Correspondence 0002047976-25-000002 from Jackson National Life Insurance Co (RILA) (CIK 0002047976)
Jackson National Life Insurance Co (RILA) (CIK 0002047976)
Date: Feb. 19, 2025 · CIK: 0002047976 · Accession: 0002047976-25-000002
AI Filing Summary & Sentiment
File numbers found in text: 333-283747, 333-283892
Letter
jmlpaiiisecresponsecombined
MEMORANDUM
TO:Jeffrey Foor, Esq.
Senior Special Counsel
Disclosure Review and Accounting Office
Division of Investment Management
U. S. Securities and Exchange Commission
FROM:Alison Samborn, Esq.
Assistant Vice President, Insurance Legal & Product Development
DATE:February 19, 2025
SUBJECT:Response to Comments for the Initial Registration Statement filed on Form N-4 for File Nos. 333-283892
& 333-283747; Jackson National Life Insurance Co (RILA).
This memorandum is in response to the written comments you provided on February 13, 2025, for the above referenced
filings.
In the interest of convenience for the staff of the Securities and Exchange Commission ("SEC"), this memorandum quotes
each of the specific comments, followed respectively by narrative responses (in bold).
Unless indicated otherwise below, the following comments and responses apply to all registration statements referenced
above. Excerpted pages of the Jackson Market Link Pro Advisory III Statutory Prospectus, marked to show the changes
discussed below, are attached and will be provided electronically. Marked copies of the full Statutory Prospectus for each
product will also be provided electronically. Page references in the responses are to the pdf page of the Jackson Market
Link Pro Advisory III marked excerpted pages. Corresponding changes have been made to the Jackson Market Link Pro
III Statutory Prospectus as applicable. Pre-effective amendments to the above-referenced registration statements will
subsequently be filed in response to the comments.
General
1.All comments apply to both the Jackson Market Link Pro Advisory III prospectus and the Jackson Market Link Pro
III prospectus, as applicable.
Response: Revisions have been made in both the Jackson Market Link Pro Advisory III and the Jackson
Market Link Pro III prospectuses in response to applicable comments unless otherwise indicated below.
Cover
2.Disclosure on the cover page states: “The Contract may not be appropriate for you if you plan to take withdrawals
from an Index Account Option prior to the end of the Index Account Option Term, especially if you plan to take
ongoing withdrawals such as Required Minimum Distributions.” Please also reference withdrawals under the
Guaranteed Minimum Withdrawal Benefit (“GMWB”) here.
Response: We have made this revision.
3.Disclosure on the cover page states: “We apply an Interim Value adjustment if amounts are removed from an Index
Account Option during the Index Account Option Term, and if this adjustment is negative, you could lose up to
100% of your investment.” In addition to the discussion of Interim Value Adjustments, in the Jackson Market Link
Pro Advisory III prospectus please also describe the Market Value Adjustment including the maximum potential
loss.
Response: We have made this revision.
4.Please make the following changes to the paragraph on the cover page that begins, “We limit the amount you can
earn on an Index Account Option.”:
a. Please reflect the minimum participation rate of 100%.
Response: We have made this revision.
b. Please clarify here and throughout the prospectus that the maximum loss referenced (i.e., “up to a 90% loss”) is
over a crediting term, as opposed to the life of the contract.
Response: We have made this revision.
5.The definition of "Covered Life" should be clearer that it generally includes the contract owner and primary spousal
beneficiary, as explained in the section titled “+Income GMWB and +Income GMWB with Joint Option.” See p. 56
(“On qualified plan Contracts, the Owner and the primary spousal Beneficiary named as of the effective date of the
GMWB with Joint Option will each be considered a Covered Life.”).
Response: Respectfully, we have aimed to limit the Glossary definitions to only the disclosure needed to
clearly convey meaning to investors. The goal is to give enough information to help the investor understand
what the defined term means, but to limit specific granular rules to the prospectus sections providing full
narrative disclosures of the rules relating to those terms. Here, the existing definition for Covered Life
provides enough information for investors to understand what is meant by the term, while the in-line
discussion of Covered Lives in the "+Income GMWB and +Income GMWB with Joint Option" section gives
relevant information about who qualifies and special rules relating to Covered Lives. Registrant believes this
is consistent with the requirement of General Instruction C(3)(d)(i) of Form N-4. No revision has been made
in response to this comment.
6.Please add “Death Benefit” to the glossary as a defined term. Throughout the prospectus, the term is sometimes, but
not always capitalized, which could cause investor confusion. Please clarify the difference, if any, between the two
uses of the term.
Response: We have made this revision and reviewed the Contract for appropriate capitalization corrections.
Overview of the Contract (pp. 5-8)
7.Under the heading “Phases of the Contract”, the disclosure on p. 7 regarding the Fixed Account states “The credited
interest rate on the Fixed Account is set annually and can be changed as each one-year term resets on the Contract
Anniversary, subject to a guaranteed minimum interest rate.” Please disclose what the guaranteed minimum interest
rate is.
Response: We have made this revision.
Key Information Table (pp. 9-11)
8.In response to the question “Are There Charges or Adjustments for Early Withdrawals?”, the disclosure states: “In
extreme circumstances, such loss could be as high as 100% of the amount withdrawn. For example, if you invest
$100,000 in the Contract and then take a total withdrawal of Contract Value within the first six Contract Years, you
could lose up to $100,000 of your investment. Losses could be greater if there is a negative Interim Value
adjustment, taxes, or tax penalties.” Please consider revising this disclosure to avoid the suggestion that an investor
can lose amounts that exceed their investment.
Response: We have made this revision.
9.In response to the question “Are There Ongoing Fees and Expenses?”, please make the following changes to the
Lowest and Highest Annual Cost columns in the table:
a. In the Jackson Market Link Pro Advisory III prospectus, please revise the bullet that says, “No sales charges” to
read "No sales charges or advisory fees."
Response: We have made this revision.
b. In the Jackson Market Link Pro III prospectus, please add a bullet-point to the Highest Annual Cost column that
reads “0% Interim Value adjustment.”
Response: We have made this revision.
10.In response to the question “Is this a Short-Term Investment?”, the disclosure should make clear that withdrawals
could result in significant reductions to account value, the death benefit, and contract benefits (possibly by more
than the amount withdrawn).
Response: We have made this revision.
11.In response to the question “Are There Any Restrictions on Contract Benefits?”, please state that if a contract owner
elects to pay third-party advisory fees from his or her contract value, then this deduction [will/may] reduce the death
benefit(s) [and other guaranteed benefits] and may be subject to federal and state income taxes and a 10% federal
penalty tax. Please add any appropriate cross-references.
Response: We have made this revision to the advisory product. We do not permit the deduction of advisory
fees from Contract Value in our brokerage products, so no revision has been made to the brokerage product.
Fees and Expenses Table (p. 12)
12.In the narrative preceding the fee table in the Jackson Market Link Pro Advisory III prospectus, please state that the
fees and expenses do not reflect any advisory fees paid to financial intermediaries from the contract value or other
assets of the owner, and that if such charges were reflected, the fees and expenses would be higher.
Response: We have made this revision.
Principal Risks of Investing in the Contract (pp. 13-17)
13.The “Market Risk” on p. 17 states “You could lose up to 90% of Contract Value allocated to Index Account Options
due to negative Index Return after taking into account the current limits on Index loss provided under the Contract.”
Please clarify that this maximum loss is over the crediting term, and not the life of the contract.
Response: We have made this revision.
14.Under the heading “Buffers and Floors”, the disclosure states “We reserve the right to remove Protection Options in
the future, so there may not always be both a Buffer and Floor Protection Option available to you for election on
subsequent Index Account Option Terms. However, there will always be at least one Protection Option available to
you for election.” Please reconcile this language with the disclosure on p. 13 in response to the question “Are There
Restrictions on the Investment Options?”, which suggests that Protection Options will always be available. The
disclosure on p. 13 states "We guarantee that at least two Index Account Options will always be available, and that
those options will be identical or similar to those outlined in this prospectus."
Response: Respectfully, we do not believe these are contradictory disclosures. In response to Commission
comments on prior filings, we were required to guarantee that there would always be more than one Index
Account Option available, and that the options would be identical or similar to an option currently disclosed
in the prospectus. Our Index Account Options are comprised of combinations of Indexes, Crediting Methods,
Protection Options, and Index Account Option Terms. Guaranteeing that there will always be at minimum a
similar combination of features does not contradict our reservation of right to remove an existing Protection
Option. At least one of these Protection Options will always be available, and could be combined with
available Crediting Methods, Indexes, and term lengths. No revision has been made in response to this
comment.
15.Under the heading “Elimination, Suspension, Replacements, Substitutions, and Changes to Indexes, Crediting
Methods, and Terms”, the disclosure on p. 21 states: “No Interim Value adjustment will apply if we substitute an
Index.” Please clarify whether this means that the interim value adjustment is not applied at the time of the
substitution, or for the remainder of the index option's term. If the latter, please explain how this operates.
Response: We have made this revision.
Contract Options (pp. 19-22)
16.Under the sub-heading “Fixed Account” on p. 26, please disclose that (i) the fixed accounts are not registered under
the Securities Act of 1933 and the fixed accounts are not registered as an investment company under the Investment
Company Act of 1940 Act; and (ii) the fixed account disclosures are subject to certain generally applicable
provisions of the federal securities laws regarding the accuracy and completeness of disclosures.
Response: We have made this revision.
Additional Information About the Index Account Options (pp. 22-30)
17.To avoid potential investor confusion, when there is more than one version of any index (such as price return or total
return), please consider clarifying the type of index in the name of the index (e.g., S&P 500 Price Return Index).
Response: To keep these disclosures consistent across all collateral used by Registrant in describing the
indexes, we have not revised the names of the indexes as suggested. However, we have incorporated a
revision to the introductory paragraph preceding the list of indexes to offer additional clarity.
18.The disclosure on p. 30 states “All of the Indexes offered are price return indexes, not total return indexes, which
means they do not reflect dividends paid on the securities composing the Index.” Please consider bolding this
disclosure to make it more prominent.
Response: We have made this revision.
19.The disclosure on p. 30 states “The performances below . . . do not reflect Contract fees and charges, including
Market Value Adjustments and the Interim Value calculation and adjustment, which reduce performance.” Please
revise to indicate that performance also does not reflect any advisory fees associated with the contract.
Response: We have made this revision to the advisory product. We do not permit the deduction of advisory
fees from Contract Value in our brokerage products, so no revision has been made to the brokerage product.
20.The bar charts for the indexes on pp. 31-33 should be updated to include the year 2024, and should cover a period of
10 years, not 11 years (i.e., 2015–2024).
Response: We have made this revision.
21.On p. 32 of the Jackson Market Link Pro III prospectus, the bar chart for the MSCI EAFE Index is missing the
numeric return of the hypothetical example with the applicable 5% Cap and -10% Buffer.
Response: We have made this revision.
22.On p. 34 of the Jackson Market Link Pro III prospectus under “Protection Options”, please separate the disclosure
regarding the Floor from the disclosure regarding the Buffer.
Response: We have made this revision.
23.On p. 35 under the sub-headings “Protection Options” and “Crediting Methods”, the disclosure mentions “sales
commissions.” For the Jackson Market Link Pro Advisory III prospectus, please confirm that, in both places, this
disclosure is applicable to a non-commission product.
Response: We have revised to remove the reference to sales commissions in the advisory product.
24.On the bar chart on p. 42 titled “Performance Boost with Buffer”, the shaded bar in Scenario 5 showing the -10%
buffer should end at the hashed line labeled “-10% buffer.” It currently appears to drop below that line.
Response: We have made this revision.
Add-On Benefit Expenses (pp. 31-32)
25.In the GMWB Section (see p. 46 of the Jackson Market Link Pro Advisory III prospectus and p. 48 of the Jackson
Market Link Pro III prospectus), if accurate, please disclose that the GMWB Charge will also reduce the death
benefit.
Response: We have made this revision.
Appendix C: State Variations (p. 47)
26.Please provide the staff with a completed copy of this appendix for review.
Response: We have made this revision.
Appendix H: Financial Intermediary Variation Information
27.The instruction to Item 8(a) of Form N-4 requires disclosure of all material intermediary specific variations to the
offering (e.g., variations resulting from different brokerage channels). Accordingly, please disclose any financial
intermediary variations to the offerings, including any Contract options or features that are not offered through
certain intermediaries. It is the staff’s understanding that such disclosure may be difficult to provide by the effective
date of the filing. Accordingly, please plan to provide such disclosure by your next annual update (i.e., by May 1,
2026).
Response: Registrant confirms that it intends to comply with this requirement by May 1, 2026.
Please contact me at (517) 367-3754 if you have any questions or require additional information.
THE INFORMATION IN THE PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. WE MAY NOT SELL THE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OR SALE IS NOT PERMITTED. JACKSON MARKET LINK PRO® ADVISORY III SINGLE PREMIUM DEFERRED INDEX-LINKED ANNUITY Issued by Jackson National Life Insurance Company® The date of this prospectus is _______, 2025. This prospectus contains information about the Contract and Jackson National Life Insurance Company (“Jackson®”) that you should know before investing. T
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filename1.htm
jmlpaiiisecresponsecombined
MEMORANDUM
TO:Jeffrey Foor, Esq.
Senior Special Counsel
Disclosure Review and Accounting Office
Division of Investment Management
U. S. Securities and Exchange Commission
FROM:Alison Samborn, Esq.
Assistant Vice President, Insurance Legal & Product Development
DATE:February 19, 2025
SUBJECT:Response to Comments for the Initial Registration Statement filed on Form N-4 for File Nos. 333-283892
& 333-283747; Jackson National Life Insurance Co (RILA).
This memorandum is in response to the written comments you provided on February 13, 2025, for the above referenced
filings.
In the interest of convenience for the staff of the Securities and Exchange Commission ("SEC"), this memorandum quotes
each of the specific comments, followed respectively by narrative responses (in bold).
Unless indicated otherwise below, the following comments and responses apply to all registration statements referenced
above. Excerpted pages of the Jackson Market Link Pro Advisory III Statutory Prospectus, marked to show the changes
discussed below, are attached and will be provided electronically. Marked copies of the full Statutory Prospectus for each
product will also be provided electronically. Page references in the responses are to the pdf page of the Jackson Market
Link Pro Advisory III marked excerpted pages. Corresponding changes have been made to the Jackson Market Link Pro
III Statutory Prospectus as applicable. Pre-effective amendments to the above-referenced registration statements will
subsequently be filed in response to the comments.
General
1.All comments apply to both the Jackson Market Link Pro Advisory III prospectus and the Jackson Market Link Pro
III prospectus, as applicable.
Response: Revisions have been made in both the Jackson Market Link Pro Advisory III and the Jackson
Market Link Pro III prospectuses in response to applicable comments unless otherwise indicated below.
Cover
2.Disclosure on the cover page states: “The Contract may not be appropriate for you if you plan to take withdrawals
from an Index Account Option prior to the end of the Index Account Option Term, especially if you plan to take
ongoing withdrawals such as Required Minimum Distributions.” Please also reference withdrawals under the
Guaranteed Minimum Withdrawal Benefit (“GMWB”) here.
Response: We have made this revision.
3.Disclosure on the cover page states: “We apply an Interim Value adjustment if amounts are removed from an Index
Account Option during the Index Account Option Term, and if this adjustment is negative, you could lose up to
100% of your investment.” In addition to the discussion of Interim Value Adjustments, in the Jackson Market Link
Pro Advisory III prospectus please also describe the Market Value Adjustment including the maximum potential
loss.
Response: We have made this revision.
4.Please make the following changes to the paragraph on the cover page that begins, “We limit the amount you can
earn on an Index Account Option.”:
a. Please reflect the minimum participation rate of 100%.
Response: We have made this revision.
b. Please clarify here and throughout the prospectus that the maximum loss referenced (i.e., “up to a 90% loss”) is
over a crediting term, as opposed to the life of the contract.
Response: We have made this revision.
5.The definition of "Covered Life" should be clearer that it generally includes the contract owner and primary spousal
beneficiary, as explained in the section titled “+Income GMWB and +Income GMWB with Joint Option.” See p. 56
(“On qualified plan Contracts, the Owner and the primary spousal Beneficiary named as of the effective date of the
GMWB with Joint Option will each be considered a Covered Life.”).
Response: Respectfully, we have aimed to limit the Glossary definitions to only the disclosure needed to
clearly convey meaning to investors. The goal is to give enough information to help the investor understand
what the defined term means, but to limit specific granular rules to the prospectus sections providing full
narrative disclosures of the rules relating to those terms. Here, the existing definition for Covered Life
provides enough information for investors to understand what is meant by the term, while the in-line
discussion of Covered Lives in the "+Income GMWB and +Income GMWB with Joint Option" section gives
relevant information about who qualifies and special rules relating to Covered Lives. Registrant believes this
is consistent with the requirement of General Instruction C(3)(d)(i) of Form N-4. No revision has been made
in response to this comment.
6.Please add “Death Benefit” to the glossary as a defined term. Throughout the prospectus, the term is sometimes, but
not always capitalized, which could cause investor confusion. Please clarify the difference, if any, between the two
uses of the term.
Response: We have made this revision and reviewed the Contract for appropriate capitalization corrections.
Overview of the Contract (pp. 5-8)
7.Under the heading “Phases of the Contract”, the disclosure on p. 7 regarding the Fixed Account states “The credited
interest rate on the Fixed Account is set annually and can be changed as each one-year term resets on the Contract
Anniversary, subject to a guaranteed minimum interest rate.” Please disclose what the guaranteed minimum interest
rate is.
Response: We have made this revision.
Key Information Table (pp. 9-11)
8.In response to the question “Are There Charges or Adjustments for Early Withdrawals?”, the disclosure states: “In
extreme circumstances, such loss could be as high as 100% of the amount withdrawn. For example, if you invest
$100,000 in the Contract and then take a total withdrawal of Contract Value within the first six Contract Years, you
could lose up to $100,000 of your investment. Losses could be greater if there is a negative Interim Value
adjustment, taxes, or tax penalties.” Please consider revising this disclosure to avoid the suggestion that an investor
can lose amounts that exceed their investment.
Response: We have made this revision.
9.In response to the question “Are There Ongoing Fees and Expenses?”, please make the following changes to the
Lowest and Highest Annual Cost columns in the table:
a. In the Jackson Market Link Pro Advisory III prospectus, please revise the bullet that says, “No sales charges” to
read "No sales charges or advisory fees."
Response: We have made this revision.
b. In the Jackson Market Link Pro III prospectus, please add a bullet-point to the Highest Annual Cost column that
reads “0% Interim Value adjustment.”
Response: We have made this revision.
10.In response to the question “Is this a Short-Term Investment?”, the disclosure should make clear that withdrawals
could result in significant reductions to account value, the death benefit, and contract benefits (possibly by more
than the amount withdrawn).
Response: We have made this revision.
11.In response to the question “Are There Any Restrictions on Contract Benefits?”, please state that if a contract owner
elects to pay third-party advisory fees from his or her contract value, then this deduction [will/may] reduce the death
benefit(s) [and other guaranteed benefits] and may be subject to federal and state income taxes and a 10% federal
penalty tax. Please add any appropriate cross-references.
Response: We have made this revision to the advisory product. We do not permit the deduction of advisory
fees from Contract Value in our brokerage products, so no revision has been made to the brokerage product.
Fees and Expenses Table (p. 12)
12.In the narrative preceding the fee table in the Jackson Market Link Pro Advisory III prospectus, please state that the
fees and expenses do not reflect any advisory fees paid to financial intermediaries from the contract value or other
assets of the owner, and that if such charges were reflected, the fees and expenses would be higher.
Response: We have made this revision.
Principal Risks of Investing in the Contract (pp. 13-17)
13.The “Market Risk” on p. 17 states “You could lose up to 90% of Contract Value allocated to Index Account Options
due to negative Index Return after taking into account the current limits on Index loss provided under the Contract.”
Please clarify that this maximum loss is over the crediting term, and not the life of the contract.
Response: We have made this revision.
14.Under the heading “Buffers and Floors”, the disclosure states “We reserve the right to remove Protection Options in
the future, so there may not always be both a Buffer and Floor Protection Option available to you for election on
subsequent Index Account Option Terms. However, there will always be at least one Protection Option available to
you for election.” Please reconcile this language with the disclosure on p. 13 in response to the question “Are There
Restrictions on the Investment Options?”, which suggests that Protection Options will always be available. The
disclosure on p. 13 states "We guarantee that at least two Index Account Options will always be available, and that
those options will be identical or similar to those outlined in this prospectus."
Response: Respectfully, we do not believe these are contradictory disclosures. In response to Commission
comments on prior filings, we were required to guarantee that there would always be more than one Index
Account Option available, and that the options would be identical or similar to an option currently disclosed
in the prospectus. Our Index Account Options are comprised of combinations of Indexes, Crediting Methods,
Protection Options, and Index Account Option Terms. Guaranteeing that there will always be at minimum a
similar combination of features does not contradict our reservation of right to remove an existing Protection
Option. At least one of these Protection Options will always be available, and could be combined with
available Crediting Methods, Indexes, and term lengths. No revision has been made in response to this
comment.
15.Under the heading “Elimination, Suspension, Replacements, Substitutions, and Changes to Indexes, Crediting
Methods, and Terms”, the disclosure on p. 21 states: “No Interim Value adjustment will apply if we substitute an
Index.” Please clarify whether this means that the interim value adjustment is not applied at the time of the
substitution, or for the remainder of the index option's term. If the latter, please explain how this operates.
Response: We have made this revision.
Contract Options (pp. 19-22)
16.Under the sub-heading “Fixed Account” on p. 26, please disclose that (i) the fixed accounts are not registered under
the Securities Act of 1933 and the fixed accounts are not registered as an investment company under the Investment
Company Act of 1940 Act; and (ii) the fixed account disclosures are subject to certain generally applicable
provisions of the federal securities laws regarding the accuracy and completeness of disclosures.
Response: We have made this revision.
Additional Information About the Index Account Options (pp. 22-30)
17.To avoid potential investor confusion, when there is more than one version of any index (such as price return or total
return), please consider clarifying the type of index in the name of the index (e.g., S&P 500 Price Return Index).
Response: To keep these disclosures consistent across all collateral used by Registrant in describing the
indexes, we have not revised the names of the indexes as suggested. However, we have incorporated a
revision to the introductory paragraph preceding the list of indexes to offer additional clarity.
18.The disclosure on p. 30 states “All of the Indexes offered are price return indexes, not total return indexes, which
means they do not reflect dividends paid on the securities composing the Index.” Please consider bolding this
disclosure to make it more prominent.
Response: We have made this revision.
19.The disclosure on p. 30 states “The performances below . . . do not reflect Contract fees and charges, including
Market Value Adjustments and the Interim Value calculation and adjustment, which reduce performance.” Please
revise to indicate that performance also does not reflect any advisory fees associated with the contract.
Response: We have made this revision to the advisory product. We do not permit the deduction of advisory
fees from Contract Value in our brokerage products, so no revision has been made to the brokerage product.
20.The bar charts for the indexes on pp. 31-33 should be updated to include the year 2024, and should cover a period of
10 years, not 11 years (i.e., 2015–2024).
Response: We have made this revision.
21.On p. 32 of the Jackson Market Link Pro III prospectus, the bar chart for the MSCI EAFE Index is missing the
numeric return of the hypothetical example with the applicable 5% Cap and -10% Buffer.
Response: We have made this revision.
22.On p. 34 of the Jackson Market Link Pro III prospectus under “Protection Options”, please separate the disclosure
regarding the Floor from the disclosure regarding the Buffer.
Response: We have made this revision.
23.On p. 35 under the sub-headings “Protection Options” and “Crediting Methods”, the disclosure mentions “sales
commissions.” For the Jackson Market Link Pro Advisory III prospectus, please confirm that, in both places, this
disclosure is applicable to a non-commission product.
Response: We have revised to remove the reference to sales commissions in the advisory product.
24.On the bar chart on p. 42 titled “Performance Boost with Buffer”, the shaded bar in Scenario 5 showing the -10%
buffer should end at the hashed line labeled “-10% buffer.” It currently appears to drop below that line.
Response: We have made this revision.
Add-On Benefit Expenses (pp. 31-32)
25.In the GMWB Section (see p. 46 of the Jackson Market Link Pro Advisory III prospectus and p. 48 of the Jackson
Market Link Pro III prospectus), if accurate, please disclose that the GMWB Charge will also reduce the death
benefit.
Response: We have made this revision.
Appendix C: State Variations (p. 47)
26.Please provide the staff with a completed copy of this appendix for review.
Response: We have made this revision.
Appendix H: Financial Intermediary Variation Information
27.The instruction to Item 8(a) of Form N-4 requires disclosure of all material intermediary specific variations to the
offering (e.g., variations resulting from different brokerage channels). Accordingly, please disclose any financial
intermediary variations to the offerings, including any Contract options or features that are not offered through
certain intermediaries. It is the staff’s understanding that such disclosure may be difficult to provide by the effective
date of the filing. Accordingly, please plan to provide such disclosure by your next annual update (i.e., by May 1,
2026).
Response: Registrant confirms that it intends to comply with this requirement by May 1, 2026.
Please contact me at (517) 367-3754 if you have any questions or require additional information.
THE INFORMATION IN THE PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. WE MAY NOT SELL THE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OR SALE IS NOT PERMITTED. JACKSON MARKET LINK PRO® ADVISORY III SINGLE PREMIUM DEFERRED INDEX-LINKED ANNUITY Issued by Jackson National Life Insurance Company® The date of this prospectus is _______, 2025. This prospectus contains information about the Contract and Jackson National Life Insurance Company (“Jackson®”) that you should know before investing. T