Prudential The Prudential ------------ Insurance Company of America

   Prudential                       The Prudential
  ------------                      Insurance Company
                                   of America


Annuitant                                                        Contract No.
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                              LIMITATION PROVISIONS

The contract is amended at issue to include the following provisions. They apply
even though the contract may state otherwise.

A.   RIGHTS

     As stated in the retirement  plan under which this contract is issued,  the
     Employer is________________________________________________________________

     The administrator is [_] the Employer [_] _________________________________

     Except as we state below, any right or privilege granted by the contract or
     by us may be exercised by the Annuitant only with the written consent of
     the Administrator

     The Annuitant, with no one else's consent, may designate and change the
     beneficiary and may exercise the voting rights.

     If we receive written notice from the Administrator that the Internal
     Revenue Service has stated that the retirement plan initially fails to
     qualify under Sections 401 or 403(a) of the Code, this will be the effect.
     Within one year after the date of denial of qualification, the Employer
     will have the right to liquidate the contract for its cash value less the
     annual maintenance charge.

     The retirement plan might be amended so that it is not in accord with this
     Limitation Provision. If so, the Administrator, with only our consent, will
     have the right to amend this form accordingly.


B.   NON-TRANSFERABLE

     This contract may not be sold, assigned, discounted, or pledged for any
     purpose to anyone except us.


C.   RETIREMENT OPTIONS

     For settlements which start while the Annuitant is living:

     1.   A last survivor type settlement may be chosen only if the Annuitant's
          then spouse is the contingent payee.

     2.   Payment will be made under Option C if, on the annuity starting date,
          all of these statements are true:

               a.   The Annuitant is married.

               b. His or her spouse is then living.

               c.   No contrary form of payment, chosen by the Annuitant in
                    writing, has been received at our Service Office.

          But the amount of any payment under Option C to the Annuitant's spouse
          after the Annuitant's death will be one-half the amount that was
          payable while both of them were living.

     3.   Option D may be chosen only if the period will not exceed the life
          expectancy, as we determined for persons of the same age and sex, of
          the Annuitant. If the Annuitant's then spouse is the contingent payee
          the period may not exceed their joint life and last survivor
          expectancy, as we determine for persons of the same age and sex.


D.   DEATH OPTIONS

     Except for one made in accord with the Retirement Options above, a
     settlement may not be chosen unless the amount available for settlement
     with the beneficiary or contingent payee will be distributed within five
     years of the date of death of the person by reason of whose death the
     amount became available.


E.   ANNUITY DATE

     In the case of a key employee, as defined in the Code, the annuity date may
     not be changed to a date which is later than the contract anniversary on or
     just before the date six months after the Annuitant's 70th birthday.


     A change might be needed later to conform this contract to the requirements
     of the Internal Revenue Code, regulations or published rulings or to the
     requirements of the Employee Retirement Income Security Act of 1974. If so,
     we will have the right to make the change(s) without a signed request and
     to provide a form of amendment to the contract.

                           Endorsed by attachment on the contract Date
                                The  Prudential  Insurance Company of America,

                                By  /s/ Xxxxxxxx X. Xxxxxxxx

                                                   Secretary.

                                      II-45
Printed in U.S.A.