SecProbe.io

February 14, 2020
BY EMAIL
Alison Samborn
Senior Attorney, Legal Product Development Jackson National Life Insurance Company 1 Corporate Way Lansing, MI 48951

Re: Jackson National Se parate Account - I
JNLNY Separate Account I Initial Registration Statements on Form N-4 File Nos. 333-235565; 333-235566; 333-235567; 333-235568.
Dear Ms. Samborn:

The staff has reviewed the above-referenced  initial registration statements, which the
Commission received on December 18, 2019. Comments are based upon the black-lined courtesy
copies of the filings provided to the sta ff. Comments below apply to filings 333-235565 and 333-
235567; please make conforming changes to filings 333-235566 and 333-235568, respectively,
as applicable. Based on our review, we have the following comments.

1.General Comments
a. Supplementally, please advise whether ther e are any types of guarantees or support
agreements with third parties to support any of the obligations of Jackson National Life
Insurance Company (“Jackson National”) and Ja ckson National Life Insurance Company of
New York (“Jackson of New York”) under the Contract or whether Jackson National and
Jackson of New York will be solely respons ible for payment of contract benefits.

b. Please remove all brackets and provide  any missing information such as the
financial in your next filing with the Commission.  We may have further
comments.
c. Please confirm that all material state variations of the contract are disclosed in this
prospectus. If not, please a dd appropriate disclosure.

d. Supplementally, please confirm that you w ill file any subsequent rate sheet in a
reasonable amount of time prio r to its effective date.

Alison Samborn Jackson National Separate Account - I JNLNY Separate Account I February 14, 2020 Page 2 of 8

Filings 333-235565 and 333-235566

2.   Cover Page  (p. 2)

There does not appear to be any living benef its under this contract.  To avoid confusion,
delete the reference on the cover page to ‘certain living benefits’.”
 3.   Fees and Expenses Table  (p. 13)

The chart states that the only add-on is th e liquidity option, the charge for which is
already listed.  Please supplementally clarify what benefit the “Add-On Benefit Charges” line entry is referring.
 4.   Withdrawal Charge  (p. 45)

Describe the order in which withdrawals are taken in the first part of the Withdrawal
Charge section.
 5.   Death Benefit Charges  (p.47)

For clarity, revise the bolded senten ce beginning, “Upon such election…” with
something comparable to “if the investor opts out of paying an increase in the GMDB charge….”
 6.   Death Benefit  (p. 58)

a.   For the second sentence of the first para graph, “All adjustments will occur at the time of
the withdrawal…,” provide examples of how this works.  In addition, note when the
adjustments will have a significantly negative impact on the benefit before the statement that the adjustments could lead to its termination.  In this regard, please ensure generally that the prospectus contains an example of any calculations or formulas noted in the
prospectus.
 b. For the sentence beginning, “Unlike the ba sic death benefit, th is add-on benefit may
provide value on or after the Income Date…,” for clarity point out that the payment of
this optional death benefit will be made only in the investor waits until the Latest Income Date to annuitize.

Alison Samborn
Jackson National Separate Account - I JNLNY Separate Account I February 14, 2020 Page 3 of 8  7.   Services  (p. 82)

In the first paragraph of this section, the regi strant states, “Jackson k eeps the assets of the
Separate Account.”  Please state that J ackson is the custodian, if applicable.
 Filings 333-235567 and 333-235568  8.   Cover Page  (p. 4)

a. Please avoid defined terms in the cover page , and instead use plain English to describe
the concepts conveyed by the terms.

      b.  State that the fixed options are not available with certain guaranteed minimum death
benefits or,

c.  Supplementally clarify the need to specify defined terms in the cover page before they
have been discussed.
 9.   Key Facts  (p. 11)

a. Please note, under “Add-on Benefits,” that  (a) some of these add-on benefits impose
restrictions on the availability of certain investment options and (b) failure to comply with the terms of the benefits can significantly reduce or even eliminate the benefit.
 b. In a couple of sentences, pl ease explain what the add-on be nefits are and what they
generally do.  Also, note that some of thes e benefits include one or more bonuses to
encourage investors not to make withdrawals.
 10.  Fees and Expenses Tables  (p. 13)

Clarify what is intended by “benefit based” for the sentence that begins “the following add-on death benefit charges are benefit based.”  Also, clarify whether that benefit base is
the same as contract value at the time the benefit is elected.

Alison Samborn
Jackson National Separate Account - I JNLNY Separate Account I February 14, 2020 Page 4 of 8  11.  Contract Charges  (p. 47)

Describe the order in which withdrawals are taken in the first part of the Withdrawal
Charge section.
 12.  Access To Your Money  (p. 62)

 a. The Registrant states, “[p]lease note that withdrawals in excess of certain limits may have
a significantly negative impact on the valu e of your GMWB through prematurely
reducing the benefit’s…”  Consider adding di sclosure that these benefits may not be
appropriate for persons who might have cash needs in excess of the withdrawal limits
imposed by the benefits  that can’t be met from other sources.
  b. In the RMD Notes section, Registrant states, “If your requested RMD exceeds our
calculation of the RMD for your Contract, your request will not be eligible for the waiver of any applicable charges…”  Please supplemen tally clarify what is the nature and limits
of “the waiver.”
   c. Consider deleting the chart at the bottom of p. 63 that outlines the “Highest Quarterly
Contract Value.”  This chart appears to be unnecessary, since the step up under this
GMWB is assessed only on a quarterly basis.  Supplement the narrative to note that the
step up for this benefit is assessed only on a monthly basis.
  d. On page 64, first paragraph, second senten ce states, “[t]he LifeGuard Freedom Flex
GMWB and LifeGuard Freedom Flex with Joint Option GMWB allow the Owner … with the assistance of his or her financial professional, to select an available combination of Options…”  This language indicates th at there is something special about these
GMWBs that allow the assessments of needs in a way that other GMWBs don’t.  Either
delete this sentence or revise to make it clear why these GMWBs allow the assessments of needs in a way that other GMWBs don’t.
  e. On page 64, the registrant states that “[d] ifferences in the percentage of a Bonus Option
do not otherwise affect the operation of the resulting combination of Options.”  This sentence, standing as it does by itself without context, isn’t clear.  Please relocate the sentence to an appropriate location (e.g., the Bonus section) and clarify in plain English
what is intended.
  f. At the bottom of page 64, the registrant states, “If the For Life Guarantee is the in effect
the guarantee lasts for the lifetime of the Designated Life, or if there are joint Owners, the lifetime of the joint Owner who dies first…”  For clarity, the phrase beginning with the word “first” should be placed in bold.

Alison Samborn
Jackson National Separate Account - I JNLNY Separate Account I February 14, 2020 Page 5 of 8  13.  Bonus  (p. 72)

a. Please supplementally clarify whether any bonus credited can be forfeited if a withdrawal
is made from the contract and, if so, under what circumstances.
 b. In the second bullet of the Bonus box, the regi strant states, “[w]ith a withdrawal, if that
withdrawal, and all prior withdrawals in the current Contract Year, exceeds the greater of the GAWA and RMD, as applicable, then the Bonus Base is set to the lesser of the GWB after, and the Bonus Base before, the wit hdrawal.”  Please supplementally clarify the
practical effect in plain Eng lish, specifically, noting that the Bonus Base may be reduced
because the excess withdrawal can have a more than a dollar for dollar impact on the
GWB where contract value has declined.
 c. In the third to last paragraph of the Bonus box, p. 74, the registrant states, “[t]herefore, it
is possible for the Bonus Period to expire  and then re-start on a later Contract
Anniversary if the Bonus Base increases due to a step-up…”  Please clarify why the calculation of Bonus Base leads to a rest art of the Bonus Period.  Also, the word
“therefore” should be removed, since it's uncl ear why the calculation of Bonus Base leads
to a restart of the Bonus Period.
 d. On page 74, in the Bonus box, the disclosure indicates that a currently effective Bonus
Period can be extended in addition to bei ng restarted due to a step up.  This is
inconsistent with the language at the bottom of page 73, which states that the Bonus Period ends on the tenth anniversary of the addition of the add on benefit without any
mention of extensions.  Please supplementally cl arify and revise the narrative to make the
disclosure consistent.  For plain English pur poses, also consider treating extensions of a
currently effective Bonus Period separate from a restart of an expired Bonus Period.
 14.  Variable Income Payments  (p. 86)

For the paragraph that begins with this sentence, “If the actual net investment rate experienced by an Investment Division exceeds the assumed investment rate, variable annuity payments will increase over time,” pl ease provide an example of how this
operates.

Alison Samborn
Jackson National Separate Account - I JNLNY Separate Account I February 14, 2020 Page 6 of 8  15.  Death Benefit  (p. 86)

a. Revise the second sentence of the first paragr aph by moving “or sel ect the Contract Value
Death Benefit option, which results in a reductio n of the Core Contract Charge” after the
word “choose” in the beginning of this sent ence, to avoid the inference that the add on
results in a reduction of contract charges.  In addition, the registrant should note that the
reduction is relative to the contract char ges imposed for the basic death benefit.
 b. Bold the second sentence of the second para graph, “Except as provided in certain of the
GMWB add-on benefits, no deat h benefit will be paid upon your death in the event the
Contract Value falls to zero.”

c. In the Basic Death Benefit section, for clar ity, note that the basic death benefit is not
payable after the investor has annuitized the contract.
 d. In the Add-On Death Benefits section, bold th e following sentence: “The older you are at
the time of selection, the less a dvantageous it would be for y ou to select an add-on death
benefit.
 e. In the Add-On Death Benefits section rega rding the following sentence: “These add-on
death benefits are subject to our administrative rules to assure appropriate use…”, please supplementally clarify what is intended by this  statement.  In particular, describe any
circumstances under which those rules may precl ude heirs of those investors who comply
with the terms of the add-on death benefits from claiming the benefit.
 f. For the paragraph on page 88 beginning with, “For purposes of these add-on death
benefits, ‘Net Premiums’ are defined as your Premium payments net of Premium taxes…”, provide examples of how this wo rks.  Further, note the circumstances under
which withdrawals could reduce aggregate Net Premiums for purposes of the death
benefit on more than a dollar for dollar basis.
 g. Before providing the formula for the Roll-up Guaranteed Minimum Death Benefit, note
in plain English what is the purpose of the calculation.
  h. In the Roll-up Guaranteed Minimum Deat h Benefit section, the second bullet states,
“Less any withdrawal adjustments for withdrawals taken…”  Clarify what are the nature of these adjustments and provide an example.   In addition, please supplementally clarify
the circumstances under which the GMDB Benefit Base would be higher, as well as the circumstances under which it would be lower, than Net Premiums.
  i. Bold the second sentence of the 3
rd paragraph on page 89, which states, “Additionally,
please note that if you elect this GMDB [sic], ownership changes are allowed, but
Covered Lives cannot be changed.”

Alison Samborn
Jackson National Separate Account - I JNLNY Separate Account I February 14, 2020 Page 7 of 8
 j. The fourth paragraph on page 89, “[u]nlik e the basic death benefit…” is difficult to
understand.  Revise by pointing out that the pa yment of this optional death benefit will be
made only if the investor waits until th e Latest Income Date to annuitize.
 k. For the second bullet on page 89, “Adjusted for any withdrawals subsequent to that
date….”, clarify the nature of these adjustments and provide an example.
 l. For clarity, (a), (b) and related text s hould be indented beginning on page 90 with
sentence that begins, “The GMDB Benefit Base for the Combination Roll-Up and Highest Quarterly Anniversary Value GMDB….”

m. Registrant states, on page 92, second paragr aph, second sentence, “If a partial withdrawal
plus all prior partial withdrawals made in the current Contract Year exceeds the greater of the GAWA or the RMD, the excess withdrawal is defined to be the lesser of ….”  The registrant should provide examples of how this  works.  In addition, note when this will
have a significantly negative impact on the benefit before noting that it could lead to its termination.  In this regard, please ensure generally that the prospectus contains an
example of any calculations or fo rmulas noted in the prospectus.
.
Financial Statements, Exhibits, and Other Information

Please provide any financial statements, exhib its, consents, and othe r required disclosure
not included in the registration statements in a pre-effective amendment.

**************************

Responses to these comments should be made  in a letter to me filed over the EDGAR
system and in pre -effective amendments to the registration statements. If you believe that you
do not need to make changes to the registrati on statements in respons e to a comment, please
indicate that in the letter and ex plain the basis for your position.

Although we have completed our initial review of the registration statements, the
registration statements will be subject to further review after our preliminary comments are
resolved. Therefore, please be advised th at we may make additional comments on the
registration statements and any additional amendments to it. After resolution of all disclosure issues, an appropriate request from the registrant must be made for acceleration of the effective
date of the registration statements, as amended.

Alison Samborn Jackson National Separate Account - I JNLNY Separate Account I February 14, 2020 Page 8 of 8

If you have any questions, please call me at (202) 551-5912. Additionally, copies of
documents or letters filed on EDGAR may be  emailed to me at mclarend@sec.gov.

Sincerely,

/s/ DeCarlo McLaren

DeCarlo S. McLaren
Senior Counsel
 cc: Harry Eisenstein, Se nior Special Counsel
 Sumeera Younis, Branch