japanese insurance entities. We seek
to mitigate the risk that future unfavorable foreign currency exchange rate
movements will decrease the value of these USD-denominated investments reported
within our yen-based Japanese insurance entities, and therefore negatively
impact their equity and regulatory solvency margins, by having our Japanese
insurance operations enter into currency hedging transactions. Those hedges are
with a subsidiary of Prudential Financial. These hedging strategies have the
economic effect of moving the change in value of these USD-denominated
investments due to foreign currency exchange rate movements from our Japanese
yen-based entities to our USD-based entities.

These USD-denominated investments also pay a coupon which is generally higher
than what a similar yen-denominated investment would pay. The incremental impact
of this higher yield on our USD-denominated investments, as well as our dual
currency and synthetic dual currency investments, will vary over time, and is
dependent on the duration of the underlying investments as well as interest rate
environments in both the U.S. and Japan at the time of the investments.

Impact of intercompany foreign currency exchange rate arrangements on segment results of operations



The financial results of our International Businesses and PGIM reflect the
impact of intercompany arrangements with our Corporate and Other operations
pursuant to which these segments' non-USD-denominated earnings are translated at
fixed currency exchange rates. Results of our Corporate and Other operations
include differences between the translation adjustments recorded by the segments
at the fixed currency exchange rate versus the actual average rate during the
period. In addition, specific to our International Businesses where we hedge
certain currencies, the results of our Corporate and Other operations also
include the impact of any gains or losses recorded from the forward currency
contracts that settled during the period, which include the impact of any over
or under hedging of actual earnings that differ from projected earnings.

For International Businesses, the fixed currency exchange rates are generally
determined in connection with a foreign currency income hedging program designed
to mitigate the impact of exchange rate changes on the segment's expected
USD-equivalent earnings. Pursuant to this program, our Corporate and Other
operations execute forward currency contracts with third parties to sell the net
exposure of projected earnings for certain currencies in exchange for USD at
specified exchange rates. The maturities of these contracts correspond with the
future periods (typically on a three-year rolling basis) in which the identified
non-USD-denominated earnings are expected to be generated. In establishing the
level of non-USD-denominated earnings that will be hedged through this program,
we exclude the anticipated level of USD-denominated earnings that will be
generated by USD-denominated products and investments. For the year ended
December 31, 2020, approximately 2% of the segment's earnings were yen-based
and, as of December 31, 2020, we have hedged 100%, 72% and 31% of expected
yen-based earnings for 2021, 2022 and 2023, respectively. To the extent
currently unhedged, our International Businesses' future expected USD-equivalent
of yen-based earnings will be impacted by yen exchange rate movements.

As a result of these arrangements, our International Businesses' results for
2020, 2019 and 2018 reflect the impact of translating yen-denominated earnings
at fixed currency exchange rates of 104, 105, and 111 yen per USD, respectively.
We expect our 2021 results to reflect the impact of translating yen-denominated
earnings at a fixed currency exchange rate of 103 yen per USD. Since
determination of the fixed currency exchange rates for a given year is impacted
by changes in foreign currency exchange rates over time, the segment's future
earnings will ultimately be impacted by these changes in exchange rates.

For PGIM and certain other currencies within our International Businesses, the
fixed currency exchange rates for the current year are predetermined during the
third quarter of the prior year using forward currency exchange rates.

The table below presents, for the periods indicated, the increase (decrease) to
revenues and adjusted operating income for the International Businesses, PGIM
and Corporate and Other operations, reflecting the impact of these intercompany
arrangements.
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                                                                                         Year ended December 31,
                                                                                   2020             2019           2018
                                                                                              (in millions)
Segment impacts of intercompany arrangements:
International Businesses(3)                                                     $     64          $  39          $  21
PGIM                                                                                  (4)             6              0
Impact of intercompany arrangements(1)                                                60             45             21
Corporate and Other:
Impact of intercompany arrangements(1)(3)                                            (60)           (45)           (21)
Settlement gains (losses) on forward currency contracts(2)(3)                         67             55             (1)
Net benefit (detriment) to Corporate and Other                                         7             10            (22)

Net impact on consolidated revenues and adjusted operating income

$ 67 $ 55 $ (1)

__________


(1)Represents the difference between non-USD-denominated earnings translated on
the basis of weighted average monthly currency exchange rates versus fixed
currency exchange rates determined in connection with the foreign currency
income hedging program.
(2)As of December 31, 2020, 2019 and 2018, the total notional amounts of these
forward currency contracts within our Corporate and Other operations were $1.0
billion, $1.3 billion and $2.1 billion, respectively, of which $0.4 billion,
$0.6 billion and $1.3 billion, respectively, were related to our Japanese
insurance operations.
(3)Excludes impacts related to POK. Prior period amounts have been updated to
conform to current period presentation. Effective second quarter of 2020, the
intercompany arrangement for the Korean won between our International Businesses
and Corporate and Other operations was terminated and the related hedges were
repurposed in relation to the anticipated sale of POK. Effective second quarter
of 2020, Korean won-denominated earnings for 2020 and 2019 that were translated
at fixed currency exchange rates of 1,090 and 1,110 Korean won per USD,
respectively, are excluded from the International Businesses and are included in
the Divested and Run-off Businesses included in Corporate and Other. See Note 1
to the Consolidated Financial Statements for additional information.

Impact of products denominated in non-local currencies on U.S. GAAP earnings



While our international insurance operations offer products denominated in local
currency, several also offer products denominated in non-local currencies. This
is most notable in our Japanese operations, which currently offer primarily
USD-denominated products, but have also historically offered Australian dollar
("AUD")-denominated products. The non-local currency-denominated insurance
liabilities related to these products are supported by investments denominated
in corresponding currencies, including a significant portion designated as
available-for-sale. While the impact from foreign currency exchange rate
movements on these non-local currency-denominated assets and liabilities is
economically matched, differences in the accounting for changes in the value of
these assets and liabilities due to changes in foreign currency exchange rate
movements have historically resulted in volatility in U.S. GAAP earnings.

In 2015, we implemented a structure in Gibraltar Life's operations that
disaggregated the USD- and AUD-denominated businesses into separate divisions,
each with its own functional currency that aligns with the underlying products
and investments. The result of this alignment was to reduce differences in the
accounting for changes in the value of these assets and liabilities that arise
due to changes in foreign currency exchange rate movements. For the USD- and
AUD-denominated assets that were transferred under this structure, the net
cumulative unrealized investment gains associated with foreign exchange
remeasurement that were recorded in "Accumulated other comprehensive income
(loss)" ("AOCI") totaled $2.3 billion and $2.7 billion as of December 31, 2020
and 2019, respectively, and will be recognized in earnings within "Realized
investment gains (losses), net" over time as these assets mature or are sold.
Absent the sale of any of these assets prior to their stated maturity,
approximately 13% of the $2.3 billion balance as of December 31, 2020 will be
recognized in 2021, approximately 11% will be recognized in 2022, and the
remaining balance will be recognized from 2023 through 2051.

Highly inflationary economy in Argentina



Our insurance operations in Argentina, Prudential of Argentina ("POA"), have
historically utilized the Argentine peso as the functional currency given it is
the currency of the primary economic environment in which the entity operates.
During 2018, Argentina experienced a cumulative inflation rate that exceeded
100% over a 3-year period. As a result, Argentina's economy was deemed to be
highly inflationary resulting in reporting changes effective July 1, 2018. Under
U.S. GAAP, the financial statements of a foreign entity in a highly inflationary
economy are to be remeasured as if its functional currency (formerly the
Argentine peso) is the reporting currency of its parent reporting entity (the
USD) on a prospective basis. While this changed how the results of POA are
remeasured and/or translated into USD, the impact to our financial statements
was not material nor is it expected to be material in future periods given the
relative size of our POA operations. It should also be noted that due to the
macroeconomic environment in Argentina, substantially all of POA's balance sheet
consists of USD-denominated product liabilities supported by USD-denominated
assets. As a result, this accounting change serves to reduce the remeasurement
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impact reflected in net income given that the functional currency and currency
in which the assets and liabilities are denominated will be more closely
aligned.

                      Accounting Policies & Pronouncements

Application of Critical Accounting Estimates



The preparation of financial statements in conformity with U.S. GAAP requires
the application of accounting policies that often involve a significant degree
of judgment. Management, on an ongoing basis, reviews estimates and assumptions
used in the preparation of financial statements. If management determines that
modifications in assumptions and estimates are appropriate given current facts
and circumstances, the Company's results of operations and financial position as
reported in the Consolidated Financial Statements could change significantly.

The following sections discuss the accounting policies applied in preparing our financial statements that management believes are most dependent on the application of estimates and assumptions and require management's most difficult, subjective, or complex judgments.

Insurance Assets

Deferred Policy Acquisition Costs and Deferred Sales Inducements



We capitalize costs that are directly related to the acquisition or renewal of
insurance and annuity contracts. These costs primarily include commissions, as
well as costs of policy issuance and underwriting and certain other expenses
that are directly related to successfully negotiated contracts. We have also
deferred costs associated with sales inducements related to our variable and
fixed annuity contracts primarily within our Individual Annuities segment. Sales
inducements are amounts that are credited to the policyholders' account balances
mainly as an inducement to purchase the contract. For additional information
about sales inducements, see Note 13 to the Consolidated Financial Statements.
We generally amortize DAC and deferred sales inducements ("DSI") over the
expected lives of the contracts, based on our estimates of the level and timing
of gross premiums, gross profits, or gross margins, depending on the type of
contract. As described in more detail below, in calculating DAC and DSI
amortization, we are required to make assumptions about investment returns,
mortality, persistency, and other items that impact our estimates of the level
and timing of gross margins, gross profits, or gross premiums. We also
periodically evaluate the recoverability of our DAC and DSI. For certain
contracts, this evaluation is performed as part of our premium deficiency
testing, as discussed further below in "-Insurance Liabilities-Future Policy
Benefits." As of December 31, 2020, DAC and DSI for PFI excluding the Closed
Block division were $18.8 billion and $0.8 billion, respectively, and DAC in our
Closed Block division was $209 million.

Amortization methodologies



Gross Premiums. DAC, associated with the non-participating term life policies of
our Individual Life segment and the whole life, term life, endowment and health
policies of our International Businesses segment, is primarily amortized in
proportion to gross premiums. Gross premiums are defined as the premiums charged
to a policyholder for an insurance contract.

Gross Profits. DAC and DSI, associated with the variable and universal life
policies of our Individual Life and International Businesses segments and the
variable and fixed annuity contracts of our Individual Annuities and
International Businesses segments, are generally amortized over the expected
lives of these policies in proportion to total gross profits. Total gross
profits include both actual gross profits and estimates of gross profits for
future periods. Gross profits are defined as: i) amounts assessed for mortality,
contract administration, surrender charges, and other assessments plus amounts
earned from investment of policyholder balances, less ii) benefits in excess of
policyholder balances, costs incurred for contract administration, the net cost
of reinsurance for certain businesses, interest credited to policyholder
balances and other credits. If significant negative gross profits are expected
in any periods, the amount of insurance in force is generally substituted as the
base for computing amortization. U.S. GAAP gross profits and amortization rates
also include the impacts of the embedded derivatives associated with certain of
the optional living benefit features of our variable annuity contracts, and
index-linked crediting features of certain universal life and annuity contracts
and related hedging activities. For additional information on the significant
inputs to the valuation models for these embedded derivatives including capital
market assumptions and actuarially-determined assumptions, see below "-Insurance
Liabilities-Future Policy Benefits." In calculating amortization expense, we
estimate the amounts of gross profits that will be included in our U.S. GAAP
results and in adjusted operating income, and utilize these estimates to
calculate distinct amortization rates and expense amounts. We also regularly
evaluate and adjust the related DAC and DSI balances with a corresponding charge
or credit to current period earnings for the impact of actual gross profits and
changes in our projections of estimated future gross profits on our DAC and DSI
amortization rates. Adjustments to the DAC and DSI balances include the impact
to our estimate of total gross profits of the annual review of assumptions, our
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Table of Contents quarterly adjustments for current period experience, and our quarterly adjustments for market performance. Each of these adjustments is further discussed below in "-Annual assumptions review and quarterly adjustments."



Gross Margins. DAC associated with the traditional participating products of our
Closed Block is amortized over the expected lives of these contracts in
proportion to total gross margins. Total gross margins are defined as: i)
amounts received from premiums, earned from investment of policyholder balances
and other assessments, less ii) benefits paid, costs for contract
administration, changes in the net level premium reserve for death and endowment
benefits, annual policyholder dividends and other credits. We evaluate our
estimates of future gross margins and adjust the related DAC balance with a
corresponding charge or credit to current period earnings for the effects of
actual gross margins and changes in our expected future gross margins. DAC
adjustments for these participating products generally have not created
significant volatility in our results of operations since many of the factors
that affect gross margins are also included in the determination of our
dividends to these policyholders and, during most years, the Closed Block has
recognized a cumulative policyholder dividend obligation expense in
"Policyholders' dividends," for the excess of actual cumulative earnings over
expected cumulative earnings as determined at the time of demutualization.
However, if actual cumulative earnings fall below expected cumulative earnings
in future periods, thereby eliminating the cumulative policyholder dividend
obligation expense, changes in gross margins and DAC amortization would result
in a net impact to the Closed Block results of operations. As of December 31,
2020, the excess of actual cumulative earnings over the expected cumulative
earnings was $2,920 million.

The amortization methodologies for products not discussed above primarily relate
to less significant DAC and DSI balances associated with products in our Group
Insurance and Retirement segments, which comprised approximately 2% of the
Company's total DAC and DSI balances as of December 31, 2020.

Annual assumptions review and quarterly adjustments



Annually, we perform a comprehensive review of the assumptions used in
estimating gross profits for future periods. Over the last several years, the
Company's most significant assumption updates that have resulted in a change to
expected future gross profits and the amortization of DAC and DSI have been
related to lapse and other contractholder behavior assumptions, mortality, and
revisions to expected future rates of returns on investments. These assumptions
may also cause potential significant variability in amortization expense in the
future. The impact on our results of operations of changes in these assumptions
can be offsetting and we are unable to predict their movement or offsetting
impact over time.

The quarterly adjustments for current period experience referred to above
reflect the impact of differences between actual gross profits for a given
period and the previously estimated expected gross profits for that period. To
the extent each period's actual experience differs from the previous estimate
for that period, the assumed level of total gross profits may change. In these
cases, we recognize a cumulative adjustment to all previous periods'
amortization, also referred to as an experience true-up adjustment.

The quarterly adjustments for market performance referred to above reflect the
impact of changes to our estimate of total gross profits to reflect actual fund
performance and market conditions. A significant portion of gross profits for
our variable annuity contracts and, to a lesser degree, our variable life
contracts are dependent upon the total rate of return on assets held in separate
account investment options. This rate of return influences the fees we earn on
variable annuity and variable life contracts, costs we incur associated with the
guaranteed minimum death and guaranteed minimum income benefit features related
to our variable annuity contracts and expected claims to be paid on variable
life contracts, as well as other sources of profit. Returns that are higher than
our expectations for a given period produce higher than expected account
balances, which increase the future fees we expect to earn on variable annuity
and variable life contracts and decrease the future costs we expect to incur
associated with the guaranteed minimum death and guaranteed minimum income
benefit features related to our variable annuity contracts and expected claims
to be paid on variable life contracts. The opposite occurs when returns are
lower than our expectations. The changes in future expected gross profits are
used to recognize a cumulative adjustment to all prior periods' amortization.

The weighted average rate of return assumptions used in developing estimated
market returns consider many factors specific to each product type, including
asset durations, asset allocations and other factors. With regard to equity
market assumptions, the near-term future rate of return assumption used in
evaluating DAC and DSI for our domestic variable annuity and domestic and
international variable life insurance products is derived using a reversion to
the mean approach, a common industry practice. Under this approach, we consider
historical equity returns and adjust projected equity returns over an initial
future period of five years (the "near-term") so that equity returns converge to
the long-term expected rate of return. If the near-term projected future rate of
return is greater than our near-term maximum future rate of return of 15.0%, we
use our maximum future rate of return. As of December 31, 2020, our domestic
variable annuities and variable life insurance businesses assume an 8.0%
long-term equity expected rate of return and a 1.3% near-term mean reversion
equity expected rate of return, and our
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international variable life insurance business assumes a 4.8% long-term equity
expected rate of return and a 1.5% near-term mean reversion equity expected rate
of return.

With regard to interest rate assumptions used in evaluating DAC and DSI, we
update the long-term and near-term future rates used to project fixed income
returns annually and quarterly, respectively. As a result of our 2020 annual
reviews and update of assumptions and other refinements, we reduced our
long-term expectation of the (i) 10-year U.S. Treasury rate by 50 basis points
and now grade to a rate of 3.25% over ten years, and (ii) 10-year Japanese
Government Bond yield by 30 basis points and now grade to a rate of 1.00% over
ten years. As part of our quarterly market experience updates, we update our
near-term projections of interest rates to reflect changes in current rates.

Value of Business Acquired



In addition to DAC and DSI, we also recognize an asset for VOBA. VOBA is an
intangible asset that represents an adjustment to the stated value of acquired
in-force insurance contract liabilities to present them at fair value,
determined as of the acquisition date. VOBA is amortized over the expected life
of the acquired contracts using the same methodology and assumptions used to
amortize DAC and DSI (see "-Deferred Policy Acquisition Costs and Deferred Sales
Inducements" above for additional information). VOBA is also subject to
recoverability testing. As of December 31, 2020, VOBA was $1.1 billion, and
included $0.9 billion related to the acquisition from American International
Group ("AIG") of AIG Star Life Insurance Co., Ltd, AIG Edison Life Insurance
Company, AIG Financial Assurance Japan K.K. and AIG Edison Service Co., Ltd.
(collectively, the "Star and Edison Businesses") in 2011. The remaining $0.2
billion primarily relates to previously-acquired traditional life, deferred
annuity, defined contribution and defined benefit businesses. The VOBA
associated with the in-force contracts of the Star and Edison Businesses is less
sensitive to assumption changes, as the majority is amortized in proportion to
gross premiums which are more predictably stable compared to gross profits.

Insurance Liabilities

Future Policy Benefits

Future Policy Benefit Reserves, including Unpaid Claims and Claim Adjustment Expenses

We establish reserves for future policy benefits to, or on behalf of, policyholders using methodologies prescribed by U.S. GAAP. The reserving methodologies used include the following:



•For most long-duration contracts, we utilize a net premium valuation
methodology in measuring the liability for future policy benefits. Under this
methodology, a liability for future policy benefits is accrued when premium
revenue is recognized. The liability, which represents the present value of
future benefits to be paid to or on behalf of policyholders and related expenses
less the present value of future net premiums (portion of the gross premium
required to provide for all benefits and expenses), is estimated using methods
that include assumptions applicable at the time the insurance contracts are made
with provisions for the risk of adverse deviation, as appropriate. Original
assumptions continue to be used in subsequent accounting periods to determine
changes in the liability for future policy benefits (often referred to as the
"lock-in concept"), unless a premium deficiency exists. The result of the net
premium valuation methodology is that the liability at any point in time
represents an accumulation of the portion of premiums received to date expected
to be needed to fund future benefits (i.e., net premiums received to date), less
any benefits and expenses already paid. The liability does not necessarily
reflect the full policyholder obligation the Company expects to pay at the
conclusion of the contract since a portion of that obligation would be funded by
net premiums received in the future and would be recognized in the liability at
that time. We perform premium deficiency tests using best estimate assumptions
as of the testing date without provisions for adverse deviation. If the
liabilities determined based on these best estimate assumptions are greater than
the net reserves (i.e., GAAP reserves net of any DAC, DSI or VOBA asset), the
existing net reserves are adjusted by first reducing these assets by the amount
of the deficiency or to zero through a charge to current period earnings. If the
deficiency is more than these asset balances for insurance contracts, we then
increase the net reserves by the excess, again through a charge to current
period earnings. If a premium deficiency is recognized, the assumptions as of
the premium deficiency test date are locked-in and used in subsequent valuations
and the net reserves continue to be subject to premium deficiency testing. In
addition, for limited-payment contracts, future policy benefit reserves also
include a deferred profit liability representing gross premiums received in
excess of net premiums. The deferred profits are generally recognized in revenue
in a constant relationship with insurance in force or with the amount of
expected future benefit payments.
•For certain contract features, such as those related to guaranteed minimum
death benefits ("GMDB"), guaranteed minimum income benefits ("GMIB") and
no-lapse guarantees, a liability is established when associated assessments
(which include policy charges for administration, mortality, expense, surrender,
and other, regardless of how characterized) are recognized. This liability is
established using current best estimate assumptions and is based on the
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ratio of the present value of total expected excess payments (e.g., payments in
excess of account value) over the life of the contract divided by the present
value of total expected assessments (i.e., benefit ratio). The liability equals
the current benefit ratio multiplied by cumulative assessments recognized to
date, plus interest, less cumulative excess payments to date. The result of the
benefit ratio method is that the liability at any point in time represents an
accumulation of the portion of assessments received to date expected to be
needed to fund future excess payments, less any excess payments already paid.
The liability does not necessarily reflect the full policyholder obligation the
Company expects to pay at the conclusion of the contract since a portion of that
excess payment would be funded by assessments received in the future and would
be recognized in the liability at that time. Similar to as described above for
DAC, the reserves are subject to adjustments based on annual reviews of
assumptions and quarterly adjustments for experience, including market
performance. These adjustments reflect the impact on the benefit ratio of using
actual historical experience from the issuance date to the balance sheet date
plus updated estimates of future experience. The updated benefit ratio is then
applied to all prior periods' assessments to derive an adjustment to the reserve
recognized through a benefit or charge to current period earnings.
•For certain product guarantees, primarily certain optional living benefit
features of the variable annuity products in our Individual Annuities segment
including guaranteed minimum accumulation benefits ("GMAB"), guaranteed minimum
withdrawal benefits ("GMWB") and guaranteed minimum income and withdrawal
benefits ("GMIWB"), the benefits are accounted for as embedded derivatives using
a fair value accounting framework. The fair value of these contracts is
calculated as the present value of expected future benefit payments to
contractholders less the present value of assessed rider fees attributable to
the embedded derivative feature. Under U.S. GAAP, the fair values of these
benefit features are based on assumptions a market participant would use in
valuing these embedded derivatives. Changes in the fair value of the embedded
derivatives are recorded quarterly through a benefit or charge to current period
earnings. For additional information regarding the valuation of these embedded
derivatives, see Note 6 to the Consolidated Financial Statements.
•In certain instances, the policyholder liability for a particular line of
business may not be deficient in the aggregate to trigger loss recognition, but
the pattern of earnings may be such that profits are expected to be recognized
in earlier years followed by losses in later years. In these situations,
accounting standards require that an additional liability (Profits Followed by
Losses or "PFL" liability) be recognized by an amount necessary to sufficiently
offset the losses that would be recognized in later years. The PFL liability is
based on our current estimate of the present value of the amount necessary to
offset losses anticipated in future periods. Because the liability is measured
on a discounted basis, there will also be accretion into future earnings through
an interest charge, and the liability will ultimately be released into earnings
as an offset to future losses. Historically, the Company's PFL liabilities have
been predominantly associated with certain universal life contracts that measure
net GAAP reserves using current best estimate assumptions and accordingly, have
been updated each quarter using current in-force and market data and as part of
the annual assumption update. At the target accrual date (i.e., date of peak
deficiency), the PFL liability transitions to a premium deficiency reserve and,
for universal life products, will continue to be updated each quarter using
current in-force and market data and as part of the annual assumption update.

The assumptions used in establishing reserves are generally based on the
Company's experience, industry experience and/or other factors, as applicable.
We update our actuarial assumptions, such as mortality, morbidity, retirement
and policyholder behavior assumptions, annually, unless a material change is
observed in an interim period that we feel is indicative of a long-term trend.
Generally, we do not expect trends to change significantly in the short-term
and, to the extent these trends may change, we expect such changes to be gradual
over the long-term. In a sustained low interest rate environment, there is an
increased likelihood that the reserves determined based on best estimate
assumptions may be greater than the net liabilities.

The following paragraphs provide additional details about the reserves we have established:



International Businesses. The reserves for future policy benefits of our
International Businesses, which as of December 31, 2020, represented 42% of our
total future policy benefit reserves, primarily relate to non-participating
whole life and term life products and endowment contracts, and are generally
calculated using the net premium valuation methodology, as described above. The
primary assumptions used in determining expected future benefits and expenses
include mortality, lapse, morbidity, investment yield and maintenance expense
assumptions. Reserves also include claims reported but not yet paid, and claims
incurred but not yet reported. In addition, future policy benefit reserves for
certain contracts also include amounts related to our deferred profit liability,
as described above.

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Retirement. The reserves for future policy benefits of our Retirement segment,
which as of December 31, 2020, represented 22% of our total future policy
benefit reserves, primarily relate to our non-participating life contingent
group annuity and structured settlement products and are generally calculated
using the net premium valuation methodology, as described above. The primary
assumptions used in establishing these reserves include mortality, retirement,
maintenance expense and investment yield assumptions. In addition, future policy
benefit reserves for certain contracts also include amounts related to our
deferred profit liability, as described above.

Individual Annuities. The reserves for future policy benefits of our Individual
Annuities segment, which as of December 31, 2020, represented 7% of our total
future policy benefit reserves, primarily relate to reserves for the GMDB and
GMIB features of our variable annuities, and for the optional living benefit
features that are accounted for as embedded derivatives. As discussed above, in
establishing reserves for GMDBs and GMIBs, we utilize current best estimate
assumptions. The primary assumptions used in establishing these reserves
generally include annuitization, lapse, withdrawal and mortality assumptions, as
well as interest rate and equity market return assumptions. Lapse rates are
adjusted at the contract level based on the in-the-moneyness of the benefit and
reflect other factors, such as the applicability of any surrender charges. Lapse
rates are reduced when contracts are more in-the-money. Lapse rates are also
generally assumed to be lower for the period where surrender charges apply. For
life contingent payout annuity contracts, we establish reserves using best
estimate assumptions with provisions for adverse deviations as of inception or
best estimate assumptions as of the most recent loss recognition event.

The reserves for certain optional living benefit features, including GMAB, GMWB
and GMIWB are accounted for as embedded derivatives at fair value, as described
above. This methodology could result in either a liability or contra-liability
balance, given changing capital market conditions and various actuarial
assumptions. Since there is no observable active market for the transfer of
these obligations, the valuations are calculated using internally-developed
models with option pricing techniques. The models are based on a risk neutral
valuation framework and incorporate premiums for risks inherent in valuation
techniques, inputs, and the general uncertainty around the timing and amount of
future cash flows. The significant inputs to the valuation models for these
embedded derivatives include capital market assumptions, such as interest rate
levels and volatility assumptions, the Company's market-perceived risk of its
own non-performance risk ("NPR"), as well as actuarially-determined assumptions,
including mortality rates and contractholder behavior, such as lapse rates,
benefit utilization rates and withdrawal rates. Capital market inputs and actual
contractholders' account values are updated each quarter based on capital market
conditions as of the end of the quarter, including interest rates, equity
markets and volatility. In the risk neutral valuation, the initial swap curve
drives the total returns used to grow the contractholders' account values. The
Company's discount rate assumption is based on the London Inter-Bank Offered
Rate ("LIBOR") swap curve adjusted for an additional spread, which includes an
estimate of NPR. Actuarial assumptions, including contractholder behavior and
mortality, are reviewed at least annually, and updated based upon emerging
experience, future expectations and other data, including any observable market
data, such as available industry studies or market transactions such as
acquisitions and reinsurance transactions. For additional information regarding
the valuation of these optional living benefit features, see Note 6 to the
Consolidated Financial Statements.

Individual Life. The reserves for future policy benefits of our Individual Life
segment, which as of December 31, 2020, represented 7% of our total future
policy benefit reserves, primarily relate to term life, universal life and
variable life products. For term life contracts, the future policy benefit
reserves are generally calculated using the net premium valuation methodology,
as described above. The primary assumptions used in determining expected future
benefits and expenses include mortality, lapse, investment yield and maintenance
expense assumptions. For variable and universal life products, which include
universal life contracts that contain no-lapse guarantees, reserves for future
policy benefits are primarily established using the reserving methodology for
GMDB and GMIB contracts. As discussed above, in establishing reserves for GMDBs
and GMIBs, we utilize current best estimate assumptions. The primary assumptions
used in establishing these reserves generally include mortality, lapse, and
premium pattern, as well as interest rate and equity market return assumptions.
Reserves also include claims reported but not yet paid, and claims incurred but
not yet reported.

Group Insurance. The reserves for future policy benefits of our Group Insurance
segment, which as of December 31, 2020, represented 2% of our total future
policy benefit reserves, primarily relate to reserves for group life and
disability benefits. For short-duration contracts, a liability is established
when the claim is incurred. The reserves for group life and disability benefits
also include a liability for unpaid claims and claim adjustment expenses, which
relates primarily to the group long-term disability product. This liability
represents our estimate of future disability claim payments and expenses as well
as estimates of claims that have been incurred, but have not yet been reported,
as of the balance sheet date. The liability is determined as the present value
of expected future claim payments and expenses. The primary assumptions used in
determining expected future claim payments are claim termination factors, an
assumed interest rate and expected Social Security offsets. The remaining
reserves for future policy benefits for group life and disability benefits
relate primarily to our group life business, and include reserves for waiver of
premium, claims reported but not yet paid, and claims incurred but not yet
reported. The waiver of premium reserve is calculated as the present value of
future benefits and utilizes assumptions such as expected
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mortality and recovery rates. The reserve for claims reported but not yet paid
is based on the inventory of claims that have been reported but not yet paid.
The reserve for claims incurred but not yet reported is estimated using expected
patterns of claims reporting.

Corporate and Other. The reserves for future policy benefits of our Corporate &
Other operations, which as of December 31, 2020, represented 5% of our total
future policy benefit reserves, primarily relate to our long-term care products
and are generally calculated using the net premium valuation methodology, as
described above. Due to the recognition of a premium deficiency in the first
quarter of 2020 as a result of the decline in interest rates, most contracts are
valued with the best estimate assumptions at that time. The primary assumptions
used in establishing these reserves include interest rate, morbidity, mortality,
lapse, premium rate increase and maintenance expense assumptions. In addition,
certain less significant reserves for our long-term care products, such as our
disabled life reserves, are established using current best estimate actuarial
assumptions.

Closed Block Division. The future policy benefit reserves for the traditional
participating life insurance products of the Closed Block division, which as of
December 31, 2020, represented 15% of our total future policy benefit reserves
are determined using the net premium valuation methodology, as described above.
Under this method, the future policy benefit reserves are accrued as a level
proportion of the premium paid by the policyholder. In applying this method, we
use mortality assumptions to determine our expected future benefits and expected
future premiums, and apply an interest rate to determine the present value of
both of these amounts. The mortality assumptions are based on standard industry
mortality tables that were used to determine the cash surrender value of the
policies, and the interest rates used are the interest rates used to calculate
the cash surrender value of the policies.

Policyholders' Account Balances



Policyholders' account balances liability represents the contract value that has
accrued to the benefit of the policyholder as of the balance sheet date. This
liability is primarily associated with the accumulated account deposits, plus
interest credited, less policyholder withdrawals and other charges assessed
against the account balance, as applicable. Our unearned revenue reserve also
reported as a component of "Policyholders' account balances" primarily relates
to the variable and universal life products within our Individual Life and
International Businesses segments and represents policy charges for services to
be provided in future periods. The charges are deferred as unearned revenue and
are generally amortized over the expected life of the contract in proportion to
the product's estimated gross profits, similar to DAC and DSI as discussed
above. Policyholders' account balances also include amounts representing the
fair value of embedded derivative instruments associated with the index-linked
features of certain universal life and annuity products. For additional
information regarding the valuation of these embedded derivatives, see Note 6 to
the Consolidated Financial Statements.

Sensitivities for Insurance Assets and Liabilities



The following table summarizes the aggregate impact that could result on each of
the listed financial statement balances from changes in certain key assumptions.
The figures below are presented in aggregate for the Company. The information
below is for illustrative purposes and includes only the hypothetical direct
impact on December 31, 2020 balances of changes in a single assumption and not
changes in any combination of assumptions. Additionally, the illustration of the
insurance assumption impacts below reflects a parallel shift in the insurance
assumptions across the Company; however, these may be non-parallel in practice
and only applicable to specific businesses. Changes in current assumptions could
result in impacts to financial statement balances that are in excess of the
amounts illustrated. A description of the estimates and assumptions used in the
preparation of each of these financial statement balances is provided above. For
traditional long-duration and limited-payment contracts, U.S. GAAP requires the
original assumptions used when the contracts are issued to be locked-in and that
those assumptions be used in all future liability calculations as long as the
resulting liabilities are adequate to provide for the future benefits and
expenses (i.e., there is no premium deficiency). Therefore, these products are
not reflected in the sensitivity table below unless the hypothetical change in
assumption would result in an adverse impact that would cause a premium
deficiency. Similarly, the impact of any favorable change in assumptions for
traditional long-duration and limited-payment contracts is not reflected in the
table below given that the current assumption is required to remain locked-in,
and instead the positive impacts would be recognized into net income over the
life of the policies in force.

The impacts presented within this table exclude the following:



•The impacts of our asset liability management strategy, which seeks to offset
the changes in the balances presented within this table and is primarily
composed of investments and derivatives. See further below for a discussion of
the estimates and assumptions involved with the application of U.S. GAAP
accounting policies for these instruments and "Quantitative and Qualitative
Disclosures about Market Risk" for hypothetical impacts on related balances as a
result of changes in certain significant assumptions.

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•The impacts of our Long-Term Care business, a component of our Divested and
Run-off Businesses within our Corporate and Other operations. Long-Term Care
business sensitivities are presented separately from the immediately following
table (see "-Sensitivities for the Long-Term Care business within our Corporate
and Other operations"). While the accounting for long-term care products
primarily follows the locked-in assumptions model described above, as a result
of the decline in interest rates in the first quarter of 2020, this business
recognized a premium deficiency and unlocked and updated the previously
locked-in assumptions used in the valuation model. Sensitivities are presented
separately in order to provide stand-alone and supplementary information.
                                                                              December 31, 2020
                                                                           Increase (Decrease) in
                                                        Deferred Policy
                                                          Acquisition
                                                        Costs, Deferred          Future Policy
                                                       Sales Inducements          Benefits and
                                                         and Value of            Policyholders'
Hypothetical change in current assumptions:            Business Acquired    

Account Balances Net Impact


                                                                                (in millions)
Long-term interest rate:
Increase by 25 basis points                            $           55          $           (60)         $       115
Decrease by 25 basis points                            $          (50)         $            45          $       (95)

Long-term equity expected rate of return:
Increase by 50 basis points                            $          185          $          (140)         $       325
Decrease by 50 basis points                            $         (165)         $           145          $      (310)

NPR credit spread:
Increase by 50 basis points                            $         (485)         $        (2,275)         $     1,790
Decrease by 50 basis points                            $          545          $         2,535          $    (1,990)

Mortality:
Increase by 1%                                         $          (45)         $          (165)         $       120
Decrease by 1%                                         $           45          $           165          $      (120)

Lapse:
Increase by 10%                                        $         (150)         $          (980)         $       830
Decrease by 10%                                        $          160          $         1,010          $      (850)

Sensitivities for the Long-Term Care Business within Corporate and Other



The following table summarizes certain significant assumptions made in
establishing reserves for long-term care products and the net impact that could
result from changes in these assumptions should they occur. Under U.S. GAAP,
reserves for long-term care products are primarily calculated using the
locked-in assumptions concept described above. As such, the adverse hypothetical
impacts illustrated in the table below are those that would increase our best
estimate reserves and, when compared to our GAAP reserves, may cause a premium
deficiency that would require us to unlock and update our assumptions and record
a charge to net income. The favorable hypothetical impacts in the table below
would decrease our best estimate reserves but they would not result in an
immediate decrease to our GAAP reserves (given that we would be required to
leave the current assumptions locked-in); rather, the positive impacts would be
recognized into net income over the life of the policies in force.

The information below is for illustrative purposes and includes the impacts of
changes in a single assumption and not changes in any combination of
assumptions. As a result of emerging experience, changes in current assumptions
and the related impact that could result in the listed financial statement
balances that are in excess of the amounts illustrated may occur in future
periods.
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                                                                             December 31, 2020
                                                                                                                   Increase (Decrease)
                                                                                                                    in Best Estimate
                                                                                                                         Reserve
          Assumption                       Current Assumption                       Assumption Change                 (in millions)
Mortality Improvement                Based on "G2" industry                  Remove all mortality                        $(350)
                                     mortality improvement scale,            improvement on healthy lives
                                     grossed up to apply to only
                                     healthy lives
Claim Incidence                      Based on Company and industry         

Increase / decrease in expected $300 - $(300)


                                     experience. No reflection of            incidence: +5% to -5%
                                     future claim management
                                     efficiencies
Average Ultimate Lapse Rate          Individual: 0.7%                        -10 basis points to +10 basis            $125 - $(125)
                                     Group: 0.7%                            

points


Investment Rate(1)                   Weighted average of 4.74%               -25 basis points to +25 basis            $400 - $(400)

points

Expected Future Premium Rate Approximately $0.5 billion for

  Decrease / increase unapproved            $50 - $(50)
Increase Approvals                   the rate increase program(2)           

rate increases by: -10% to +10%

__________


(1)Investment rate reflects the expected investment yield over the life of the
block of business, and is derived from the portfolio yield, current reinvestment
rates and our intermediate and long-term assumption for investment yields.
(2)Includes expected future premium rate increases and benefit reductions in
lieu of rate increases, not yet approved.

Goodwill



As of December 31, 2020, our goodwill balance of $3,035 million is primarily
reflected in the following reporting units: $2,140 million for Assurance IQ,
$455 million for Retirement's Full Service business, $258 million for PGIM, and
$136 million for Gibraltar Life and Other.

We test goodwill for impairment on an annual basis, as of December 31 of each
year, or more frequently if events or circumstances indicate the potential for
impairment is more likely than not. The goodwill impairment analysis is
performed at the reporting unit level, which is the same as, or one level below,
our operating segments. Although accounting guidance provides for an optional
qualitative assessment for testing goodwill impairment, all of our reporting
units elected to perform the quantitative test, which compares each reporting
unit's fair value to its carrying value. The carrying value represents the
capital that the business would require if operating as a standalone entity. For
additional information on goodwill and our reporting segments, see Note 2 and
Note 10 to the Consolidated Financial Statements.

As of December 31, 2019, the Company performed a qualitative goodwill impairment
assessment for Assurance IQ, following the acquisition of the business in
October 2019. A quantitative impairment assessment of the goodwill allocated to
Assurance IQ was performed for the first time as of December 31, 2020. The
assessment included both a discounted cash flow approach and a market approach
based on sales, Earnings Before Interest, Taxes, Depreciation and Amortization
("EBITDA") and earnings multiples. The estimated fair value of Assurance IQ as
of December 31, 2020 was based on weighting the results of each approach.

The discounted cash flow approach calculated the value of Assurance IQ by
applying a discount rate, derived from a capital asset pricing model and
reflecting a market expected rate of return for the reporting unit, to its
projected future cash flows. The projected future cash flows involved
significant judgement and were based on our internal forecasts and a terminal
value, which incorporates an expected long-term growth rate and market-based
multiples. The internal forecasts were based on management's current outlook on
the product mix and future performance of the business and incorporated expected
industry and market conditions and trends.

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The market approach derived the value of Assurance IQ based on comparable
publicly traded companies. Each comparable company was assigned a relative
weight based on various factors, primarily focused on the comparability of lines
of business and business mix, with additional considerations given to
comparability of business lifecycle, growth and profitability. Market multiples
were developed for the comparable companies using independent analysts'
consensus estimates for each company's forecasted sales, EBITDA and earnings.
The market multiples were then applied to Assurance IQ's forecasted results, and
a control premium, reflective of observable premiums paid for comparable
change-in-control transactions, was added to determine a total estimated fair
value for the reporting unit. The market multiples used to determine the fair
value of Assurance IQ were higher as of December 31, 2020, when compared to the
prior year. See "Risk Factors-Strategic Risk" for additional information on
risks that may impact the performance and fair value of Assurance IQ.

The estimated fair value of Assurance IQ, based on a weighted average of the
valuation approaches described above, exceeded the carrying value by 10%, as of
December 31, 2020.

Gibraltar Life and Other and PGIM completed a quantitative impairment analysis
using an earnings multiple approach, while Retirement's Full Service business
used a discounted cash flow approach to estimate its fair value as of December
31, 2020. The significant inputs and considerations applied under each approach
are similar to the ones applied by Assurance IQ. The fair value of the reporting
units, excluding Assurance IQ, exceeded their carrying value by a weighted
average of 229% as of December 31, 2020.

Estimating the fair value of reporting units is a subjective process that
involves the use of significant estimates by management. For all reporting units
tested, unanticipated changes in business performance or the regulatory
environment, market declines or other events impacting the fair value of these
businesses, including changes in market multiples, discount rates, interest
rates and growth rate assumptions or increases in the level of equity required
to support these businesses, could cause an impairment of goodwill, resulting in
a charge to income.

Valuation of Investments, Including Derivatives, Measurement of Allowance for Credit Losses, and the Recognition of Other-than-Temporary Impairments



Our investment portfolio consists of public and private fixed maturity
securities, commercial mortgage and other loans, equity securities, other
invested assets, and derivative financial instruments. Derivatives are financial
instruments whose values are derived from interest rates, foreign exchange
rates, financial indices or the values of securities or commodities. Derivative
financial instruments we generally use include swaps, futures, forwards and
options and may be exchange-traded or contracted in the over-the-counter ("OTC")
market. We are also party to financial instruments that contain derivative
instruments that are "embedded" in the financial instruments. Management
believes the following accounting policies related to investments, including
derivatives, are most dependent on the application of estimates and assumptions.
Each of these policies is discussed further within other relevant disclosures
related to investments and derivatives, as referenced below:

•Valuation of investments, including derivatives;
•Measurement of the allowance for credit losses on fixed maturity securities
classified as available-for-sale or held-to-maturity, commercial mortgage loans,
and other loans; and
•Recognition of other-than-temporary impairments ("OTTI") for equity method
investments.

We present at fair value in the statements of financial position our debt
security investments classified as available-for-sale, investments classified as
trading such as our assets supporting experience-rated contractholder
liabilities and certain fixed maturities, equity securities, and certain
investments within "Other invested assets," such as derivatives. For additional
information regarding the key estimates and assumptions surrounding the
determination of fair value of fixed maturity and equity securities, as well as
derivative instruments, embedded derivatives and other investments, see Note 6
to the Consolidated Financial Statements and "-Valuation of Assets and
Liabilities-Fair Value of Assets and Liabilities."

For our investments classified as available-for-sale, the impact of changes in
fair value is recorded as an unrealized gain or loss in AOCI, a separate
component of equity. For our investments classified as trading and equity
securities, the impact of changes in fair value is recorded within "Other income
(loss)." Our investments classified as held-to-maturity are carried at the
acquisition price, net of any unamortized premiums or discounts. Our commercial
mortgage and other loans are carried primarily at unpaid principal balances, net
of unamortized deferred loan origination fees and expenses and unamortized
premiums or discounts and a valuation allowance for losses.

In addition, an allowance for credit losses is measured each quarter for
available-for-sale fixed maturity securities, held-to-maturity fixed maturity
securities, commercial mortgage and other loans. For additional information
regarding our policies regarding the measurement of credit losses, see Note 2 to
the Consolidated Financial Statements.

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For equity method investments, the carrying value of these investments is
written down or impaired to fair value when a decline in value is considered to
be other-than-temporary.

Pension and Other Postretirement Benefits



We sponsor pension and other postretirement benefit plans covering employees who
meet specific eligibility requirements. Our net periodic costs for these plans
consider an assumed discount (interest) rate, an expected rate of return on plan
assets, expected increases in compensation levels, mortality and trends in
health care costs. Of these assumptions, our expected rate of return assumptions
and our discount rate assumptions have historically had the most significant
effect on our net period costs associated with these plans.

We determine our expected rate of return on plan assets based upon a building
block approach that considers plan asset mix, risk free rates, inflation, real
return, term premium, credit spreads, equity risk premium and capital
appreciation as well as expenses, the effect of active management and the effect
of rebalancing for the equity, debt and real estate asset mix applied on a
weighted average basis to our pension asset portfolio. See Note 18 to the
Consolidated Financial Statements for our actual asset allocations by asset
category and the asset allocation ranges prescribed by our investment policy
guidelines for both our pension and other postretirement benefit plans. Our
assumed long-term rate of return for 2020 was 6.50% for our domestic pension
plans and 7.00% for our other postretirement benefit plans. Given the amount of
plan assets as of December 31, 2019, the beginning of the measurement year, if
we had assumed an expected rate of return for both our domestic pension and
other domestic postretirement benefit plans that was 100 bps higher or 100 bps
lower than the rates we assumed, the change in our net periodic costs would have
been as shown in the table below. The information provided in the table below
considers only changes in our assumed long-term rate of return given the level
and mix of invested assets at the beginning of the measurement year, without
consideration of possible changes in any of the other assumptions described
above that could ultimately accompany any changes in our assumed long-term rate
of return.

                                                                      For 

the year ended December 31, 2020


                                                                                             Increase/(Decrease) in Net
                                                        Increase/(Decrease) in Net          Periodic Other Postretirement
                                                          Periodic Pension Cost                         Cost

                                                                                 (in millions)
Increase in expected rate of return by 100 bps        $                      (132)         $                        (15)
Decrease in expected rate of return by 100 bps        $                       132          $                         15



Foreign pension plans represent 5% of plan assets at the beginning of 2020. An
increase in expected rate of return by 100 bps would result in a decrease in net
periodic pension costs of $6 million; conversely, a decrease in expected rate of
return by 100 bps would result in an increase in net periodic pension costs of
$4 million.

We determine our discount rate, used to value the pension and postretirement
benefit obligations, based upon rates commensurate with current yields on high
quality corporate bonds. See Note 18 to the Consolidated Financial Statements
for information regarding the December 31, 2019 methodology we employed to
determine our discount rate for 2020. Our assumed discount rate for 2020 was
3.30% for our domestic pension plans and 3.25% for our other domestic
postretirement benefit plans. Given the amount of pension and postretirement
obligations as of December 31, 2019, the beginning of the measurement year, if
we had assumed a discount rate for both our domestic pension and other
postretirement benefit plans that was 100 bps higher or 100 bps lower than the
rates we assumed, the change in our net periodic costs would have been as shown
in the table below. The information provided in the table below considers only
changes in our assumed discount rate without consideration of possible changes
in any of the other assumptions described above that could ultimately accompany
any changes in our assumed discount rate.
                                                                     For 

the year ended December 31, 2020


                                                                                             Increase/(Decrease) in Net
                                                       Increase/(Decrease) in Net          Periodic Other Postretirement
                                                         Periodic Pension Cost                          Cost

                                                                                 (in millions)
Increase in discount rate by 100 bps                 $                      (136)         $                          (7)
Decrease in discount rate by 100 bps                 $                       159          $                           4



Foreign pension plans represent 14% of plan obligations at the beginning of
2020. An increase in discount rate by 100 bps would result in a decrease in net
periodic pension costs of $14 million; conversely, a decrease in discount rate
by 100 bps would result in an increase in net periodic pension costs of $9
million.

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Given the application of the authoritative guidance for accounting for pensions,
and the deferral and amortization of actuarial gains and losses arising from
changes in our assumed discount rate, the change in net periodic pension cost
arising from an increase in the assumed discount rate by 100 bps would not
always be expected to equal the change in net periodic pension cost arising from
a decrease in the assumed discount rate by 100 bps.

For a discussion of our expected rate of return on plan assets and discount rate for our qualified pension plan in 2020, see "-Results of Operations by Segment-Corporate and Other."



For purposes of calculating pension income from our own qualified pension plan
for the year ended December 31, 2021, we decreased the discount rate to 2.55%
from 3.30% in 2020. The expected rate of return on plan assets will decrease to
5.75% in 2021 from 6.00% in 2020, and the assumed rate of increase in
compensation will remain unchanged at 4.5%.

In addition to the effect of changes in our assumptions, the net periodic cost
or benefit from our pension and other postretirement benefit plans may change
due to factors such as actual experience being different from our assumptions,
special benefits to terminated employees, or changes in benefits provided under
the plans.

At December 31, 2020, the sensitivity of our domestic and foreign pension and
postretirement obligations to a 100 basis point change in discount rate was as
follows.
                                                                                          December 31, 2020
                                                                                                            Increase/(Decrease) in
                                                                     Increase/(Decrease) in               Accumulated Postretirement
                                                                  Pension  Benefits Obligation               Benefits Obligation

                                                                                            (in millions)
Increase in discount rate by 100 bps                           $                        (1,690)         $                      (190)
Decrease in discount rate by 100 bps                           $                         2,056          $                       228



Taxes on Income

Our effective tax rate is based on income, non-taxable and non-deductible items,
tax credits, statutory tax rates and tax planning opportunities available in the
various jurisdictions in which we operate. Inherent in determining our annual
tax rate are judgments regarding business plans, planning opportunities and
expectations about future outcomes. The Dividend Received Deduction ("DRD") is a
major reason for the difference between the Company's effective tax rate and the
U.S. federal statutory rate. The DRD is an estimate that incorporates the prior
and current year information, as well as the current year's equity market
performance. Both the current estimate of the DRD and the DRD in future periods
can vary based on factors such as, but not limited to, changes in the amount of
dividends received that are eligible for the DRD, changes in the amount of
distributions received from underlying fund investments, changes in the account
balances of variable life and annuity contracts, and the Company's taxable
income before the DRD.

In December 2017, Securities and Exchange Commission ("SEC") staff issued "Staff
Accounting Bulletin 118, Income Tax Accounting Implications of the Tax Cuts and
Jobs Act" ("SAB 118"), which allowed the registrants to record provisional
amounts during a 'measurement period' not to extend beyond one year. Under the
relief provided by SAB 118, a company could recognize provisional amounts when
it did not have the necessary information available, prepared or analyzed in
reasonable detail to complete its accounting for the change in tax law. See Note
16 to the Consolidated Financial Statements for a discussion of refinements to
provisional amounts related to The United States Tax Cuts and Jobs Act of 2017
("Tax Act of 2017") included in "Total income tax expense (benefit) before
equity in earnings of operating joint ventures" in 2018.

The Tax Act of 2017 includes a provision causing post-1986 unremitted foreign
earnings of at least 10% owned non-U.S. affiliates to be included in the
Company's U.S. income tax base, with an election to pay the associated tax on an
eight-year installment basis. Unremitted foreign earnings from certain
operations in foreign jurisdictions that impose a withholding tax on dividends
are considered to be permanently reinvested for purposes of determining the
applicable withholding tax expense. See Note 16 to the Consolidated Financial
Statements for a discussion of unremitted earnings for which the Company
provides U.S. income taxes.

An increase or decrease in our effective tax rate by one percentage point would
have resulted in a decrease or increase in our 2020 "Total income tax expense
(benefit)" of $3 million.

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The CARES Act. On March 27, 2020, the Coronavirus Aid, Relief, and Economic
Security Act (the "CARES Act") was enacted into law. One provision of the CARES
Act amends the Tax Act of 2017 and allows companies with net operating losses
("NOLs") originating in 2018, 2019, or 2020 to carry back those losses up to
five years. For 2020, the Company has recorded an income tax benefit of $51
million and $149 million from carrying the 2018 NOL and estimated 2020 NOL back
to tax years that have a 35% tax rate.

Contingencies



A contingency is an existing condition that involves a degree of uncertainty
that will ultimately be resolved upon the occurrence of future events. Under
U.S. GAAP, accruals for contingencies are required to be established when the
future event is probable and its impact can be reasonably estimated, such as in
connection with an unresolved legal matter. The initial reserve reflects
management's best estimate of the probable cost of ultimate resolution of the
matter and is revised accordingly as facts and circumstances change and,
ultimately, when the matter is brought to closure.

Other Accounting Policies



For digital insurance brokerage placement services, the Company earns both
initial and renewal commissions as compensation for the placement of insurance
policies with insurance carriers. At the effective date of the policy, the
Company records within "Other income" the expected lifetime revenue for the
initial and renewal commissions considering estimates of the timing of future
policy cancellations. These estimates are reassessed each reporting period and
any changes in estimates are reflected in the current period.

Adoption of New Accounting Pronouncements



ASU 2018-12, Financial Services-Insurance (Topic 944): Targeted Improvements to
the Accounting for Long-Duration Contracts, was issued by the Financial
Accounting Standards Board ("FASB") on August 15, 2018 and is expected to have a
significant impact on the Consolidated Financial Statements and Notes to the
Consolidated Financial Statements. In October 2019, the FASB issued ASU 2019-09,
Financial Services - Insurance (Topic 944): Effective Date to affirm its
decision to defer the effective date of ASU 2018-12 to January 1, 2022 (with
early adoption permitted), representing a one year extension from the original
effective date of January 1, 2021. As a result of the COVID-19 pandemic, in
November 2020 the FASB issued ASU 2020-11, Financial Services-Insurance (Topic
944): Effective Date and Early Application to defer for an additional one year
the effective date of ASU 2018-12 from January 1, 2022 to January 1, 2023, and
to provide transition relief to facilitate the early adoption of the ASU. The
transition relief would allow large calendar-year public companies that early
adopt ASU 2018-12 to apply the guidance either as of January 1, 2020 or January
1, 2021 (and record transition adjustments as of January 1, 2020 or January 1,
2021, respectively) in the 2022 financial statements. Companies that do not
early adopt ASU 2018-12 would apply the guidance as of January 1, 2021 (and
record transition adjustments as of January 1, 2021) in the 2023 financial
statements. The Company currently intends to adopt ASU 2018-12 effective January
1, 2023. ASU 2018-12 will impact, at least to some extent, the accounting and
disclosure requirements for all long-duration insurance and investment contracts
issued by the Company. In addition to the impacts to the balance sheet upon
adoption, the Company also expects an impact to how earnings emerge thereafter.
See Note 2 to the Consolidated Financial Statements for a more detailed
discussion of ASU 2018-12, as well as other accounting pronouncements issued but
not yet adopted and newly adopted accounting pronouncements.

                        Results of Operations by Segment
PGIM

Operating Results

The following table sets forth PGIM's operating results for the periods indicated:


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                                                                                   Year ended December 31,
                                                                            2020              2019             2018
                                                                                        (in millions)
Operating results(1):
Revenues                                                                $   4,153          $ 3,589          $ 3,294
Expenses                                                                    2,891            2,591            2,335
Adjusted operating income                                                   1,262              998              959
Realized investment gains (losses), net, and related adjustments                0               (1)             (10)

Equity in earnings of operating joint ventures and earnings attributable to noncontrolling interests

                                      159                8              (21)
Income (loss) before income taxes and equity in earnings of
operating joint ventures                                                $   1,421          $ 1,005          $   928


 __________
(1)Certain of PGIM's investment activities are based in currencies other than
the U.S. dollar and are therefore subject to foreign currency exchange rate
risk. The financial results of PGIM include the impact of an intercompany
arrangement with our Corporate and Other operations designed to mitigate the
impact of exchange rate changes on PGIM's U.S. dollar-equivalent earnings. For
more information related to this intercompany arrangement, see "-Results of
Operations-Impact of Foreign Currency Exchange Rates," above.

Adjusted Operating Income



2020 to 2019 Annual Comparison. Adjusted operating income increased $264
million, primarily reflecting an increase in asset management fees, net of
related expenses, due to higher average assets under management as a result of
market appreciation, strong investment performance and public fixed income
inflows. The increase also reflected an increase in other related revenues, net
of related expenses, primarily due to higher commercial mortgage origination
revenue driven by higher loan production and profitability, higher net
performance-based incentive fees, and favorable co- and seed investment results
driven by strong underlying investment performance. These increases were
partially offset by higher expenses primarily reflecting higher compensation
driven by business growth, as well as a decrease in service, distribution and
other revenues primarily due to the absence of fees in the current year period
related to the Wells Fargo agreement (see the "Revenues by type" table in
"-Revenues and Expenses," below).

Revenues and Expenses

The following table sets forth PGIM's revenues, presented on a basis consistent with the table above under "-Operating Results," by type:


                                                     Year ended December 31,
                                                 2020          2019         2018
                                                          (in millions)
Revenues by type:
Asset management fees by source:
Institutional customers                       $   1,350      $ 1,283      $ 1,204
Retail customers(1)                               1,003          878          867
General account                                     557          521          471
Total asset management fees                       2,910        2,682        2,542
Other related revenues by source:
Incentive fees                                      206          169           59
Transaction fees                                     26           22           33
Co- and seed investments                            122           79           57
Commercial mortgage(2)                              198          110          121
Total other related revenues                        552          380          270

Service, distribution and other revenues(3) 691 527


  482
Total revenues                                $   4,153      $ 3,589      $ 3,294


__________
(1)Consists of fees from: individual mutual funds and variable annuities and
variable life insurance separate account assets; funds invested in proprietary
mutual funds through our defined contribution plan products; and third-party
sub-advisory relationships. Revenues from fixed annuities and the fixed-rate
accounts of variable annuities and variable life insurance are included in the
general account.
(2)Includes mortgage origination revenues from our commercial mortgage
origination and servicing business.
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(3)Includes payments from Wells Fargo under an agreement dated as of July 30,
2004, implementing arrangements with respect to money market mutual funds in
connection with the combination of our retail securities brokerage and clearing
operations with those of Wells Fargo. The agreement extended for ten years from
the Wachovia Securities joint venture termination date of December 31, 2009 to
December 31, 2019. The revenue from Wells Fargo under this agreement was $60
million and $70 million for the years ended December 31, 2019 and 2018,
respectively.

2020 to 2019 Annual Comparison. Revenues increased $564 million. Asset
management fees increased primarily reflecting higher average assets under
management as a result of market appreciation, strong investment performance and
public fixed income inflows. Other related revenues increased primarily
reflecting higher commercial mortgage origination revenue driven by higher loan
production and profitability, favorable co- and seed investment results driven
by strong underlying investment performance, and higher performance-based
incentive fees. Service, distribution and other revenues increased primarily
reflecting higher revenues from certain consolidated funds (which were fully
offset by higher expenses related to noncontrolling interests in these funds),
partially offset by the absence of fees in the current year period related to
the Wells Fargo agreement.

Expenses increased $300 million. This increase primarily reflects higher
expenses for service, distribution and other revenues largely driven by higher
revenues associated with certain consolidated funds, as discussed above. The
increase also includes higher variable expenses associated with an increase in
overall segment earnings and higher performance-based incentive fee revenues,
higher compensation expenses driven by business growth, and expenses related to
the startup of a closed-end retail fund in the current year period. These
increases were partially offset by lower expenses related to travel and
entertainment resulting from COVID-19.

Assets Under Management



The following table sets forth assets under management by asset class as of the
dates indicated.

                                                                                       December 31,
                                                                        2020               2019               2018
                                                                                      (in billions)
Assets Under Management(1) (at fair value):
Public equity                                                       $   202.4          $   165.7          $   147.0
Public fixed income                                                   1,004.5              885.9              773.1
Real estate                                                             121.5              117.1              110.3
Private credit and other alternatives                                   106.5               97.5               87.1
Multi-asset                                                              63.7               64.8               64.0
Total PGIM assets under management(2)                               $ 

1,498.6 $ 1,331.0 $ 1,181.5

Assets under management within other reporting segments(2)(3) 222.3

              219.9              195.8
Total PFI assets under management                                   $ 

1,720.9 $ 1,550.9 $ 1,377.3

__________


(1)Prior period amounts have been updated to conform to current period
presentation. "Public equity" represents stock ownership interest in a
corporation or partnership (excluding hedge funds) or real estate investment
trust. "Public fixed income" represents debt instruments that pay interest and
usually have a maturity (excluding mortgages). "Real estate" includes direct
real estate equity and real estate mortgages. "Private credit and other
alternatives" includes private credit, private equity, hedge funds and other
alternative strategies. "Multi-asset" includes funds or products that invest in
more than one asset class, balancing equity and fixed income funds and target
date funds.
(2)Effective first quarter of 2020, certain assets have been reclassified from
the U.S. Individual Solutions division to PGIM. Prior period amounts have been
updated to conform to current period presentation.
(3)Primarily includes certain assets related to annuity and variable life
products in our U.S. Individual Solutions division, retirement and group life
products in our U.S. Workplace Solutions division and certain general account
assets of our International Businesses. These assets are not directly managed by
PGIM, but rather are invested in non-proprietary funds or are managed by either
the divisions themselves or by our Chief Investment Officer Organization.

2020 to 2019 Annual Comparison. PGIM's assets under management increased $168
billion in 2020, primarily reflecting market appreciation, strong investment
performance and public fixed income inflows.

The following table sets forth assets under management by source as of the dates indicated.


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                                                                                       December 31,
                                                                        2020               2019               2018
                                                                                      (in billions)
Assets Under Management(1) (at fair value):
Institutional customers                                             $   614.9          $   552.8          $   493.5
Retail customers                                                        372.0              305.6              260.2
General account                                                         511.7              472.6              427.8
Total PGIM assets under management(2)                               $ 

1,498.6 $ 1,331.0 $ 1,181.5

Assets under management within other reporting segments(2)(3) 222.3

              219.9              195.8
Total PFI assets under management                                   $ 

1,720.9 $ 1,550.9 $ 1,377.3

__________


(1)Prior period amounts have been updated to conform to current period
presentation. "Institutional customers" consist of third-party institutional
assets and group insurance contracts. "Retail customers" consist of individual
mutual funds and variable annuities and variable life insurance separate account
assets, funds invested in proprietary mutual funds through our defined
contribution plan products, and third-party sub-advisory relationships. "General
account" also includes fixed annuities and the fixed-rate accounts of variable
annuities and variable life insurance.
(2)Effective first quarter of 2020, certain assets have been reclassified from
the U.S. Individual Solutions division to PGIM. Prior period amounts have been
updated to conform to current period presentation.
(3)Primarily includes certain assets related to annuity and variable life
products in our U.S. Individual Solutions division, retirement and group life
products in our U.S. Workplace Solutions division and certain general account
assets of our International Businesses. These assets are not directly managed by
PGIM, but rather are invested in non-proprietary funds or are managed by either
the divisions themselves or by our Chief Investment Officer Organization.

The following table sets forth the component changes in PGIM's assets under management for the periods indicated.



                                                                                          December 31,
                                                                           2020               2019               2018
                                                                                         (in billions)
Beginning assets under management                                      $ 1,331.0          $ 1,181.5          $ 1,180.0
Institutional third-party flows                                              3.0               (6.5)              14.1
Retail third-party flows                                                    17.2                5.7               (0.4)
Total third-party flows                                                     20.2               (0.8)              13.7
Affiliated flows(1)                                                         (8.5)              (3.9)               7.9
Market appreciation (depreciation)(2)                                      146.7              148.6              (23.0)
Foreign exchange rate impact                                                 6.8                0.5                1.2
Net money market activity and other increases (decreases)                    2.4                5.1                1.7
Ending assets under management(3)                                      $ 

1,498.6 $ 1,331.0 $ 1,181.5

__________

(1)Represents assets that PGIM manages for the benefit of other reporting segments within the Company. Additions and withdrawals of these assets are attributable to third-party product inflows and outflows in other reporting segments. (2)Includes income reinvestment, where applicable. (3)Prior period amounts have been updated to conform to current period presentation.

Private Capital Deployment



Private capital deployment is indicative of the pace and magnitude of capital
that is invested and will result in future revenues that may include management
fees, transaction fees, incentive fees and servicing revenues, as well as future
costs to manage these assets.

Private capital deployment represents the gross value of private capital
invested in real estate debt and equity, and private credit and equity asset
classes. Assets under management resulting from private capital deployment are
included in "Real estate" and "Private credit and other alternatives" in the
"-Assets Under Management- by asset class table" above, and these accounted for
a net increase of approximately $12 billion of assets under management in 2020.
The increase was primarily driven by private debt originations and real estate
equity acquisitions, partially offset by maturities and capital returned to
investors.

Private capital deployment includes PGIM's real estate agency debt business,
which consists of agency commercial loans that are originated and sold to third
party investors. PGIM continues to service these commercial loans; however, they
are not included in assets under management.

The following table sets forth PGIM's private capital deployed by asset class for the periods indicated.


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                                           December 31,
                                   2020        2019        2018
                                          (in billions)

Private capital deployed: Real estate debt and equity $ 24.4 $ 26.1 $ 25.6 Private credit and equity 12.6 13.2 12.5 Total private capital deployed $ 37.0 $ 39.3 $ 38.1

Co- and Seed Investments



The following table sets forth PGIM's co- and seed investments at carrying value
(including the value of derivative instruments used to mitigate equity market
and currency risk) by asset class and source as of the dates indicated.
                                             December 31,
                                          2020        2019(1)
                                            (in millions)
Co-Investments:
Public fixed income                     $   489      $   462
Real estate                                 170          228
Private credit and other alternatives        26           19
Seed Investments:
Public equity                               675          671
Public fixed income                         356          325
Real estate                                  33           34
Private credit and other alternatives        79           59
Multi-asset                                  62           74
Total                                   $ 1,890      $ 1,872


__________

(1)Prior period amounts have been updated to conform to current period presentation.



The increase of $18 million in co- and seed investments was primarily driven by
strong public fixed income and private credit and other alternatives investment
performance, partially offset by a liquidation of a significant real estate
co-investment.

U.S. Businesses

Operating Results

The following table sets forth the operating results for our U.S. Businesses for the periods indicated:


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                                                                                    Year ended December 31,
                                                                             2020              2019             2018
                                                                                         (in millions)
Adjusted operating income before income taxes:
U.S. Businesses:
U.S. Workplace Solutions division:
Retirement                                                               $   1,436          $ 1,301          $ 1,049
Group Insurance                                                                (16)             285              229
Total U.S. Workplace Solutions division                                      1,420            1,586            1,278
U.S. Individual Solutions division:
Individual Annuities                                                         1,470            1,843            1,925
Individual Life                                                                (48)              87              223
Total U.S. Individual Solutions division                                     1,422            1,930            2,148
Assurance IQ division(1):
Assurance IQ                                                                   (88)              (9)               0
Total Assurance IQ division                                                    (88)              (9)               0
Total U.S. Businesses                                                        2,754            3,507            3,426

Reconciling Items: Realized investment gains (losses), net, and related adjustments(2)

                                                              (2,526)          (1,881)              88
Charges related to realized investment gains (losses), net                    (120)             (58)            (333)
Market experience updates(3)                                                  (591)            (408)               0
Other adjustments(4)                                                            51              (47)               0

Equity in earnings of operating joint ventures and earnings attributable to noncontrolling interests

                                         4                2               (1)
Income (loss) before income taxes and equity in earnings of
operating joint ventures                                                 $    (428)         $ 1,115          $ 3,180


________
(1)Assurance IQ was acquired by the Company in October 2019. See Note 1 to the
Consolidated Financial Statements for additional information.
(2)Prior period amounts have been updated to conform to current period
presentation.
(3)Represents the immediate impacts in current period results from changes in
current market conditions on estimates of profitability, which are excluded from
adjusted operating income beginning with the second quarter of 2019. See Note 22
to the Consolidated Financial Statements for additional information.
(4)Represents certain components of the consideration for the Assurance IQ
acquisition, which are recognized as compensation expense over the requisite
service periods, as well as changes in the fair value of contingent
consideration. See Note 22 to the Consolidated Financial Statements for
additional information.

2020 to 2019 Annual Comparison. Adjusted operating income for our U.S. Businesses decreased by $753 million primarily due to:

•Lower fee income, net of distribution expenses and other associated costs, in our Individual Annuities business;

•Lower underwriting results primarily driven by COVID-19 related net mortality experience; and

•An unfavorable comparative net impact from our annual reviews and update of assumptions and other refinements.

•Partially offsetting these decreases were lower expenses, including those associated with cost savings initiatives.

U.S. Businesses-U.S. Workplace Solutions Division

Retirement

Operating Results

The following table sets forth Retirement's operating results for the periods indicated:


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                                                                                   Year ended December 31,
                                                                          2020              2019              2018
                                                                                        (in millions)
Operating results:
Revenues                                                               $ 12,034          $ 15,064          $ 16,825
Benefits and expenses                                                    10,598            13,763            15,776
Adjusted operating income                                                 1,436             1,301             1,049
Realized investment gains (losses), net, and related adjustments            (23)              332              (402)
Charges related to realized investment gains (losses), net                    0                 4                (5)

Equity in earnings of operating joint ventures and earnings attributable to noncontrolling interests

                                      3                 2                (1)
Income (loss) before income taxes and equity in earnings of operating
joint ventures                                                         $  1,416          $  1,639          $    641



Adjusted Operating Income

2020 to 2019 Annual Comparison. Adjusted operating income increased $135
million, including an unfavorable comparative net impact from our annual reviews
and update of assumptions and other refinements. Results for 2020 included a net
charge of $22 million from these updates primarily driven by an increase in
expected benefit payments, while results for 2019 included a net benefit of $154
million from these updates, primarily driven by a reduction in expected benefit
payments. Excluding this item, adjusted operating income increased $311 million,
primarily driven by higher reserve gains due to COVID-19 related mortality
gains, and lower expenses primarily due to lower costs resulting from expense
savings initiatives. Net investment spread results remained relatively flat as
lower reinvestment yields were largely offset by higher income on non-coupon
investments and the impact of lower crediting rates.

Revenues, Benefits and Expenses



2020 to 2019 Annual Comparison. Revenues decreased $3,030 million. Excluding the
impact of our annual reviews and update of assumptions and other refinements, as
discussed above, revenues decreased $3,037 million. This decrease primarily
reflected lower pension risk transfer premiums with corresponding offsets in
policyholders' benefits, as discussed below.

Benefits and expenses decreased $3,165 million. Excluding the impact of our
annual reviews and update of assumptions and other refinements, as discussed
above, benefits and expenses decreased $3,348 million. Policyholders' benefits,
including the change in policy reserves, decreased primarily related to the
decrease in pension risk transfer premiums discussed above, as well as more
favorable reserve experience primarily driven by COVID-19 related mortality
gains.

Account Values



Account values are a significant driver of our operating results, and are
primarily driven by net additions (withdrawals) and the impact of market
changes. The income we earn on most of our fee-based products varies with the
level of fee-based account values, since many policy fees are determined by
these values. The investment income and interest we credit to policyholders on
our spread-based products varies with the level of general account values. To a
lesser extent, changes in account values impact our pattern of amortization of
DAC and VOBA and general and administrative expenses.

The following table shows the changes in the account values and net additions
(withdrawals) of Retirement's products for the periods indicated. Net additions
(withdrawals) are plan sales and participant deposits or additions, as
applicable, minus plan
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and participant withdrawals and benefits. Account values include both
internally- and externally-managed client balances as the total balances drive
revenue for the Retirement business. For more information on internally-managed
balances, see "-PGIM."

                                                                                     Year ended December 31,
                                                                            2020               2019               2018
                                                                                          (in millions)
Full Service:
Beginning total account value                                           $ 272,448          $ 231,669          $ 234,616
Deposits and sales                                                         40,914             36,394             33,116
Withdrawals and benefits                                                  (34,652)           (35,706)           (26,429)

Change in market value, interest credited and interest income and other activity

                                                             36,517             40,091             (9,634)
Ending total account value                                              $ 315,227          $ 272,448          $ 231,669
Institutional Investment Products:
Beginning total account value                                           $ 227,596          $ 200,759          $ 194,492
Additions(1)                                                               22,469             31,101             21,310
Withdrawals and benefits                                                  (18,288)           (16,743)           (15,409)
Change in market value, interest credited and interest income               8,854              9,089              3,303
Other(2)                                                                    2,756              3,390             (2,937)
Ending total account value                                              $ 243,387          $ 227,596          $ 200,759


__________
(1)Additions primarily include: group annuities and funded pension reinsurance
calculated based on premiums received; funding agreements issued; unfunded
longevity reinsurance contracts calculated as the present value of future
projected benefits; and investment-only stable value contracts calculated as the
fair value of customers' funds held in a client-owned trust.
(2)"Other" activity includes the effect of foreign exchange rate changes
associated with our British pounds sterling denominated longevity reinsurance
business and changes in asset balances for externally-managed accounts. For the
years ended December 31, 2020 and 2019, "Other" activity also includes $6,989
million in receipts offset by $6,695 million in payments and $3,804 million in
receipts offset by $3,104 million in payments, respectively, related to funding
agreements backed by commercial paper which typically have maturities of less
than 90 days.

2020 to 2019 Annual Comparison. The increase in Full Service account values primarily reflected favorable changes in the market value of customer funds and net deposits and sales.

The increase in Institutional Investment Products account values primarily reflected a favorable change in the market value of account values, net additions driven by investment-only stable value accounts and collateralized funding agreements.

Group Insurance

Operating Results

The following table sets forth Group Insurance's operating results and benefits and administrative operating expense ratios for the periods indicated:


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                                                                                    Year ended December 31,
                                                                             2020             2019             2018

                                                                                         (in millions)
Operating results:
Revenues                                                                  $    5,786       $ 5,750          $ 5,685
Benefits and expenses                                                       5,802            5,465            5,456
Adjusted operating income                                                     (16)             285              229
Realized investment gains (losses), net, and related adjustments               48              (20)             (38)

Income (loss) before income taxes and equity in earnings of
operating joint ventures                                                  $    32          $   265          $   191
Benefits ratio(1)(4):
Group life(2)                                                                93.4  %          87.4  %          87.2  %
Group disability(2)                                                          78.4  %          75.4  %          75.8  %
    Total Group Insurance(2)                                                 90.2  %          84.7  %          84.9  %
Administrative operating expense ratio(3)(4):
Group life                                                                   12.4  %          12.7  %          12.2  %
Group disability                                                             26.1  %          24.1  %          27.1  %
    Total Group Insurance                                                    15.4  %          15.2  %          15.1  %


__________
(1)Ratio of policyholder benefits to earned premiums plus policy charges and fee
income.
(2)Benefits ratios reflect the impacts of our annual reviews and update of
assumptions and other refinements. Excluding these impacts, the group life,
group disability and total Group Insurance benefits ratios were 93.6%, 78.8% and
90.4% for 2020, respectively, 87.0%, 77.7% and 84.9% for 2019, respectively, and
87.4%, 77.8% and 85.5% for 2018, respectively.
(3)Ratio of general and administrative expenses (excluding commissions) to gross
premiums plus policy charges and fee income.
(4)The benefit and administrative ratios are measures used to evaluate
profitability and efficiency.

Adjusted Operating Income



2020 to 2019 Annual Comparison. Adjusted operating income decreased $301
million, including a favorable comparative net impact from our annual reviews
and update of assumptions and other refinements. Results for 2020 and 2019
included a net benefit from this update of $11 million and $9 million,
respectively. Excluding this item, adjusted operating income decreased $303
million, primarily reflecting lower underwriting results in our group life
business driven by unfavorable claim experience primarily due to COVID-19
impacts on non-experience-rated contracts. The decrease also reflected lower
underwriting results in our group disability business driven by the impact to
reserves from lower interest rates, and lower net investment spread results
driven by lower reinvestment yields and lower prepayment fee income.

Revenues, Benefits and Expenses



2020 to 2019 Annual Comparison. Revenues increased $36 million. Excluding the
impact from our annual reviews and update of assumptions and other refinements,
as discussed above, revenues increased $5 million. The increase primarily
reflected higher premiums and policy charges and fee income driven by growth in
our group life business, mostly offset by lower net investment income driven by
lower reinvestment yields and lower prepayment fee income, with partial offsets
in interest credited to policyholder account balances, as discussed below.

Benefits and expenses increased $337 million. Excluding the impact from our
annual reviews and update of assumptions and other refinements, as discussed
above, benefits and expenses increased $308 million. The increase primarily
reflected higher policyholders' benefits and changes in reserves, including
increases in our group life business mostly due to COVID-19 impacts. The
increase was partially offset by lower interest credited to policyholder account
balances, offset in net investment income, as discussed above.

Sales Results

The following table sets forth Group Insurance's annualized new business premiums, as defined under "-Segment Measures" above, for the periods indicated:


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                                                   Year ended December 31,
                                                 2020             2019       2018

                                                        (in millions)
Annualized new business premiums(1):
Group life                                $     243              $ 254      $ 376
Group disability                                163                159        183
Total                                     $     406              $ 413      $ 559


__________

(1)Amounts exclude new premiums resulting from rate changes on existing policies, from additional coverage under our Servicemembers' Group Life Insurance contract and from excess premiums on group universal life insurance that build cash value but do not purchase face amounts.



2020 to 2019 Annual Comparison. Total annualized new business premiums decreased
$7 million compared to 2019, primarily driven by lower sales in our group life
business, partially offset by higher sales in our group disability business.
Sales levels reflect pricing competitiveness and reduced levels of client case
movement within the National segment.

U.S. Businesses-U.S. Individual Solutions Division

Individual Annuities



Our Individual Annuities business includes both fixed and variable annuities
which may include optional guaranteed living benefit riders (e.g., GMIB, GMAB,
GMWB and GMIWB), and/or optional death benefit riders (e.g., GMDB). We also
offer fixed annuities that provide a guarantee of principal and interest
credited at rates we determine (subject to certain contractual minimums) or at
rates based upon the performance of an index (subject to caps or participation
rates), as well as indexed variable annuities that provide several index
crediting strategies and varying levels of downside protection at predetermined
levels and durations. The drivers of our business results are generally included
in adjusted operating income, with exceptions related to certain guarantees, as
discussed below.
The U.S. GAAP accounting and our adjusted operating income treatment for our
guarantees differ depending upon the specific contractual features. Under U.S.
GAAP, the reserves for GMIB and GMDB are accounted for in accordance with an
insurance fulfillment accounting framework and the results are included in
adjusted operating income in a manner generally consistent with U.S. GAAP.
In contrast, certain of our guaranteed living benefit riders (e.g., GMAB, GMWB
and GMIWB) are accounted for under U.S. GAAP as embedded derivatives and
reported using a fair value accounting framework. For purposes of measuring
segment performance, adjusted operating income excludes the changes in fair
value and instead reflects the performance of these riders using an insurance
fulfillment accounting framework. Under this framework, adjusted operating
income recognized each period reflects the rider fees earned during the period,
less the portion of such fees estimated to be required to cover future benefit
payments and hedging costs. Sales of traditional variable annuities with
guaranteed living benefit riders have been discontinued as of December 31, 2020.
See "Business-Individual Annuities" for more information about these products.

Operating Results



The following table sets forth Individual Annuities' operating results for the
periods indicated:
                                                                                Year ended December 31,
                                                                         2020              2019             2018
                                                                                     (in millions)
Operating results:
Revenues                                                             $   4,440          $ 4,995          $ 4,966
Benefits and expenses                                                    2,970            3,152            3,041
Adjusted operating income                                                1,470            1,843            1,925

Realized investment gains (losses), net, and related adjustments (2,911) (2,551)

             846
Charges related to realized investment gains (losses), net                   4               59             (407)
    Market experience updates(1)                                          (324)            (100)               0
Income (loss) before income taxes and equity in earnings of
operating joint ventures                                             $  (1,761)         $  (749)         $ 2,364


________
(1)Represents the immediate impacts in current period results from changes in
current market conditions on estimates of profitability, which are excluded from
adjusted operating income beginning with the second quarter of 2019. See Note 22
to the Consolidated Financial Statements for additional information.
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Adjusted Operating Income



2020 to 2019 Annual Comparison. Adjusted operating income decreased $373
million, including an unfavorable comparative net impact from our annual reviews
and update of assumptions and other refinements. Results for 2020 included a
$136 million net charge from these updates primarily driven by unfavorable
impacts related to a decrease in long-term interest rate assumptions. Results
for 2019 included a $12 million net charge from these updates. Excluding this
item, adjusted operating income decreased $249 million primarily driven by lower
fee income, net of distribution expenses and other associated costs, due to
unfavorable impacts from our traditional living benefit guarantees resulting
from declining interest rates, as well as certain products reaching contractual
milestones for fee tier reduction.

Revenues, Benefits and Expenses



2020 to 2019 Annual Comparison. Revenues decreased $555 million. Excluding the
impact of our annual reviews and update of assumptions and other refinements, as
discussed above, revenues decreased $423 million. The decrease was primarily
driven by lower policy charges and fee income reflecting unfavorable impacts
from our traditional living benefit guarantees resulting from declining interest
rates, as well as certain products reaching contractual milestones for fee tier
reductions. Also contributing to the decrease were lower premiums resulting from
lower single premium immediate annuity sales, with offsets in policyholders'
benefits as discussed below.

Benefits and expenses decreased $182 million. Excluding the impact of our annual
reviews and update of assumptions and other refinements, as discussed above,
benefits and expenses decreased $174 million primarily driven by lower
policyholders' benefits, including changes in reserves, due to lower reserve
provisions resulting from a decrease in single premium immediate annuity sales,
with offsets in premiums, as discussed above.

Account Values



Account values are a significant driver of our operating results. Since most
fees are determined by the level of separate account assets, fee income varies
primarily based on the level of account values. Additionally, our fee income
generally drives other items such as the pattern of amortization of DAC and
other costs. Account values are driven by net flows from new business sales,
surrenders, withdrawals and benefit payments, policy charges and the impact of
positive or negative market value changes. The annuity industry's competitive
and regulatory landscapes, which have been dynamic over the last few years, may
impact our net flows, including new business sales. The following table sets
forth account value information for the periods indicated:
                                                                                 Year ended December 31,
                                                                        2020               2019               2018
                                                                                      (in millions)
Total Individual Annuities(1):
Beginning total account value                                       $ 169,681          $ 151,080          $ 168,626
Sales                                                                   6,815              9,720              8,270
Full surrenders and death benefits                                     (7,845)            (9,374)            (8,958)
Sales, net of full surrenders and death benefits                       (1,030)               346               (688)
Partial withdrawals and other benefit payments                         (5,191)            (5,163)            (4,814)
Net flows                                                              (6,221)            (4,817)            (5,502)
Change in market value, interest credited and other activity           16,360             27,072             (8,341)
Policy charges                                                         (3,540)            (3,654)            (3,703)
Ending total account value                                          $ 176,280          $ 169,681          $ 151,080


__________
(1)Includes gross variable and fixed annuities sold as retail investment
products. Investments sold through defined contribution plan products are
included with such products within our Retirement business. Variable annuity
account values were $170.5 billion, $164.9 billion and $147.3 billion as of
December 31, 2020, 2019 and 2018, respectively. Fixed annuity account values
were $5.7 billion, $4.8 billion and $3.7 billion as of December 31, 2020, 2019
and 2018, respectively.

2020 to 2019 Annual Comparison. The increase in account values during 2020 was primarily driven by favorable changes in the market value of contractholder funds, partially offset by net outflows and policy charges.



The decrease in sales, net of full surrenders and death benefits, reflects lower
gross sales driven by benefit rate reductions and pricing actions in response to
capital market conditions, and lower full surrenders driven by general
uncertainty around COVID-19 as well as recent market volatility.
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Risks and Risk Mitigants



Fixed Annuity Risks and Risk Mitigants. The primary risk exposure of our fixed
annuity products relates to investment risks we bear for providing customers a
minimum guaranteed interest rate or an index-linked interest rate required to be
credited to the customer's account value, which include interest rate
fluctuations and/or sustained periods of low interest rates, and credit risk
related to the underlying investments. We manage these risk exposures primarily
through our investment strategies and product design features, which include
credit rate resetting subject to the minimum guaranteed interest rate as well as
surrender charges applied during the early years of the contract that help to
provide protection for premature withdrawals. In addition, a portion of our
fixed products has a market value adjustment provision that affords protection
of lapse in the case of rising interest rates. We also manage these risk
exposures through external reinsurance for certain of our fixed annuity
products. For information on our external reinsurance agreements, see
"Business-Individual Annuities" and Note 14 to the Consolidated Financial
Statements.

Indexed Variable Annuity Risks and Risk Mitigants. The primary risk exposure of
our indexed variable annuity products relates to the investment risks we bear in
order to credit to the customer's account balance the required crediting rate
based on the performance of the elected indices at the end of each term. We
manage this risk primarily through our investment strategies including
derivatives and product design features, which include credit rate resetting
subject to contractual minimums as well as surrender charges applied during the
early years of the contract that help to provide protection for premature
withdrawals. In addition, our indexed variable annuity strategies have an
interim value provision that provides protection from lapse in the case of
rising interest rates.

Variable Annuity Risks and Risk Mitigants. The primary risk exposures of our
variable annuity contracts relate to actual deviations from, or changes to, the
assumptions used in the original pricing of these products, including capital
markets assumptions such as equity market returns, interest rates and market
volatility, along with actuarial assumptions such as contractholder mortality,
the timing and amount of annuitization and withdrawals, and contract lapses. For
these risk exposures, achievement of our expected returns is subject to the risk
that actual experience will differ from the assumptions used in the original
pricing of these products. We manage our exposure to certain risks driven by
fluctuations in capital markets primarily through a combination of i) Product
Design Features, ii) our Asset Liability Management Strategy, and iii) our
Capital Hedge Program, as discussed below. We also manage these risk exposures
through external reinsurance for certain of our variable annuity products. For
information on our external reinsurance agreements, see "Business-Individual
Annuities" and Note 14 to the Consolidated Financial Statements. Sales of
traditional variable annuities with guaranteed living benefit riders have been
discontinued as of December 31, 2020. See "Business-Individual Annuities" for
more information about these products.

i.Product Design Features:
A portion of the variable annuity contracts that we offer include an automatic
rebalancing feature, also referred to as an asset transfer feature. This feature
is implemented at the contract level, and transfers assets between certain
variable investment sub-accounts selected by the annuity contractholder and,
depending on the benefit feature, a fixed-rate account in the general account or
a bond fund sub-account within the separate accounts. The objective of the
automatic rebalancing feature is to reduce our exposure to equity market risk
and market volatility. Other product design features we utilize include, among
others, asset allocation restrictions, minimum issuance age requirements and
certain limitations on the amount of purchase payments, as well as a required
minimum allocation to our general account for certain of our products. We
continue to introduce products that diversify our risk profile and have
incorporated provisions in product design allowing frequent revisions of key
pricing elements for certain of our products. In addition, there is diversity in
our fee arrangements as certain fees are primarily based on the benefit
guarantee amount, the contractholder account value and/or premiums, which helps
preserve certain revenue streams when market fluctuations cause account values
to decline.
ii.Asset Liability Management ("ALM") Strategy (including fixed income
instruments and derivatives):
We employ an ALM strategy that utilizes a combination of both traditional fixed
income instruments and derivatives to help defray potential claims associated
with our variable annuity living benefit guarantees. The economic liability we
manage with this ALM strategy consists of expected living benefit claims under
less severe market conditions, which are managed using fixed income and
derivative instruments, and potential living benefit claims resulting from more
severe market conditions, which are hedged using derivative instruments. For our
Prudential Defined Income ("PDI") variable annuity, we utilize fixed income
instruments to help defray potential claims. For the portion of our ALM strategy
executed with derivatives, we enter into a range of exchange-traded and OTC
equity, interest rate and credit derivatives, including, but not limited to:
equity and treasury futures; total return, credit default and interest rate
swaps; and options, including equity options, swaptions, and floors and caps.
The intent of this strategy is to more efficiently manage the capital and
liquidity associated with these products while continuing to mitigate
fluctuations in net income due to movements in capital markets.

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Under our ALM strategy, the difference between the change in value of our
hedging instruments and the change in value of the portion of the economic
liability that is being hedged, has historically been reflected in adjusted
operating income over time. Beginning with the second quarter of 2020, this
impact is excluded from adjusted operating income, which the Company believes
enhances the understanding of underlying performance trends.

The valuation of the economic liability we seek to defray excludes certain items
that are included within the U.S. GAAP liability, such as NPR in order to
maximize protection irrespective of the possibility of our own default, as well
as risk margins (required by U.S. GAAP but different from our best estimate) and
valuation methodology differences. The following table provides a reconciliation
between the liability reported under U.S. GAAP and the economic liability we
manage through our ALM strategy as of the periods indicated.
                                                                                       December 31,
                                                                                  2020              2019
                                                                                       (in millions)

U.S. GAAP liability, including NPR, net of reinsurance recoverables(1)

$ 18,537          $ 12,612
NPR adjustment, net of reinsurance recoverables(1)                                4,103             3,522
Subtotal                                                                         22,640            16,134

Adjustments including risk margins and valuation methodology differences

      (5,080)           (4,385)
Economic liability managed through the ALM strategy                         

$ 17,560 $ 11,749

________

(1) Prior period amounts have been updated to conform to current period presentation.

As of December 31, 2020, the fair value of our fixed income instruments and derivative assets exceed the economic liability within the entities in which the risks reside.



Under our ALM strategy, we expect differences in the U.S. GAAP net income impact
between the changes in value of the fixed income instruments and derivatives as
compared to the changes in the embedded derivative liability these assets
support. These differences can be primarily attributed to three distinct areas:

•Different valuation methodologies in measuring the liability we intend to cover
with fixed income instruments and derivatives versus the liability reported
under U.S. GAAP. The valuation methodology utilized in estimating the economic
liability we intend to defray with fixed income instruments and derivatives is
different from that required to be utilized to measure the liability under U.S.
GAAP. Additionally, the valuation of the economic liability excludes certain
items that are included within the U.S. GAAP liability, such as NPR in order to
maximize protection irrespective of the possibility of our own default and risk
margins (required by U.S. GAAP but different from our best estimate).

•Different accounting treatment between liabilities and assets supporting those
liabilities. Under U.S. GAAP, changes in value of the embedded derivative
liability and derivative instruments used to hedge a portion of the economic
liability are immediately reflected in net income. In contrast, changes in fair
value of fixed income instruments that support a portion of the economic
liability are designated as available-for-sale and are recorded as unrealized
gains (losses) in other comprehensive income versus net income.

•General hedge results. For the derivative portion of the ALM strategy, the net
hedging impact (the extent to which the changes in value of the hedging
instruments offset the change in value of the portion of the economic liability
we are hedging) may be impacted by a number of factors, including: cash flow
timing differences between our hedging instruments and the corresponding portion
of the economic liability we are hedging, basis differences attributable to
actual underlying contractholder funds to be hedged versus hedgeable indices,
rebalancing costs related to dynamic rebalancing of hedging instruments as
markets move, certain elements of the economic liability that may not be hedged
(including certain actuarial assumptions), and implied and realized market
volatility on the hedge positions relative to the portion of the economic
liability we seek to hedge.
iii.Capital Hedge Program:
We employ a capital hedge program to protect a portion of the overall capital
position of the variable annuities business against its exposure to the equity
markets. The capital hedge program is conducted using equity derivatives which
include equity call and put options, total return swaps and futures contracts.
The changes in value of these derivatives have historically been recognized in
adjusted operating income over the expected duration of the capital hedge
program. Beginning with the second quarter of 2020, changes in value of these
derivatives are excluded from adjusted operating income which the Company
believes enhances the understanding of underlying performance trends.

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Results excluded from adjusted operating income

The following table provides the net impact to the Consolidated Statements of
Operations from the results excluded from adjusted operating income, which is
primarily driven by the changes in the U.S. GAAP embedded derivative liability
and hedge positions under the ALM strategy as described above, and the related
amortization of DAC and other costs.
                                                                         

Year ended December 31,


                                                                  2020              2019             2018
Results excluded from adjusted operating income(2)                           (in millions)(1)
Change in value of U.S. GAAP liability, pre-NPR(3)            $  (4,979)         $ (1,510)         $ (681)
Change in the NPR adjustment                                        581     

(1,103) 1,394 Change in fair value of hedge assets, excluding capital hedges(4)

                                                         2,251               695            (427)
Change in fair value of capital hedges(5)                          (900)           (1,024)            404
Other                                                               136               391             156

Realized investment gains (losses), net, and related adjustments

                                                      (2,911)           (2,551)            846
Market experience updates(6)                                       (324)             (100)              0
Charges related to realized investment gains (losses), net            4                59            (407)

Total results excluded from adjusted operating income(7) $ (3,231)

$ (2,592) $ 439

__________


(1)Positive amounts represent income; negative amounts represent a loss.
(2)Includes the impact of annual reviews and update of assumptions and other
refinements.
(3)Represents the change in the liability (excluding NPR) for our variable
annuities living benefit guarantees, which is measured utilizing a valuation
methodology that is required under U.S. GAAP. This liability includes such items
as risk margins which are required by U.S. GAAP but not included in our best
estimate of the liability.
(4)Represents the change in fair value of the derivatives utilized to hedge
potential claims associated with our variable annuity living benefit guarantees.
(5)Represents the changes in fair value of equity derivatives of the capital
hedge program intended to protect a portion of the overall capital position of
the variable annuities business against its exposure to the equity markets.
(6)Represents the immediate impacts in current period results from changes in
current market conditions on estimates of profitability, which are excluded from
adjusted operating income beginning with the second quarter of 2019.
(7)Excludes amounts from the changes in fair value of fixed income instruments
recorded in OCI (versus net income): a gain of $1,384 million, a gain of $845
million and a loss of $14 million as of December 31, 2020, 2019 and 2018,
respectively.

For 2020, the loss of $3,231 million was driven by an unfavorable impact related
to the portions of the U.S. GAAP liability before NPR, net of the change in fair
value of hedge assets (excluding the change in fair value of capital hedges)
largely due to unfavorable hedge breakage resulting from equity market
volatility, as well as the unfavorable impact on the unhedged portion of the
economic liability as a result of declining interest rates, partially offset by
favorable equity market performance. Contributing to the overall loss were
losses associated with our capital hedge program. Partially offsetting these
items was a favorable NPR adjustment.

For 2019, the loss of $2,592 million was driven by an unfavorable NPR
adjustment, losses associated with our capital hedge program, and an unfavorable
impact related to the portions of the U.S. GAAP liability before NPR, net of the
change in fair value of hedge assets (excluding the change in fair value of
capital hedges) largely due to declining interest rates, partially offset by
favorable equity market performance.

Product Specific Risks and Risk Mitigants



For certain living benefit guarantees, claims will primarily represent the
funding of contractholder lifetime withdrawals after the cumulative withdrawals
have first exhausted the contractholder account value. Due to the age of the
in-force block, limited claim payments have occurred to date, and they are not
expected to increase significantly within the next five years, based upon
current assumptions. The timing and amount of future claims will depend on
actual returns on contractholder account value and actual contractholder
behavior relative to our assumptions. The majority of our current living benefit
guarantees provide for guaranteed lifetime contractholder withdrawal payments
inclusive of a "highest daily" contract value guarantee. Our Prudential Defined
Income variable annuity complements our variable annuity products with the
highest daily benefit and provides for guaranteed lifetime contractholder
withdrawal payments, but restricts contractholder asset allocation to a single
bond fund sub-account within the separate accounts.
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The majority of our traditional variable annuity contracts with living benefit
guarantees, and contracts sold with our highest daily living benefit features,
include risk mitigants in the form of an automatic rebalancing feature and/or
inclusion in our ALM strategy. We may also utilize external reinsurance as a
form of additional risk mitigation. The risks associated with the guaranteed
benefits of certain legacy products that were sold prior to our development of
the automatic rebalancing feature are also managed through our ALM strategy.
Certain legacy products with GMAB rider options include the automatic
rebalancing feature but are not included in the ALM strategy. As discussed
above, sales of traditional variable annuities with living benefit guarantees
and automatic rebalancing features have been discontinued as of December 31,
2020. See "Business-Individual Annuities" for more information about these
products.
For our GMDBs, we provide a benefit payable in the event of death. Our base GMDB
is generally equal to a return of cumulative deposits adjusted for any partial
withdrawals. Certain products include an optional enhanced GMDB based on the
greater of a minimum return on the contract value or an enhanced value. We have
retained the risk that the total amount of death benefit payable may be greater
than the contractholder account value; however, a substantial portion of the
account values associated with GMDBs are subject to an automatic rebalancing
feature because the contractholder also selected a living benefit guarantee
which includes an automatic rebalancing feature. All of the variable annuity
account values with living benefit guarantees also contain GMDBs. The living and
death benefit features for these contracts cover the same insured life and,
consequently, we have insured both the longevity and mortality risk on these
contracts.
The following table sets forth the risk management profile of our living benefit
guarantees and guaranteed minimum death benefit ("GMDB") features as of the
periods indicated:
                                                                                                                    December 31,
                                                                         2020                                           2019                                           2018
                                                         Account Value            % of Total            Account Value            % of Total            Account Value            % of Total
                                                                                                                   (in millions)
Living benefit/GMDB features(1):
Both ALM strategy and automatic
rebalancing(2)(3)                                      $      112,177                     66  %       $      111,535                     68  %       $      101,496                     69  %
ALM strategy only(3)                                            7,410                      4  %                7,703                      5  %                7,520                      5  %
Automatic rebalancing only                                        634                      1  %                  732                      1  %                  804                      1  %
External reinsurance(4)                                         3,173                      2  %                3,150                      2  %                2,873                      2  %
PDI                                                            18,540                     11  %               16,296                      9  %               11,237                      7  %
Other products                                                  2,492                      1  %                2,457                      1  %                2,306                      2  %
Total living benefit/GMDB features                     $      144,426                                 $      141,873                                 $      126,236
GMDB features and other(5)                                     26,120                     15  %               23,055                     14  %               21,103                     14  %
Total variable annuity account value                   $      170,546                                 $      164,928                                 $      147,339


_________
(1)All contracts with living benefit guarantees also contain GMDB features,
which cover the same insured contract.
(2)Contracts with living benefits that are included in our ALM strategy and that
have an automatic rebalancing feature.
(3)Excludes PDI which is presented separately within this table.
(4)Represents contracts subject to a reinsurance transaction with an external
counterparty covering certain Highest Daily Lifetime Income ("HDI") v.3.0
business for the period April 1, 2015 through December 31, 2016. These contracts
with living benefits also have an automatic rebalancing feature. See Note 14 to
the Consolidated Financial Statements for additional information.
(5)Includes contracts that have a GMDB feature and do not have an automatic
rebalancing feature.

Individual Life

Operating Results

The following table sets forth Individual Life's operating results for the periods indicated:


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                                                                                   Year ended December 31,
                                                                            2020              2019             2018
                                                                                        (in millions)
Operating results:
Revenues                                                                $   6,398          $ 6,115          $ 5,831
Benefits and expenses                                                       6,446            6,028            5,608
Adjusted operating income                                                     (48)              87              223
Realized investment gains (losses), net, and related adjustments              359              358             (318)
Charges related to realized investment gains (losses), net                   (124)            (121)              79
    Market experience updates(1)                                             (267)            (308)               0

Equity in earnings of operating joint ventures and earnings attributable to noncontrolling interests

                                        1                0                0
Income (loss) before income taxes and equity in earnings of
operating joint ventures                                                $     (79)         $    16          $   (16)


________
(1)Represents the immediate impacts in current period results from changes in
current market conditions on estimates of profitability, which are excluded from
adjusted operating income beginning with the second quarter of 2019. See Note 22
to the Consolidated Financial Statements for additional information.
Adjusted Operating Income

2020 to 2019 Annual Comparison. Adjusted operating income decreased $135
million, including a favorable comparative net impact from our annual reviews
and update of assumptions and other refinements. Results for 2020 included a $92
million net charge from these updates, mainly driven by unfavorable impacts
related to a decrease in long-term interest rate assumptions. Results for 2019
included a $208 million net charge from these updates, mainly driven by
unfavorable impacts related to mortality assumptions. Excluding this item,
adjusted operating income decreased $251 million, primarily reflecting lower
underwriting results, driven by an unfavorable impact from mortality experience,
net of reinsurance, primarily attributable to COVID-19 related claims, a change
in business practice related to the level of premiums collected on certain
policies that resulted in reserve refinements, and the absence of a favorable
impact from changes in market conditions on estimates of profitability in the
prior year period. These decreases were partially offset by lower expenses from
cost savings initiatives.

Revenues, Benefits and Expenses



2020 to 2019 Annual Comparison. Revenues increased $283 million. Excluding the
impact of our annual reviews and update of assumptions and other refinements, as
discussed above, revenues increased $212 million. This increase was primarily
driven by higher policy charges and fee income driven by business growth, and
higher net investment income due to higher average invested assets resulting
from business growth, partially offset by lower investment yields.

Benefits and expenses increased $418 million. Excluding the impact of our annual
reviews and update of assumptions and other refinements, as discussed above,
benefits and expenses increased $463 million. This increase reflected higher
policyholders' benefits, including changes in reserves, driven by an unfavorable
impact from mortality experience, net of reinsurance, primarily attributable to
COVID-19 related claims as well as a change in business practice related to the
level of premiums collected on certain policies that resulted in reserve
refinements and the absence of a favorable impact from changes in market
conditions on estimates of profitability in the prior year period, as discussed
above. The increase also reflected higher general and administrative expenses,
net of capitalization, due to an increase in VOBA amortization, partially offset
by lower expenses from cost savings initiatives.

Sales Results

The following table sets forth Individual Life's annualized new business premiums, as defined under "-Results of Operations-Segment Measures" above, by distribution channel and product, for the periods indicated:


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                                                     2020                                              2019                                              2018
                                   Prudential          Third                         Prudential          Third                         Prudential          Third
                                    Advisors           Party          Total           Advisors           Party          Total           Advisors           Party          Total
                                                                                                   (in millions)
Term Life                         $       26          $ 122          $ 148          $       27          $ 173          $ 200          $       28          $ 185          $ 213
Guaranteed Universal
Life(1)                                    3             91             94                   8             87             95                   8             89             97
Other Universal Life(1)                   17             74             91                  38            117            155                  45            105            150
Variable Life                            100            349            449                  78            200            278                  54            109            163
Total                             $      146          $ 636          $ 782          $      151          $ 577          $ 728          $      135          $ 488          $ 623


__________
(1)Single pay life premiums and excess (unscheduled) premiums are included in
annualized new business premiums based on a 10% credit and represented
approximately 7%, 9% and 13% of Guaranteed Universal Life and 7%, 14% and 26% of
Other Universal Life annualized new business premiums for the years ended
December 31, 2020, 2019 and 2018, respectively. Prior period percentages have
been updated to conform to current period presentation.

2020 to 2019 Annual Comparison. Total annualized new business premiums increased
$54 million, primarily reflecting higher sales of variable life products
throughout the year including the impact of increased sales prior to pricing
actions taken in the fourth quarter of 2020, partially offset by lower sales of
other universal life products due to the absence of large case activity in 2020
and lower sales of term life products due to pricing actions.

U.S. Businesses-Assurance IQ Division
Assurance IQ

Operating Results

The following table sets forth Assurance IQ's operating results for the periods indicated. Results for 2019 only reflect activity from October 10, 2019 ("acquisition date") through December 31, 2019.


                                                                                 2020             2019(1)
                                                                                      (in millions)
Operating results:
Revenues                                                                      $    391          $     101
Expenses                                                                           479                110
Adjusted operating income                                                          (88)                (9)
Realized investment gains (losses), net, and related adjustments                     1                  0
Other adjustments(2)                                                                51                (47)
Income (loss) before income taxes and equity in earnings of operating
joint ventures                                                                $    (36)         $     (56)


 __________
(1)Represents activity from the acquisition date through December 31, 2019. See
Note 1 to the Consolidated Financial Statements for additional information.
(2)"Other adjustments" include certain components of the consideration for the
Assurance IQ acquisition, which are recognized as compensation expense over the
requisite service periods, as well as changes in the fair value of contingent
consideration. See Note 22 to the Consolidated Financial Statements for
additional information.

Adjusted Operating Income



Adjusted operating income for the year ended December 31, 2020 was $(88)
million, reflecting revenues, net of marketing and distribution expenses,
primarily related to our health (Medicare and Health Under 65) and life
insurance product lines. Results also include amortization expenses related to
intangible assets recognized as part of purchase accounting (see Note 1 and Note
10 to the Consolidated Financial Statements for additional information).

For the period from the acquisition date through December 31, 2019, adjusted
operating income was $(9) million, reflecting the starting period of Assurance
IQ's earnings with Prudential and includes revenues, net of marketing and
distribution expenses, related to seasonal enrollments within our health product
line, as well as operating expenses and amortization expenses related to
intangible assets recognized as part of purchase accounting.

Revenues and Expenses



Revenues for the year ended December 31, 2020 were $391 million, primarily
reflecting commissions and marketing referral revenues from our health (Medicare
and Health Under 65) and life insurance product lines. Expenses for the year
ended
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December 31, 2020 were $479 million driven by marketing and distribution costs,
general and administrative operating expenses including certain expenses (e.g.,
advertising costs) incurred in preparation for the annual Medicare enrollment
period, and amortization expenses related to intangible assets.

Revenues for the period from the acquisition date through December 31, 2019 were
$101 million, primarily reflecting commissions and marketing referral revenues
from our health, life insurance, and property and casualty product lines.
Expenses for the period from the acquisition date through December 31, 2019 were
$110 million driven by marketing and distribution costs, general and
administrative operating expenses, and amortization expenses related to
intangible assets.

International Businesses

Business Updates

•In the third quarter of 2020, we completed the sale of The Prudential Life
Insurance Company of Korea, Ltd. ("POK") to KB Financial Group Inc., for cash
consideration of approximately 2.3 trillion Korean Won, equal to approximately
$1.9 billion. See Note 1 to the Consolidated Financial Statements for additional
information. Effective in the second quarter of 2020, the results of this
business and the impact of its sale were reflected in the Divested and Run-off
Businesses that are included in Corporate and Other, and all prior period
amounts have been updated to conform to the current period presentation. See
"-Divested and Run-off Businesses" for additional information.

•In the third quarter of 2020, we entered into a definitive agreement with
Taishin Financial Holding Co, Ltd., a Taiwanese financial services provider, to
sell Prudential Life Insurance Company of Taiwan Inc. ("POT") for cash
consideration of approximately $195 million at current exchange rates, to be
paid at closing, and contingent consideration with a fair value of approximately
$15 million at December 31, 2020. The transaction is expected to close in 2021,
subject to regulatory approvals and customary closing conditions. Beginning in
the third quarter of 2020, we reported our investment in POT as "held for sale"
and have recognized an approximate $350 million after-tax charge to earnings,
through December 31, 2020, to adjust the carrying value of POT to the fair
market value reflected in the purchase price (see Note 1 to the Consolidated
Financial Statements for additional information). Also, effective in the third
quarter of 2020, the results of this business and the impact of its anticipated
sale were reflected in the Divested and Run-off Businesses that are included in
Corporate and Other, and all prior period amounts have been updated to conform
to the current period presentation. We intend to use the proceeds of the
transaction for general corporate purposes.

Operating Results



The results of our International Businesses' operations are translated on the
basis of weighted average monthly exchange rates, inclusive of the effects of
the intercompany arrangement discussed in "-Results of Operations-Impact of
Foreign Currency Exchange Rates" above. To provide a better understanding of
operating performance within the International Businesses, where indicated
below, we have analyzed our results of operations excluding the effect of the
year over year change in foreign currency exchange rates. Our results of
operations, excluding the effect of foreign currency fluctuations, were derived
by translating foreign currencies to USD at uniform exchange rates for all
periods presented, including for constant dollar information discussed below.
For our Japan operations, we used an exchange rate of 104 yen per USD, which was
determined in connection with the foreign currency income hedging program
discussed in "-Results of Operations-Impact of Foreign Currency Exchange Rates"
above. In addition, for constant dollar information discussed below, activity
denominated in USD is generally reported based on the amounts as transacted in
USD. Annualized new business premiums presented on a constant exchange rate
basis in the "Sales Results" section below reflect translation based on these
same uniform exchange rates.

The following table sets forth the International Businesses' operating results for the periods indicated:


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                                                                                       Year ended December 31,
                                                                                2020              2019             2018

                                                                                            (in millions)

Operating results(1):
Revenues:
Life Planner                                                                $  10,122          $ 9,605          $ 9,000
Gibraltar Life and Other                                                       11,454           11,331           11,058
Total revenues                                                                 21,576           20,936           20,058
Benefits and expenses:
Life Planner                                                                    8,618            8,172            7,657
Gibraltar Life and Other                                                       10,006            9,652            9,382
Total benefits and expenses                                                    18,624           17,824           17,039
Adjusted operating income:
Life Planner                                                                    1,504            1,433            1,343
Gibraltar Life and Other                                                        1,448            1,679            1,676
Total adjusted operating income                                                 2,952            3,112            3,019

Realized investment gains (losses), net, and related adjustments(2)

       727            1,240              317
Charges related to realized investment gains (losses), net                        (42)             (12)              11
Market experience updates(3)                                                      (39)             (31)               0

Equity in earnings of operating joint ventures and earnings attributable to noncontrolling interests

                                          (48)            (107)             (69)
Income (loss) before income taxes and equity in earnings of operating
joint ventures                                                              $   3,550          $ 4,202          $ 3,278


  __________
(1)Effective second quarter of 2020, the results of POK and the impact of its
sale are excluded from the International Businesses and are included in the
Divested and Run-off Businesses in Corporate and Other. Effective third quarter
of 2020, the results of POT and the impact of its anticipated sale are excluded
from the International Businesses and are included in the Divested and Run-off
Businesses in Corporate and Other. Prior period amounts have been updated to
conform to current period presentation. See Note 1 to the Consolidated Financial
Statements for additional information.
(2)Prior period amounts have been updated to conform to current period
presentation.
(3)Represents the immediate impacts in current period results from changes in
current market conditions on estimates of profitability, which are excluded from
adjusted operating income beginning with the second quarter of 2019. See Note 22
to the Consolidated Financial Statements for additional information.

Adjusted Operating Income



2020 to 2019 Annual Comparison. Adjusted operating income from our Life Planner
operations increased $71 million including a net unfavorable impact of $1
million from currency fluctuations, inclusive of the currency hedging program
discussed above. Both periods also include the impact of our annual reviews and
update of assumptions and other refinements, which resulted in a $42 million net
charge in 2020 compared to a $5 million net benefit in 2019. The net charge in
2020 was primarily driven by unfavorable impacts related to a decrease in
long-term interest rate assumptions.

Excluding these items, adjusted operating income from our Life Planner
operations increased $119 million, primarily reflecting favorable underwriting
results due to the growth of business in force in our Japan and Brazil
operations and favorable policyholder experience, partially offset by an
unfavorable impact from mortality experience. Also contributing to the increase
were lower expenses primarily driven by the absence of updates to legal reserves
incurred in the prior year period, partially offset by higher expenses driven by
costs associated with COVID-19 (see "Overview-COVID-19-Expenses") and higher
costs related to business growth and business initiatives. These increases were
partially offset by lower net investment spread results primarily driven by
lower reinvestment yields.

Adjusted operating income from our Gibraltar Life and Other operations decreased
$231 million including a net unfavorable impact of $9 million from currency
fluctuations, inclusive of the currency hedging program discussed above. Both
periods also include the impact of our annual reviews and update of assumptions
and other refinements, which resulted in a $52 million net charge in 2020
compared to a $7 million net benefit in 2019. The net charge in 2020 was
primarily driven by updates of reserves reflecting the impact of a decrease in
long-term interest rate assumptions, as well as other refinements.

Excluding these items, adjusted operating income from our Gibraltar Life and
Other operations decreased $163 million, primarily reflecting lower net
investment spread results driven by lower reinvestment yields, and lower
earnings from our joint venture investments, as well as higher expenses driven
by costs associated with COVID-19 (see "Overview-COVID-19-Expenses"). These
decreases were partially offset by favorable underwriting results and a
favorable impact from mortality experience.
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Revenues, Benefits and Expenses



2020 to 2019 Annual Comparison. Revenues from our Life Planner operations
increased $517 million including a net unfavorable impact of $109 million from
currency fluctuations and a net benefit of $33 million from our annual reviews
and update of assumptions and other refinements. Excluding these items, revenues
increased $593 million, primarily driven by higher premiums and policy charges
and fee income attributable to the growth of business in force.

Benefits and expenses from our Life Planner operations increased $446 million
including a net favorable impact of $108 million from currency fluctuations and
a net charge of $80 million from our annual reviews and update of assumptions
and other refinements. Excluding these items, benefits and expenses increased
$474 million, primarily reflecting higher policyholders' benefits, including
changes in reserves, driven by the growth of business in force, as well as an
unfavorable impact from mortality experience. These increases were partially
offset by lower expenses primarily driven by the absence of updates to legal
reserves incurred in the prior year period, partially offset by higher expenses
driven by costs associated with COVID-19 impacts.

Revenues from our Gibraltar Life and Other operations increased $123 million,
including a net favorable impact of $98 million from currency fluctuations and a
net charge of $9 million from our annual reviews and update of assumptions and
other refinements. Excluding these items, revenues increased $34 million
primarily driven by higher premiums, partially offset by lower net investment
results driven by lower reinvestment yields, and lower other income driven by an
unfavorable impact from our joint venture investments.
Benefits and expenses from our Gibraltar Life and Other operations increased
$354 million including a net unfavorable impact of $107 million from currency
fluctuations and a net charge of $50 million from our annual reviews and update
of assumptions and other refinements. Excluding these items, benefits and
expenses increased $197 million, primarily reflecting higher policyholders'
benefits, including changes in reserves, as well as higher expenses driven by
costs associated with COVID-19 impacts.

Sales Results

The following table sets forth annualized new business premiums, as defined under "-Results of Operations-Segment Measures" above, on an actual and constant exchange rate basis for the periods indicated:



                                                 Year ended December 31,
                                             2020          2019         2018

                                                      (in millions)
Annualized new business premiums(1):
On an actual exchange rate basis:
Life Planner                              $   1,041      $ 1,097      $ 1,023
Gibraltar Life and Other                      1,149        1,213        1,483
Total                                     $   2,190      $ 2,310      $ 2,506
On a constant exchange rate basis:
Life Planner                                  1,087        1,105        1,021
Gibraltar Life and Other                      1,153        1,220        1,492
Total                                     $   2,240      $ 2,325      $ 2,513


__________
(1)Effective second quarter of 2020, the results of POK and the impact of its
sale are excluded from the International Businesses and are included in the
Divested and Run-off Businesses in Corporate and Other. Effective third quarter
of 2020, the results of POT and the impact of its anticipated sale are excluded
from the International Businesses and are included in the Divested and Run-off
Businesses in Corporate and Other. Prior period amounts have been updated to
conform to current period presentation. See Note 1 to the Consolidated Financial
Statements for additional information.

The amount of annualized new business premiums and the sales mix in terms of
types and currency denomination of products for any given period can be
significantly impacted by several factors, including but not limited to: the
addition of new products, discontinuation of existing products, changes in
credited interest rates for certain products and other product modifications,
changes in premium rates, changes in interest rates or fluctuations in currency
markets, changes in tax laws, changes in life insurance regulations or changes
in the competitive environment. Sales volume may increase or decrease prior to
certain of these changes becoming effective, and then fluctuate in the other
direction following such changes.

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Our diverse product portfolio in Japan, in terms of currency mix and premium
payment structure, allows us to adapt to changing market and competitive
dynamics, including the extremely low interest rate environment. We regularly
examine our product offerings and their related profitability and, as a result,
we have repriced or discontinued sales of certain products that do not meet our
profit expectations. The impact of these actions, coupled with the introduction
of certain new products, has generally resulted in an increase in sales of
products denominated in USD relative to products denominated in other
currencies.

2020 to 2019 Annual Comparison. The table below presents annualized new business
premiums on a constant exchange rate basis, by product category and distribution
channel, for the periods indicated:

                                                              Year Ended December 31, 2020                                                           

Year Ended December 31, 2019


                                                     Accident                                                                                   Accident
                                                        &              Retirement                                                                  &              Retirement
                                     Life             Health               (1)              Annuity           Total             Life             Health               (1)              Annuity           Total

                                                                                                                   (in millions)
Life Planner(2)                   $   578          $      71          $      438          $      0          $ 1,087          $   607          $      92          $      405          $      1          $ 1,105
Gibraltar Life and Other:
Life Consultants                      340                 33                  58                63              494              349                 40                  82               142              613
Banks(3)                              418                  0                  23                18              459              378                  0                  37                12              427
Independent Agency                    100                  4                  91                 5              200               88                  8                  68                16              180
Subtotal                              858                 37                 172                86            1,153              815                 48                 187               170            1,220
Total                             $ 1,436          $     108          $      610          $     86          $ 2,240          $ 1,422          $     140          $      592          $    171          $ 2,325


__________
(1)Includes retirement income, endowment and savings variable universal life.
(2)Effective second quarter of 2020, the results of POK and the impact of its
sale are excluded from the International Businesses and are included in the
Divested and Run-off Businesses in Corporate and Other. Effective third quarter
of 2020, the results of POT and the impact of its anticipated sale are excluded
from the International Businesses and are included in the Divested and Run-off
Businesses in Corporate and Other. Prior period amounts have been updated to
conform to current period presentation. See Note 1 to the Consolidated Financial
Statements for additional information.
(3)Single pay life annualized new business premiums, which include 10% of first
year premiums, and 3-year limited pay annualized new business premiums, which
include 100% of new business premiums, represented 3% and 71%, respectively, of
total Japanese bank distribution channel annualized new business premiums,
excluding annuity products, for the year ended December 31, 2020, and 1% and
66%, respectively, of total Japanese bank distribution channel annualized new
business premiums, excluding annuity products, for the year ended December 31,
2019.

Annualized new business premiums, on a constant exchange rate basis, from our
Life Planner operations decreased $18 million primarily driven by lower sales
due to COVID-19 impacts, lower sales of corporate term products in Japan driven
by the corporate product tax rule change effective July 2019, and lower Life
Planner headcount, as discussed below. The decreases were partially offset by
higher sales of USD-denominated products ahead of pricing increases in the third
quarter of 2020.

Annualized new business premiums, on a constant exchange rate basis, from our
Gibraltar Life and Other operations decreased $67 million. Life Consultants
sales decreased $119 million, primarily driven by COVID-19 impacts, lower sales
of USD-denominated fixed annuity products driven by declines in crediting rates,
and lower Life Consultant headcount (as discussed under "Sales Force" below).
Bank channel sales increased $32 million, reflecting higher sales of
USD-denominated protection products ahead of pricing increases in the third
quarter of 2020, partially offset by lower sales due to COVID-19 impacts.
Independent Agency sales increased $20 million, reflecting higher sales of
USD-denominated protection and endowment products ahead of pricing increases in
the third quarter of 2020, partially offset by lower sales of USD-denominated
fixed annuity products.

Sales Force

The following table sets forth the number of Life Planners and Life Consultants
for the periods indicated:

                                             As of December 31,
                                   2020                 2019          2018
Life Planners:
Japan                             4,555                4,356          4,183
All other countries(1)            1,511                1,833          1,640
Gibraltar Life Consultants        7,254                7,403          7,964
Total                            13,320               13,592         13,787


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__________
(1)Effective second quarter of 2020, the results of POK and the impact of its
sale are excluded from the International Businesses and are included in the
Divested and Run-off Businesses in Corporate and Other. Effective third quarter
of 2020, the results of POT and the impact of its anticipated sale are excluded
from the International Businesses and are included in the Divested and Run-off
Businesses in Corporate and Other. Prior period amounts have been updated to
conform to current period presentation. See Note 1 to the Consolidated Financial
Statements for additional information.

2020 to 2019 Comparison. The number of Life Planners decreased by 123, driven by
a decrease of 322 in other operations, primarily attributable to a decrease in
Brazil as a result of increased terminations related to enhanced agency contract
requirements. Life Planners in Japan increased by 199 as a result of recruiting
efforts and fewer terminations. The number of Gibraltar Life Consultants
decreased by 136, primarily reflecting more selective recruiting efforts and
retention standards.

Corporate and Other

Corporate and Other includes corporate operations, after allocations to our business segments, and Divested and Run-off Businesses other than those that qualify for "discontinued operations" accounting treatment under U.S. GAAP.



                                                                                        Year ended December 31,
                                                                               2020              2019              2018

                                                                                             (in millions)

Operating results:
Interest expense on debt(1)                                                 $   (894)         $   (866)         $   (809)
Investment income(1)                                                             134               250               169
Pension and employee benefits                                                    191               149               195
Other corporate activities(2)                                                 (1,255)           (1,299)             (838)
Adjusted operating income                                                     (1,824)           (1,766)           (1,283)
Realized investment gains (losses), net, and related adjustments              (2,357)             (193)              216
Charges related to realized investment gains (losses), net                         3               (53)                7
Market experience updates(3)                                                     (10)              (10)                0
Divested and Run-off Businesses(4)                                              (629)              755            (1,434)

Equity in earnings of operating joint ventures and earnings attributable to noncontrolling interests

                                         (25)               (6)                4
Income (loss) before income taxes and equity in earnings of operating
joint ventures                                                              $ (4,842)         $ (1,273)         $ (2,490)


__________
(1)Prior period amounts have been updated to conform to current period
presentation.
(2)Includes consolidating adjustments.
(3)Represents the immediate impacts in current period results from changes in
current market conditions on estimates of profitability, which are excluded from
adjusted operating income beginning with the second quarter of 2019. See Note 22
to the Consolidated Financial Statements for additional information.
(4)Effective second quarter of 2020, the results of POK and the impact of its
sale are excluded from the International Businesses and are included in the
Divested and Run-off Businesses in Corporate and Other. Effective third quarter
of 2020, the results of POT and the impact of its anticipated sale are excluded
from the International Businesses and are included in the Divested and Run-off
Businesses in Corporate and Other. Prior period amounts have been updated to
conform to current period presentation. See Note 1 to the Consolidated Financial
Statements for additional information.

2020 to 2019 Annual Comparison. The loss from Corporate and Other operations, on
an adjusted operating income basis, increased $58 million. Investment income
decreased $116 million primarily driven by lower income on highly liquid assets
due to lower investment yields, a decrease in average invested assets and lower
income on non-coupon investments. Interest expense on debt increased $28
million, reflecting higher average debt balances. Net charges from other
corporate activities decreased $44 million, primarily reflecting higher charges
in the prior year period for certain corporate costs and initiatives, including
a significant charge related to the implementation of the Company's Voluntary
Separation Program (see "-Overview" above), partially offset by increases to
legal reserves in the current year period.

Results from pension and employee benefits were favorable by $42 million, primarily driven by a decrease in employee health benefit costs.



For purposes of calculating pension income from our qualified pension plan for
the year ended December 31, 2021, we decreased the discount rate from 3.30% to
2.55% as of December 31, 2020. The expected rate of return on plan assets will
decrease from 6.00% in 2020 to 5.75% in 2021. The assumed rate of increase in
compensation will remain unchanged at 4.50%. Giving effect to the foregoing
assumptions and other factors, we expect income from our qualified pension plan
in 2021 to be
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approximately $85 million to $90 million higher than 2020 levels. The increase
is driven by lower interest costs on the plan obligation due to the lower
discount rate.

For purposes of calculating postretirement benefit expenses for the year ended
December 31, 2021, we decreased the discount rate from 3.25% to 2.40% as of
December 31, 2020. The expected rate of return on plan assets will remain
unchanged at 6.75%. Giving effect to the foregoing assumptions and other
factors, we expect postretirement income in 2021 to be approximately $15 million
to $20 million higher than 2020 levels. The increase is driven by lower interest
costs on the plan obligation due to the lower discount rate.

In 2021, pension and other postretirement benefit service costs related to
active employees will continue to be allocated to our business segments. For
further information regarding our pension and postretirement plans, see Note 18
to the Consolidated Financial Statements.

Divested and Run-off Businesses

Divested and Run-off Businesses Included in Corporate and Other



Income from our Divested and Run-off Businesses includes results from several
businesses that have been or will be sold or exited, including businesses that
have been placed in wind down status that do not qualify for "discontinued
operations" accounting treatment under U.S. GAAP. The results of these Divested
and Run-off Businesses are reflected in our Corporate and Other operations, but
are excluded from adjusted operating income. A summary of the results of the
Divested and Run-off Businesses reflected in our Corporate and Other operations
is as follows for the periods indicated:
                                                                                    Year ended December 31,
                                                                             2020               2019            2018

                                                                                         (in millions)
Long-Term Care                                                          $     351             $ 469          $ (1,458)
Other(1)                                                                     (980)              286                24
Total Divested and Run-off Businesses income (loss) excluded from
adjusted operating income                                               $    (629)            $ 755          $ (1,434)


 __________
(1)Effective second quarter of 2020, the results of POK and the impact of its
sale are excluded from the International Businesses and are included in the
Divested and Run-off Businesses in Corporate and Other. Effective third quarter
of 2020, the results of POT and the impact of its anticipated sale are excluded
from the International Businesses and are included in the Divested and Run-off
Businesses in Corporate and Other. Prior period amounts have been updated to
conform to current period presentation. See Note 1 to the Consolidated Financial
Statements for additional information.

Long-Term Care. Results for the year ended December 31, 2020 decreased $118
million compared to 2019, including an unfavorable comparative net impact from
our annual reviews and update of assumptions and other refinements. Results for
2020 included a $33 million net charge from these updates, while results for
2019 included a $9 million net charge from these updates. Excluding these items,
results decreased $94 million primarily reflecting less favorable underwriting
results including less favorable claim experience, an increase in reserves as a
result of an unlocking of assumptions in the first quarter of 2020 due to the
decline in interest rates, and a less favorable increase in the market value of
equity securities. These decreases were partially offset by a more favorable
increase in the market value of derivatives used for duration management.

Other. Results for the year ended December 31, 2020 primarily reflect the
results of POK and the impact of its sale which was completed in August 2020, as
well as the results of POT and the impact of its anticipated sale. See Note 1 to
the Consolidated Financial Statements for additional information.

Closed Block Division



The Closed Block division includes certain in-force traditional domestic
participating life insurance and annuity products and assets that are used for
the payment of benefits and policyholder dividends on these policies
(collectively, the "Closed Block"), as well as certain related assets and
liabilities. We no longer offer these traditional domestic participating
policies. See Note 15 to the Consolidated Financial Statements for additional
information.

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Each year, the Board of Directors of The Prudential Insurance Company of America
("PICA") determines the dividends payable on participating policies for the
following year based on the experience of the Closed Block, including investment
income, net realized and unrealized investment gains (losses), mortality
experience and other factors. Although the Closed Block experience for dividend
action decisions is based upon statutory results, at the time the Closed Block
was established, we developed, as required by U.S. GAAP, an actuarial
calculation of the timing of the maximum future earnings from the policies
included in the Closed Block. If actual cumulative earnings in any given period
are greater than the cumulative earnings we expected, we record this excess as a
policyholder dividend obligation. We will subsequently pay this excess to Closed
Block policyholders as an additional dividend unless it is otherwise offset by
future Closed Block performance that is less favorable than we originally
expected. The policyholder dividends we charge to expense within the Closed
Block division will include any change in our policyholder dividend obligation
that we recognize for the excess of actual cumulative earnings in any given
period over the cumulative earnings we expected in addition to the actual
policyholder dividends declared by the Board of Directors of PICA.

As of December 31, 2020, the excess of actual cumulative earnings over the
expected cumulative earnings was $2,920 million, which was recorded as a
policyholder dividend obligation. Actual cumulative earnings, as required by
U.S. GAAP, reflect the recognition of realized investment gains and losses in
the current period, as well as changes in assets and related liabilities that
support the Closed Block policies. Additionally, the accumulation of net
unrealized investment gains that have arisen subsequent to the establishment of
the Closed Block has been reflected as a policyholder dividend obligation of
$5,867 million at December 31, 2020, to be paid to Closed Block policyholders
unless offset by future experience, with a corresponding amount reported in
AOCI.

Operating Results



The following table sets forth the Closed Block division's results for the
periods indicated:
                                                                                Year ended December 31,
                                                                         2020              2019             2018
                                                                                     (in millions)
U.S. GAAP results:
Revenues                                                             $   4,766          $ 5,642          $ 4,678
Benefits and expenses                                                    4,790            5,606            4,740
Income (loss) before income taxes and equity in earnings of
operating joint ventures                                             $     (24)         $    36          $   (62)


Income (loss) Before Income Taxes and Equity in Earnings of Operating Joint Ventures



2020 to 2019 Annual Comparison. Income (loss) before income taxes and equity in
earnings of operating joint ventures decreased $60 million. Net investment
activity results decreased primarily reflecting lower realized investment gains
driven by unfavorable changes in the value of derivatives used in risk
management activities, and a decrease in other income driven by less favorable
changes in the value of equity securities. Net insurance activity results
reflected a favorable comparative change driven by a decrease in the 2021
dividend scale and runoff of policies in force. As a result of the above and
other variances, a $117 million increase in the policyholder dividend obligation
was recorded in 2020, compared to a $564 million increase in 2019. If actual
cumulative earnings fall below expected cumulative earnings in future periods,
earnings volatility in the Closed Block division, which is primarily due to
changes in investment results, may not be offset by changes in the cumulative
earnings policyholder dividend obligation. For a discussion of the Closed Block
division's realized investment gains (losses), net, see "-General Account
Investments."

Revenues, Benefits and Expenses



2020 to 2019 Annual Comparison. Revenues decreased $876 million primarily driven
by a decrease in net realized investment gains, a decrease in other income, and
lower premiums due to runoff of policies in force, as discussed above.

Benefits and expenses decreased $816 million primarily driven by a decrease in
dividends to policyholders, reflecting a decrease in the policyholder dividend
obligation expense due to changes in cumulative earnings, as discussed above.

                                  Income Taxes

The differences between income taxes expected at the U.S. federal statutory income tax rate of 21% applicable for 2020, 2019 and 2018, and the reported income tax (benefit) expense are provided in the following table:


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                                                                                    Year Ended December 31,
                                                                             2020           2019(1)          2018(1)

                                                                                         (in millions)

Expected federal income tax expense (benefit) at federal statutory rate

                                                                      $   (68)         $ 1,068          $ 1,015
Non-taxable investment income                                                (228)            (270)            (250)
Foreign taxes at other than U.S. rate                                         252              234              347
Low-income housing and other tax credits                                     (112)            (118)            (112)
Changes in tax law                                                           (194)              (2)            (321)
Sale of subsidiary                                                            277                4               10
Non-controlling interest                                                      (48)             (11)               0
Non-deductible expenses                                                        14               23               33
Change in valuation allowance                                                  17               (1)              (6)
State taxes                                                                    10                1                6
Other                                                                          (1)              19              100
Reported income tax expense (benefit)                                     $   (81)         $   947          $   822
Effective tax rate                                                           25.1  %          18.6  %          17.0  %


 __________

(1)Prior period amounts have been updated to conform to current period presentation.

Effective Tax Rate



The effective tax rate is the ratio of "Total income tax expense (benefit)"
divided by "Income before income taxes and equity in earnings of operating joint
ventures." Our effective tax rate for fiscal years 2020, 2019 and 2018 was
25.1%, 18.6%, and 17.0%, respectively. For a detailed description of the nature
of each significant reconciling item, see Note 16 to the Consolidated Financial
Statements. The change in the effective tax rate from 18.6% in 2019 to 25.0% in
2020 was primarily driven by a decrease in pre-tax net income, the sale of a
subsidiary and the impact of the CARES Act. The increase in the effective tax
rate from 17.0% in 2018 to 18.6% in 2019 was primarily driven by the impacts of
the Tax Act of 2017 in 2018.

Unrecognized Tax Benefits

The Company's liability for income taxes includes the liability for unrecognized
tax benefits and interest that relate to tax years still subject to review by
the Internal Revenue Service or other taxing authorities. The completion of
review or the expiration of the Federal statute of limitations for a given audit
period could result in an adjustment to the liability for income taxes. The
total unrecognized benefit as of December 31, 2020, 2019 and 2018 was $17
million, $18 million and $20 million, respectively. We do not anticipate any
significant changes within the next twelve months to our total unrecognized tax
benefits related to tax years for which the statute of limitations has not
expired.

Income Tax Expense vs. Income Tax Paid in Cash



Income tax expense recorded under U.S. GAAP routinely differs from the income
taxes paid in cash in any given year. Income tax expense recorded under U.S.
GAAP is based on income reported in our Consolidated Statements of Operations
for the current period and it includes both current and deferred taxes. Income
taxes paid during the year include tax installments made for the current year as
well as tax payments and refunds related to prior periods.

For additional information on income tax related items, see "Business-Regulation" and Note 16 to the Consolidated Financial Statements.


                  Experience-Rated Contractholder Liabilities,

Assets Supporting Experience-Rated Contractholder Liabilities and Other Related


                                  Investments

Certain products included in the Retirement and International Businesses
segments are experience-rated in that investment results associated with these
products are expected to ultimately accrue to contractholders. The majority of
investments supporting these experience-rated products are carried at fair
value. These investments are reflected on the Consolidated Statements of
Financial Position as "Assets supporting experience-rated contractholder
liabilities, at fair value." Realized and unrealized gains (losses) for these
investments are reported in "Other income (loss)." Interest and dividend income
for these
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investments is reported in "Net investment income." To a lesser extent, these
experience-rated products are also supported by derivatives and commercial
mortgage and other loans. The derivatives that support these experience-rated
products are reflected on the Consolidated Statements of Financial Position as
"Other invested assets" and are carried at fair value, and the realized and
unrealized gains (losses) are reported in "Realized investment gains (losses),
net." The commercial mortgage and other loans that support these
experience-rated products are carried at unpaid principal, net of unamortized
discounts and an allowance for losses, and are reflected on the Consolidated
Statements of Financial Position as "Commercial mortgage and other loans." Gains
(losses) on sales and changes in the valuation allowance for commercial mortgage
and other loans are reported in "Realized investment gains (losses), net."

Our Retirement segment has two types of experience-rated products that are
supported by assets supporting experience-rated contractholder liabilities and
other related investments. Fully participating products are those for which the
entire return on underlying investments is passed back to the policyholders
through a corresponding adjustment to the related liability, primarily
classified in the Consolidated Statements of Financial Position as
"Policyholders' account balances." The adjustment to the liability is based on
changes in the fair value of all of the related assets, including commercial
mortgage and other loans, which are carried at amortized cost, less any
valuation allowance. Partially participating products are those for which only a
portion of the return on underlying investments is passed back to the
policyholders over time through changes to the contractual crediting rates. The
crediting rates are typically reset semiannually, often subject to a minimum
crediting rate, and returns are required to be passed back within ten years.

In our International Businesses, the experience-rated products are fully
participating. As a result, the entire return on the underlying investments is
passed back to policyholders through a corresponding adjustment to the related
liability.

Adjusted operating income excludes net investment gains (losses) on assets
supporting experience-rated contractholder liabilities, related derivatives and
commercial mortgage and other loans. This is consistent with the exclusion of
realized investment gains (losses) with respect to other investments supporting
insurance liabilities managed on a consistent basis. In addition, to be
consistent with the historical treatment of charges related to realized
investment gains (losses) on investments, adjusted operating income also
excludes the change in contractholder liabilities due to asset value changes in
the pool of investments (including changes in the fair value of commercial
mortgage and other loans) supporting these experience-rated contracts, which are
reflected in "Interest credited to policyholders' account balances." The result
of this approach is that adjusted operating income for these products includes
net fee revenue and interest spread we earn on these experience-rated contracts,
and excludes changes in fair value of the pool of investments, both realized and
unrealized, that we expect will ultimately accrue to the contractholders.

The following table sets forth the impact on results for the periods indicated of these items that are excluded from adjusted operating income:



                                                                                       Year ended December 31,
                                                                                 2020             2019           2018
                                                                                            (in millions)

Retirement:

Investment gains (losses) on assets supporting experience-rated contractholder liabilities, net(1)

$ 602 $ 699 $ (472) Change in experience-rated contractholder liabilities due to asset value changes

                                                                     (625)          (682)            435
Gains (losses), net, on experienced rated contracts(2)(3)                     $    (23)         $  17          $  (37)
International Businesses:
Investment gains (losses) on assets supporting experience-rated
contractholder liabilities, net                                             

$ 68 $ 267 $ (275) Change in experience-rated contractholder liabilities due to asset value changes

                                                                      (68)          (267)            275
Gains (losses), net, on experienced rated contracts                           $      0          $   0          $    0
Total:
Investment gains (losses) on assets supporting experience-rated
contractholder liabilities, net(1)                                          

$ 670 $ 966 $ (747) Change in experience-rated contractholder liabilities due to asset value changes

                                                                     (693)          (949)            710
Gains (losses), net, on experienced rated contracts(2)(3)                   

$ (23) $ 17 $ (37)

__________


(1)Prior period amounts have been updated to conform to current period
presentation.
(2)Decreases to contractholder liabilities due to asset value changes are
limited by certain floors and therefore do not reflect cumulative declines in
recorded asset values of $3 million, $7 million and $99 million as of
December 31, 2020, 2019 and 2018, respectively. We have recovered, and expect to
recover in future periods, these declines in recorded asset values through
subsequent increases in recorded asset values or reductions in crediting rates
on contractholder liabilities.
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(3)Included in the amounts above related to the change in the liability to
contractholders as a result of commercial mortgage and other loans are increases
of $6 million and $57 million, and a decrease of $23 million for the years ended
December 31, 2020, 2019 and 2018, respectively. As prescribed by U.S. GAAP,
changes in the fair value of commercial mortgage and other loans held for
investment in our general account, other than when associated with impairments,
are not recognized in income in the current period, while the impact of these
changes in fair value are reflected as a change in the liability to fully
participating contractholders in the current period.

The net impacts, for the Retirement segment, of changes in experience-rated
contractholder liabilities and investment gains (losses) on assets supporting
experience-rated contractholder liabilities and other related investments
reflect timing differences between the recognition of the mark-to-market
adjustments and the recognition of the recovery of these adjustments in future
periods through subsequent increases in asset values or reductions in crediting
rates on contractholder liabilities for partially participating products. These
impacts also reflect the difference between the fair value of the underlying
commercial mortgages and other loans and the amortized cost, less any valuation
allowance, of these loans, as described above.

                      Valuation of Assets and Liabilities

Fair Value of Assets and Liabilities



The authoritative guidance related to fair value measurement establishes a
framework that includes a three-level hierarchy used to classify the inputs used
in measuring fair value. The level in the hierarchy within which the fair value
falls is determined based on the lowest level input that is significant to the
measurement. The fair values of assets and liabilities classified as Level 3
include at least one significant unobservable input in the measurement. See Note
6 to the Consolidated Financial Statements for an additional description of the
valuation hierarchy levels as well as for the balances of assets and liabilities
measured at fair value on a recurring basis by hierarchy level presented on a
consolidated basis.

The table below presents the balances of assets and liabilities measured at fair
value on a recurring basis, as of the periods indicated, and the portion of such
assets and liabilities that are classified in Level 3 of the valuation
hierarchy. The table also provides details about these assets and liabilities
excluding those held in the Closed Block division. We believe the amounts
excluding the Closed Block division are most relevant to an understanding of our
operations that are pertinent to investors in Prudential Financial because
substantially all Closed Block division assets support obligations and
liabilities relating to the Closed Block policies only. See Note 15 to the
Consolidated Financial Statements for further information on the Closed Block.

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                                                                          As of December 31, 2020                                                                 As of December 31, 2019
                                            PFI excluding Closed Block Division                 Closed Block Division                 PFI excluding Closed Block Division               Closed Block Division
                                               Total at              Total                  Total at                 Total               Total at              Total                Total at                Total
                                              Fair Value           Level 3(1)              Fair Value              Level 3(1)           Fair Value           Level 3(1)            Fair Value            Level 3(1)
                                                                                                                          (in millions)

Fixed maturities, available-for-sale $ 370,681 $ 5,005 $ 42,224

               $     1,038          $   349,720          $     3,570          $       41,376          $      745
Assets supporting experience-rated
contractholder liabilities:
Fixed maturities                                 21,414                  615                     0                         0               19,530                  730                       0                   0
Equity securities                                 2,043                    0                     0                         0                1,790                    0                       0                   0
All other(2)                                        619                   20                     0                         0                  261                    0                       0                   0
Subtotal                                         24,076                  635                     0                         0               21,581                  730                       0                   0
Fixed maturities, trading                         3,636                  230                   278                        13                3,628                  275                     256                  12
Equity securities                                 5,653                  576                 2,345                        84                5,140                  557                   2,245                  76
Commercial mortgage and other loans               1,092                    0                     0                         0                  228                    0                       0                   0
Other invested assets(3)                          2,268                  366                     3                         0                1,433                  567                       0                   0
Short-term investments                            6,222                  146                    88                        31                3,789                  119                     147                  36
Cash equivalents                                  5,241                    1                   241                         0                8,855                   99                     151                  32
Other assets                                        268                  268                     0                         0                  113                  113                       0                   0
Separate account assets                         304,270                1,821                     0                         0              288,724                1,717                       0                   0
Total assets                                $   723,407          $     9,048          $     45,179               $     1,166          $   683,211 

$ 7,747 $ 44,175 $ 901 Future policy benefits

                      $    18,879          $    18,879          $          0               $         0          $    12,831          $    12,831          $            0          $        0
Policyholders' account balances                   1,914                1,914                     0                         0                1,316                1,316                       0                   0
Other liabilities(3)                                385                    0                     0                         0                  928                  105                       8                   0
Notes issued by consolidated variable
interest entities ("VIEs")                            0                    0                     0                         0                  800                  800                       0                   0
Total liabilities                           $    21,178          $    20,793          $          0               $         0          $    15,875          $    15,052          $            8          $        0


__________
(1)Level 3 assets expressed as a percentage of total assets measured at fair
value on a recurring basis for PFI excluding the Closed Block division and for
the Closed Block division totaled 1.3% and 2.6%, respectively, as of
December 31, 2020 and 1.1% and 2.0%, respectively, as of December 31, 2019.
(2)"All other" represents cash equivalents and short-term investments.
(3)"Other invested assets" and "Other liabilities" primarily include
derivatives. The amounts include the impact of netting subject to master netting
agreements.

The determination of fair value, which for certain assets and liabilities is
dependent on the application of estimates and assumptions, can have a
significant impact on our results of operations and may require the application
of a greater degree of judgment depending on market conditions, as the ability
to value assets and liabilities can be significantly impacted by a decrease in
market activity or a lack of transactions executed in an orderly manner.

Fixed maturity securities included in Level 3 in our fair value hierarchy are
generally priced based on internally-developed valuations or indicative broker
quotes. For certain private fixed maturity and equity securities, the internal
valuation models use significant unobservable inputs and, accordingly, such
securities are included in Level 3 in our fair value hierarchy. Level 3 fixed
maturity securities for PFI excluding the Closed Block division included
approximately $1.3 billion of public fixed maturities as of December 31, 2020
with values primarily based on indicative broker quotes, and approximately $4.6
billion of private fixed maturities, with values primarily based on
internally-developed models. Significant unobservable inputs used in their
valuation included: issue specific spread adjustments, material non-public
financial information, management judgment, estimation of future earnings and
cash flows, default rate assumptions, liquidity assumptions and indicative
quotes from market makers. Separate account assets included in Level 3 in our
fair value hierarchy primarily include corporate securities and commercial
mortgage loans.

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Embedded derivatives reported in "Future policy benefits" and "Policyholders'
account balances" that are included in level 3 of our fair value hierarchy
represent general account liabilities pertaining to living benefit features of
the Company's variable annuity contracts and the index-linked interest credited
features on certain life and annuity products. These are carried at fair value
with changes in fair value included in "Realized investment gains (losses),
net." These embedded derivatives are valued using internally-developed models
that require significant estimates and assumptions developed by management.
Changes in these estimates and assumptions can have a significant impact on the
results of our operations.

For additional information about the valuation techniques and the key estimates and assumptions used in our determination of fair value, see Note 6 to the Consolidated Financial Statements.


                          General Account Investments

We maintain diversified investment portfolios in our general account to support
our liabilities to customers as well as our other general liabilities.
Investments and other assets that do not support general account liabilities,
and are therefore excluded from our general account, are as follows:

•assets of our derivative operations;
•assets of our investment management operations, including investments managed
for third-parties; and
•those assets classified as "Separate account assets" on our balance sheet.

The general account portfolios are managed pursuant to the distinct objectives
and investment policy statements of PFI excluding the Closed Block division and
of the Closed Block division. The primary investment objectives of PFI excluding
the Closed Block division include:

•hedging and otherwise managing the market risk characteristics of the major
product liabilities and other obligations of the Company;
•optimizing investment income yield within risk constraints over time; and
•for certain portfolios, optimizing total return, including both investment
income yield and capital appreciation, within risk constraints over time, while
managing the market risk exposures associated with the corresponding product
liabilities.
We pursue our objective to optimize investment income yield for PFI excluding
the Closed Block division over time through:

•the investment of net operating cash flows, including new product premium
inflows, and proceeds from investment sales, repayments and prepayments into
investments with attractive risk-adjusted yields; and
•the sale of investments, where appropriate, either to meet various cash flow
needs or to manage the portfolio's risk exposure profile with respect to
duration, credit, currency and other risk factors, while considering the impact
on taxes and capital.

The primary investment objectives of the Closed Block division include:



•providing for the reasonable dividend expectations of the participating
policyholders within the Closed Block division; and
•optimizing total return, including both investment income yield and capital
appreciation, within risk constraints, while managing the market risk exposures
associated with the major products in the Closed Block division.

Our portfolio management approach, while emphasizing our investment income yield
and asset/liability risk management objectives, also takes into account the
capital and tax implications of portfolio activity and our assertions regarding
our ability and intent to hold debt securities to recovery. For a further
discussion of our allowance for credit losses, including our assertions
regarding any intention or requirement to sell debt securities before
anticipated recovery, see "-Realized Investment Gains and Losses-Credit Losses"
below.

Management of Investments

The Investment Committee of our Board of Directors ("Board") oversees our
proprietary investments, including our general account portfolios, and regularly
reviews performance and risk positions. Our Chief Investment Officer
Organization ("CIO Organization") develops investment policies subject to risk
limits proposed by our Enterprise Risk Management ("ERM") group for the general
account portfolios of our domestic and international insurance subsidiaries and
directs and
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oversees management of the general account portfolios within risk limits and
exposure ranges approved annually by the Investment Committee.

The CIO Organization, including related functions within our insurance
subsidiaries, works closely with product actuaries and ERM to understand the
characteristics of our products and their associated market risk exposures. This
information is incorporated into the development of target asset portfolios that
manage market risk exposures associated with the liability characteristics and
establish investment risk exposures, within tolerances prescribed by
Prudential's investment risk limits, on which we expect to earn an attractive
risk-adjusted return. We develop asset strategies for specific classes of
product liabilities and attributed or accumulated surplus, each with distinct
risk characteristics. Market risk exposures associated with the liabilities
include interest rate risk, which is addressed through the duration
characteristics of the target asset mix, and currency risk, which is addressed
by the currency profile of the target asset mix. In certain of our smaller
markets outside of the U.S. and Japan, capital markets limitations hinder our
ability to hedge interest rate exposure to the same extent we do for our U.S.
and Japan businesses and lead us to accept a higher degree of interest rate risk
in these smaller portfolios. General account portfolios typically include
allocations to credit and other investment risks as a means to enhance
investment yields and returns over time.

Most of our products can be categorized into the following three classes:



•interest-crediting products for which the rates credited to customers are
periodically adjusted to reflect market and competitive forces and actual
investment experience, such as fixed annuities and universal life insurance;
•participating individual and experience-rated group products in which customers
participate in actual investment and business results through annual dividends,
interest or return of premium; and
•products with fixed or guaranteed terms, such as traditional whole life and
endowment products, guaranteed investment contracts ("GICs"), funding agreements
and payout annuities.

Our total investment portfolio is composed of a number of operating portfolios.
Each operating portfolio backs a specific set of liabilities, and the portfolios
have a target asset mix that supports the liability characteristics, including
duration, cash flow, liquidity needs and other criteria. As of December 31,
2020, the average duration of our domestic general account investment portfolios
attributable to PFI excluding the Closed Block division, including the impact of
derivatives, was between 7 and 8 years. As of December 31, 2020, the average
duration of our international general account portfolios attributable to our
Japanese insurance operations, including the impact of derivatives, was between
12 and 13 years and represented a blend of yen-denominated and U.S. dollar and
Australian dollar-denominated investments, which have distinct average durations
supporting the insurance liabilities we have issued in those currencies. Our
asset/liability management process has enabled us to manage our portfolios
through several market cycles.

We implement our portfolio strategies primarily through investment in a broad
range of fixed income assets, including government and agency securities, public
and private corporate bonds and structured securities and commercial mortgage
loans. In addition, we hold allocations of non-coupon investments, which include
equity securities and other invested assets such as LPs/LLCs, real estate held
through direct ownership, derivative instruments, and seed money investments in
separate accounts.

We manage our public fixed maturity portfolio to a risk profile directed or
overseen by the CIO Organization and ERM groups and to a profile that also
reflects the market environments impacting both our domestic and international
insurance portfolios. The return that we earn on the portfolio will be reflected
in investment income and in realized gains or losses on investments.

We use privately-placed corporate debt securities and commercial mortgage loans,
which consist of mortgages on diversified properties in terms of geography,
property type and borrowers, to enhance the yield on our portfolio and to
improve the overall diversification of the portfolios. Private placements
typically offer enhanced yields due to an illiquidity premium and generally
offer enhanced credit protection in the form of covenants. Our origination
capability offers the opportunity to lead transactions and gives us the
opportunity for better terms, including covenants and call protection, and to
take advantage of innovative deal structures.

Derivative strategies are employed in the context of our risk management
framework to enhance our ability to manage interest rate and currency risk
exposures of the asset portfolio relative to the liabilities and to manage
credit and equity positions in the investment portfolios. For a discussion of
our risk management process, see "Quantitative and Qualitative Disclosures About
Market Risk" below.

Our portfolio asset allocation reflects our emphasis on diversification across
asset classes, sectors and issuers. The CIO Organization, directly and through
related functions within the insurance subsidiaries, implements portfolio
strategies primarily through various investment management units within
Prudential's PGIM segment. Activities of the PGIM segment on behalf of
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the general account portfolios are directed and overseen by the CIO Organization
and monitored by ERM for compliance with investment risk limits.

In executing the activities on behalf of the general account portfolio,
Prudential investment management units are incorporating environmental, social
and governance factors into their respective investment processes as
appropriate. These factors include investing in opportunities to support
diversity and inclusion and to help mitigate climate change by pursuing relevant
investments across asset classes.

Portfolio Composition



Our investment portfolio consists of public and private fixed maturity
securities, commercial mortgage and other loans, policy loans and non-coupon
investments as defined above. The composition of our general account reflects,
within the discipline provided by our risk management approach, our need for
competitive results and the selection of diverse investment alternatives
available primarily through our PGIM segment. The size of our portfolio enables
us to invest in asset classes that may be unavailable to the typical investor.



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The following tables set forth the composition of our general account investment
portfolio apportioned between PFI excluding the Closed Block division and the
Closed Block division, as of the dates indicated:
                                                                                                December 31, 2020
                                                                            PFI Excluding                   Closed Block
                                                                        Closed Block Division                 Division               Total
                                                                                                 ($ in millions)
Fixed maturities:
Public, available-for-sale, at fair value                          $   309,813              63.7  %       $       29,475          $ 339,288

Public, held-to-maturity, at amortized cost, net of allowance

                                                                1,719               0.4                       0              1,719
Private, available-for-sale, at fair value                              60,224              12.4                  12,749             72,973

Private, held-to-maturity, at amortized cost, net of allowance

                                                                  211               0.1                       0                211
Fixed maturities, trading, at fair value                                 3,425               0.7                     277              3,702
Assets supporting experience-rated contractholder
liabilities, at fair value                                              24,115               5.0                       0             24,115
Equity securities, at fair value                                         5,108               1.1                   2,345              7,453

Commercial mortgage and other loans, at book value, net of allowance

                                                               55,892              11.5                   8,421             64,313
Policy loans, at outstanding balance                                     7,207               1.5                   4,064             11,271
Other invested assets, net of allowance(1)                              10,716               2.1                   3,610             14,326
Short-term investments, net of allowance                                 7,640               1.5                     124              7,764
Total general account investments                                      486,070             100.0  %               61,065            547,135
Invested assets of other entities and operations(2)                      6,485                                         0              6,485
Total investments                                                  $   492,555                            $       61,065          $ 553,620

                                                                                                December 31, 2019
                                                                            PFI Excluding                   Closed Block
                                                                        Closed Block Division                 Division               Total
                                                                                                 ($ in millions)
Fixed maturities:
Public, available-for-sale, at fair value                          $   296,382              64.9  %       $       29,011          $ 325,393
Public, held-to-maturity, at amortized cost                              1,705               0.4                       0              1,705
Private, available-for-sale, at fair value                              52,750              11.6                  12,365             65,115
Private, held-to-maturity, at amortized cost                               228               0.1                       0                228
Fixed maturities, trading, at fair value                                 2,467               0.5                     256              2,723
Assets supporting experience-rated contractholder
liabilities, at fair value                                              21,597               4.7                       0             21,597
Equity securities, at fair value                                         4,586               1.0                   2,245              6,831

Commercial mortgage and other loans, at book value, net of allowance

                                                               54,671              12.0                   8,629             63,300
Policy loans, at outstanding balance                                     7,832               1.7                   4,264             12,096
Other invested assets(1)                                                 9,210               2.0                   3,334             12,544
Short-term investments                                                   5,223               1.1                     227              5,450
Total general account investments                                      456,651             100.0  %               60,331            516,982
Invested assets of other entities and operations(2)                      5,778                                         0              5,778
Total investments                                                  $   462,429                            $       60,331          $ 522,760


__________
(1)Other invested assets consist of investments in LPs/LLCs, investment real
estate held through direct ownership, derivative instruments and other
miscellaneous investments. For additional information regarding these
investments, see "-Other Invested Assets" below.
(2)Includes invested assets of our investment management and derivative
operations. Excludes assets of our investment management operations that are
managed for third-parties and those assets classified as "Separate account
assets" on our balance sheet. For additional information regarding these
investments, see "-Invested Assets of Other Entities and Operations" below.

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The increase in general account investments attributable to PFI excluding the
Closed Block division in 2020 was primarily due to a decrease in interest rates,
the reinvestment of net investment income and net business inflows. For
information regarding the methodology used in determining the fair value of our
fixed maturities, see Note 6 to the Consolidated Financial Statements.

As of December 31, 2020 and 2019, 43% and 42%, respectively, of our general
account investments attributable to PFI excluding the Closed Block division
related to our Japanese insurance operations. The following table sets forth the
composition of the investments of our Japanese insurance operations' general
account, as of the dates indicated:

                                                                                         December 31,
                                                                                   2020                2019
                                                                                         (in millions)
Fixed maturities:
Public, available-for-sale, at fair value                                      $  154,261          $  142,220
Public, held-to-maturity, at amortized cost, net of allowance                       1,719               1,705
Private, available-for-sale, at fair value                                         21,748              19,189
Private, held-to-maturity, at amortized cost, net of allowance                        211                 228
Fixed maturities, trading, at fair value                                              550                 492

Assets supporting experience-rated contractholder liabilities, at fair value

                                                                               3,149               2,777
Equity securities, at fair value                                                    2,134               2,185

Commercial mortgage and other loans, at book value, net of allowance

        19,915              19,138
Policy loans, at outstanding balance                                                3,078               2,859
Other invested assets(1)                                                            3,045               2,187
Short-term investments, net of allowance                                              438                 165
Total Japanese general account investments                                  

$ 210,248 $ 193,145

__________

(1)Other invested assets consist of investments in LPs/LLCs, investment real estate held through direct ownership, derivative instruments and other miscellaneous investments.



The increase in general account investments related to our Japanese insurance
operations in 2020 was primarily attributable to a decrease in interest rates,
the reinvestment of net investment income and net business inflows.

As of December 31, 2020, our Japanese insurance operations had $89.2 billion, at
carrying value, of investments denominated in U.S. dollars, including $1.8
billion that were hedged to yen through third-party derivative contracts and
$74.8 billion that support liabilities denominated in U.S. dollars, with the
remainder as part of the hedging of foreign currency exchange rate exposure to
U.S. dollar-equivalent equity. As of December 31, 2019, our Japanese insurance
operations had $77.1 billion, at carrying value, of investments denominated in
U.S. dollars, including $2.1 billion that were hedged to yen through third-party
derivative contracts and $62.4 billion that support liabilities denominated in
U.S. dollars, with the remainder as part of the hedging of foreign currency
exchange rate exposure of U.S. dollar-equivalent equity. The $12.1 billion
increase in the carrying value of U.S. dollar-denominated investments from
December 31, 2019 was primarily attributable to a decrease in the U.S. treasury
bond rates, reinvestment of net investment income and portfolio growth as a
result of net business inflows.

Our Japanese insurance operations had $10.2 billion and $9.9 billion, at
carrying value, of investments denominated in Australian dollars that support
liabilities denominated in Australian dollars as of December 31, 2020 and 2019,
respectively. The $0.3 billion increase in the carrying value of Australian
dollar-denominated investments from December 31, 2019 was primarily attributable
to the translation impact of the Australian dollar strengthening against the
U.S. dollar, partially offset by run off of the portfolio. For additional
information regarding U.S. and Australian dollar investments held in our
Japanese insurance operations and a discussion of our yen hedging strategy, see
"-Results of Operations by Segment-Impact of Foreign Currency Exchange Rates"
above.

 Investment Results

The following tables set forth the investment results of our general account
apportioned between PFI excluding the Closed Block division and the Closed Block
division, for the periods indicated. The yields are based on net investment
income as
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reported under U.S. GAAP and as such do not include certain interest-related
items, such as settlements of duration management swaps which are included in
"Realized investment gains (losses), net."
                                                                                              Year Ended December 31, 2020
                                     PFI Excluding Closed Block
                                        Division and Japanese                                                     PFI Excluding Closed Block           Closed Block
                                             Operations                   Japanese Insurance Operations                    Division                      Division          Total(5)
                                     Yield(1)            Amount             Yield(1)            Amount            Yield(1)             Amount             Amount            Amount
                                                                                                    ($ in millions)
Fixed maturities(2)                      4.59  %       $  7,416                 2.78  %       $ 3,875                  3.75  %       $ 11,291          $   1,566          $ 12,857
Assets supporting experience-rated
contractholder liabilities               3.22               637                 1.88               52                  3.06               689                  0               689
Equity securities                        2.01                48                 3.62               72                  2.74               120                 42               162
Commercial mortgage and other
loans                                    3.95             1,377                 2.89              731                  3.91             2,108                358             2,466
Policy loans                             5.31               238                 3.23               98                  4.47               336                247               583
Short-term investments and cash
equivalents                              0.83               171                 0.86               14                  0.83               185                  6               191
Gross investment income                  4.06             9,887                 2.89            4,842                  3.58            14,729              2,219            16,948
Investment expenses                     (0.12)             (272)               (0.14)            (245)                (0.13)             (517)              (136)             (653)
Investment income after investment
expenses                                 3.94  %          9,615                 2.75  %         4,597                  3.45  %         14,212              2,083            16,295
Other invested assets(3)                                    413                                   245                                     658                157               815
Investment results of other
entities and operations(4)                                  300                                     0                                     300                  0               300
Total investment income                                $ 10,328                               $ 4,842                                $ 15,170          $   2,240          $ 17,410


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                                                                                              Year Ended December 31, 2019
                                     PFI Excluding Closed Block
                                        Division and Japanese                                                     PFI Excluding Closed Block           Closed Block
                                             Operations                   Japanese Insurance Operations                    Division                      Division          Total(5)
                                     Yield(1)            Amount             Yield(1)            Amount            Yield(1)             Amount             Amount            Amount
                                                                                                    ($ in millions)
Fixed maturities(2)                      4.71  %       $  7,567                 2.87  %       $ 3,842                  3.87  %       $ 11,409          $   1,713          $ 13,122
Assets supporting experience-rated
contractholder liabilities               3.61               678                 1.99               52                  3.42               730                  0               730
Equity securities                        2.30                49                 3.27               66                  2.77               115                 45               160
Commercial mortgage and other
loans                                    4.21             1,406                 4.29              767                  4.24             2,173                388             2,561
Policy loans                             5.36               256                 3.92              107                  4.84               363                255               618
Short-term investments and cash
equivalents                              2.58               373                 3.40               27                  2.62               400                 32               432
Gross investment income                  4.41            10,329                 3.04            4,861                  3.86            15,190              2,433            17,623
Investment expenses                     (0.13)             (400)               (0.14)            (280)                (0.13)             (680)              (209)             (889)
Investment income after investment
expenses                                 4.28  %          9,929                 2.90  %         4,581                  3.73  %         14,510              2,224            16,734
Other invested assets(3)                                    378                                   184                                     562                 99               661
Investment results of other
entities and operations(4)                                  190                                     0                                     190                  0               190
Total investment income                                $ 10,497                               $ 4,765                                $ 15,262          $   2,323          $ 17,585



                                                                                              Year Ended December 31, 2018
                                     PFI Excluding Closed Block
                                        Division and Japanese                                                     PFI Excluding Closed Block           Closed Block
                                             Operations                   Japanese Insurance Operations                    Division                      Division          Total(5)
                                      Yield(1)            Amount            Yield(1)            Amount            Yield(1)             Amount             Amount            Amount
                                                                                                    ($ in millions)
Fixed maturities(2)                       4.68  %       $ 7,004                 2.93  %       $ 3,707                  3.87  %       $ 10,711          $   1,692          $ 12,403
Assets supporting experience-rated
contractholder liabilities                3.62              674                 1.81               46                  3.41               720                  0               720
Equity securities                         2.28               48                 3.45               72                  2.86               120                 45               165
Commercial mortgage and other
loans                                     4.03            1,299                 3.96              623                  4.01             1,922                407             2,329
Policy loans                              5.44              258                 3.92              101                  4.91               359                263               622
Short-term investments and cash
equivalents                               2.20              265                 2.83               33                  2.25               298                 30               328
Gross investment income                   4.36            9,548                 3.04            4,582                  3.82            14,130              2,437            16,567
Investment expenses                      (0.15)            (397)               (0.13)            (237)                (0.14)             (634)              (204)             (838)
Investment income after investment
expenses                                  4.21  %         9,151                 2.91  %         4,345                  3.68  %         13,496              2,233            15,729
Other invested assets(3)                                    221                                    93                                     314                 55               369
Investment results of other
entities and operations(4)                                   78                                     0                                      78                  0                78
Total investment income                                 $ 9,450                               $ 4,438                                $ 13,888          $   2,288          $ 16,176


__________
(1)The denominator in the yield percentage is based on quarterly average
carrying values for all asset types except for fixed maturities which are based
on amortized cost (2019 and 2018) and amortized cost, net of allowance (2020).
Amounts for fixed maturities, short-term investments and cash equivalents are
also netted for securities lending activity (i.e., income netted for rebate
expenses and asset values netted for securities lending liabilities). A yield is
not presented for other invested assets as it is not considered a meaningful
measure of investment performance. Total yields exclude investment income and
assets related to other invested assets.
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(2)Includes fixed maturity securities classified as available-for-sale and
held-to-maturity and excludes fixed maturity securities classified as trading,
which are included in other invested assets.
(3)Other invested assets consist of investments in LPs/LLCs, investment real
estate held through direct ownership, derivative instruments, fixed maturities
classified as trading and other miscellaneous investments.
(4)Includes net investment income of our investment management operations.
(5)The total yield was 3.54%, 3.81% and 3.77% for the years ended December 31,
2020, 2019 and 2018, respectively.

The decrease in investment income after investment expenses yield attributable
to our general account investments, excluding both the Closed Block division and
the Japanese insurance operations' portfolio, for 2020 compared to 2019 was
primarily the result of lower fixed income reinvestment rates.

The decrease in investment income after investment expenses yield attributable
to the Japanese insurance operations' portfolio for 2020 compared to 2019 was
primarily the result of lower fixed income reinvestment rates.

Both the U.S. dollar-denominated and Australian dollar-denominated fixed
maturities that are not hedged to yen through third-party derivative contracts
provide a yield that is substantially higher than the yield on comparable
yen-denominated fixed maturities. The average amortized cost of U.S.
dollar-denominated fixed maturities that are not hedged to yen through
third-party derivative contracts was approximately $54.2 billion and $47.5
billion, for the years ended December 31, 2020 and 2019, respectively. The
majority of U.S. dollar-denominated fixed maturities support liabilities that
are denominated in U.S. dollars. The average amortized cost of Australian
dollar-denominated fixed maturities that are not hedged to yen through
third-party derivative contracts was approximately $8.2 billion and $8.4
billion, for the years ended December 31, 2020 and 2019, respectively. The
majority of Australian dollar-denominated fixed maturities support liabilities
that are denominated in Australian dollars. For additional information regarding
U.S. and Australian dollar investments held in our Japanese insurance
operations, see "-Results of Operations by Segment-Impact of Foreign Currency
Exchange Rates" above.

Realized Investment Gains and Losses



The following table sets forth "Realized investment gains (losses), net" of our
general account apportioned between PFI excluding Closed Block division and the
Closed Block division by investment type as well as "Charges related to realized
investment gains (losses), net" and adjustments, for the periods indicated:

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                                                                                Years Ended December 31,
                                                                      2020                  2019                2018
                                                                                      (in millions)
PFI excluding Closed Block Division:
Realized investment gains (losses), net:
Due to foreign exchange movements on securities
approaching maturity(2)                                         $       (26)           $       (53)         $      (23)
Due to securities actively marketed for sale(2)                         (83)                    (4)                (24)

Due to credit or adverse conditions of the respective issuer(1)(3)

                                                           (111)                  (175)               (169)
Allowance for credit losses on fixed maturities(1)(3)                  (105)                      N/A                 N/A
Net gains (losses) on sales and maturities                              777                    867                 504
Fixed maturity securities(4)                                            452                    635                 288
Commercial mortgage and other loans                                      10                     (6)                (15)
Derivatives                                                          (4,571)                (1,623)              1,249

OTTI losses on other invested assets recognized in earnings

                                                                (33)                   (18)                 (7)
Allowance for credit losses on other invested assets                     (1)                      N/A                 N/A
Other net gains (losses)                                                 17                     70                 106
Other                                                                   (17)                    52                  99
Subtotal                                                             (4,126)                  (942)              1,621
Investment results of other entities and operations(5)                   57                    (38)                226
Total - PFI excluding Closed Block Division                          (4,069)                  (980)              1,847
Related adjustments(6)                                                  (87)                   145              (1,236)

Realized investment gains (losses), net, and related adjustments(6)

                                                       (4,156)                  (835)                611

Charges related to realized investment gains (losses), net

                                                                    (159)                  (123)               (315)

Realized investment gains (losses), net, and charges related to realized investment gains (losses), net and adjustments(6)

                                                  $    (4,315)           $      (958)         $      296
Closed Block Division:
Realized investment gains (losses), net:
Due to foreign exchange movements on securities
approaching maturity(2)                                         $       (69)           $       (56)         $      (28)
Due to securities actively marketed for sale(2)                          (9)                     0                  (9)

Due to credit or adverse conditions of the respective issuer(1)(3)

                                                             (6)                   (27)                (26)
Allowance for credit losses on fixed maturities(1)(3)                   (27)                      N/A                 N/A
Net gains (losses) on sales and maturities                              388                    417                   3
Fixed maturity securities(4)                                            277                    334                 (60)
Commercial mortgage and other loans                                       0                      3                  (6)
Derivatives                                                             (87)                   193                 193

OTTI losses on other invested assets recognized in earnings

                                                                  0                      0                  (1)
Allowance for credit losses on other invested assets                      0                       N/A                 N/A
Other net gains (losses)                                                 (8)                    (9)                  4
Other                                                                    (8)                    (9)                  3
Subtotal - Closed Block Division                                        182                    521                 130

Consolidated PFI realized investment gains (losses), net $ (3,887)

           $      (459)         $    1,977


__________


(1)Represents circumstances where we believe credit events or other adverse
conditions of the respective issuers have caused or will lead to a deficiency in
the contractual cash flows related to the investment. The amount of the
impairment or allowance recorded in earnings is the difference between the
amortized cost of the debt security and the net present value of its projected
future cash flows discounted at the effective interest rate implicit in the debt
security prior to impairment (2019 and 2018) or allowance (2020).
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(2)Represents the difference between the fair value of the debt security and the
amortized cost at the time of the write-down.
(3)Beginning January 1, 2020, related to the implementation of ASU 2016-13,
write-offs of credit adverse securities are reported as OTTI.
(4)Includes fixed maturity securities classified as available-for-sale and
held-to-maturity and excludes fixed maturity securities classified as trading.
(5)Includes "realized investment gains (losses), net" of our investment
management operations.
(6)Prior period amounts have been updated to conform to current period
presentation.

2020 to 2019 Annual Comparison



Net gains on sales and maturities of fixed maturity securities were $777 million
and $867 million for the years ended December 31, 2020 and 2019, respectively,
primarily driven by the impact of foreign currency exchange rate movements of
U.S. and Australian dollar-denominated securities that matured or were sold
within our International Businesses segment and other sales of fixed maturity
securities within our domestic segments driven by interest rate declines during
the investment holding period.

Net realized losses on derivative instruments of $4,571 million, for the year ended December 31, 2020, primarily included:

•$3,957 million of losses on product-related embedded derivatives and related hedge positions associated with certain variable annuity contracts; and •$2,362 million of losses on capital hedges due to increases in equity indices.

Partially offsetting these losses were:



•$1,483 million of gains on interest rate derivatives due to decreases in swap
and U.S. Treasury rates;
•$139 million of gains for fees earned on fee-based synthetic GICs; and
•$61 million of gains on foreign currency hedges due to Japanese yen
strengthening against U.S. dollar.

Net realized losses on derivative instruments of $1,623 million, for the year ended December 31, 2019, primarily included:

•$2,677 million of losses on product-related embedded derivatives and related hedge positions associated with certain variable annuity contracts; and •$1,070 million of losses on capital hedges due to increases in equity indices.

Partially offsetting these losses were:



•$1,354 million of gains on interest rate derivatives due to decreases in swap
and U.S. Treasury rates;
•$378 million of gains on foreign currency hedges due to U.S. dollar
appreciation versus the euro;
•$145 million of gains for fees earned on fee-based synthetic GICs; and
•$124 million of gains on credit default swaps primarily due to spreads
tightening.

For a discussion of living benefit guarantees and related hedge positions in our Individual Annuities segment, see "-Results of Operations by Segment-U.S. Businesses-U.S. Individual Solutions Division-Individual Annuities" above.



Related adjustments include the portions of "Realized investment gains (losses),
net" that are included in adjusted operating income and the portions of "Other
income (loss)" and "Net investment income" that are excluded from adjusted
operating income. These adjustments are made to arrive at "Realized investment
gains (losses), net, and related adjustments" which are excluded from adjusted
operating income. Results for the years ended December 31, 2020 and 2019
reflected related adjustments of net negative $87 million and net positive $145
million, respectively. Both periods' results reflected settlements and changes
in value related to interest rate and currency derivatives, as well as changes
in the fair value of equity securities and fixed income securities designated as
trading. Additionally, the results for 2020 included the impact of foreign
currency exchange rate movements on certain non-local currency denominated
assets and liabilities, for which the majority of the foreign currency exposure
is hedged and offset in "Realized Investment gains (losses), net."

Charges that relate to "Realized investment gains (losses), net" are also
excluded from adjusted operating income and may be reflected as net charges or
net benefits. Results for the years ended December 31, 2020 and 2019 reflected
net related charges of $159 million and $123 million, respectively. Both
periods' results were primarily driven by the impact of derivative activity on
the amortization of DAC and other costs, and certain policyholder reserves.

Credit Losses


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The level of credit losses generally reflects current and expected economic
conditions and is expected to increase when economic conditions worsen and to
decrease when economic conditions improve. Historically, the causes of credit
losses have been specific to each individual issuer and have not directly
resulted in credit losses to other securities within the same industry or
geographic region. We may also realize additional credit and interest
rate-related losses through sales of investments pursuant to our credit risk and
portfolio management objectives.

We maintain separate monitoring processes for public and private fixed
maturities and create watch lists to highlight securities that require special
scrutiny and management. For private placements, our credit and portfolio
management processes help ensure prudent controls over valuation and management.
We have separate pricing and authorization processes to establish "checks and
balances" for new investments. We apply consistent standards of credit analysis
and due diligence for all transactions, whether they originate through our own
in-house origination staff or through agents. Our regional offices closely
monitor the portfolios in their regions. We set all valuation standards
centrally, and we assess the fair value of all investments quarterly. Our public
and private fixed maturity investment managers formally review all public and
private fixed maturity holdings on a quarterly basis and more frequently when
necessary to identify potential credit deterioration whether due to ratings
downgrades, unexpected price variances and/or company or industry-specific
concerns.

For LPs/LLCs accounted for using the equity method and for wholly-owned investment real estate, the carrying value of these investments is written down or impaired to fair value when a decline in value is considered to be other-than-temporary.

COVID-19



A continued impact of COVID-19 on the global economy and corporate credit may
result in losses and credit migration in our investment portfolio. Due to the
highly uncertain nature of these conditions, it is not possible to estimate the
overall impacts at this time. We believe our investment portfolio has been
diligently constructed with a strong focus on ALM discipline, risk management,
and capital preservation; and although certain industries will likely be more
impacted by COVID-19 driven market conditions, we expect to benefit from our
experience in managing highly specialized asset classes through multiple credit
cycles. The following represents some of the sectors in our investment portfolio
most impacted by COVID-19.

Energy Related Investments

As of December 31, 2020, PFI excluding the Closed Block division had energy
related exposure with a market value of approximately $14 billion including a
net unrealized gain of $1 billion, which was reflected in AOCI. This $14 billion
represented investments in public and private corporate fixed maturity
securities (excluding trading securities) and was comprised of the midstream
(43%), independent energy (25%), integrated energy (20%), oil field services
(6%) and refining (6%) sub-sectors. As of December 31, 2020, the credit quality
of energy sector fixed maturity securities was 86% investment grade and 14%
below investment grade. Energy related investment realized losses were
approximately $184 million, comprised of $126 million of write-downs and $58
million of addition to credit loss allowances for the year ended December 31,
2020. Our investments in the energy sector could experience future valuation
declines or losses if energy prices maintain their recent levels or continue to
decline for an extended period of time. Our assessment that securities are
other-than-temporarily impaired may change due to new developments, including
those developments related to COVID-19.

Consumer Cyclical Related Investments



As of December 31, 2020, PFI excluding the Closed Block division had consumer
cyclical related exposure with a market value of approximately $13 billion and a
net unrealized gain of $1 billion, which was reflected in AOCI. This $13 billion
represented investments in public and private corporate fixed maturity
securities (excluding trading securities) and included exposures in retail
(37%), automotive (18%), leisure (7%), restaurants (7%), gaming (4%) and lodging
(1%). As of December 31, 2020, the credit quality of consumer cyclical sector
fixed maturity securities was 79% investment grade and 21% below investment
grade. For additional information regarding "-Retail Related Investments," see
below.

Retail Related Investments

As of December 31, 2020, PFI excluding the Closed Block division had retail
related investments of approximately $13 billion consisting primarily of $6
billion of corporate fixed maturities of which 89% were considered investment
grade (also included in "-Consumer Cyclical Related Investments"); $6 billion of
commercial mortgage loans with a weighted-average loan-to-value ratio of
approximately 58% and weighted-average debt service coverage ratio of 2.13
times; and $1 billion of real estate held through direct ownership and real
estate-related LPs/LLCs. In addition, we held approximately $11 billion of
commercial mortgage-backed securities, of which approximately 99% and 1% were
rated AAA (super-senior) and AA to A,
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respectively, and comprised of diversified collateral pools. Approximately 30%
of the collateral pools were comprised of retail-related investments, with no
pools solely collateralized by retail related investments. For additional
information regarding commercial mortgage-backed securities, see "-Fixed
Maturity Securities-Fixed Maturity Securities Credit Quality" below.

Airline Related Investments

As of December 31, 2020, PFI excluding the Closed Block division had $0.1 billion of airline related corporate fixed maturities within the transportation sector of which 97% were investment grade.

General Account Investments of PFI excluding Closed Block Division



In the following sections, we provide details about our investment portfolio,
excluding investments held in the Closed Block division. We believe the details
of the composition of our investment portfolio excluding the Closed Block
division are most relevant to an understanding of our operations that are
pertinent to investors in Prudential Financial, Inc. because substantially all
Closed Block division assets support obligations and liabilities relating to the
Closed Block policies only. See Note 15 to the Consolidated Financial Statements
for further information on the Closed Block.

Fixed Maturity Securities



In the following sections, we provide details about our fixed maturity
securities portfolio, which excludes fixed maturity securities classified as
assets supporting experienced-rated contractholder liabilities and classified as
trading.

Fixed Maturity Securities by Contractual Maturity Date



The following table sets forth the breakdown of the amortized cost of our fixed
maturity securities portfolio by contractual maturity, as of the date indicated:

                                                     December 31, 2020
                                                 Amortized
                                                    Cost            % of Total
                                                      ($ in millions)
Corporate & government securities:
Maturing in 2021                             $         10,141            3.2  %
Maturing in 2022                                        9,391            2.9
Maturing in 2023                                       11,618            3.6
Maturing in 2024                                       12,550            3.9
Maturing in 2025                                       12,836            4.0
Maturing in 2026                                       13,795            4.3
Maturing in 2027                                       14,401            4.5
Maturing in 2028                                       10,584            3.3
Maturing in 2029                                       12,285            3.9
Maturing in 2030                                       11,356            3.6
Maturing in 2031                                        9,066            2.9
Maturing in 2032 and beyond                           166,639           52.1
Total corporate & government securities               294,662           

92.2


Asset-backed securities                                11,584            

3.6


Commercial mortgage-backed securities                  10,296            

3.2


Residential mortgage-backed securities                  2,838            1.0
Total fixed maturities                       $        319,380          100.0  %



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Fixed Maturity Securities by Industry

The following table sets forth the composition of the portion of our fixed
maturity, available-for-sale portfolio by industry category attributable to PFI
excluding the Closed Block division and the associated gross unrealized gains
and losses, as well as the allowance for credit losses, as of the dates
indicated:
                                                                                 December 31, 2020                                                                         December 31, 2019
                                                                  Gross                Gross            Allowance for                                                  Gross                Gross
                                            Amortized           Unrealized          Unrealized             Credit                Fair            Amortized           Unrealized          Unrealized             Fair
               Industry(1)                     Cost               Gains               Losses             Losses (5)             Value               Cost               Gains               Losses              Value
                                                                                                                           (in millions)
Corporate securities:
Finance                                    $  37,577          $     5,240  

$ 70 $ 0 $ 42,747 $ 34,710 $ 2,796 $ 85 $ 37,421 Consumer non-cyclical

                         28,891                5,085                  52                     0             33,924             24,941                2,846                 112             27,675
Utility                                       24,235                4,504                  60                    11             28,668             22,341                2,498                  81             24,758
Capital goods                                 13,711                1,947                  49                     2             15,607             12,287                1,150                  83             13,354
Consumer cyclical                             11,196                1,536                  52                    13             12,667             10,871                  994                  45             11,820
Foreign agencies                               5,323                  903                  11                     0              6,215              5,649                  928                  10              6,567
Energy                                        12,257                1,583                 118                    58             13,664             12,922                1,126                 186             13,862
Communications                                 6,013                1,343                  35                    22              7,299              5,916                  939                  34              6,821
Basic industry                                 5,895                  914                  17                     0              6,792              5,866                  497                  38              6,325
Transportation                                10,067                1,568                  40                     0             11,595              9,443                  833                  34             10,242
Technology                                     3,717                  381                  14                     0              4,084              3,395                  278                  13              3,660
Industrial other                               4,485                  778                  21                     0              5,242              3,894                  351                  33              4,212
Total corporate securities                   163,367               25,782                 539                   106            188,504            152,235               15,236                 754            166,717
Foreign government(2)                         93,521               16,229                 236                     0            109,514             97,880               20,658                  63            118,475
Residential mortgage-backed(3)                 2,572                  198                   0                     0              2,770              2,955                  154                   1              3,108
Asset-backed                                  11,584                  137                  67                     0             11,654              9,832                  123                  34              9,921
Commercial mortgage-backed                    10,296                  883                   8                     0             11,171             10,211                  441                   9             10,643
U.S. Government                               25,959                8,348                  15                     0             34,292             24,938                4,511                  94             29,355
State & Municipal                             10,142                1,991                   1                     0             12,132              9,593                1,327                   7             10,913
Total fixed maturities,
available-for-sale(4)(5)                   $ 317,441          $    53,568          $      866          $        106          $ 370,037          $ 307,644          $    42,450          $      962          $ 349,132


__________
(1)Investment data has been classified based on standard industry
categorizations for domestic public holdings and similar classifications by
industry for all other holdings.
(2)As of December 31, 2020 and 2019, based on amortized cost, 86% and 76%,
respectively, represent Japanese government bonds held by our Japanese insurance
operations with no other individual country representing more than 4% and 11% of
the balance, respectively.
(3)As of December 31, 2020 and 2019, based on amortized cost, 97% and more than
99% were rated A or higher, respectively.
(4)Excluded from the table above are securities held outside the general account
in other entities and operations. For additional information regarding
investments held outside the general account, see "-Invested Assets of Other
Entities and Operations" below.
(5)Effective January 1, 2020, due to the implementation of ASU 2016-13, an
allowance for credit losses is now presented for available-for-sale securities.
Prior period amounts have been updated to exclude held-to-maturity securities to
conform to current period presentation.

The increase in net unrealized gains from December 31, 2019 to December 31, 2020 was primarily due to a decrease in U.S. interest rates.



The following table sets forth the composition of the portion of our fixed
maturity, held-to-maturity portfolio by industry category attributable to PFI
excluding the Closed Block division and the associated gross unrealized gains
and losses, as well as the allowance for credit losses, as of the dates
indicated:

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                                                                           December 31, 2020                                                                         December 31, 2019
                                                             Gross               Gross                              Allowance for                                 Gross               Gross
                                       Amortized          Unrealized           Unrealized            Fair               Credit              Amortized          Unrealized           Unrealized            Fair
            Industry(1)                  Cost                Gains               Losses             Value               Losses                Cost                Gains               Losses             Value
                                                                                                                    (in millions)
Corporate securities:
Finance                              $      651          $       67          $         0          $   718          $           9          $      628          $       64          $         0          $   692

Foreign agencies                              0                   0                    0                0                      0                  21                   0                    0               21

Basic industry                               87                   2                    0               89                      0                  83                   2                    0               85

Total corporate securities                  738                  69                    0              807                      9                 732                  66                    0              798
Foreign government(2)                       935                 270                    0            1,205                      0                 891                 282                    0            1,173
Residential mortgage-backed(3)              266                  20                    0              286                      0                 310                  21                    0              331

Total fixed maturities,
held-to-maturity(4)                  $    1,939          $      359        

 $         0          $ 2,298          $           9          $    1,933          $      369          $         0          $ 2,302


__________
(1)Investment data has been classified based on standard industry
categorizations for domestic public holdings and similar classifications by
industry for all other holdings.
(2)As of both December 31, 2020 and 2019, based on amortized cost, 98% represent
Japanese government bonds held by our Japanese insurance operations.
(3)As of both December 31, 2020 and 2019, based on amortized cost, all were
rated A or higher.
(4)Excluded from the table above are securities held outside the general account
in other entities and operations. For additional information regarding
investments held outside the general account, see "-Invested Assets of Other
Entities and Operations" below.

Fixed Maturity Securities Credit Quality



The Securities Valuation Office ("SVO") of the National Association of Insurance
Commissioners ("NAIC") evaluates the investments of insurers for statutory
reporting purposes and assigns fixed maturity securities to one of six
categories called "NAIC Designations." In general, NAIC Designations of "1"
highest quality, or "2" high quality, include fixed maturities considered
investment grade, which include securities rated Baa3 or higher by Moody's
Investor Service, Inc. ("Moody's") or BBB- or higher by Standard & Poor's Rating
Services ("S&P"). NAIC Designations of "3" through "6" generally include fixed
maturities referred to as below investment grade, which include securities rated
Ba1 or lower by Moody's and BB+ or lower by S&P. The NAIC Designations for
commercial mortgage-backed securities and non-agency residential mortgage-backed
securities, including our asset-backed securities collateralized by sub-prime
mortgages, are based on security level expected losses as modeled by an
independent third-party (engaged by the NAIC) and the statutory carrying value
of the security, including any purchase discounts or impairment charges
previously recognized.
As a result of time lags between the funding of investments, the finalization of
legal documents, and the completion of the SVO filing process, the fixed
maturity portfolio includes certain securities that have not yet been designated
by the SVO as of each balance sheet date. Pending receipt of SVO designations,
the categorization of these securities by NAIC Designation is based on the
expected ratings indicated by internal analysis.
Investments of our international insurance companies are not subject to NAIC
guidelines. Investments of our Japanese insurance operations are regulated
locally by the Financial Services Agency ("FSA"), an agency of the Japanese
government. The FSA has its own investment quality criteria and risk control
standards. Our Japanese insurance companies comply with the FSA's credit quality
review and risk monitoring guidelines. The credit quality ratings of the
investments of our Japanese insurance companies are based on ratings assigned by
nationally recognized credit rating agencies, including Moody's and S&P, or
rating equivalents based on ratings assigned by Japanese credit ratings
agencies.
The following table sets forth our fixed maturity, available-for-sale portfolio
by NAIC Designation or equivalent rating attributable to PFI excluding the
Closed Block division, as of the dates indicated:

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                                                                          December 31, 2020                                                                         December 31, 2019
                                                           Gross                Gross            Allowance for                                                  Gross                Gross
                                     Amortized           Unrealized          Unrealized             Credit                Fair            Amortized           Unrealized          Unrealized             Fair

     NAIC Designation(1)(2)             Cost               Gains           

  Losses(3)            Losses(7)             Value               Cost               Gains              Losses(3)            Value
                                                                                                                    (in millions)
               1                    $ 229,951          $    41,311          $      381          $          0          $ 270,881          $ 232,039          $    35,923          $      287          $ 267,675
               2                       68,458               10,683                 180                     0             78,961             59,114                5,198                 384             63,928
Subtotal High or Highest Quality
Securities(4)                         298,409               51,994                 561                     0            349,842            291,153               41,121                 671            331,603
               3                       11,913                1,192                  95                     0             13,010             10,033                  854                  93             10,794
               4                        5,119                  211                 119                    23              5,188              4,914                  248                  98              5,064
               5                        1,629                  123                  67                    16              1,669              1,280                  196                  83              1,393
               6                          371                   48                  24                    67                328                264                   31                  17                278
Subtotal Other Securities(5)(6)        19,032                1,574                 305                   106             20,195             16,491                1,329                 291             17,529
Total fixed maturities,
available-for-sale(7)               $ 317,441          $    53,568          $      866          $        106          $ 370,037          $ 307,644          $    42,450          $      962          $ 349,132


__________
(1)Reflects equivalent ratings for investments of the international insurance
operations.
(2)Includes, as of December 31, 2020 and 2019, 102 securities with amortized
cost of $356 million (fair value, $382 million) and 796 securities with
amortized cost of $3,073 million (fair value, $3,130 million), respectively,
that have been categorized based on expected NAIC Designations pending receipt
of SVO ratings.
(3)As of December 31, 2020, includes gross unrealized losses of $184 million on
public fixed maturities and $121 million on private fixed maturities considered
to be other than high or highest quality and, as of December 31, 2019, includes
gross unrealized losses of $188 million on public fixed maturities and $103
million on private fixed maturities considered to be other than high or highest
quality.
(4)On an amortized cost basis, as of December 31, 2020, includes $253,387
million of public fixed maturities and $45,022 million of private fixed
maturities and, as of December 31, 2019, includes $248,179 million of public
fixed maturities and $42,974 million of private fixed maturities.
(5)On an amortized cost basis, as of December 31, 2020, includes $9,592 million
of public fixed maturities and $9,440 million of private fixed maturities and,
as of December 31, 2019, includes $9,049 million of public fixed maturities and
$7,442 million of private fixed maturities.
(6)On an amortized cost basis, as of December 31, 2020, securities considered
below investment grade based on low issue composite ratings total $15,747
million, or 5% of the total fixed maturities, and include securities considered
high or highest quality by the NAIC based on the rules described above.
(7)Effective January 1, 2020, due to the implementation of ASU 2016-13, an
allowance for credit losses is now presented for available-for-sale securities.
Prior period amounts have been updated to exclude held-to-maturity securities to
conform to current period presentation.


The following table sets forth our fixed maturity, held-to-maturity portfolio by
NAIC Designation or equivalent rating attributable to PFI excluding the Closed
Block division, as of the dates indicated:

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                                                                  December 31, 2020                                                                       December 31, 2019
                                                      Gross               Gross                              Allowance                                 Gross               Gross
                                Amortized          Unrealized           Unrealized            Fair           for Credit          Amortized          Unrealized           Unrealized            Fair
     NAIC Designation(1)          Cost                Gains             Losses(2)            Value             Losses              Cost                Gains             Losses(2)            Value
                                                                                                           (in millions)
              1               $    1,839          $      349          $         0          $ 2,188          $       7          $    1,743          $      351          $         0          $ 2,094
              2                      100                  10                    0              110                  2                 190                  18                    0              208
Subtotal High or Highest
Quality Securities(3)              1,939                 359                    0            2,298                  9               1,933                 369                    0            2,302
              3                        0                   0                    0                0                  0                   0                   0                    0                0
              4                        0                   0                    0                0                  0                   0                   0                    0                0
              5                        0                   0                    0                0                  0                   0                   0                    0                0
              6                        0                   0                    0                0                  0                   0                   0                    0                0
Subtotal Other Securities              0                   0                    0                0                  0                   0                   0                    0                0
Total fixed maturities,
held-to-maturity              $    1,939          $      359          $         0          $ 2,298          $       9          $    1,933          $      369          $         0          $ 2,302


__________
(1)Reflects equivalent ratings for investments of the international insurance
operations.
(2)As of both December 31, 2020 and December 31, 2019, there were no gross
unrealized losses on public fixed maturities and private fixed maturities
considered to be other than high or highest quality.
(3)On an amortized cost basis, as of December 31, 2020, includes $1,728 million
of public fixed maturities and $211 million of private fixed maturities and, as
of December 31, 2019, includes $1,705 million of public fixed maturities and
$228 million of private fixed maturities.

Asset-Backed and Commercial Mortgage-Backed Securities

The following table sets forth the amortized cost and fair value of asset-backed and commercial mortgage-backed securities within our fixed maturity available-for-sale portfolio attributable to PFI excluding the Closed Block division by credit quality, as of the dates indicated:


                                                    December 31, 2020                                                                   December 31, 2019
                                  Asset-Backed                      Commercial Mortgage-Backed                        Asset-Backed             

Commercial Mortgage-Backed


                                  Securities(2)                           Securities(3)                              Securities(2)                    

Securities(3)


Low Issue Composite      Amortized                                Amortized                                                                             Amortized
Rating(1)                   Cost             Fair Value             Cost              Fair Value          Amortized Cost           Fair Value             Cost              Fair Value
                                                                                                 (in millions)
AAA                     $  11,327          $    11,323          $   10,284          $    11,159          $        9,585          $     9,594          $   10,196          $    10,627
AA                            139                  144                   1                    2                      83                   86                   0                    0
A                              16                   17                   2                    2                      40                   41                   6                    7
BBB                            12                   13                   9                    8                      19                   21                   9                    9
BB and below                   90                  157                   0                    0                     105                  179                   0                    0
Total(4)(5)             $  11,584          $    11,654          $   10,296          $    11,171          $        9,832          $     9,921          $   10,211          $    10,643


__________
(1)The table above provides ratings as assigned by nationally recognized rating
agencies as of December 31, 2020, including S&P, Moody's, Fitch Ratings Inc.
("Fitch") and Morningstar, Inc. ("Morningstar"). Low issue composite rating uses
ratings from the major credit rating agencies or if these are not available an
equivalent internal rating. For securities where the ratings assigned are not
equivalent, the second lowest rating is utilized.
(2)Includes collateralized loan obligations ("CLOs"), credit-tranched securities
collateralized by auto loans, education loans, credit cards and other asset
types.
(3)As of December 31, 2020 and 2019, based on amortized cost, 98% and 97% were
securities with vintages of 2013 or later, respectively.
(4)Excludes fixed maturity securities classified as "Assets supporting
experience-rated contractholder liabilities" and "Fixed maturities, trading" as
well as securities held outside the general account in other entities and
operations.
(5)Prior period amounts have been updated to conform to current period
presentation.

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Included in "Asset-backed securities" above are investments in CLOs. The
following table sets forth information pertaining to these investments in CLOs
within our fixed maturity available-for-sale portfolio attributable to PFI
excluding the Closed Block division, as of the dates indicated:
                                                    December 31, 2020                                December 31, 2019
                                                                      Collateralized Loan Obligations
Low Issue Composite Rating(1)             Amortized Cost            Fair Value             Amortized Cost            Fair Value
                                                                               (in millions)
AAA                                     $         9,554          $        9,506          $         7,294          $        7,271
AA                                                    2                       2                        0                       0
A                                                     1                       1                        0                       0
BBB                                                   1                       1                        0                       0
BB and below                                          1                       1                        0                       0
Total(2)(3)(4)                          $         9,559          $        9,511          $         7,294          $        7,271


__________
(1)The table above provides ratings as assigned by nationally recognized rating
agencies as of December 31, 2020, including S&P, Moody's, Fitch and Morningstar.
Low issue composite rating uses ratings from the major credit rating agencies or
if these are not available an equivalent internal rating. For securities where
the ratings assigned are not equivalent, the second lowest rating is utilized.
(2)There was no allowance for credit losses as of December 31, 2020.
(3)Excludes fixed maturity securities classified as "Assets supporting
experience-rated contractholder liabilities" and "Fixed maturities, trading" as
well as securities held outside the general account in other entities and
operations.
(4)Prior period amounts have been updated to conform to current period
presentation.

Assets Supporting Experience-Rated Contractholder Liabilities

For information regarding the composition of "Assets supporting experience-rated contractholder liabilities," see Note 3 to the Consolidated Financial Statements.

Commercial Mortgage and Other Loans

Investment Mix



The following table sets forth the composition of our commercial mortgage and
other loans portfolio attributable to PFI excluding the Closed Block division,
as of the dates indicated:
                                                                           December 31, 2020           December 31, 2019
                                                                                           (in millions)
Commercial mortgage and agricultural property loans                      $           55,223          $           53,928
Uncollateralized loans                                                                  655                         656
Residential property loans                                                              101                         124
Other collateralized loans                                                              120                          65
Total recorded investment gross of allowance(1)                                      56,099                      54,773
Allowance for credit losses                                                            (207)                       (102)
Total net commercial mortgage and other loans(2)                         $           55,892          $           54,671


__________


(1)As a percentage of recorded investment gross of allowance, more than 99% of
these assets were current as of both December 31, 2020 and 2019.
(2)Excluded from the table above are commercial mortgage and other loans held
outside the general account in other entities and operations. For additional
information regarding commercial mortgage and other loans held outside the
general account, see "-Invested Assets of Other Entities and Operations" below.

We originate commercial mortgage and agricultural property loans using a
dedicated sales and underwriting staff through our various regional offices in
the U.S. and international offices primarily in London and Tokyo. All loans are
underwritten consistently to our standards using a proprietary quality rating
system that has been developed from our industry experience in real estate and
mortgage lending.

Uncollateralized loans primarily represent reverse dual currency loans and corporate loans held by the company's international insurance operations.


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Residential property loans primarily include Japanese recourse loans. Upon
default of these recourse loans, we can make a claim against the personal assets
of the property owner, in addition to the mortgaged property. These loans are
also backed by third-party guarantors.

Other collateralized loans include consumer loans.

Composition of Commercial Mortgage and Agricultural Property Loans



Our commercial mortgage and agricultural property loan portfolio strategy
emphasizes diversification by property type and geographic location. The
following tables set forth the breakdown of the gross carrying values of
commercial mortgage and agricultural property loans attributable to PFI
excluding the Closed Block division by geographic region and property type, as
of the dates indicated:

                                                                    December 31, 2020                        December 31, 2019
                                                               Gross                                    Gross
                                                              Carrying              % of               Carrying              % of
                                                               Value                Total               Value                Total
                                                                                          ($ in millions)
Commercial mortgage and agricultural property loans
by region:
U.S. Regions(1):
Pacific                                                     $  19,186                  34.7  %       $  18,061                  33.5  %
South Atlantic                                                  8,710                  15.8              8,943                  16.6
Middle Atlantic                                                 6,500                  11.8              6,664                  12.4
East North Central                                              3,018                   5.5              3,413                   6.3
West South Central                                              5,426                   9.8              5,439                  10.1
Mountain                                                        2,239                   4.1              2,442                   4.5
New England                                                     1,664                   3.0              1,902                   3.5
West North Central                                                531                   0.9                454                   0.8
East South Central                                                836                   1.5                622                   1.2
Subtotal-U.S.                                                  48,110                  87.1             47,940                  88.9
Europe                                                          4,605                   8.3              3,781                   7.0
Asia                                                              979                   1.8                886                   1.6
Other                                                           1,529                   2.8              1,321                   2.5
Total commercial mortgage and agricultural property
loans                                                       $  55,223                 100.0  %       $  53,928                 100.0  %


__________

(1)Regions as defined by the United States Census Bureau.



                                                                              December 31, 2020                        December 31, 2019
                                                                         Gross                                    Gross
                                                                        Carrying              % of               Carrying              % of
                                                                         Value                Total               Value                Total
                                                                                                    ($ in millions)
Commercial mortgage and agricultural property loans by property
type:
Industrial                                                            $  13,819                  25.0  %       $  12,224                  22.7  %
Retail                                                                    5,718                  10.4              6,524                  12.1
Office                                                                   10,719                  19.4             11,203                  20.8
Apartments/Multi-Family                                                  15,316                  27.7             15,176                  28.1
Agricultural properties                                                   3,273                   5.9              2,856                   5.3
Hospitality                                                               2,056                   3.7              2,066                   3.8
Other                                                                     4,322                   7.9              3,879                   7.2
Total commercial mortgage and agricultural property loans             $  55,223                 100.0  %       $  53,928                 100.0  %



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Loan-to-value and debt service coverage ratios are measures commonly used to
assess the quality of commercial mortgage and agricultural property loans. The
loan-to-value ratio compares the amount of the loan to the fair value of the
underlying property collateralizing the loan and is commonly expressed as a
percentage. A loan-to-value ratio less than 100% indicates an excess of
collateral value over the loan amount. Loan-to-value ratios greater than 100%
indicate that the loan amount exceeds the collateral value. The debt service
coverage ratio compares a property's net operating income to its debt service
payments. Debt service coverage ratios less than 1.0 times indicate that
property operations do not generate enough income to cover the loan's current
debt payments. A debt service coverage ratio greater than 1.0 times indicates an
excess of net operating income over the debt service payments.

As of December 31, 2020, our commercial mortgage and agricultural property loans
attributable to PFI excluding the Closed Block division had a weighted-average
debt service coverage ratio of 2.46 times and a weighted-average loan-to-value
ratio of 58%. As of December 31, 2020, 94% of commercial mortgage and
agricultural property loans were fixed rate loans. For those commercial mortgage
and agricultural property loans that were originated in 2020, the
weighted-average debt service coverage ratio was 2.71 times, and the
weighted-average loan-to-value ratio was 65%.

The values utilized in calculating these loan-to-value ratios are developed as
part of our periodic review of the commercial mortgage and agricultural property
loan portfolio, which includes an internal evaluation of the underlying
collateral value. Our periodic review also includes a credit quality re-rating
process, whereby we update the internal quality rating originally assigned at
underwriting based on the proprietary quality rating system mentioned above. As
discussed below, the internal quality rating is a key input in determining our
allowance for credit losses.

For loans with collateral under construction, renovation or lease-up, a
stabilized value and projected net operating income are used in the calculation
of the loan-to-value and debt service coverage ratios. Our commercial mortgage
and agricultural property loan portfolio included $2.4 billion and $1.8 billion
of such loans as of December 31, 2020 and 2019, respectively. All else being
equal, these loans are inherently riskier than those collateralized by
properties that have already stabilized. As of December 31, 2020 and 2019, there
were $1 million and $0 million, respectively, of allowances related to these
loans. In addition, these unstabilized loans are included in the calculation of
our portfolio reserve, as discussed below.

The following table sets forth the gross carrying value of our commercial mortgage and agricultural property loans attributable to PFI excluding the Closed Block division by loan-to-value and debt service coverage ratios, as of the date indicated:



                                                                                         December 31, 2020
                                                                       Debt Service Coverage Ratio
                                                                                                                           Total
                                                                                                                    Commercial Mortgage
                                                                                     1.0x                             and Agricultural
                                                                                      to                                  Property
                                                                > 1.2x              < 1.2x           < 1.0x                Loans
Loan-to-Value Ratio                                                                        (in millions)
0%-59.99%                                                   $     26,359          $   742          $   467          $          27,568
60%-69.99%                                                        16,692            1,305              233                     18,230
70%-79.99%                                                         7,897              799              214                      8,910
80% or greater                                                       199              304               12                        515
Total commercial mortgage and agricultural property
loans                                                       $     51,147          $ 3,150          $   926          $          55,223


The following table sets forth the breakdown of our commercial mortgage and agricultural property loans attributable to PFI excluding the Closed Block division by year of origination, as of the date indicated:


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                                                                                     December 31, 2020
                                                                               Gross
                                                                              Carrying               % of
                                                                               Value                Total
Year of Origination                                                                   ($ in millions)
2020                                                                        $   5,468                    9.9  %
2019                                                                           10,103                   18.3
2018                                                                            8,504                   15.4
2017                                                                            7,119                   12.9
2016                                                                            6,278                   11.4
2015                                                                            5,513                    9.9
2014                                                                            4,405                    8.0
2013 & Prior                                                                    7,833                   14.2
Total commercial mortgage and agricultural property loans                   $  55,223                  100.0  %



Commercial Mortgage and Other Loans by Contractual Maturity Date

The following table sets forth the breakdown of our commercial mortgage and other loans portfolio by contractual maturity, as of the date indicated:


                                                       December 31, 2020
                                                     Gross
                                                 Carrying Value       % of Total
Vintage                                                 ($ in millions)
Maturing in 2021                               $          2,604            4.6  %
Maturing in 2022                                          3,822            6.8
Maturing in 2023                                          3,856            6.9
Maturing in 2024                                          5,790           10.3
Maturing in 2025                                          6,881           12.3
Maturing in 2026                                          6,270           11.2
Maturing in 2027                                          5,727           10.2
Maturing in 2028                                          5,280            9.4
Maturing in 2029                                          4,949            8.8
Maturing in 2030                                          3,634            6.5
Maturing in 2031                                            815            1.5
Maturing in 2032 and beyond                               6,471           11.5

Total commercial mortgage and other loans $ 56,099 100.0 %

Commercial Mortgage and Other Loans Quality

The commercial mortgage and other loans portfolio is monitored on an ongoing basis. If certain criteria are met, loans are assigned to either of the following "watch list" categories:



(1) "Closely Monitored," which includes a variety of considerations, such as
when loan metrics fall below acceptable levels, the borrower is not cooperative
or has requested a material modification, or the portfolio manager has directed
a change in category; or

(2) "Not in Good Standing," which includes loans in default or with a high probability of loss of principal, such as when the loan is in the process of foreclosure or the borrower is in bankruptcy.

Our workout and special servicing professionals manage the loans on the watch list.



The current expected credit loss ("CECL") allowance represents the Company's
best estimate of expected credit losses over the remaining life of the assets.
The determination of the allowance considers historical credit loss experience,
current
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For commercial mortgage and agricultural mortgage loans, the allowance is calculated using an internally developed CECL model.



Key inputs to the CECL model include unpaid principal balances, internal credit
ratings, annual expected loss factors, average lives of the loans adjusted for
prepayment considerations, current and historical interest rate assumptions and
other factors influencing the Company's view of the current stage of the
economic cycle and future economic conditions. Subjective considerations include
a review of whether historical loss experience is representative of current
market conditions and the Company's view of the credit cycle. Model assumptions
and factors are reviewed and updated as appropriate.

When individual loans no longer have the credit risk characteristics of the
commercial or agricultural mortgage loan pools, they are removed from the pools
and are evaluated individually for an allowance. The allowance is determined
based on the outstanding loan balance less the present value of expected future
cash flows discounted at the loan's effective interest rate or the fair value of
the collateral if the loan is collateral dependent.

The CECL allowance for other collateralized and uncollateralized loans carried
at amortized cost is determined based on probability of default and loss given
default assumptions by sector, credit quality and average lives of the loans.

The following table sets forth the change in allowance for credit losses for our commercial mortgage and other loans portfolio, as of the dates indicated:



                                                                       December 31, 2020           December 31, 2019
                                                                                       (in millions)
Allowance, beginning of year                                         $              102          $              106
Cumulative effect of adoption of ASU 2016-13                                        101                           0
Addition to (release of) allowance for credit losses                                  1                          (4)
Recoveries of amounts previously written-down                                         0                            N/A
Other                                                                                 3                           0
Allowance, end of period                                             $              207          $              102


The allowance for credit losses as of December 31, 2020 increased compared to December 31, 2019, primarily due to the cumulative effect of adopting ASU 2016-13.

Equity Securities



The equity securities attributable to PFI excluding the Closed Block division
consist principally of investments in Common and Preferred Stock of
publicly-traded companies, as well as mutual fund shares. The following table
sets forth the composition of our equity securities portfolio and the associated
gross unrealized gains and losses, as of the dates indicated:
                                                                     December 31, 2020                                                           December 31, 2019
                                                                Gross                Gross                                                  Gross                Gross
                                                              Unrealized           Unrealized            Fair                             Unrealized           Unrealized            Fair
                                              Cost              Gains                Losses             Value             Cost              Gains                Losses             Value
                                                                                                             (in millions)
Mutual funds                               $ 1,481          $       410          $         5          $ 1,886          $   817          $       258          $         1          $ 1,074
Other Common Stocks                          2,201                1,013                   62            3,152            2,429                1,091                   57            3,463
Non-redeemable Preferred Stocks                 54                   22                    6               70               51                    3                    5               49
Total equity securities, at fair
value(1)                                   $ 3,736          $     1,445          $        73          $ 5,108          $ 3,297          $     1,352          $        63          $ 4,586


__________

(1)Amounts presented exclude investments in private equity and hedge funds and other investments which are reported in "Other invested assets."



The net change in unrealized gains (losses) from equity securities attributable
to PFI excluding Closed Block division still held at period end, recorded within
"Other income (loss)," was $83 million and $586 million during the year ended
December 31, 2020 and 2019, respectively.
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Other Invested Assets

The following table sets forth the composition of "Other invested assets"
attributable to PFI excluding the Closed Block division, as of the dates
indicated:
                                                                         December 31, 2020           December 31, 2019
                                                                                         (in millions)
LPs/LLCs:
Equity method:
Private equity                                                         $            3,547          $            2,740
Hedge funds                                                                         1,770                       1,362
Real estate-related                                                                 1,078                         792
Subtotal equity method                                                              6,395                       4,894
Fair value:
Private equity                                                                      1,063                         990
Hedge funds                                                                         1,111                       1,233
Real estate-related                                                                    41                          50
Subtotal fair value                                                                 2,215                       2,273
Total LPs/LLCs                                                                      8,610                       7,167
Real estate held through direct ownership(1)                                        1,176                       1,350
Derivative instruments                                                                199                          73
Other(2)                                                                              731                         620
Total other invested assets                                            $           10,716          $            9,210


__________
(1)As of December 31, 2020 and 2019, real estate held through direct ownership
had mortgage debt of $409 million and $537 million, respectively.
(2)Primarily includes leveraged leases and member and activity stock held in the
Federal Home Loan Banks of New York and Boston. For additional information
regarding our holdings in the Federal Home Loan Banks of New York and Boston,
see Note 17 to the Consolidated Financial Statements.


Invested Assets of Other Entities and Operations



"Invested Assets of Other Entities and Operations" presented below includes
investments held outside the general account and primarily represents
investments associated with our investment management operations and derivative
operations. Our derivative operations act on behalf of affiliates primarily to
manage interest rate, foreign currency, credit and equity exposures. Assets
within our investment management operations that are managed for third-parties
and those assets classified as "Separate account assets" on our balance sheet
are not included.

                                                                              December 31, 2020           December 31, 2019
                                                                                              (in millions)
Fixed maturities:
Public, available-for-sale, at fair value(1)                                $              644          $              587
Private, available-for-sale, at fair value                                                   0                           1
Fixed maturities, trading, at fair value(1)                                                212                       1,161
Equity securities, at fair value                                                           682                         691
Commercial mortgage and other loans, at book value(2)                                    1,112                         259
Other invested assets(1)                                                                 3,799                       3,062
Short-term investments                                                                      36                          17
Total investments                                                           $            6,485          $            5,778


__________
(1)As of December 31, 2020 and 2019, balances include investments in CLOs with
fair value of $496 million and $438 million, respectively.
(2)Book value is generally based on unpaid principal balance, net of any
allowance for credit losses, or at fair value, when the fair value option has
been elected.

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Fixed Maturities, Trading

"Fixed maturities, trading, at fair value" are primarily related to assets
associated with consolidated variable interest entities ("VIEs") for which the
Company is the investment manager. The assets of the consolidated VIEs are
generally offset by liabilities for which the fair value option has been
elected. For further information on these consolidated VIEs, see Note 4 to the
Consolidated Financial Statements.

Commercial Mortgage and Other Loans



Our investment management operations include our commercial mortgage operations,
which provide mortgage origination, investment management and servicing for our
general account, institutional clients, the Federal Housing Administration and
government-sponsored entities such as Fannie Mae and Freddie Mac.

The mortgage loans of our commercial mortgage operations are included in
"Commercial mortgage and other loans." Derivatives and other hedging instruments
related to our commercial mortgage operations are primarily included in "Other
invested assets."

Other Invested Assets

"Other invested assets" primarily include assets of our derivative operations used to manage interest rate, foreign currency, credit, and equity exposures.



Furthermore, other invested assets include strategic investments made as part of
our investment management operations. We make these strategic investments in
real estate, as well as fixed income, public equity and real estate securities,
including controlling interests. Certain of these investments are made primarily
for purposes of co-investment in our managed funds and structured products.
Other strategic investments are made with the intention to sell or syndicate to
investors, including our general account, or for placement in funds and
structured products that we offer and manage (seed investments). As part of our
investment management operations, we also make loans to our managed funds that
are secured by equity commitments from investors or assets of the funds. "Other
invested assets" also includes certain assets in consolidated investment funds
where the Company is deemed to exercise control over the funds.


                        Liquidity and Capital Resources

Overview

Liquidity refers to the ability to generate sufficient cash resources to meet
the payment obligations of the Company. Capital refers to the long-term
financial resources available to support the operations of our businesses, fund
business growth, and provide a cushion to withstand adverse circumstances. Our
ability to generate and maintain sufficient liquidity and capital depends on the
profitability of our businesses, general economic conditions and our access to
the capital markets and the alternate sources of liquidity and capital described
herein. The principles of our liquidity and capital management framework are
described in an enterprise wide policy that is reviewed and approved by our
Board.

Our businesses are subject to comprehensive regulation and supervision by domestic and international regulators. These regulations currently include requirements (many of which are the subject of ongoing rule-making) relating to capital and liquidity management. For information on these regulatory initiatives and their potential impact on us, see "Business-Regulation" and "Risk Factors."



COVID-19 and Related Market Disruptions
Beginning in the first quarter of 2020, broad market concerns over the impact of
COVID-19 have led to significant volatility and disruptions in the global
economy and financial markets. In 2020 we took the following significant
management actions that impacted our liquidity and capital position, including
in response to this macro environment and the global pandemic:

•We executed transactions to reduce our ongoing financing costs in August by
issuing $1.3 billion of junior subordinated notes at interest rates of 3.70% and
4.125% and with maturities ranging from 2050 to 2060 and using the proceeds to
redeem in September our $710 million 5.70% junior subordinated notes due in 2053
and our $575 million 5.75% junior subordinated notes due in 2052;
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•In May, we augmented our alternative sources of liquidity by entering into a
facility agreement with a Delaware trust, pursuant to which Prudential Financial
may issue and sell to the trust at any time over a ten-year period up to $1.5
billion of 2.850% senior notes due May 15, 2030 and receive in exchange a
corresponding amount of U.S. Treasury securities. The facility agreement is
similar to our existing put option agreement that allows us to issue up to $1.5
billion of senior notes to a trust, which we established in 2013 and expires in
2023;
•We suspended Common Stock repurchases under our existing repurchase
authorization beginning April 1, 2020, after repurchasing $500 million of shares
of Prudential Financial's Common Stock in the first quarter of 2020. On February
4, 2021, the Board authorized the Company to repurchase, at management's
discretion, up to $1.5 billion of its outstanding Common Stock during the period
from January 1, 2021 through December 31, 2021;
•In March, we issued $1.5 billion of senior notes, with maturities ranging from
2026 to 2040, for general corporate purposes, including pre-funding part of our
senior notes maturing through 2021. Of these senior notes, $500 million were
issued in the form of "green bonds," where proceeds are allocated to existing or
future investments in assets, businesses or projects that provide environmental
benefits;
•In March, Prudential Legacy Insurance Company of New Jersey issued $800 million
of surplus notes under its $4 billion reserve financing facility to enhance the
statutory surplus of the Closed Block. Following a partial redemption in
December 2020, the facility had $400 million of surplus notes outstanding as of
December 31, 2020. Established in 2015, this facility is intended to alleviate
any temporary impact to the Closed Block's surplus due to the timing difference
between the mark to market on assets and the decision on the level of the
policyholder dividend;
•We executed additional capital hedges that protect the capital position of our
U.S. insurance subsidiaries against additional declines in the equity markets;
and
•We accelerated our product diversification strategy and repriced certain
products, which are expected to support the capital position of our insurance
subsidiaries over time.

Liquidity. The Company continues to operate with significant liquid resources
and maintains access to substantial alternative sources of liquidity, such as
committed credit facilities, membership in the Federal Home Loan Banks,
commercial paper programs, and agreements that allow us to issue senior debt to
trust entities. As of December 31, 2020, Prudential Financial had highly liquid
assets of $5.6 billion, excluding the net borrowings from an intercompany
liquidity account. Nevertheless, adverse developments related to COVID-19 and
associated market dislocations could strain our existing liquidity. For example,
capital or liquidity needs at our subsidiaries resulting from market conditions
or business operations could require us to use our highly liquid assets or tap
alternative sources of liquidity, and our access to traditional funding sources,
such as commercial paper borrowings, could become limited due to market
conditions. Any need to increase the use of our alternative sources of liquidity
may result in increased financial leverage on our balance sheet and negatively
impact our credit and financial strength ratings or ratings outlooks.

Capital. As of December 31, 2020, all of our significant insurance subsidiaries
maintained capital levels consistent with their ratings targets. However, market
conditions could negatively impact the statutory capital of our insurance
companies and constrain our overall capital flexibility. For example, adverse
market conditions may lead to increased defaults and/or further deterioration in
the credit quality or fair values of our investment portfolio, which would
negatively impact the statutory capital of our insurance subsidiaries. Adverse
market conditions could require us to take additional management actions for our
insurance subsidiaries to maintain capital consistent with their ratings
objectives, which may include redeploying financial resources from internal
sources or using available external sources of capital or seeking additional
sources.

Liquidity and Capital Risk Management. Effective and prudent liquidity and
capital management is a priority across the organization. Management monitors
the liquidity of Prudential Financial and its subsidiaries on a daily basis and
projects borrowing and capital needs over a multi-year time horizon. We use a
Risk Appetite Framework ("RAF") to ensure that all risks taken across the
Company align with our capacity and willingness to take those risks. The RAF
provides a dynamic assessment of capital and liquidity stress impacts, including
scenarios similar to, and more severe than, those occurring due to COVID-19, and
is intended to ensure that sufficient resources are available to absorb those
impacts. We believe that our capital and liquidity resources are sufficient to
satisfy the capital and liquidity requirements of Prudential Financial and its
subsidiaries.

Capital

Our capital management framework is primarily based on statutory Risk-Based Capital ("RBC") and solvency margin measures. Due to our diverse mix of businesses and applicable regulatory requirements, we apply certain refinements to the framework that are designed to more appropriately reflect risks associated with our businesses on a consistent basis across the Company.


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We believe Prudential Financial's capitalization and financial profile are
consistent with its ratings targets. Our long-term senior debt rating targets
for Prudential Financial are "A" for S&P, Moody's, and Fitch, and "a" for A.M.
Best Company ("A.M. Best"). Our financial strength rating targets for our life
insurance companies are "AA/Aa/AA" for S&P, Moody's and Fitch, respectively, and
"A+" for A.M. Best. Some entities may currently be rated below these targets,
and not all life insurance companies are rated by each of these rating agencies.
See "-Ratings" below for a description of the potential impacts of ratings
downgrades.

Capital Governance



Our capital management framework is ultimately reviewed and approved by our
Board. The Board has authorized our Chairman and Chief Executive Officer and
Vice Chair to approve certain capital actions on behalf of the Company and to
further delegate authority with respect to capital actions to appropriate
officers, up to specified limits. Any capital commitment that exceeds the
authority granted to senior management must be separately authorized by the
Board.

In addition, our Capital and Finance Committee ("CFC") reviews the use and
allocation of capital above certain threshold amounts to promote the efficient
use of capital, consistent with our strategic objectives, ratings aspirations
and other goals and targets. This management committee provides a
multi-disciplinary due diligence review of specific initiatives or transactions
requiring the use of capital, including mergers and acquisitions. The CFC also
reviews our annual capital plan (and updates to this plan), as well as our
capital, liquidity and financial position, borrowing plans, and related matters
prior to the discussion of these items with the Board.

Capitalization



The primary components of the Company's capitalization consist of equity and
outstanding capital debt, including junior subordinated debt. As shown in the
table below, as of December 31, 2020, the Company had $50.2 billion in capital,
all of which was available to support the aggregate capital requirements of its
businesses and its Corporate and Other operations. Based on our assessment of
these businesses and operations, we believe this level of capital is consistent
with our ratings targets.

                                                                  December 31,
                                                               2020          2019
                                                                 (in millions)
Equity(1)                                                   $ 36,687      $ 39,076

Junior subordinated debt (including hybrid securities) 7,615


 7,575
Other capital debt                                             5,856         7,001
Total capital                                               $ 50,158      $ 53,652


__________

(1)Amounts attributable to Prudential Financial, excluding AOCI.

Insurance Regulatory Capital



We manage PICA, The Prudential Life Insurance Company, Ltd. ("Prudential of
Japan"), Gibraltar Life, and other significant insurance subsidiaries to
regulatory capital levels consistent with our "AA" ratings targets. We utilize
the RBC ratio as a primary measure of the capital adequacy of our domestic
insurance subsidiaries and the solvency margin ratio as a primary measure of the
capital adequacy of our Japanese insurance subsidiaries.

RBC is calculated based on statutory financial statements and risk formulas
consistent with the practices of the NAIC. RBC considers, among other things,
risks related to the type and quality of the invested assets, insurance-related
risks associated with an insurer's products and liabilities, interest rate risks
and general business risks. RBC ratio calculations are intended to assist
insurance regulators in measuring an insurer's solvency and ability to pay
future claims. The reporting of RBC measures is not intended for the purpose of
ranking any insurance company or for use in connection with any marketing,
advertising or promotional activities, but is available to the public.

The table below presents the RBC ratios of our most significant domestic insurance subsidiaries as of December 31, 2019, the most recent statutory fiscal year-end for these subsidiaries for which RBC information has been filed:


                                                             Ratio
PICA(1)                                                      411  %

Prudential Annuities Life Assurance Corporation ("PALAC") 484 % Composite Major U.S. Insurance Subsidiaries(2)

               426  %


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__________
(1)Includes Prudential Retirement Insurance and Annuity Company ("PRIAC"), Pruco
Life Insurance Company ("Pruco Life"), Pruco Life Insurance Company of New
Jersey ("PLNJ"), which is a subsidiary of Pruco Life, and Prudential Legacy
Insurance Company of New Jersey ("PLIC").
(2)Includes PICA and its subsidiaries, as noted above, and PALAC. Composite RBC
is not reported to regulators and is based on the summation of total adjusted
capital and risk charges for the included companies as determined under
statutory accounting and RBC guidance to calculate a composite numerator and
denominator, respectively, for purposes of calculating the composite ratio.

Although not yet filed, we expect our RBC ratios as of December 31, 2020 to be above our "AA" financial strength target levels.



Similar to the RBC ratios that are employed by U.S. insurance regulators,
regulatory authorities in the international jurisdictions in which we operate
generally establish some form of minimum solvency margin requirements for
insurance companies based on local statutory accounting practices. These
solvency margins are a primary measure of the capital adequacy of our
international insurance operations. Maintenance of our solvency margins at
certain levels is also important to our competitive positioning, as in certain
jurisdictions, such as Japan, these solvency margins are required to be
disclosed to the public and therefore impact the public perception of an
insurer's financial strength.

The table below presents the solvency margin ratios of our most significant international insurance subsidiaries as of September 30, 2020, the most recent date for which this information is available:


                                        Ratio
Prudential of Japan consolidated(1)     907  %
Gibraltar Life consolidated(2)          956  %


__________


(1)Includes Prudential Trust Co., Ltd., a subsidiary of Prudential of Japan.
(2)Includes Prudential Gibraltar Financial Life Insurance Co., Ltd. ("PGFL"), a
subsidiary of Gibraltar Life.

Although not yet filed, we expect the solvency margin ratio for each of these subsidiaries to be greater than 700% (3.5 times the regulatory required minimums) as of December 31, 2020.



All of our domestic and significant international insurance subsidiaries have
capital levels that substantially exceed the minimum level required by
applicable insurance regulations. However, as discussed above, market conditions
could negatively impact the statutory capital of our insurance companies and
constrain our overall capital flexibility. Our regulatory capital levels also
may be affected in the future by changes to the applicable regulations,
proposals for which are currently under consideration by both domestic and
international insurance regulators. For additional information on the
calculation of RBC and solvency margin ratios, as well as regulatory minimums,
see Note 19 to the Consolidated Financial Statements.

Captive Reinsurance Companies



We use captive reinsurance companies to more effectively manage our reserves and
capital on an economic basis and to enable the aggregation and transfer of
risks. Our captive reinsurance companies assume business from affiliates only.
To support the risks they assume, our captives are capitalized to a level we
believe is consistent with the "AA" financial strength rating targets of our
insurance subsidiaries. All of our captives are subject to internal policies
governing their activities. In the normal course of business, we contribute
capital to the captives to support business growth and other needs. Prudential
Financial has also entered into support agreements with several of the captives
in connection with financing arrangements. For a description of captive
reinsurance company financing activities, see below under "-Financing
Activities-Subsidiary Borrowings-Term and Universal Life Reserve Financing."

Shareholder Distributions

Share Repurchase Program and Shareholder Dividends



In December 2019, the Board authorized the Company to repurchase, at
management's discretion, up to $2.0 billion of its outstanding Common Stock
during the period from January 1, 2020 through December 31, 2020. We suspended
Common Stock repurchases under this authorization beginning April 1, 2020, after
purchasing $500 million of shares of Prudential Financial's Common Stock in the
first quarter of 2020. On February 4, 2021, the Board authorized the Company to
repurchase, at management's discretion, up to $1.5 billion of its outstanding
Common Stock during the period from January 1, 2021 through December 31, 2021.

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In general, the timing and amount of share repurchases are determined by
management based on market conditions and other considerations, including any
increased capital needs of our businesses due to, among other things, credit
migration and losses in our investment portfolio, changes in regulatory capital
requirements and opportunities for growth and acquisitions. Repurchases may be
executed in the open market, through derivative, accelerated repurchase and
other negotiated transactions and through plans designed to comply with Rule
10b5-1(c) under the Securities Exchange Act of 1934.

The following table sets forth information about declarations of Common Stock
dividends, as well as repurchases of shares of Prudential Financial's Common
Stock, for each of the quarterly periods in 2020 and for the prior four years:

                                     Dividend Amount                  Shares Repurchased
Quarterly period ended:         Per Share        Aggregate          Shares          Total Cost
                                            (in millions, except per share data)
December 31, 2020            $    1.10          $      442                0.0      $        0
September 30, 2020           $    1.10          $      441                0.0      $        0
June 30, 2020                $    1.10          $      441                0.0      $        0
March 31, 2020               $    1.10          $      445                6.7      $      500



                             Dividend Amount                Shares Repurchased
Year ended:             Per Share      Aggregate         Shares         Total Cost
                                   (in millions, except per share data)
December 31, 2020      $    4.40      $    1,769              6.7      $       500
December 31, 2019      $    4.00      $    1,644             27.2      $     2,500
December 31, 2018      $    3.60      $    1,525             14.9      $     1,500
December 31, 2017      $    3.00      $    1,300             11.5      $     1,250
December 31, 2016      $    2.80      $    1,245             25.1      $     2,000


In addition, on February 4, 2021, Prudential Financial's Board of Directors declared a cash dividend of $1.15 per share of Common Stock, payable on March 11, 2021 to shareholders of record as of February 16, 2021.

Liquidity



Liquidity management and stress testing are performed on a legal entity basis as
the ability to transfer funds between subsidiaries is limited due in part to
regulatory restrictions. Liquidity needs are determined through daily and
quarterly cash flow forecasting at the holding company and within our operating
subsidiaries. We seek to maintain a minimum balance of highly liquid assets to
ensure that adequate liquidity is available at Prudential Financial to cover
fixed expenses in the event that we experience reduced cash flows from our
operating subsidiaries at a time when access to capital markets is also not
available.

We seek to mitigate the risk of having limited or no access to financing due to
stressed market conditions by generally pre-funding debt in advance of maturity.
During 2020, we issued $1.5 billion of senior notes, of which $1 billion were
issued for general corporate purposes, including pre-funding in part our senior
notes maturing through 2021. We mitigate the refinancing risk associated with
our debt that is used to fund operating needs by matching the term of debt with
the assets financed. To ensure adequate liquidity in stress scenarios, stress
testing is performed for our major operating subsidiaries. We seek to further
mitigate liquidity risk by maintaining our access to alternative sources of
liquidity, as discussed below.

Liquidity of Prudential Financial



The principal sources of funds available to Prudential Financial, the parent
holding company, are dividends, returns of capital and loans from subsidiaries,
and proceeds from debt issuances and certain stock-based compensation activity.
These sources of funds may be supplemented by Prudential Financial's access to
the capital markets as well as the "-Alternative Sources of Liquidity" described
below.

The primary uses of funds at Prudential Financial include servicing debt, making
capital contributions and loans to subsidiaries, making acquisitions, paying
declared shareholder dividends and repurchasing outstanding shares of Common
Stock executed under authority from the Board.

As of December 31, 2020, Prudential Financial had highly liquid assets with a
carrying value totaling $6,479 million, an increase of $1,375 million from
December 31, 2019. Highly liquid assets predominantly include cash, short-term
investments, U.S. Treasury securities, obligations of other U.S. government
authorities and agencies, and/or foreign government bonds. We maintain an
intercompany liquidity account that is designed to optimize the use of cash by
facilitating the lending and
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borrowing of funds between Prudential Financial and its subsidiaries on a daily
basis. Excluding the net borrowings from this intercompany liquidity account,
Prudential Financial had highly liquid assets of $5,560 million as of
December 31, 2020, an increase of $1,499 million from December 31, 2019.

The following table sets forth Prudential Financial's principal sources and uses
of highly liquid assets, excluding net borrowings from our intercompany
liquidity account, for the periods indicated:
Sources and Uses of Holding Company Highly Liquid Assets                                   Year Ended December 31,
                                                                                            2020                    2019
                                                                                                (in millions)
Highly Liquid Assets, beginning of period                                          $      4,061                  $ 5,548

Dividends and/or returns of capital from subsidiaries(1)                                  3,698                    3,282
Affiliated loans/(borrowings) - (capital activities)(2)                                  (1,017)                     818
Capital contributions to subsidiaries(3)                                                   (386)                    (521)
Total Business Capital Activity                                                           2,295                    3,579

Share repurchases                                                                          (500)                  (2,500)
Common stock dividends(4)                                                                (1,766)                  (1,641)
Acquisition/Disposition Activity(5)                                                       1,627                   (1,831)

Total Share Repurchases, Dividends and Acquisition/Disposition Activity

                (639)                  (5,972)

Proceeds from the issuance of debt                                                        2,768                    2,465
Repayments of debt                                                                       (2,467)                  (1,114)
Total Debt Activity                                                                         301                    1,351

Proceeds from stock-based compensation and exercise of stock options

                 293                      418

Interest income from subsidiaries on intercompany agreements, net of interest paid

                                                                               223                      199
Swap terminations(7)                                                                       (190)                     (92)
Net income tax receipts & payments                                                          482                      103
Interest paid on external debt                                                             (988)                    (952)
Affiliated (borrowings)/loans - (operating activities)(6)                                  (283)                    (115)
Other, net(7)                                                                                 5                       (6)
Total Other Activity                                                                       (458)                    (445)

Net increase (decrease) in highly liquid assets                                           1,499                   (1,487)

Highly Liquid Assets, end of period                                                $      5,560                  $ 4,061


__________


(1)Includes $470 million in the form of in-kind dividends in 2020. See "Item
15-Schedule II-Notes to Condensed Financial Information of Registrant-Dividends
and Returns of Capital" for dividends and returns of capital by subsidiary.
(2)Represents the investment and deployment of capital to and from our
businesses in the form of loans. 2020 includes net lending of $1,017 million
from international insurance subsidiaries including $470 million received by PFI
in the form of the extinguishment of debt held by international subsidiaries
(offset by the in-kind dividends referred to in footnote 1 above). 2019 includes
net receipts of $818 million from international subsidiaries.
(3)2020 primarily includes capital contributions of $217 million to PGIM, and
$170 million to international insurance subsidiaries. 2019 includes capital
contributions of $200 million to PICA, $180 million to international insurance
subsidiaries, $73 million to PGIM, and $68 million to Assurance IQ.
(4)Includes cash payments made on dividends declared in prior periods.
(5)2020 represents the net proceeds from the sale of POK that were distributed
to PFI. 2019 represents costs related to the acquisition of Assurance IQ,
including $1,758 million of purchase consideration and $73 million of
compensation expense, which is recognized over the requisite service periods.
(6)Represents loans to and from affiliated subsidiaries to support business
operating needs.
(7)Prior period amounts have been updated to conform to current period
presentation.

Dividends and Returns of Capital from Subsidiaries

Domestic insurance subsidiaries. During 2020, Prudential Financial received returns of capital of $760 million from PALAC, dividends of $500 million from PICA and $120 million from Prudential Annuities Holding Company.



International insurance subsidiaries. During 2020, Prudential Financial received
dividends of $3,531 million from its international insurance subsidiaries, which
includes $1,627 million net proceeds from the sale of POK and $470 million of
in-kind dividends in the form of the extinguishment of debt held by
international insurance subsidiaries. In addition to paying Common Stock
dividends, our international insurance operations may return capital to
Prudential Financial through or facilitated by other means, such as the
repayment of preferred stock obligations held by Prudential Financial or other
affiliates, affiliated lending, affiliated derivatives and reinsurance with
U.S.- and Bermuda-based affiliates.
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Other subsidiaries. During 2020, Prudential Financial received dividends and
returns of capital of $399 million from PGIM subsidiaries and dividends of $14
million from other subsidiaries.
Restriction on dividends and returns of capital from subsidiaries. Our insurance
companies are subject to limitations on the payment of dividends and other
transfers of funds to Prudential Financial and other affiliates under applicable
insurance law and regulation. Further, as discussed above, recent market
conditions could negatively impact capital positions of our insurance companies,
which could further restrict their ability to pay dividends. More generally, the
payment of dividends by any of our subsidiaries is subject to declaration by
their Board of Directors and can be affected by market conditions and other
factors.

With respect to our domestic insurance subsidiaries, PICA is permitted to pay
ordinary dividends based on calculations specified under New Jersey insurance
law, subject to prior notification to the New Jersey Department of Banking and
Insurance ("NJDOBI"). Any distributions above this amount in any twelve-month
period are considered to be "extraordinary" dividends, and the approval of the
NJDOBI is required prior to payment. The laws regulating dividends of the states
where our other domestic insurance companies are domiciled are similar, but not
identical, to New Jersey's.

Capital redeployment from our international insurance subsidiaries is subject to
local regulatory requirements in the international jurisdictions in which they
operate. Our most significant international insurance subsidiaries, Prudential
of Japan and Gibraltar Life, are permitted to pay common stock dividends based
on calculations specified by Japanese insurance law, subject to prior
notification to the FSA. Dividends in excess of these amounts and other forms of
capital distribution require the prior approval of the FSA. The regulatory
fiscal year end for both Prudential of Japan and Gibraltar Life is March 31,
2021, after which time the common stock dividend amount permitted to be paid
without prior approval from the FSA can be determined.

The ability of our PGIM subsidiaries and the majority of our other operating subsidiaries to pay dividends is largely unrestricted from a regulatory standpoint.

See Note 19 to the Consolidated Financial Statements for information on specific dividend restrictions.

Liquidity of Insurance Subsidiaries



We manage the liquidity of our insurance operations to ensure stable, reliable
and cost-effective sources of cash flows to meet all of our obligations.
Liquidity within each of our insurance subsidiaries is provided by a variety of
sources, including portfolios of liquid assets. The investment portfolios of our
subsidiaries are integral to the overall liquidity of our insurance operations.
We segment our investment portfolios and employ an asset/liability management
approach specific to the requirements of each of our product lines. This
enhances the discipline applied in managing the liquidity, as well as the
interest rate and credit risk profiles, of each portfolio in a manner consistent
with the unique characteristics of the product liabilities.

Liquidity is measured against internally-developed benchmarks that take into
account the characteristics of both the asset portfolio and the liabilities that
they support. We consider attributes of the various categories of liquid assets
(for example, type of asset and credit quality) in calculating internal
liquidity measures to evaluate our insurance operations' liquidity under various
stress scenarios, including company-specific and market-wide events. We continue
to believe that cash generated by ongoing operations and the liquidity profile
of our assets provide sufficient liquidity under reasonably foreseeable stress
scenarios for each of our insurance subsidiaries.

Cash Flow



The principal sources of liquidity for our insurance subsidiaries are premiums,
investment and fee income, investment maturities, sales of investments, and
sales associated with our insurance and annuity operations, as well as internal
and external borrowings. The principal uses of liquidity include benefits,
claims and dividends paid to policyholders, and payments to policyholders and
contractholders in connection with surrenders, withdrawals and net policy loan
activity. Other uses of liquidity may include commissions, general and
administrative expenses, purchases of investments, the payment of dividends to
the parent holding company, hedging and reinsurance activity and payments in
connection with financing activities.

In each of our major insurance subsidiaries, we believe that the cash flows from
operations are adequate to satisfy current liquidity requirements. The continued
adequacy of this liquidity will depend upon factors such as future securities
market conditions, changes in interest rate levels, policyholder perceptions of
our financial strength, policyholder behavior, catastrophic events and the
relative safety and attractiveness of competing products, each of which could
lead to reduced cash inflows or increased cash outflows. Our insurance
operations' cash flows from investment activities result from repayments of
principal, proceeds from maturities and sales of invested assets and investment
income, net of amounts reinvested. The primary liquidity risks with respect to
these cash flows are the risk of default by debtors or bond insurers, our
counterparties'
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Table of Contents willingness to extend repurchase and/or securities lending arrangements, commitments to invest and market volatility. We closely manage these risks through our credit risk management process and regular monitoring of our liquidity position.



Domestic insurance operations. In managing the liquidity of our domestic
insurance operations, we consider the risk of policyholder and contractholder
withdrawals of funds earlier than our assumptions when selecting assets to
support these contractual obligations. We use surrender charges and other
contract provisions to mitigate the extent, timing and profitability impact of
withdrawals of funds by customers. The following table sets forth the
liabilities for future policy benefits and policyholders' account balances of
certain of our domestic insurance subsidiaries as of the dates indicated:

                                                                                            December 31,
                                                                                        2020             2019

                                                                                            (in billions)

PICA                                                                                 $ 227.2          $ 216.7
PLIC                                                                                    50.9             51.8
Pruco Life                                                                              56.7             48.1
PRIAC                                                                                   29.0             26.1
PALAC                                                                                   27.7             19.1
Other(1)                                                                              (102.9)           (96.0)

Total future policy benefits and policyholders' account balances(2)

$ 288.6 $ 265.8

__________

(1)Includes the impact of intercompany eliminations. (2)Amounts are reflected gross of affiliated reinsurance recoverables.



The liabilities presented above are primarily supported by invested assets in
our general account. As noted above, when selecting assets to support these
contractual obligations, we consider the risk of policyholder and contractholder
withdrawals of funds earlier than our assumptions. As a result, assets will
include both liquid assets, as discussed below, and other assets that we believe
adequately support our liabilities.

For PICA and other subsidiaries, the liabilities presented above primarily
include annuity reserves and deposit liabilities and individual life insurance
policy reserves. Individual life insurance policies may impose surrender charges
and policyholders may be subject to a new underwriting process in order to
obtain a new insurance policy. PICA's reserves for group annuity contracts
primarily relate to pension risk transfer contracts, which are generally not
subject to early withdrawal. For our individual annuity contracts, to encourage
persistency, most of our variable and fixed annuities have surrender or
withdrawal charges for a specified number of years. In addition, certain fixed
annuities impose a market value adjustment if the invested amount is not held to
maturity. The living benefit features of our variable annuities also encourage
persistency because the potential value of the living benefit is fully realized
only if the contract persists.

For PRIAC, the liabilities presented above primarily include reserves for stable
value contracts. Although many of these contracts are subject to discretionary
withdrawal, withdrawals are typically at the market value of the underlying
assets. Risk is further reduced by the high persistency of clients driven in
part by our competitive position in our target markets and contractual
provisions such as deferred payouts.

Gross account withdrawals for our domestic insurance operations' products in
2020 were generally consistent with our assumptions in asset/liability
management, and the associated cash outflows did not have a material adverse
impact on our overall liquidity.

International insurance operations. As with our domestic operations, in managing
the liquidity of our international insurance operations, we consider the risk of
policyholder and contractholder withdrawals of funds earlier than our
assumptions in selecting assets to support these contractual obligations. The
following table sets forth the liabilities for future policy benefits and
policyholders' account balances of certain of our international insurance
subsidiaries as of the dates indicated:

                                                                                             December 31,
                                                                                         2020             2019

                                                                                             (in billions)
Prudential of Japan(1)                                                                $  63.3          $  56.4
Gibraltar Life(2)                                                                       114.6            108.0
All other international insurance subsidiaries(3)                                         1.5             15.4

Total future policy benefits and policyholders' account balances(4)


          $ 179.4          $ 179.8


__________
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(1)As of December 31, 2020 and 2019, $18.3 billion and $15.7 billion,
respectively, of the insurance-related liabilities for Prudential of Japan are
associated with U.S. dollar-denominated products that are coinsured to our
domestic insurance operations and supported by U.S. dollar-denominated assets.
As of December 31, 2020, $1.4 billion of the insurance-related liabilities for
Prudential of Japan are primarily associated with yen- and U.S.
dollar-denominated products that are coinsured to Gibraltar Re, our
Bermuda-based reinsurance affiliate, and primarily supported by yen- and U.S.
dollar-denominated assets. As of December 31, 2019, $0.7 billion of the
insurance-related liabilities for Prudential of Japan are primarily associated
with yen-denominated products that are coinsured to Gibraltar Re and primarily
supported by yen-denominated assets.
(2)Includes PGFL. As of December 31, 2020 and 2019, $7.1 billion and $5.5
billion, respectively, of the insurance-related liabilities for PGFL are
associated with U.S. dollar-denominated products that are coinsured to our
domestic insurance operations and supported by U.S. dollar-denominated assets.
As of December 31, 2020, $4.5 billion of the insurance-related liabilities for
Gibraltar Life are primarily associated with yen- and U.S. dollar-denominated
products that are coinsured to Gibraltar Re and primarily supported by yen- and
U.S. dollar-denominated assets. As of December 31, 2019, $2.0 billion of the
insurance-related liabilities for Gibraltar Life are primarily associated with
yen-denominated products that are coinsured to Gibraltar Re and primarily
supported by yen-denominated assets.
(3)Represents our international insurance operations, excluding Japan.
(4)Amounts are reflected gross of affiliated reinsurance recoverables.

The liabilities presented above are primarily supported by invested assets in
our general account. When selecting assets to support these contractual
obligations, we consider the risk of policyholder and contractholder withdrawals
of funds earlier than our assumptions. As a result, assets will include both
liquid assets, as discussed below, and other assets that we believe adequately
support our liabilities.

We believe most of the longer-term recurring pay individual life insurance policies sold by our Japanese operations do not have significant withdrawal risk because policyholders may incur surrender charges and must undergo a new underwriting process to obtain a new insurance policy.



Gibraltar Life sells fixed annuities, denominated in U.S. and Australian
dollars, that may be subject to increased surrenders should the yen depreciate
in relation to these currencies or if interest rates in Australia and the U.S.
decline relative to Japan. A significant portion of the liabilities associated
with these contracts include a market value adjustment feature, which mitigates
the profitability impact from surrenders. As of December 31, 2020, products with
a market value adjustment feature represented $26.1 billion of our Japan
operations' insurance-related liabilities, which included $22.8 billion
attributable to non-yen denominated fixed annuities.

Liquid Assets



Liquid assets include cash and cash equivalents, short-term investments, U.S.
Treasury securities, fixed maturities that are not designated as
held-to-maturity and public equity securities. In addition to access to
substantial investment portfolios, our insurance companies' liquidity is managed
through access to a variety of instruments available for funding and/or managing
cash flow mismatches, including from time to time those arising from claim
levels in excess of projections. Our ability to utilize assets and liquidity
between our subsidiaries is limited by regulatory and other constraints. We
believe that ongoing operations and the liquidity profile of our assets provide
sufficient liquidity under reasonably foreseeable stress scenarios for each of
our insurance subsidiaries.

The following table sets forth the fair value of certain of our domestic
insurance operations' portfolio of liquid assets, as of the dates indicated:

                                                                                    December 31, 2020
                                             Prudential                                                                                               December 31,
                                            Insurance(1)           PLIC            PRIAC           PALAC          Pruco Life           Total              2019
                                                                                               (in billions)
Cash and short-term investments           $         6.4          $  0.4     

$ 0.7 $ 1.4 $ 0.5 $ 9.4 $

11.9


Fixed maturity investments(2):
High or highest quality                           138.2            37.4            21.2            18.9                 6.7            222.4            

201.3


Other than high or highest quality                  9.4             3.5             1.3             0.8                 0.4             15.4               12.2
Subtotal                                          147.6            40.9            22.5            19.7                 7.1            237.8              213.5
Public equity securities, at fair
value                                               0.4             2.3             0.1             0.3                 0.1              3.2                2.5
Total                                     $       154.4          $ 43.6          $ 23.3          $ 21.4          $      7.7          $ 250.4          $   227.9


__________
(1)Represents a legal entity view and as such includes both domestic and
international sleeves.
(2)Excludes fixed maturities designated as held-to-maturity. Credit quality is
based on NAIC or equivalent rating.

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The following table sets forth the fair value of our international insurance
operations' portfolio of liquid assets, as of the dates indicated:

                                                                                     December 31, 2020
                                                             Prudential           Gibraltar             All                             December 31,
                                                              of Japan             Life(1)            Other(2)           Total              2019

                                                                                                 (in billions)
Cash and short-term investments                            $       1.3      

$ 3.4 $ 1.3 $ 6.0 $ 5.0 Fixed maturity investments(3): High or highest quality(4)

                                        44.1                97.4                6.2            147.7              157.2
Other than high or highest quality                                 0.7                 2.2                1.9              4.8                5.4
Subtotal                                                          44.8                99.6                8.1            152.5              162.6
Public equity securities                                           1.7                 1.9                0.0              3.6                4.7
Total                                                      $      47.8          $    104.9          $     9.4          $ 162.1          $   172.3


__________
(1)Includes PGFL.
(2)Represents our international insurance operations, excluding Japan.
(3)Excludes fixed maturities designated as held-to-maturity. Credit quality is
based on NAIC or equivalent rating.
(4)As of December 31, 2020, $112.9 billion, or 76%, were invested in government
or government agency bonds.

Given the size and liquidity profile of our investment portfolios, we believe
that claim experience, including policyholder withdrawals and surrenders,
varying from our projections does not constitute a significant liquidity risk.
Our asset/liability management process takes into account the expected maturity
of investments and expected claim payments as well as the specific nature and
risk profile of the liabilities. To the extent we need to pay claims in excess
of projections, we may borrow temporarily or sell investments sooner than
anticipated to pay these claims, which may result in increased borrowing costs
or realized investment gains or losses, including from changes in interest rates
or credit spreads. The payment of claims and sale of investments earlier than
anticipated would have an impact on the reported level of cash flow from
operating, investing, and financing activities, in our financial statements.
Historically, there has been no significant variation between the expected
maturities of our investments and the payment of claims.

Liquidity associated with other activities

Hedging activities associated with Individual Annuities



For the portion of our Individual Annuities' ALM strategy executed through
hedging, as well as the capital hedge program, we enter into a range of
exchange-traded, cleared and other OTC equity and interest rate derivatives in
order to hedge certain capital market risks related to more severe market
conditions. For a full discussion of our Individual Annuities' risk management
strategy, see "-Results of Operations by Segment-U.S. Businesses-U.S. Individual
Solutions Division-Individual Annuities." This portion of our Individual
Annuities' ALM strategy and capital hedge program requires access to liquidity
to meet payment obligations relating to these derivatives, such as payments for
periodic settlements, purchases, maturities and terminations. These liquidity
needs can vary materially due to, among other items, changes in interest rates,
equity markets, mortality and policyholder behavior.

The hedging portion of our Individual Annuities' ALM strategy and capital hedge
program may also result in derivative related collateral postings to (when we
are in a net pay position) or from (when we are in a net receive position)
counterparties. The net collateral position depends on changes in interest rates
and equity markets related to the amount of the exposures hedged. Depending on
market conditions, the collateral posting requirements can result in material
liquidity needs when we are in a net pay position. As of December 31, 2020, the
derivatives comprising the hedging portion of our ALM strategy and capital hedge
program were in a net receive position of $3.4 billion compared to a net receive
position of $4.7 billion as of December 31, 2019. The change in collateral
position was primarily driven by a negative impact from increasing equities,
partially offset by decreasing interest rates.

Foreign exchange hedging activities



We employ various hedging strategies to manage potential exposure to foreign
currency exchange rate movements, particularly those associated with the yen.
Our overall yen hedging strategy calibrates the hedge level to preserve the
relative contribution of our yen-based business to the Company's overall return
on equity on a leverage neutral basis. The hedging strategy includes two primary
components:

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Income Hedges-We hedge a portion of our prospective yen-based earnings streams
by entering into external forward currency derivative contracts that effectively
fix the currency exchange rates for that portion of earnings, thereby reducing
volatility from foreign currency exchange rate movements. As of December 31,
2020, we have hedged 100%, 72%, and 31%, of expected yen-based earnings for
2021, 2022 and 2023, respectively.

Equity Hedges-We hold both internal and external hedges primarily to hedge our
USD-equivalent equity. These hedges also mitigate volatility in the solvency
margins of yen-based subsidiaries resulting from changes in the market value of
their USD-denominated investments hedging our USD-equivalent equity attributable
to changes in the yen-USD exchange rate.

For additional information on our hedging strategy, see "-Results of Operations-Impact of Foreign Currency Exchange Rates."



Cash settlements from these hedging activities result in cash flows between
subsidiaries of Prudential Financial and either international-based subsidiaries
or external parties. The cash flows are dependent on changes in foreign currency
exchange rates and the notional amount of the exposures hedged. For example, a
significant yen depreciation over an extended period of time could result in net
cash inflows, while a significant yen appreciation could result in net cash
outflows. The following tables set forth information about net cash settlements
and the net asset or liability resulting from these hedging activities related
to the yen and other currencies for the periods indicated:

                                               Year ended December 31,
Cash Settlements: Received (Paid)                  2020                 2019
                                                    (in millions)
Income Hedges (External)(1)            $          74                   $  67
Equity Hedges:
Internal(2)                                      188                     432
External(3)                                      230                     143
Total Equity Hedges                              418                     575
Total Cash Settlements                 $         492                   $ 642



                                       As of December 31,
Assets (Liabilities):                    2020             2019
                                          (in millions)
Income Hedges (External)(4)      $        3              $  60
Equity Hedges:
Internal(2)                             291                506
External(5)                             (56)                43
Total Equity Hedges(6)                  235                549
Total Assets (Liabilities)       $      238              $ 609


__________
(1)Includes non-yen related cash settlements of $60 million, primarily
denominated in Brazilian real, Australian dollar and Chilean peso and $41
million, primarily denominated in Australian dollar, Korean won and Brazilian
real for the year ended December 31, 2020 and 2019, respectively.
(2)Represents internal transactions between international-based and U.S.-based
entities. Amounts noted are from the U.S.-based entities' perspectives.
(3)Includes non-yen related cash settlements of $23 million and $17 million,
denominated in Korean won for the year ended December 31, 2020 and 2019,
respectively.
(4)Includes non-yen related assets of $2 million, primarily denominated in
Brazilian real, Chilean peso and Australian dollar and assets of $37 million,
primarily denominated in Korean won, Australian dollar and Chilean peso, as of
December 31, 2020 and 2019, respectively.
(5)Includes non-yen related assets of $1 million, denominated in Korean won, as
of December 31, 2019.
(6)As of December 31, 2020, approximately $324 million, $117 million and $(207)
million of the net market values are scheduled to settle in 2021, 2022 and
thereafter, respectively. The net market value of the assets (liabilities) will
vary with changing market conditions to the extent there are no corresponding
offsetting positions.

PGIM operations

The principal sources of liquidity for our fee-based PGIM businesses include
asset management fees, commercial mortgage origination and servicing fees, and
internal and external funding facilities. The principal uses of liquidity
include general and administrative expenses, facilitating our commercial
mortgage loan business, and distributions of dividends and returns of capital to
Prudential Financial. The primary liquidity risks for our fee-based PGIM
businesses relate to their profitability, which is impacted by market
conditions, our investment management performance and client redemptions. We
believe the cash flows from our fee-based PGIM businesses are adequate to
satisfy the current liquidity requirements of these operations, as well as
requirements that could arise under reasonably foreseeable stress scenarios,
which are monitored through the use of internal measures.
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The principal sources of liquidity for our co- and seed investments held in our
PGIM businesses are cash flows from investments, the ability to liquidate
investments, borrowing lines from internal sources, including Prudential
Financial and Prudential Funding, LLC ("Prudential Funding"), a wholly-owned
subsidiary of PICA, and external sources, including PGIM's limited-recourse
credit facility. The principal use of liquidity for our co- and seed investments
includes making investments to support business growth and paying interest
expense from the internal and external borrowings used to fund those
investments. The primary liquidity risks include the inability to sell assets in
a timely manner, declines in the value of assets and credit defaults. There have
been no material changes to the liquidity position of our PGIM operations since
December 31, 2020.

Alternative Sources of Liquidity



In addition to asset-based financing as discussed below, Prudential Financial
and certain subsidiaries have access to other sources of liquidity, including
syndicated, unsecured committed credit facilities, membership in the Federal
Home Loan Banks, commercial paper programs, and a put option agreement. In May
2020, we entered into a facility agreement with a Delaware trust, pursuant to
which Prudential Financial may issue and sell to the trust at any time over a
ten-year period up to $1.5 billion of senior notes due May 15, 2030 and receive
in exchange a corresponding amount of U.S. Treasury securities, thereby
augmenting our alternative sources of liquidity. For more information on these
sources of liquidity, see Note 17 to the Consolidated Financial Statements.

Asset-based Financing



We conduct asset-based or secured financing within our insurance and other
subsidiaries, including transactions such as securities lending, repurchase
agreements and mortgage dollar rolls, to earn spread income, to borrow funds, or
to facilitate trading activity. These programs are primarily driven by portfolio
holdings of securities that are lendable based on counterparty demand for these
securities in the marketplace. The collateral received in connection with these
programs is primarily used to purchase securities in the short-term spread
portfolios of our insurance entities. Investments held in the short-term spread
portfolios include cash and cash equivalents, short-term investments (primarily
corporate bonds), mortgage loans and fixed maturities (primarily collateralized
loan obligations and other structured securities), with a weighted average life
at time of purchase by the short-term portfolios of four years or less. Floating
rate assets comprise the majority of our short-term spread portfolio. These
short-term portfolios are subject to specific investment policy statements,
which among other things, do not allow for significant asset/liability interest
rate duration mismatch.

The following table sets forth our liabilities under asset-based or secured financing programs as of the dates indicated:



                                                            December 31, 2020                                            December 31, 2019
                                               PFI                                                          PFI
                                            Excluding           Closed                                   Excluding           Closed
                                          Closed Block           Block                                 Closed Block           Block
                                            Division           Division           Consolidated           Division           Division           Consolidated
                                                                                            ($ in millions)
Securities sold under agreements to
repurchase                                $    8,092          $  2,802      

$ 10,894 $ 6,834 $ 2,847 $ 9,681 Cash collateral for loaned securities 3,379

               120                  3,499               3,228               986                  

4,214


Securities sold but not yet purchased              2                 0                      2                   0                 0                      0
Total(1)(2)                               $   11,473          $  2,922          $      14,395          $   10,062          $  3,833          $      13,895
Portion of above securities that may be
returned to the Company overnight
requiring immediate return of the cash
collateral(3)                             $   10,463          $  2,922      

$ 13,385 $ 10,062 $ 3,833 $ 13,895 Weighted average maturity, in days(3)

             28                  N/A                                        N/A               N/A


__________


(1)The daily weighted average outstanding balance for the year ended
December 31, 2020 and 2019 was $11,464 million and $10,524 million,
respectively, for PFI excluding the Closed Block division, and $3,290 million
and $4,152 million, respectively, for the Closed Block division.
(2)Includes utilization of external funding facilities for PGIM's commercial
mortgage origination business.
(3)Excludes securities that may be returned to the Company overnight. "N/A"
reflects that all outstanding balances may be returned to the Company overnight.

As of December 31, 2020, our domestic insurance entities had assets eligible for
the asset-based or secured financing programs of $132.0 billion, of which $14.1
billion were on loan. Taking into account market conditions and outstanding loan
balances as of December 31, 2020, we believe approximately $16.1 billion of the
remaining eligible assets are readily lendable, including approximately $11.1
billion relating to PFI excluding the Closed Block division, of which $2.9
billion relates to certain separate accounts and may only be used for financing
activities related to those accounts, and the remaining $5.0 billion relating to
the Closed Block division.
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Financing Activities



As of December 31, 2020, total short-term and long-term debt of the Company on a
consolidated basis was $20.6 billion, an increase of $0.1 billion from
December 31, 2019. The following table sets forth total consolidated borrowings
of the Company as of the dates indicated. We may, from time to time, seek to
redeem or repurchase our outstanding debt securities through open market
purchases, individually negotiated transactions or otherwise. Any such actions
will depend on prevailing market conditions, our liquidity position and other
factors.
                                                                  December 31, 2020                                                  December 31, 2019
                                               Prudential                                                         Prudential
                                               Financial            Subsidiaries           Consolidated           Financial            Subsidiaries           Consolidated
                                                                                                      (in millions)
General obligation short-term debt:
Commercial paper                             $        25          $         

355 $ 380 $ 25 $ 524

     $         549
Current portion of long-term debt                    399                      0                    399                1,179                      0                  1,179
Subtotal                                             424                    355                    779                1,204                    524                  1,728
General obligation long-term debt:
Senior debt                                       11,007                    173                 11,179                9,912                    172                 10,084
Junior subordinated debt                           7,554                     60                  7,615                7,518                     57                  7,575
Surplus notes(1)                                       0                    343                    343                    0                    342                    342
Subtotal                                          18,561                    576                 19,137               17,430                    571                 18,001
Total general obligations                         18,985                    931                 19,916               18,634                  1,095                 19,729
Limited and non-recourse borrowings(2)
Short-term debt                                        0                     18                     18                    0                     13                     13
Current portion of long-term debt                      0                    128                    128                    0                    192                    192
Long-term debt                                         0                    581                    581                    0                    645                    645
Subtotal                                               0                    727                    727                    0                    850                    850
Total borrowings                             $    18,985          $       1,658          $      20,643          $    18,634          $       1,945          $      20,579


__________
(1)Amounts are net of assets under set-off arrangements of $10,964 million and
$9,749 million as of December 31, 2020 and 2019, respectively.
(2)Limited and non-recourse borrowing primarily represents mortgage debt of our
subsidiaries that has recourse only to real estate investment property of $409
million and $537 million as of December 31, 2020 and 2019, respectively, and a
draw on a credit facility with recourse only to collateral pledged by the
Company of $300 million as of both December 31, 2020 and 2019.

As of December 31, 2020 and 2019, we were in compliance with all debt covenants
related to the borrowings in the table above. For additional information on our
short- and long-term debt obligations, see Note 17 to the Consolidated Financial
Statements.

We executed transactions to reduce our ongoing financing costs in August 2020 by
issuing $1.3 billion of junior subordinated notes at interest rates of 3.70% and
4.125% and with maturities ranging from 2050 to 2060 and using the proceeds to
redeem in September 2020 our $710 million 5.70% junior subordinated notes due in
2053 and our $575 million 5.75% junior subordinated notes due in 2052.

Based on the use of proceeds, we classify our borrowings as capital debt and
operating debt. Capital debt, which is debt utilized to meet the capital
requirements of our businesses, was $13.5 billion and $14.6 billion as of
December 31, 2020 and 2019, respectively. Operating debt of $6.4 billion and
$5.2 billion as of December 31, 2020 and 2019, respectively, is utilized for
business funding to meet specific purposes, which may include activities
associated with our PGIM and Assurance IQ businesses. Operating debt also
consists of debt issued to finance specific portfolios of investment assets, the
proceeds from which will service the debt. Specifically, this includes assets
supporting reserve requirements under Regulation XXX and Guideline AXXX as
described below, as well as funding for institutional and insurance company
portfolio cash flow timing differences.

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Prudential Financial Borrowings

Long-term borrowings are conducted primarily by Prudential Financial. It borrows
these funds to meet its capital and other funding needs, as well as the capital
and funding needs of its subsidiaries. Prudential Financial maintains a shelf
registration statement with the SEC that permits the issuance of public debt,
equity and hybrid securities. As a "Well-Known Seasoned Issuer" under SEC rules,
Prudential Financial's shelf registration statement provides for automatic
effectiveness upon filing and has no stated issuance capacity.

Prudential Financial's borrowings increased $0.4 billion from December 31, 2019,
primarily driven by the issuance, net of related costs, of $1.5 billion of
senior debt and $1.3 billion of Junior subordinated debt, partially offset by
$1.2 billion in senior debt maturities and $1.3 billion in junior subordinated
debt redemptions. For more information on long-term debt, see Note 17 to the
Consolidated Financial Statements.

Subsidiary Borrowings



Subsidiary borrowings principally consist of commercial paper borrowings by
Prudential Funding, asset-based financing and real estate investment financing.
Borrowings of our subsidiaries decreased $287 million from December 31, 2019 due
primarily to a $169 million decrease in commercial paper outstanding and a
$123 million decrease in limited and non-recourse borrowings.

Term and Universal Life Reserve Financing



For business written prior to the implementation of principle-based reserving,
Regulation XXX and Guideline AXXX require domestic life insurers to establish
statutory reserves for term and universal life insurance policies with long-term
premium guarantees that are consistent with the statutory reserves required for
other individual life policies with similar guarantees. Many market participants
believe that these levels of reserves are excessive relative to the levels
reasonably required to maintain solvency for moderately adverse experience. The
difference between the statutory reserve and the amount necessary to maintain
solvency for moderately adverse experience is considered to be the non-economic
portion of the statutory reserve.

We use captive reinsurance subsidiaries to finance the portion of the statutory
reserves required to be held by our domestic life insurance companies under
Regulation XXX and Guideline AXXX that we consider to be non-economic. The
financing arrangements involve the reinsurance of term and universal life
business to our captive reinsurers and the issuance of surplus notes by those
captives that are treated as capital for statutory purposes. These surplus notes
are subordinated to policyholder obligations, and the payment of principal and
interest on the surplus notes can only be made with prior insurance regulatory
approval.

We have entered into agreements with external counterparties providing for the
issuance of surplus notes by our captive reinsurers in return for the receipt of
credit-linked notes ("Credit-Linked Note Structures"). As of December 31, 2020,
we had Credit-Linked Note Structures with an aggregate issuance capacity of
$14,825 million, of which $12,919 million was outstanding, as compared to an
aggregate issuance capacity of $13,700 million, of which $12,009 million was
outstanding, as of December 31, 2019. The increase in issuance capacity in 2020
reflects a $1,200 million Credit-Linked Note Structure entered into in June 2020
for Guideline AXXX reserves, of which $700 million was outstanding as of
December 31, 2020. Under the agreements, the captive receives in exchange for
the surplus notes one or more credit-linked notes issued by a special-purpose
affiliate of the Company with an aggregate principal amount equal to the surplus
notes outstanding. The captive holds the credit-linked notes as assets
supporting Regulation XXX or Guideline AXXX non-economic reserves, as
applicable. The captive can redeem the principal amount of the outstanding
credit-linked notes for cash upon the occurrence of, and in an amount necessary
to remedy, a specified liquidity stress event affecting the captive. Under the
agreements, the external counterparties have agreed to fund any such payments
under the credit-linked notes in return for the receipt of fees. Under certain
of the transactions, Prudential Financial has agreed to make capital
contributions to the captive to reimburse it for investment losses in excess of
specified amounts and/or has agreed to reimburse the external counterparties for
any payments made under the credit-linked notes. To date, no such payments under
the credit-linked notes have been required. Under these transactions, because
valid rights of set-off exist, interest and principal payments on the surplus
notes and on the credit-linked notes are settled on a net basis, and the surplus
notes are reflected in the Company's total consolidated borrowings on a net
basis.

The following table summarizes our Credit-Linked Note Structures, which are reported on a net basis, as of December 31, 2020:


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                                                                        Surplus Notes
                                                             Original                   Maturity                  Outstanding as of                 Facility
Credit-Linked Note Structures:                              Issue Dates                   Dates                   December 31, 2020                   Size

                                                                                              ($ in millions)
XXX                                                              2011-2014                  2021-2024       $            1,750    (1)              $  1,750
AXXX                                                                  2013                       2033                    3,248                        3,500
XXX                                                              2014-2018                  2021-2034                    2,355    (2)                 2,375
XXX                                                              2014-2017                  2024-2037                    2,330                        2,400
AXXX                                                                  2017                       2037                    1,466                        2,000
XXX                                                                   2018                       2038                    1,070                        1,600
AXXX                                                                  2020                       2032                      700                        1,200
Total Credit-Linked Note Structures                                                                         $           12,919                     $ 14,825


 __________
(1)Prudential Financial has agreed to reimburse amounts paid under the
credit-linked notes issued in this structure up to $0.5 billion. During the
fourth quarter of 2019, this financing facility was restructured to allow for an
extension through 2036.
(2)The $2.36 billion of surplus notes represents an intercompany transaction
that eliminates upon consolidation. Prudential Financial has agreed to reimburse
amounts paid under credit-linked notes issued in this structure up to $1.0
billion.

As of December 31, 2020, we also had outstanding an aggregate of $2,775 million
of debt issued for the purpose of financing Regulation XXX and Guideline AXXX
non-economic reserves, of which approximately $1,175 million relates to
Regulation XXX reserves and $1,600 million relates to Guideline AXXX reserves.
In addition, as of December 31, 2020, for purposes of financing Guideline AXXX
reserves, one of our captives had $3,982 million of surplus notes outstanding
that were issued to affiliates.

The Company has introduced updated versions of its individual life products in
conjunction with the requirement to adopt principle-based reserving by January
1, 2020. These updated products are currently priced to support the
principle-based statutory reserve level without the need for reserve financing.
Certain elements of the implementation of principle-based reserving are yet to
be finalized by the NAIC and may have a material impact on statutory reserves.
The Company continues to assess the impact of the implementation of
principle-based reserving on projected statutory reserve levels, product pricing
and the use of financing.

                                    Ratings

Financial strength ratings (which are sometimes referred to as "claims-paying"
ratings) and credit ratings are important factors affecting public confidence in
an insurer and its competitive position in marketing products. Our credit
ratings are also important for our ability to raise capital through the issuance
of debt and for the cost of such financing. Nationally Recognized Statistical
Ratings Organizations continually review the financial performance and financial
condition of the entities they rate, including Prudential Financial and its
rated subsidiaries.

A downgrade in the credit or financial strength ratings of Prudential Financial
or its rated subsidiaries could potentially, among other things, limit our
ability to market products, reduce our competitiveness, increase the number or
value of policy surrenders and withdrawals, increase our borrowing costs and
potentially make it more difficult to borrow funds, adversely affect the
availability of financial guarantees, such as letters of credit, cause
additional collateral requirements or other required payments under certain
agreements, allow counterparties to terminate derivative agreements and/or hurt
our relationships with creditors, distributors, or trading counterparties
thereby potentially negatively affecting our profitability, liquidity, and/or
capital. In addition, we consider our own risk of non-performance in determining
the fair value of our liabilities. Therefore, changes in our credit or financial
strength ratings may affect the fair value of our liabilities.

Financial strength ratings represent the opinions of rating agencies regarding
the financial ability of an insurance company to meet its obligations under an
insurance policy. Credit ratings represent the opinions of rating agencies
regarding an entity's ability to repay its indebtedness. The following table
summarizes the ratings for Prudential Financial and certain of its subsidiaries
as of the date of this filing:

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                                                                 A.M.
                                                                Best(1)             S&P(2)              Moody's(3)             Fitch(4)
Last review date                                               12/2/2020          11/25/2020            9/11/2020             5/18/2020
Current outlook                                                 Stable              Stable*               Stable                Stable
Financial Strength Ratings:
The Prudential Insurance Company of America                       A+                  AA-                  Aa3                   AA-
Pruco Life Insurance Company                                      A+                  AA-                  Aa3                   AA-
Pruco Life Insurance Company of New Jersey                        A+                  AA-                  NR**                  AA-
Prudential Annuities Life Assurance Corporation                   A+                  AA-                   NR                   AA-
Prudential Retirement Insurance and Annuity Company               A+                  AA-                  Aa3                   AA-

The Prudential Life Insurance Company Ltd. (Prudential of Japan)

                                                         NR                  A+                    NR                    NR
Gibraltar Life Insurance Company, Ltd.                            NR                  A+                    NR                    NR
The Prudential Gibraltar Financial Life Insurance Co.
Ltd                                                               NR                  A+                    NR                    NR

Credit Ratings:
Prudential Financial, Inc.:
Short-term borrowings                                            AMB-1                A-1                  P-2                    F1
Long-term senior debt                                             a-                   A                    A3                    A-
Junior subordinated long-term debt                                bbb                BBB+                  Baa1                  BBB
The Prudential Insurance Company of America:
Capital and surplus notes                                          a                   A                    A2                    A
Prudential Funding, LLC:
Short-term debt                                                  AMB-1               A-1+                  P-1                   F1+
Long-term senior debt                                             a+                  AA-                   A1                    A+
PRICOA Global Funding I:
Long-term senior debt                                             aa-                 AA-                  Aa3                   AA-


__________
* The Current 'Stable' Outlook on Prudential's ratings corresponds to all S&P
rated Prudential entities including Prudential's Japanese Subsidiaries (The
Prudential Life Insurance Company Ltd., Gibraltar Life Insurance Company, Ltd.,
and The Prudential Gibraltar Financial Life Insurance Co. Ltd.), which have
'Stable' Outlooks as of June 2020.
** "NR" indicates not rated.
(1)A.M. Best Company, which we refer to as A.M. Best, financial strength ratings
for insurance companies range from "A++ (superior)" to "D (Poor)". A rating of
A+ is the second highest of thirteen rating categories. A.M. Best long-term
credit ratings range from "aaa (exceptional)" to "c (Poor)". A.M. Best
short-term credit ratings range from "AMB-1+", which represents the strongest
ability to repay short-term debt obligations, to "AMB-4 (Questionable)".
(2)Standard & Poor's Rating Services, which we refer to as S&P, financial
strength ratings for insurance companies range from "AAA (extremely strong)" to
"D (default)". A rating of AA- is the fourth highest of twenty-three rating
categories. S&P's long-term issue credit ratings range from "AAA (extremely
strong)" to "D (default)". S&P short-term ratings range from "A-1 (highest
category)" to "D (default)".
(3)Moody's Investors Service, Inc., which we refer to as Moody's, insurance
financial strength ratings range from "Aaa (exceptional)" to "C (lowest)". A
rating of Aa3 is the fourth highest of twenty-one rating categories. Numeric
modifiers are used to refer to the ranking within the group-with 1 being the
highest and 3 being the lowest. These modifiers are used to indicate relative
strength within a category. Moody's long-term credit ratings range from "Aaa
(highest)" to "C (default)". Moody's short-term ratings range from "Prime-1
(P-1)", which represents a superior ability for repayment of short-term debt
obligations, to "Prime-3 (P-3)", which represents an acceptable ability for
repayment of such obligations. Issuers rated "Not Prime" do not fall within any
of the Prime rating categories.
(4)Fitch Ratings Inc., which we refer to as Fitch, financial strength ratings
range from "AAA (exceptionally strong)" to "C (distressed)". A rating of AA- is
the fourth highest of twenty-one rating categories. Fitch long-term credit
ratings range from "AAA (highest credit quality)", which denotes exceptionally
strong capacity for timely payment of financial commitments, to "D (default)".
Short-term ratings range from "F1+ (highest credit quality)" to "D (default)".

The ratings set forth above reflect current opinions of each rating agency. Each
rating should be evaluated independently of any other rating. These ratings are
not directed toward shareholders and do not in any way reflect evaluations of
the safety and security of the Common Stock. These ratings are reviewed
periodically and may be changed at any time by the rating agencies. As a result,
we cannot assure stakeholders that we will maintain our current ratings in the
future.

Rating agencies use an "outlook" statement for both industry sectors and
individual companies. For an industry sector, a stable outlook generally implies
that over the next 12 to 18 months the rating agency expects ratings to remain
unchanged among companies in the sector. In 2020, Fitch, Moody's and AM Best
revised the Rating Outlook on the U.S. life insurance industry from Stable to
Negative. S&P maintained their outlook for the U.S. life insurance sector at
Stable. In June of 2020, S&P revised their Outlook on the Japan sovereign rating
from 'Positive' to 'Stable'. This resulted in a change in outlook to 'Stable'
for Prudential of Japan, Prudential Gibraltar Financial Life Insurance Co. and
Gibraltar, as these entities are capped by Japan's sovereign credit rating
('A+'/'Stable' Outlook).

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For a particular company, an outlook generally indicates a medium- or long-term
trend (generally six months to two years) in credit fundamentals, which if
continued, may lead to a rating change. These indicators are not necessarily a
precursor of a rating change nor do they preclude a rating agency from changing
a rating at any time without notice. A.M. Best, Fitch, S&P and Moody's have the
Company's ratings on Stable outlook.

Requirements to post collateral or make other payments because of ratings
downgrades under certain agreements, including derivative agreements, can be
satisfied in cash or by posting permissible securities held by the subsidiaries
subject to the agreements. In addition, a ratings downgrade by A.M. Best to "A-"
for our domestic life insurance companies would require PICA to either post
collateral or a letter of credit in the amount of approximately $1.2 billion,
based on the level of statutory reserves related to the variable annuity
business acquired from Allstate. We believe that the posting of such collateral
would not be a material liquidity event for PICA.

                            Contractual Obligations

The table below summarizes the future estimated cash payments related to certain
contractual obligations as of December 31, 2020. The estimated payments
reflected in this table are based on management's estimates and assumptions
about these obligations. Because these estimates and assumptions are necessarily
subjective, the actual cash outflows in future periods will vary, possibly
materially, from those reflected in the table. In addition, we do not believe
that our cash flow requirements can be adequately assessed based solely upon an
analysis of these obligations, as the table below does not contemplate all
aspects of our cash inflows, such as the level of cash flow generated by certain
of our investments, nor all aspects of our cash outflows.

                                                                              Estimated Payments Due by Period
                                                                                                                                2026 and
                                                    Total               2021            2022-2023          2024-2025           thereafter
                                                                                       (in millions)

Short-term and long-term debt obligations(1) $ 41,534 $ 1,881 $ 2,577 $ 2,857 $ 34,219 Operating lease obligations(2)

                          556               156                202                118                    80
Purchase obligations:
Commitments to purchase or fund investments(3)        9,903             5,219              2,650              1,171                   863
Commercial mortgage loan commitments(4)               2,357             1,969                378                 10                     0
Other liabilities:
Insurance liabilities(5)                          1,181,976            51,178             69,794             70,297               990,707
Other(6)                                             14,806            14,454                140                 65                   147
Total                                           $ 1,251,132          $ 74,857          $  75,741          $  74,518          $  1,026,016


__________
(1)The estimated payments due by period for long-term debt reflects the
contractual maturities of principal, as disclosed in Note 17 to the Consolidated
Financial Statements, as well as estimated future interest payments. The payment
of principal and estimated future interest for short-term debt are reflected in
estimated payments due in 2021. The estimate for future interest payments
includes the effect of derivatives that qualify for hedge accounting treatment.
See Note 17 to the Consolidated Financial Statements for additional information
concerning our short-term and long-term debt.
(2)The estimated payments due by period for operating leases reflect the future
minimum lease payments under non-cancelable operating leases, as disclosed in
Note 11 to the Consolidated Financial Statements.
(3)As discussed in Note 23 to the Consolidated Financial Statements, we have
commitments to purchase or fund investments, some of which are contingent upon
events or circumstances not under our control, including those at the discretion
of our counterparties. The timing of the fulfillment of certain of these
commitments cannot be estimated, therefore the settlements of these obligations
are reflected in estimated payments due in less than one year. Commitments to
purchase or fund investments include $336 million that we anticipate will
ultimately be funded from our separate accounts.
(4)As discussed in Note 23 to the Consolidated Financial Statements, loan
commitments of our commercial mortgage operations, which are legally binding
commitments to extend credit to a counterparty, have been reflected in the
contractual obligations table above principally based on the expiration date of
the commitment; however, it is possible these loan commitments could be funded
prior to their expiration date. In certain circumstances the counterparty may
also extend the date of the expiration in exchange for a fee.
(5)The estimated cash flows due by period for insurance liabilities reflect
future estimated cash payments to be made to policyholders and others for future
policy benefits, policyholders' account balances, policyholder's dividends,
reinsurance payables and separate account liabilities, net of premium receipts
and reinsurance recoverables. Contractual obligations are contingent upon the
receipt of premiums. These future estimated cash flows for current policies in
force generally reflect our best estimate economic and actuarial assumptions.
These cash flows are undiscounted with respect to interest. Therefore, the sum
of the cash flows shown for all years in the table of $1,182 billion exceeds the
corresponding liability amounts of approximately $809 billion included in the
Consolidated Financial Statements as of December 31, 2020. Separate account
liabilities are legally insulated from general account obligations, and it is
generally expected these liabilities will be fully funded by separate account
assets and their related cash flows. We have made significant assumptions to
determine the future estimated cash flows related to the underlying policies and
contracts. Due to the significance of the assumptions used and the contingent
nature of contractual terms, actual cash flows and their timing will differ,
possibly materially, from these estimates. Timing of cash flows in the "2025 and
thereafter" category include long term liabilities that may extend beyond 100
years.
(6)The estimated payments due by period for other liabilities includes
securities sold under agreements to repurchase, cash collateral for loaned
securities, liabilities for unrecognized tax benefits, bank customer
liabilities, and other miscellaneous liabilities. Amounts presented in the table
also exclude $305 million of notes issued by consolidated VIE's which recourse
for these obligations is limited to the assets of the respective VIE and do not
have recourse to the general credit of the company.
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We also enter into agreements to purchase goods and services in the normal course of business; however, these purchase obligations are not material to our consolidated results of operations or financial position as of December 31, 2020.


                         Off-Balance Sheet Arrangements

Guarantees and Other Contingencies



In the course of our business, we provide certain guarantees and indemnities to
third parties pursuant to which we may be contingently required to make payments
in the future. See Note 23 to the Consolidated Financial Statements for
additional information.

Other Contingent Commitments



We also have other commitments, some of which are contingent upon events or
circumstances not under our control, including those at the discretion of our
counterparties. See Note 23 to the Consolidated Financial Statements for
additional information regarding these commitments. For further discussion of
certain of these commitments that relate to our separate accounts, also see
"-Liquidity associated with other activities-PGIM operations."

Other Off-Balance Sheet Arrangements



In 2020, Prudential Financial entered into a ten-year facility agreement with a
Delaware trust that gives Prudential Financial the right, at any time over a
ten-year period, to issue up to $1.5 billion of senior notes to the trust in
return for principal and interest strips of U.S. Treasury securities that are
held by the trust.

In 2013, we entered into a put option agreement with a Delaware trust that gives
Prudential Financial the right, at any time over a ten-year period, to issue up
to $1.5 billion of senior notes to the trust in return for principal and
interest strips of U.S. Treasury securities that are held by the trust.

In 2014, Prudential Financial entered into financing transactions, pursuant to
which it issued $500 million of limited recourse notes and, in return, obtained
$500 million of asset-backed notes from a Delaware master trust and ultimately
contributed the asset-backed notes to its subsidiary, PRIAC. As of December 31,
2020, no principal payments have been received or are currently due on the
asset-backed notes and, as a result, there was no payment obligation under the
limited recourse notes. Accordingly, none of the notes are reflected in the
Consolidated Financial Statements as of that date.

See Note 17 to the Consolidated Financial Statements for more information on these arrangements.



Other than as described above, we do not have retained or contingent interests
in assets transferred to unconsolidated entities, or variable interests in
unconsolidated entities or other similar transactions, arrangements or
relationships that serve as credit, liquidity or market risk support, that we
believe are reasonably likely to have a material effect on our financial
condition, changes in financial condition, revenues or expenses, results of
operations, liquidity, capital expenditures or our access to or requirements for
capital resources. In addition, other than the agreements referred to above, we
do not have relationships with any unconsolidated entities that are
contractually limited to narrow activities that facilitate our transfer of or
access to associated assets.

                                Risk Management

Overview

We employ a risk governance structure, overseen by senior management and our
Board and managed by Enterprise Risk Management ("ERM"), to provide a common
framework for: evaluating the risks embedded in and across our businesses and
corporate centers; developing risk appetites; managing these risks; and
identifying current and future risk challenges and opportunities. For a
discussion of the risks of our businesses, see "Risk Factors".

Risk Governance Framework



Each of our businesses has a risk governance structure that is supported by a
framework at the corporate level. Generally, our businesses are authorized to
make day-to-day risk decisions that are consistent with enterprise risk policies
and limits, and subject to enterprise oversight.

Board of Directors Oversight


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Our Board oversees our risk profile and management's processes for assessing and
managing risk, through both the whole Board and its committees. The Board also
reviews strategic risks and opportunities facing the Company and its businesses.
Other important categories of risk are assigned to designated Board committees
that report back to the full Board. In general, the committees oversee the
following risks:

•Audit Committee: insurance risk and operational risk, including model risk, as
well as risks related to financial controls, legal, regulatory and compliance
risks, and the overall risk management governance structure and risk management
function;
•Compensation Committee: the design and operation of the Company's compensation
programs so that they do not encourage unnecessary or excessive risk-taking, as
well as broad human capital management issues;
•Corporate Governance and Business Ethics Committee: the Company's overall
ethical culture, political contributions, lobbying expenses and overall
political strategy, as well as the Company's Environmental, Social, and
Governance strategy that includes environmental risk (which includes climate
risk), sustainability and corporate social responsibility to minimize
reputational risk and focus on future sustainability;
•Finance Committee: liquidity risk and risk involving our capital and liquidity
management, including the incurrence and repayment of borrowings, the capital
structure of the Company, funding of benefit plans and statutory insurance
reserves. The Finance Committee oversees our capital plan and receives regular
updates on the sources and uses of capital relative to plan, as well as on our
Risk Appetite Framework;
•Investment Committee: investment risk, market risk, and review of investment
performance and risk positions. The Investment Committee approves investment and
market risk limits based on asset class, issuer, credit quality and geography;
and
•Risk Committee: the governance of significant risk throughout the Company, the
establishment and ongoing monitoring of our risk profile, risk capacity and risk
appetite, and coordination of the risk oversight functions of the other Board
committees.

Management Oversight

Our primary risk management committee is the Enterprise Risk Committee ("ERC").
The ERC is chaired by our Chief Risk Officer and otherwise consists of the Vice
Chairman, Head of U.S. Businesses, Head of International Businesses, General
Counsel, Chief Financial Officer, Chief Investment Officer, Chief Information
Officer and Chief Actuary. Our Chief Auditor also attends meetings of the ERC.
The ERC oversees the Company's risk management framework, including the
identification, assessment, monitoring and management of risks and how those
risks align with the Company's loss absorption resources. The primary focus of
the ERC is the critical analysis of significant quantitative and qualitative
risks and the appropriateness and alignment to the defined risk appetite of the
Company.

The ERC is supported by five Risk Oversight Committees aligned with our tactical
risks, each of which consists of subject matter experts and are dedicated to one
of the following risk types: investment, market (including liquidity),
insurance, operational, and model. Significant matters or matters where there
are unresolved points of view are reviewed by the ERC. The Risk Oversight
Committees provide an opportunity to evaluate complex issues by subject matter
experts within the various risk areas. They evaluate the effectiveness of risk
mitigation options, identify stakeholders of risks and issues, review material
assumptions for reasonability and consistency across the Company, and develop
recommendations for risk limits, among other responsibilities.

In addition, each of our businesses and certain corporate centers maintains their own risk committee as a forum for leaders to identify, assess, and monitor risk and exposure issues and to review new business activities and initiatives.

Enterprise Risk Management Oversight



ERM manages the risk management framework. It operates independently and is
responsible for recommending policies, limits and standards for all risks. ERM
oversees these risks under the guidance of the ERC and Risk Oversight
Committees. Additionally, ERM and our business unit Chief Risk Officers work
with our businesses and corporate areas to identify, monitor and manage risks
that we may face. The ERM infrastructure is generally aligned by risk type, with
certain groups within ERM working across risk types.

Risk Identification



We rely on a combination of activities to ensure that all material risks have
been identified and managed as appropriate. There are three levels of activities
that seek to ensure that changes in risk levels or new risks to the Company are
identified and
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•Business Activities: Each business area has a risk committee that allows senior
leaders to discuss and evaluate current, new, and emerging risks in their own
operations. Businesses are required to develop and maintain documented risk
inventories that facilitate the identification of current risk exposures.
•Corporate Center Activities: The corporate centers review the results of the
business activities and examine risks from an enterprise view across businesses
under normal and stressed conditions. As a result, the corporate centers,
particularly ERM, use several processes and activities to identify and assess
the risks of the Company. Most corporate centers have their own risk committees.
•Senior Management and the Board: Senior management plays a critical role in
reviewing the risk profile of the Company, including identifying impacts to the
business strategy and risks in any new strategies under consideration. These
risks are discussed with the ERC as appropriate, and with the Board if
significant. As discussed above, the Board oversees the Company's risk profile
and management's processes for assessing and managing risk, both as a full Board
and through its committees.

Risk Measurement and Monitoring



Our Risk Appetite Framework is a comprehensive process designed to reasonably
ensure that risks taken across the Company align with the Company's capacity and
willingness to take those risks. Using the Risk Appetite Framework, the Company
measures, evaluates, and manages its financial risks. The comprehensive models,
metrics, and stress scenarios used enable the Company to understand its current
risk profile as well as how the risk profile may change over time through
varying degrees of stress. The Risk Appetite Framework anchors the risk and
capital management processes and supports management and the Board in making
well-informed business decisions..

The Risk Appetite Framework is centered around a comprehensive and cohesive
stress testing regime which includes a variety of stress scenarios designed to
explore outcomes across the investment portfolios and businesses. This robust
stress testing examines the sensitivity of assets and liabilities and how they
interact with each other through time to identify places where the Company's
capacity may be challenged by the risks taken. These analytics provide insight
into the impact of stress scenarios on capital and liquidity.

Additionally, the Qualitative Risk Appetite Framework helps the Company
understand and manage risks that are not easily quantifiable. By continuously
scanning the internal environment and reporting findings to leadership and the
Board on a regular basis, the Company can monitor and mitigate operational risks
in qualitative areas, such as: culture; reputation; compliance with laws,
regulations, and policies; and decision-making incentives.

COVID-19



Our risk management framework incorporates severe to very severe stresses across
equities, interest rates, credit migration and defaults, currencies and
pandemics. This framework includes a specific "pandemic and sell-off" scenario
with a mortality calamity (1.5 extra deaths per 1,000 lives in the first year)
based on a modern-day interpretation of the 1918 Spanish Flu experience that is
aligned with most regulatory frameworks. The stress scenario assumes an even
distribution of increased mortality across the population, while current
COVID-19 mortality is sharply skewed toward older ages. As the COVID-19 event
continues to unfold, we continue to update our analysis and take management
actions in response to this specific event.

As of December 31, 2020, the COVID-19 pandemic has not reached the most severe
levels included in the Company's stress testing. In addition, we expect the
impact of COVID-19-related claims to be moderated by the balance between our
mortality exposure (such as in our individual and group life businesses) and our
longevity exposure (such as in our retirement business).

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market Risk



Market risk is defined as the risk of loss from changes in interest rates,
equity prices and foreign currency exchange rates resulting from asset/liability
mismatches where the change in the value of our liabilities is not offset by the
change in value of our assets.

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For additional information regarding the potential impacts of interest rate and
other market fluctuations, as well as general economic and market conditions on
our businesses and profitability, see Item 1A. "Risk Factors" above. For
additional information regarding the overall management of our general account
investments and our asset mix strategies, see "Management's Discussion and
Analysis of Financial Condition and Results of Operations-General Account
Investments-Management of Investments" above. For additional information
regarding our liquidity and capital resources, which may be impacted by changing
market risks, see "Management's Discussion and Analysis of Financial Condition
and Results of Operations-Liquidity and Capital Resources" above.

Market Risk Management



Management of market risk, which we consider to be a combination of both
investment risk and market risk exposures, includes the identification and
measurement of various forms of risk, the establishment of risk thresholds and
the creation of processes intended to maintain risks within these thresholds
while optimizing returns on the underlying assets or liabilities.

Our risk management process utilizes a variety of tools and techniques, including:



•Measures of price sensitivity to market changes (e.g., interest rates, equity
index prices, foreign exchange);
•Asset/liability management;
•Stress scenario testing;
•Hedging programs; and
•Risk management governance, including policies, limits, and a committee that
oversees investment and market risk.

For additional information regarding our overall risk management framework and
governance structure, see "Management's Discussion and Analysis of Financial
Condition and Results of Operations-Risk Management" above.

Market Risk Mitigation

Risk mitigation takes three primary forms:



•Asset/Liability Management: Managing assets to liability-based measures. For
example, investment policies identify target durations for assets based on
liability characteristics and asset portfolios are managed to within ranges
around them. This mitigates potential unanticipated economic losses from
interest rate movements.
•Hedging: Using derivatives to offset risk exposures. For example, for our
variable annuities, potential living benefit claims resulting from more severe
market conditions are hedged using derivative instruments.
•Management of portfolio concentration risk. For example, ongoing monitoring and
management at the enterprise level of key rate, currency and other concentration
risks support diversification efforts to mitigate exposure to individual markets
and sources of risk.

Market Risk Related to Interest Rates



We perform liability-driven investing and engage in careful asset/liability
management. Asset/liability mismatches create the risk that changes in liability
values will differ from the changes in the value of the related assets.
Additionally, changes in interest rates may impact other items including, but
not limited to, the following:

•Net investment spread between the amounts that we are required to pay and the
rate of return we are able to earn on investments for certain products supported
by general account investments;
•Asset-based fees earned on assets under management or contractholder account
values;
•Estimated total gross profits and the amortization of deferred policy
acquisition and other costs;
•Net exposure to the guarantees provided under certain products; and
•Capital levels of our regulated entities.

We use duration and convexity analyses to measure price sensitivity to interest
rate changes. Duration measures the relative sensitivity of the fair value of a
financial instrument to changes in interest rates. Convexity measures the rate
of change in duration with respect to changes in interest rates. We use
asset/liability management and derivative strategies to manage our interest rate
exposure by legal entity by matching the relative sensitivity of asset and
liability values to interest rate changes, or controlling "duration mismatch" of
assets and liability duration targets. In certain markets, capital market
limitations that hinder our ability to acquire assets that approximate the
duration of some of our liabilities are considered in setting duration targets.
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We consider risk-based capital and tax implications as well as current market
conditions in our asset/liability management strategies.

We assess the impact of interest rate movements on the value of our financial
assets, financial liabilities and derivatives using hypothetical test scenarios
that assume either upward or downward 100 basis point parallel shifts in the
yield curve from prevailing interest rates, reflecting changes in either credit
spreads or the risk-free rate. The following table sets forth the net estimated
potential loss in fair value on these financial instruments from a hypothetical
100 basis point upward shift as of December 31, 2020 and 2019. This table is
presented on a gross basis and excludes offsetting impacts to insurance
liabilities that are not considered financial liabilities under U.S GAAP. This
scenario results in the greatest net exposure to interest rate risk of the
hypothetical scenarios tested at those dates. While the test scenario is for
illustrative purposes only and does not reflect our expectations regarding
future interest rates or the performance of fixed income markets, it is a
near-term, reasonably possible hypothetical change that illustrates the
potential impact of such events. These test scenarios do not measure the changes
in value that could result from non-parallel shifts in the yield curve which we
would expect to produce different changes in discount rates for different
maturities. As a result, the actual loss in fair value from a 100 basis point
change in interest rates could be different from that indicated by these
calculations. The estimated changes in fair values do not include separate
account assets.

                                                                    As of December 31, 2020                                       As of December 31, 2019
                                                                                             Hypothetical                                                  Hypothetical
                                                                            Fair              Change in                                   Fair              Change in
                                                       Notional            Value              Fair Value             Notional            Value              Fair Value
                                                                                                        (in millions)
Financial assets with interest rate risk:
Fixed maturities(1)                                                     $ 440,531          $     (47,271)                             $ 416,812          $     (43,532)
Commercial mortgage and other loans                                        68,676                 (3,010)                                65,893        

(3,112)


Derivatives with interest rate risk:
Swaps                                                $ 244,020              3,457                 (6,039)          $ 200,055              6,894                 (4,747)
Futures                                                 21,458                 79                 (1,191)             18,897                (37)                (1,004)
Options                                                 52,093              1,384                   (616)             50,403                 15                    (91)
Forwards                                                41,214                 86                    (49)             30,488                (23)                  (105)
Synthetic GICs                                          86,264                  0                      0              80,009                  1                      0
Embedded derivatives(2)(3)                                                (20,793)                 7,775                                (14,147)                 6,525
Financial liabilities with interest rate
risk(4):
Short-term and long-term debt                                             (24,408)                 4,873                                (23,277)                 4,156
Policyholders' account balances-investment
contracts                                                                (110,473)                 3,791                               (102,156)                 3,562
Net estimated potential loss                                                               $     (41,737)                                                $     (38,348)


__________
(1)Includes assets classified as "Fixed maturities, available-for-sale, at fair
value," "Assets supporting experience-rated contractholder liabilities, at fair
value" and "Fixed maturities, trading, at fair value." Approximately $413
billion and $391 billion as of December 31, 2020 and 2019, respectively, of
fixed maturities are classified as available-for-sale.
(2)Embedded derivatives relate primarily to certain features associated with
variable annuity, indexed universal life, and indexed annuity contracts. The
fair value and hypothetical change in fair value of each is $(18,528) million
and $7,720 million, $(1,334) million and $170 million, and $(580) million and
$(115) million, respectively, as of December 31, 2020. The fair value and
hypothetical change in fair value of each is $(12,602) million and $6,315
million, $(1,119) million and $216 million, and $(197) million and $(6) million,
respectively, as of December 31, 2019.
(3)Excludes any offsetting impact of derivative instruments purchased to hedge
changes in the embedded derivatives. Amounts reported net of third-party
reinsurance.
(4)Excludes approximately $360 billion and $344 billion as of December 31, 2020
and 2019, respectively, of insurance reserve and deposit liabilities which are
not considered financial liabilities. We believe that the interest rate
sensitivities of these insurance liabilities would serve as an offset to the net
interest rate risk of the financial assets and liabilities, including investment
contracts.

Under U.S. GAAP, the fair value of the embedded derivatives for certain features
associated with variable annuity, indexed universal life, and indexed annuity
contracts, reflected in the table above, includes the impact of the market's
perception of our NPR. For more information on NPR related to the sensitivity of
the embedded derivatives to our NPR credit spread, see "Management's Discussion
and Analysis of Financial Condition and Results of Operations-Accounting
Policies & Pronouncements-Application of Critical Accounting
Estimates-Sensitivities for Insurance Assets and Liabilities" above.

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For an additional discussion of our variable annuity optional living benefit
guarantees accounted for as embedded derivatives and related derivatives used to
hedge the changes in fair value of these embedded derivatives, see "Market Risk
Related to Certain Variable Annuity Products" below. For additional information
about the key estimates and assumptions used in our determination of fair value,
see Note 6 to the Consolidated Financial Statements. For information on the
impacts of a sustained low interest rate environment, see "Management's
Discussion and Analysis of Financial Condition and Results of
Operations-Executive Summary-Impact of a Low Interest Rate Environment" above.

Market Risk Related to Equity Prices



We have exposure to equity risk through asset/liability mismatches, including
our investments in equity securities held in our general account investment
portfolio and unhedged exposure in our insurance liabilities, principally
related to certain variable annuity living benefit feature embedded derivatives.
Our equity-based derivatives primarily hedge the equity risk embedded in these
living benefit feature embedded derivatives, and are also part of our capital
hedging program. Changes in equity prices create risk that the resulting changes
in asset values will differ from the changes in the value of the liabilities
relating to the underlying or hedged products. Additionally, changes in equity
prices may impact other items including, but not limited to, the following:

•Asset-based fees earned on assets under management or contractholder account
value;
•Estimated total gross profits and the amortization of deferred policy
acquisition and other costs; and
•Net exposure to the guarantees provided under certain products.

We manage equity risk against benchmarks in respective markets. We benchmark our
return on equity holdings against a blend of market indices, mainly the S&P 500
and Russell 2000 for U.S. equities. We benchmark foreign equities against the
Tokyo Price Index, and the MSCI EAFE, a market index of European, Australian,
and Far Eastern equities. We target price sensitivities that approximate those
of the benchmark indices.

We estimate our equity risk from a hypothetical 10% decline in equity benchmark
market levels. The following table sets forth the net estimated potential loss
in fair value from such a decline as of December 31, 2020 and 2019. While these
scenarios are for illustrative purposes only and do not reflect our expectations
regarding future performance of equity markets or of our equity portfolio, they
represent near-term reasonably possible hypothetical changes that illustrate the
potential impact of such events. These scenarios consider only the direct impact
on fair value of declines in equity benchmark market levels and not changes in
asset-based fees recognized as revenue, changes in our estimates of total gross
profits used as a basis for amortizing deferred policy acquisition and other
costs, or changes in any other assumptions such as market volatility or
mortality, utilization or persistency rates in our variable annuity contracts
that could also impact the fair value of our living benefit features. In
addition, these scenarios do not reflect the impact of basis risk, such as
potential differences in the performance of the investment funds underlying the
variable annuity products relative to the market indices we use as a basis for
developing our hedging strategy. The impact of basis risk could result in larger
differences between the change in fair value of the equity-based derivatives and
the related living benefit features in comparison to these scenarios. In
calculating these amounts, we exclude separate account equity securities.
                                                                       As of December 31, 2020                                      As of December 31, 2019
                                                                                               Hypothetical                                                 Hypothetical
                                                                              Fair              Change in                                   Fair              Change in
                                                          Notional            Value             Fair Value             Notional             Value            Fair Value
                                                                                                           (in millions)
Equity securities(1)                                                       $ 10,041          $      (1,004)                              $  9,175          $       (918)
Equity-based derivatives(2)                              $ 64,407              (557)                 1,800           $   52,677              (719)      

1,755


Embedded derivatives(2)(3)(4)                                               (20,793)                (1,676)                               (14,147)      

(1,726)


Net estimated potential loss                                                                 $        (880)                                                $       (889)


__________
(1)Includes equity securities classified as "Assets supporting experience-rated
contractholder liabilities" and "Equity securities, at fair value."
(2)The notional and fair value of equity-based derivatives and the fair value of
embedded derivatives are also reflected in amounts under "Market Risk Related to
Interest Rates" above, and are not cumulative.
(3)Embedded derivatives relate primarily to certain features associated with
variable annuity, indexed universal life, and indexed annuity contracts. The
fair value and hypothetical change in fair value of each is $(18,528) million
and $(1,921) million, $(1,334) million and $59 million, and $(580) million and
$186 million, respectively, as of December 31, 2020. The fair value and
hypothetical change in fair value of each is $(12,602) million and $(1,833)
million, $(1,119) million and $81 million, and $(197) million and $26 million,
respectively, as of December 31, 2019.
(4)Excludes any offsetting impact of derivative instruments purchased to hedge
changes in the embedded derivatives. Amounts reported net of third-party
reinsurance.

Market Risk Related to Foreign Currency Exchange Rates


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As a U.S.-based company with significant business operations outside of the
U.S., particularly in Japan, we are exposed to foreign currency exchange rate
risk related to these operations, as well as in our general account investment
portfolio and other proprietary investment portfolios.

For our international insurance operations, changes in foreign currency exchange
rates create risk that we may experience volatility in the U.S.
dollar-equivalent earnings and equity of these operations. We actively manage
this risk through various hedging strategies, including the use of foreign
currency hedges and through holding U.S. dollar-denominated securities in the
investment portfolios of certain of these operations. Additionally, our Japanese
insurance operations offer a variety of non-yen denominated products which are
supported by investments in corresponding currencies. While these non-yen
denominated assets are economically matched to the currency of the product
liabilities, the accounting treatment may differ for changes in the value of
these assets and liabilities due to moves in foreign currency exchange rates,
resulting in volatility in reported U.S. GAAP earnings. This volatility has been
mitigated by disaggregating the U.S. and Australian dollar-denominated
businesses in Gibraltar Life into separate divisions, each with its own
functional currency that aligns with the underlying products and investments.
For certain of our international insurance operations outside of Japan, we elect
to not hedge the risk of changes in our equity investments due to foreign
exchange rate movements. For further information, see "Management's Discussion
and Analysis of Financial Condition and Results of Operations-Impact of Foreign
Currency Exchange Rates-Impact of products denominated in non-local currencies
on U.S. GAAP earnings" above.

For our domestic general account investment portfolios supporting our U.S.
insurance operations and other proprietary investment portfolios, our foreign
currency exchange rate risk arises primarily from investments that are
denominated in foreign currencies. We manage this risk by hedging substantially
all domestic foreign currency denominated fixed income investments into U.S.
dollars. We generally do not hedge all of the foreign currency risk of our
investments in equity securities of unaffiliated foreign entities.

We manage our foreign currency exchange rate risks within specified limits, and
estimate our exposure, excluding equity in our Japanese insurance operations, to
a hypothetical 10% change in foreign currency exchange rates. The following
table sets forth the net estimated potential loss in fair value from such a
change as of December 31, 2020 and 2019. While these scenarios are for
illustrative purposes only and do not reflect our expectations regarding future
changes in foreign exchange markets, they represent reasonably possible
near-term hypothetical changes that illustrate the potential impact of such
events.
                                                                     As of December 31, 2020                               As of December 31, 2019
                                                                                      Hypothetical                                       Hypothetical
                                                                    Fair                Change in                      Fair                Change in
                                                                   Value               Fair Value                     Value               Fair Value
                                                                                                       (in millions)

Unhedged portion of equity investment in international subsidiaries and foreign currency denominated investments in domestic general account portfolio

             $       3,490          $       (349)               $       4,834          $       (483)



For additional information, see "Management's Discussion and Analysis of Financial Condition and Results of Operations-General Account Investments-Portfolio Composition" and "Management's Discussion and Analysis of Financial Condition and Results of Operations-Results of Operations by Segment-International Businesses" above.

Derivatives



We use derivative financial instruments primarily to reduce market risk from
changes in interest rates, equity prices and foreign currency exchange rates,
including their use to alter interest rate or foreign currency exposures arising
from mismatches between assets and liabilities. Our derivatives primarily
include swaps, futures, options and forward contracts that are exchange-traded
or contracted in the OTC market.

Our derivatives also include interest rate guarantees we provide on our
synthetic GIC products. Synthetic GICs simulate the performance of traditional
insurance-related GICs but are accounted for as derivatives under U.S. GAAP due
to the fact that the policyholders own the underlying assets, and we only
provide a book value "wrap" on the customers' funds, which are held in a
client-owned trust. Since these wraps provide payment of guaranteed principal
and interest to the customer, changes in interest rates create risk such that
declines in the market value of customers' funds would increase our net exposure
to these guarantees; however, our obligation is limited to payments that are in
excess of the existing customers' fund value. Additionally, we have the ability
to periodically reset crediting rates, subject to a 0% minimum floor, as well as
the ability to increase prices. Further, our contract provisions provide that,
although participants may withdraw funds at book value, contractholder
withdrawals may only occur at market value immediately, or at book value over
time. These factors, among others, result in these contracts experiencing
minimal changes in fair value, despite a more significant notional value.

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Our derivatives also include those that are embedded in certain financial
instruments, and primarily relate to certain optional living benefit features
associated with our variable annuity products, as discussed in more detail in
"Market Risk Related to Certain Variable Annuity Products" below. For additional
information on our derivative activities, see Note 5 to the Consolidated
Financial Statements.

Market Risk Related to Certain Variable Annuity Products



The primary risk exposures of our variable annuity contracts relate to actual
deviations from, or changes to, the assumptions used in the original pricing of
these products, including capital markets assumptions, such as equity market
returns, interest rates and market volatility and actuarial assumptions. For our
capital markets assumptions, we manage our exposure to the risk created by
capital markets fluctuations through a combination of product design elements,
such as an automatic rebalancing element and inclusion of certain optional
living benefits in our living benefits hedging program. In addition, we consider
external reinsurance a form of risk mitigation as well as our capital hedge
program. Certain variable annuity optional living benefit features are accounted
for as embedded derivatives and recorded at fair value. The market risk
sensitivities associated with U.S. GAAP values of both the embedded derivatives
and the related derivatives used to hedge the changes in fair value of these
embedded derivatives are provided under "Market Risk Related to Interest Rates"
and "Market Risk Related to Equity Prices" above.

For additional information regarding our risk management strategies, including our living benefit hedging program and other product design elements, see "Management's Discussion and Analysis of Financial Condition and Results of Operations-Results of Operations by Segment-U.S. Individual Solutions Division-Individual Annuities" above.


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