Northwestern Mutual Reports Growth in Revenue and Surplus, Solid Operating Results for 2014

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1 Northwestern Mutual Reports Growth in Revenue and Surplus, Solid Operating Results for 04 Northwestern Mutual s year-end financial results for 04 included record results in total revenue, $6.7 billion; total assets, $0 billion; operating gain before dividends and taxes, $6. billion; and total surplus, $.6 billion. The company has the highest financial strength ratings awarded to any life insurer by all four of the major rating agencies: A.M. Best Company A++ (highest), 4/04; Fitch Ratings AAA (highest), /04; Moody s Investors Service Aaa (highest), /04; Standard & Poor s AA+ (second highest), 7/04. Operating Results Premium revenue, including both new and renewal premium, totaled $7.0 billion for 04, an increase of percent from the same period last year. This increase reflected continued high persistency rates for renewal premium and an increase in dividends used by policyowners for the purchase of additional life insurance protection. Despite the decline in market interest rates, net investment income increased 5 percent to $9. billion. Interest income from bonds, commercial mortgage loans and other fixed-income investments increased percent from the prior year, while growth in net investment income also included an increase in dividends and other distributions from public and private equity investments. Total insurance benefits increased percent to $7.8 billion during 04, including $8.4 billion in benefits paid to policyowners and their beneficiaries and a $9.4 billion increase in reserves for future policy benefits. The increase in total insurance benefits generally reflected the increase in premium revenue growth and continued growth in the life insurance book of business. The company s persistency rate for life insurance protection in force remained very favorable at 96.5 percent. While commissions and insurance operating expenses increased 6 percent compared to the prior year, the company expects to maintain one of the lowest life insurance unit costs in the industry again during 04, a reflection of its rigorous management of home office expenses. Operating gain before dividends and taxes increased 6 percent compared to the prior year, reflecting strong investment results and favorable product operating fundamentals such as claims experience and persistency of in-force insurance business. After dividends and taxes, net gain from operations increased to $56 million compared to $56 million last year. Net realized capital gains added $4 million to net income for the year, primarily reflecting gains on the sale of common stock and relatively low investment impairments. Including realized capital gains, net income for 04 was $679 million compared to $80 million for the prior year. The company announced its 05 dividend scale in October 04 with a total estimated payout of $5.5 billion, including a 5.60 percent dividend scale interest rate for unborrowed funds for most traditional permanent life insurance policies. The estimated dividend payout for 05 includes $0 million in dividends on individual disability income insurance policies and $50 million in dividends on term life insurance. There will be no dividend payout to its participating long-term care policyowners in 05. For more information, see the company s news release about the 05 Dividend Announcement. Northwestern Mutual Life Insurance Company (Northwestern Mutual) 70 East Wisconsin Avenue Milwaukee, Wisconsin

2 Northwestern Mutual Reports Year-End 04 Results Page Investment Portfolio Northwestern Mutual s diversified investment strategy contributes significantly to the company s financial strength and capacity to pay dividends. Its general account investment portfolio is allocated primarily to high-quality bonds and commercial mortgage loans. Investments in public common stocks, private equities and real estate provide diversification and have historically enhanced overall portfolio returns. Northwestern Mutual s general account investment portfolio grew to $95.0 billion as of December, 04, an increase of $0.6 billion from year-end 0. The company s $8. billion bond portfolio is diversified among many corporate issuers and in a wide variety of industries, government agency-issued residential mortgage-backed securities, other asset-backed securities and U.S. Treasury bonds. At December, 04, 90 percent of the bond portfolio was rated as investment grade. Along with $.6 billion of cash and short-term investments, this high-quality bond portfolio provides consistent interest income and a reliable source of liquidity. Commercial mortgage loans are exclusively sourced and underwritten by the company s real estate professionals in eight regional offices across the United States. This $9. billion portfolio increased nearly $.5 billion during the year and is diversified by collateral property type and location, with an aggregate ratio of loan balances to fair value of collateral of 54 percent at December, 04. The commercial mortgage loan portfolio had no loans that were delinquent or in foreclosure. The company s total investment in public and private common and preferred stocks increased $748 million during 04. Other investments primarily represent private securities partnerships and real estate joint ventures, made either directly by the company or through its wholly-owned investment subsidiaries. Separate account assets and liabilities are primarily policyowner-directed investments in mutual funds that underlie its variable annuity and variable life insurance products. These balances increased 7 percent during 04, reflecting positive net cash flow and overall market appreciation. Financial Strength Total surplus (the combination of surplus and asset valuation reserve) increased by $.0 billion during 04 to $.6 billion. This increase was primarily due to the recognition of a gain on the sale of Frank Russell Company, as well as strong operating results. Total surplus represented.5 percent of general account insurance reserves as of December, 04, an increase from.0 percent at year-end 0. This level of capitalization remains very strong compared to the company s historical surplus levels and the standards set by insurance regulators and the major rating agencies. The amount of dividends, if any, declared and credited to policies is determined annually at the Board of Trustees discretion. Dividends may be declared when current experience in investment earnings, mortality, morbidity, expenses, and other factors is more favorable than the original assumptions used to establish policy premiums. The declaration of dividends in any particular future year(s) is not guaranteed, although Northwestern Mutual has paid a dividend every year since 87. Northwestern Mutual Life Insurance Company (Northwestern Mutual) 70 East Wisconsin Avenue Milwaukee, Wisconsin

3 Northwestern Mutual Reports Year-End 04 Results Page Summary of Operations (Statutory basis, in millions) Twelve months ended December : 04 0 Premiums $7,00 $6,599 Net investment income 9,04 8,69 Other income Total revenue 6,707 5,858 Policyowner benefits paid 8,96 7,898 Increase in benefit reserves 9,4 9,560 Commissions and expenses,8,680 Total benefits and expenses 0,68 0,8 Gain before dividends and taxes 6,069 5,70 Policyowner dividends 5,5 5, Gain before taxes Income tax expense/(benefit) (8) Net gain from operations Net realized capital gains 4 76 Net income $679 $80 The summarized financial statement above was prepared on the statutory basis of accounting in accordance with the accounting practices prescribed or permitted by the Office of the Commissioner of Insurance of the State of Wisconsin. Financial statements prepared on the statutory basis of accounting differ materially from financial statements prepared in accordance with generally accepted accounting principles ( GAAP ). Northwestern Mutual Life Insurance Company (Northwestern Mutual) 70 East Wisconsin Avenue Milwaukee, Wisconsin

4 Northwestern Mutual Reports Year-End 04 Results Page 4 Summary of Financial Position (Statutory basis, in millions) December, December, 04 0 Bonds $8,6 $, Mortgage loans 9,4 6,845 Policy loans 6,756 6,06 Common and preferred stocks,7,965 Real estate,60,506 Other investments,87,84 Cash and short-term investments,588,6 Total investments 94,96 84,99 Other assets 7,96 7,64 Separate account assets 7,056 5,4 Total assets $9,9 $7,06 Policy benefit reserves $67,508 $58,58 Policyowner dividends payable 5,50 5,0 Other liabilities 7,6 7,45 Separate account liabilities 7,056 5,4 Liabilities (excluding AVR) 07,5 96,549 Asset valuation reserve (AVR),544,58 Surplus 9,054 7,99 Surplus and AVR,598 0,557 Total liabilities and surplus $9,9 $7,06 The summarized financial statement above was prepared on the statutory basis of accounting in accordance with the accounting practices prescribed or permitted by the Office of the Commissioner of Insurance of the State of Wisconsin. Financial statements prepared on the statutory basis of accounting differ materially from financial statements prepared in accordance with generally accepted accounting principles ( GAAP ). Northwestern Mutual Life Insurance Company (Northwestern Mutual) 70 East Wisconsin Avenue Milwaukee, Wisconsin

5 LIFE AND ACCIDENT AND HEALTH COMPANIES - ASSOCIATION EDITION ANNUAL STATEMENT FOR THE YEAR ENDED DECEMBER, 04 OF THE CONDITION AND AFFAIRS OF THE The Northwestern Mutual Life Insurance Company NAIC Group Code NAIC Company Code 6709 Employer's ID Number (Current) (Prior) Organized under the Laws of Wisconsin, State of Domicile or Port of Entry WI Country of Domicile United States of America Incorporated/Organized 0/0/857 Commenced Business /5/858 Statutory Home Office 70 East Wisconsin Avenue, Milwaukee, WI, US (Street and Number) (City or Town, State, Country and Zip Code) Main Administrative Office 70 East Wisconsin Avenue (Street and Number) Milwaukee, WI, US , (City or Town, State, Country and Zip Code) (Area Code) (Telephone Number) Mail Address 70 East Wisconsin Avenue, Milwaukee, WI, US (Street and Number or P.O. Box) (City or Town, State, Country and Zip Code) Primary Location of Books and Records 70 East Wisconsin Avenue (Street and Number) Milwaukee, WI, US , (City or Town, State, Country and Zip Code) (Area Code) (Telephone Number) Internet Website Address northwesternmutual.com Statutory Statement Contact Kevin John Abitz, (Name) (Area Code) (Telephone Number) ( Address) (FAX Number) OFFICERS Chairman and CEO John Edward Schlifske VP and Controller John Christopher Kelly SVP, General Counsel and Secretary Raymond Joseph Manista SVP and Chief Actuary David Robert Remstad OTHER Gregory Charles Oberland # President Michael Gerard Carter EVP and CFO Ronald Paul Joelson EVP and CIO Todd Matthew Jones VP and Chief Risk Officer Timothy Gerald Schaefer Executive Vice President Leslie Barbi # Senior Vice President David Dennis Clark Senior Vice President Joann Marie Eisenhart Senior Vice President Timothy John Gerend Senior Vice President John Mitchell Grogan Senior Vice President Jeffrey James Lueken Senior Vice President Bethany Marie Rodenhuis Senior Vice President Calvin Robert Schmidt Senior Vice President Todd Michael Schoon Senior Vice President David William Simbro Senior Vice President Rebekah Buchman Barsch # Vice President Sandra Lee Botcher Vice President Eric Paul Christophersen Vice President Christina Hirth Fiasca Vice President Kimberley Goode Vice President Karl Gabriel Gouverneur Vice President Thomas Charles Guay Vice President Gary Michael Hewitt Vice President John Lee Kordsmeier Vice President Steven Charles Mannebach Vice President Christian Winfield Mitchell Vice President Steven Michael Radke Vice President Tammy Michelle Roou Vice President Sarah Renee Schneider Vice President Sarah Elizabeth Schott Vice President David Grove Stoeffel # Vice President Steve Paul Sperka Vice President Conrad Carlton York Vice President Todd Owen Zinkgraf Vice President DIRECTORS OR TRUSTEES John Nelson Balboni David John Drury Connie Kadrovach Duckworth James Patrick Hackett Paul Russell Hardin Hans Christian Helmerich Dale Elton Jones Margery Kraus David John Lubar Ulice Payne Jr. John Edward Schlifske Mary Ellen Stanek Steven Scott Voynich Ralph Andrew Weber Barry Lawson Williams Benjamin Francis Wilson Edward John Zore State of County of Wisconsin Milwaukee SS: The officers of this reporting entity being duly sworn, each depose and say that they are the described officers of said reporting entity, and that on the reporting period stated above, all of the herein described assets were the absolute property of the said reporting entity, free and clear from any liens or claims thereon, except as herein stated, and that this statement, together with related exhibits, schedules and explanations therein contained, annexed or referred to, is a full and true statement of all the assets and liabilities and of the condition and affairs of the said reporting entity as of the reporting period stated above, and of its income and deductions therefrom for the period ended, and have been completed in accordance with the NAIC Annual Statement Instructions and Accounting Practices and Procedures manual except to the extent that: () state law may differ; or, () that state rules or regulations require differences in reporting not related to accounting practices and procedures, according to the best of their information, knowledge and belief, respectively. Furthermore, the scope of this attestation by the described officers also includes the related corresponding electronic filing with the NAIC, when required, that is an exact copy (except for formatting differences due to electronic filing) of the enclosed statement. The electronic filing may be requested by various regulators in lieu of or in addition to the enclosed statement. John Edward Schlifske Raymond Joseph Manista Todd Matthew Jones Chairman and CEO SVP, General Counsel and Secretary VP and Controller a. Is this an original filing? Yes [ ] No [ X ] Subscribed and sworn to before me this b. If no, day of April, 05. State the amendment number. Date filed 04/0/05. Number of pages attached 6 Leah Lewandoski Notary Public /05/07 Schedule S, Part and Schedule S, Part, Section had some balances on incorrect lines in the original filing. All numbers are on the correct lines on the attached revised pages.

6 ASSETS Assets Current Year Nonadmitted Assets Net Admitted Assets (Cols. - ) Prior Year 4 Net Admitted Assets. Bonds (Schedule D). Stocks (Schedule D):. Preferred stocks. Common stocks. Mortgage loans on real estate (Schedule B):. First liens. Other than first liens 4. Real estate (Schedule A): 4. Properties occupied by the company (less $ encumbrances) 4. Properties held for the production of income (less $ encumbrances) 4. Properties held for sale (less $ encumbrances) 5. Cash ($, Schedule E - Part ), cash equivalents ($, Schedule E - Part ) and short-term investments ($, Schedule DA) 6. Contract loans (including $ premium notes) 7. Derivatives (Schedule DB) 8. Other invested assets (Schedule BA) 9. Receivables for securities 0. Securities lending reinvested collateral assets (Schedule DL). Aggregate write-ins for invested assets. Subtotals, cash and invested assets (Lines to ). Title plants less $ charged off (for Title insurers only) 4. Investment income due and accrued 5. Premiums and considerations: 5. Uncollected premiums and agents' balances in the course of collection 5. Deferred premiums and agents' balances and installments booked but deferred and not yet due (including $ earned but unbilled premiums) 5. Accrued retrospective premiums 6. Reinsurance: 6. Amounts recoverable from reinsurers 6. Funds held by or deposited with reinsured companies 6. Other amounts receivable under reinsurance contracts 7. Amounts receivable relating to uninsured plans 8. Current federal and foreign income tax recoverable and interest thereon 8. Net deferred tax asset 9. Guaranty funds receivable or on deposit 0. Electronic data processing equipment and software. Furniture and equipment, including health care delivery assets ($ ). Net adjustment in assets and liabilities due to foreign exchange rates. Receivables from parent, subsidiaries and affiliates 4. Health care ($ ) and other amounts receivable 5. Aggregate write-ins for other than invested assets 6. Total assets excluding Separate Accounts, Segregated Accounts and Protected Cell Accounts (Lines to 5) 7. From Separate Accounts, Segregated Accounts and Protected Cell Accounts 8. Total (Lines 6 and 7) DETAILS OF WRITE-INS Summary of remaining write-ins for Line from overflow page 99. Totals (Lines 0 thru 0 plus 98)(Line above) 50.!" ##$%# 50. &$! # 50. " # 598. Summary of remaining write-ins for Line 5 from overflow page 599. Totals (Lines 50 thru 50 plus 598)(Line 5 above)

7 LIABILITIES, SURPLUS AND OTHER FUNDS Prior Year Current Year. Aggregate reserve for life contracts $ (Exh. 5, Line ) less $ included in Line 6. (including $ Modco Reserve). Aggregate reserve for accident and health contracts (including $ Modco Reserve). Liability for deposit-type contracts (Exhibit 7, Line 4, Col. ) (including $ Modco Reserve) 4. Contract claims: 4. Life (Exhibit 8, Part, Line 4.4, Col. less sum of Cols. 9, 0 and ) 4. Accident and health (Exhibit 8, Part, Line 4.4, sum of Cols. 9, 0 and ) 5. Policyholders dividends $ and coupons $ due and unpaid (Exhibit 4, Line 0) 6. Provision for policyholders dividends and coupons payable in following calendar year - estimated amounts: 6. Dividends apportioned for payment (including $ Modco) 6. Dividends not yet apportioned (including $ Modco) 6. Coupons and similar benefits (including $ Modco) 7. Amount provisionally held for deferred dividend policies not included in Line 6 8. Premiums and annuity considerations for life and accident and health contracts received in advance less $ discount; including $ accident and health premiums (Exhibit, Part, Col., sum of lines 4 and 4) 9. Contract liabilities not included elsewhere: 9. Surrender values on canceled contracts 9. Provision for experience rating refunds, including the liability of $ accident and health experience rating refunds of which $ is for medical loss ratio rebate per the Public Health Service Act 9. Other amounts payable on reinsurance, including $ assumed and $ ceded 9.4 Interest maintenance reserve (IMR, Line 6) 0. Commissions to agents due or accrued-life and annuity contracts $ accident and health $ and deposit-type contract funds $. Commissions and expense allowances payable on reinsurance assumed. General expenses due or accrued (Exhibit, Line, Col. 6). Transfers to Separate Accounts due or accrued (net) (including $ accrued for expense allowances recognized in reserves, net of reinsured allowances) 4. Taxes, licenses and fees due or accrued, excluding federal income taxes (Exhibit, Line 9, Col. 5) 5. Current federal and foreign income taxes, including $ on realized capital gains (losses) 5. Net deferred tax liability 6. Unearned investment income 7. Amounts withheld or retained by company as agent or trustee 8. Amounts held for agents'account, including $ agents'credit balances 9. Remittances and items not allocated 0. Net adjustment in assets and liabilities due to foreign exchange rates. Liability for benefits for employees and agents if not included above. Borrowed money $ and interest thereon $. Dividends to stockholders declared and unpaid 4. Miscellaneous liabilities: 4.0 Asset valuation reserve (AVR, Line 6, Col. 7) 4.0 Reinsurance in unauthorized and certified ($ ) companies 4.0 Funds held under reinsurance treaties with unauthorized and certified ($ ) reinsurers 4.04 Payable to parent, subsidiaries and affiliates 4.05 Drafts outstanding 4.06 Liability for amounts held under uninsured plans 4.07 Funds held under coinsurance 4.08 Derivatives 4.09 Payable for securities 4.0 Payable for securities lending 4. Capital notes $ and interest thereon $ 5. Aggregate write-ins for liabilities 6. Total liabilities excluding Separate Accounts business (Lines to 5) 7. From Separate Accounts Statement 8. Total liabilities (Lines 6 and 7) 9. Common capital stock 0. Preferred capital stock. Aggregate write-ins for other than special surplus funds. Surplus notes. Gross paid in and contributed surplus (Page, Line, Col. plus Page 4, Line 5., Col. ) 4. Aggregate write-ins for special surplus funds 5. Unassigned funds (surplus) 6. Less treasury stock, at cost: 6. shares common (value included in Line 9 $ ) 6. shares preferred (value included in Line 0 $ ) 7. Surplus (Total Lines ) (including $ in Separate Accounts Statement) 8. Totals of Lines 9, 0 and 7 (Page 4, Line 55) 9. Totals of Lines 8 and 8 (Page, Line 8, Col. ) DETAILS OF WRITE-INS !" # 598. Summary of remaining write-ins for Line 5 from overflow page 599. Totals (Lines 50 thru 50 plus 598)(Line 5 above) Summary of remaining write-ins for Line from overflow page 99. Totals (Lines 0 thru 0 plus 98)(Line above) Summary of remaining write-ins for Line 4 from overflow page 499. Totals (Lines 40 thru 40 plus 498)(Line 4 above)

8 SUMMARY OF OPERATIONS Current Year Prior Year. Premiums and annuity considerations for life and accident and health contracts (Exhibit, Part, Line 0.4, Col., less Col. ). Considerations for supplementary contracts with life contingencies. Net investment income (Exhibit of Net Investment Income, Line 7) 4. Amortization of Interest Maintenance Reserve (IMR, Line 5) 5. Separate Accounts net gain from operations excluding unrealized gains or losses 6. Commissions and expense allowances on reinsurance ceded (Exhibit, Part, Line 6., Col. ) 7. Reserve adjustments on reinsurance ceded 8. Miscellaneous Income: 8. Income from fees associated with investment management, administration and contract guarantees from Separate Accounts 8. Charges and fees for deposit-type contracts 8. Aggregate write-ins for miscellaneous income 9. Total (Lines to 8.) 0. Death benefits. Matured endowments (excluding guaranteed annual pure endowments). Annuity benefits (Exhibit 8, Part, Line 6.4, Cols ). Disability benefits and benefits under accident and health contracts 4. Coupons, guaranteed annual pure endowments and similar benefits 5. Surrender benefits and withdrawals for life contracts 6. Group conversions 7. Interest and adjustments on contract or deposit-type contract funds 8. Payments on supplementary contracts with life contingencies 9. Increase in aggregate reserves for life and accident and health contracts 0. Totals (Lines 0 to 9). Commissions on premiums, annuity considerations, and deposit-type contract funds (direct business only) (Exhibit, Part, Line, Col. ). Commissions and expense allowances on reinsurance assumed (Exhibit, Part, Line 6., Col. ). General insurance expenses (Exhibit, Line 0, Cols.,, and 4) 4. Insurance taxes, licenses and fees, excluding federal income taxes (Exhibit, Line 7, Cols. + + ) 5. Increase in loading on deferred and uncollected premiums 6. Net transfers to or (from) Separate Accounts net of reinsurance 7. Aggregate write-ins for deductions 8. Totals (Lines 0 to 7) 9. Net gain from operations before dividends to policyholders and federal income taxes (Line 9 minus Line 8) 0. Dividends to policyholders. Net gain from operations after dividends to policyholders and before federal income taxes (Line 9 minus Line 0). Federal and foreign income taxes incurred (excluding tax on capital gains). Net gain from operations after dividends to policyholders and federal income taxes and before realized capital gains or (losses) (Line minus Line ) 4. Net realized capital gains (losses) (excluding gains (losses) transferred to the IMR) less capital gains tax of $ (excluding taxes of $ transferred to the IMR) 5. Net income (Line plus Line 4) CAPITAL AND SURPLUS ACCOUNT 6. Capital and surplus, December, prior year (Page, Line 8, Col. ) 7. Net income (Line 5) 8. Change in net unrealized capital gains (losses) less capital gains tax of $ 9. Change in net unrealized foreign exchange capital gain (loss) 40. Change in net deferred income tax 4. Change in nonadmitted assets 4. Change in liability for reinsurance in unauthorized and certified companies 4. Change in reserve on account of change in valuation basis, (increase) or decrease 44. Change in asset valuation reserve 45. Change in treasury stock (Page, Lines 6. and 6., Col. minus Col. ) 46. Surplus (contributed to) withdrawn from Separate Accounts during period 47. Other changes in surplus in Separate Accounts Statement 48. Change in surplus notes 49. Cumulative effect of changes in accounting principles 50. Capital changes: 50. Paid in 50. Transferred from surplus (Stock Dividend) 50. Transferred to surplus 5. Surplus adjustment: 5. Paid in 5. Transferred to capital (Stock Dividend) 5. Transferred from capital 5.4 Change in surplus as a result of reinsurance 5. Dividends to stockholders 5. Aggregate write-ins for gains and losses in surplus 54. Net change in capital and surplus for the year (Lines 7 through 5) 55. Capital and surplus, December, current year (Lines ) (Page, Line 8) DETAILS OF WRITE-INS Summary of remaining write-ins for Line 8. from overflow page Totals (Lines 08.0 thru 08.0 plus 08.98)(Line 8. above) !"#!!! Summary of remaining write-ins for Line 7 from overflow page 799. Totals (Lines 70 thru 70 plus 798)(Line 7 above) 50. $%& 50. '!!!"%& Summary of remaining write-ins for Line 5 from overflow page 599. Totals (Lines 50 thru 50 plus 598)(Line 5 above) 4

9 CASH FLOW Current Year Prior Year Cash from Operations. Premiums collected net of reinsurance. Net investment income. Miscellaneous income 4. Total (Lines through ) 5. Benefit and loss related payments 6. Net transfers to Separate Accounts, Segregated Accounts and Protected Cell Accounts 7. Commissions, expenses paid and aggregate write-ins for deductions 8. Dividends paid to policyholders 9. Federal and foreign income taxes paid (recovered) net of $ tax on capital gains (losses) 0. Total (Lines 5 through 9). Net cash from operations (Line 4 minus Line 0) Cash from Investments. Proceeds from investments sold, matured or repaid:. Bonds. Stocks. Mortgage loans.4 Real estate.5 Other invested assets.6 Net gains or (losses) on cash, cash equivalents and short-term investments.7 Miscellaneous proceeds.8 Total investment proceeds (Lines. to.7). Cost of investments acquired (long-term only):. Bonds. Stocks. Mortgage loans.4 Real estate.5 Other invested assets.6 Miscellaneous applications.7 Total investments acquired (Lines. to.6) 4. Net increase (decrease) in contract loans and premium notes 5. Net cash from investments (Line.8 minus Line.7 minus Line 4) Cash from Financing and Miscellaneous Sources 6. Cash provided (applied): 6. Surplus notes, capital notes 6. Capital and paid in surplus, less treasury stock 6. Borrowed funds 6.4 Net deposits on deposit-type contracts and other insurance liabilities 6.5 Dividends to stockholders 6.6 Other cash provided (applied) 7. Net cash from financing and miscellaneous sources (Lines 6. to 6.4 minus Line 6.5 plus Line 6.6) RECONCILIATION OF CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS 8. Net change in cash, cash equivalents and short-term investments (Line, plus Lines 5 and 7) 9. Cash, cash equivalents and short-term investments: 9. Beginning of year 9. End of year (Line 8 plus Line 9.) Note: Supplemental disclosures of cash flow information for non-cash transactions: !" # # $!" % & % &!" # ' (##(& # $!" ) ( *!" # ) * ! & 0.00., $ 0.00., $!" # 5

10 6 ANNUAL STATEMENT FOR THE YEAR 04 OF THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY ANALYSIS OF OPERATIONS BY LINES OF BUSINESS Ordinary 6 Group Accident and Health Aggregate of All Total Industrial Life Life Insurance Individual Annuities Supplementary Contracts Credit Life (Group and Individual) Life Insurance (a) Annuities Group Credit (Group and Individual) Other Other Lines of Business. Premiums and annuity considerations for life and accident and health contracts. Considerations for supplementary contracts with life contingencies. Net investment income 4. Amortization of Interest Maintenance Reserve (IMR) 5. Separate Accounts net gain from operations excluding unrealized gains or losses 6. Commissions and expense allowances on reinsurance ceded 7. Reserve adjustments on reinsurance ceded 8. Miscellaneous Income: 8. Fees associated with income from investment management, administration and contract guarantees from Separate Accounts 8. Charges and fees for deposit-type contracts 8. Aggregate write-ins for miscellaneous income 9. Totals (Lines to 8.) 0. Death benefits. Matured endowments (excluding guaranteed annual pure endowments). Annuity benefits. Disability benefits and benefits under accident and health contracts 4. Coupons, guaranteed annual pure endowments and similar benefits 5. Surrender benefits and withdrawals for life contracts 6. Group conversions 7. Interest and adjustments on contract or deposit-type contract funds 8. Payments on supplementary contracts with life contingencies 9. Increase in aggregate reserves for life and accident and health contracts 0. Totals (Lines 0 to 9). Commissions on premiums, annuity considerations and deposit-type contract funds (direct business only). Commissions and expense allowances on reinsurance assumed. General insurance expenses 4. Insurance taxes, licenses and fees, excluding federal income taxes 5. Increase in loading on deferred and uncollected premiums 6. Net transfers to or (from) Separate Accounts net of reinsurance 7. Aggregate write-ins for deductions 8. Totals (Lines 0 to 7) 9. Net gain from operations before dividends to policyholders and federal income taxes (Line 9 minus Line 8) 0. Dividends to policyholders. Net gain from operations after dividends to policyholders and before federal income taxes (Line 9 minus Line 0). Federal income taxes incurred (excluding tax on capital gains). Net gain from operations after dividends to policyholders and federal income taxes and before realized capital gains or (losses) (Line minus Line ) DETAILS OF WRITE-INS Summary of remaining write-ins for Line 8. from overflow page Totals (Lines 08.0 thru 08.0 plus 08.98) (Line 8. above) 70.!" 70. #""$ %& '( Summary of remaining write-ins for Line 7 from overflow page 799. Totals (Lines 70 thru 70 plus 798) (Line 7 above) (a) Includes the following amounts for FEGLI/SGLI: Line, Line 0, Line 6, Line, Line 4

11 ANALYSIS OF INCREASE IN RESERVES DURING THE YEAR Ordinary 6 Group Total Industrial Life Life Insurance Individual Annuities Supplementary Contracts Credit Life (Group and Individual) Life Insurance 8 Annuities Involving Life or Disability Contingencies (Reserves) (Net of Reinsurance Ceded). Reserve December, prior year. Tabular net premiums or considerations. Present value of disability claims incurred XXX 4. Tabular interest 5. Tabular less actual reserve released 6. Increase in reserve on account of change in valuation basis 7 7. Other increases (net) 8. Totals (Lines to 7) 9. Tabular cost XXX 0. Reserves released by death XXX XXX XXX. Reserves released by other terminations (net). Annuity, supplementary contract and disability payments involving life contingencies. Net transfers to or (from) Separate Accounts 4. Total Deductions (Lines 9 to ) 5. Reserve December, current year

12 EXHIBIT OF NET INVESTMENT INCOME Collected During Year Earned During Year. U.S. Government bonds (a). Bonds exempt from U.S. tax (a). Other bonds (unaffiliated) (a). Bonds of affiliates (a). Preferred stocks (unaffiliated) (b). Preferred stocks of affiliates (b). Common stocks (unaffiliated). Common stocks of affiliates. Mortgage loans (c) 4. Real estate (d) 5 Contract loans 6 Cash, cash equivalents and short-term investments (e) 7 Derivative instruments (f) 8. Other invested assets 9. Aggregate write-ins for investment income 0. Total gross investment income. Investment expenses (g). Investment taxes, licenses and fees, excluding federal income taxes (g). Interest expense (h) 4. Depreciation on real estate and other invested assets (i) 5. Aggregate write-ins for deductions from investment income 6. Total deductions (Lines through 5) 7. Net investment income (Line 0 minus Line 6) DETAILS OF WRITE-INS Summary of remaining write-ins for Line 9 from overflow page Totals (Lines 090 thru 090 plus 0998) (Line 9, above) Summary of remaining write-ins for Line 5 from overflow page 599. Totals (Lines 50 thru 50 plus 598) (Line 5, above) (a) Includes $ accrual of discount less $ amortization of premium and less $ paid for accrued interest on purchases. (b) Includes $ accrual of discount less $ amortization of premium and less $ paid for accrued dividends on purchases. (c) Includes $ accrual of discount less $ amortization of premium and less $ paid for accrued interest on purchases. (d) Includes $ for company s occupancy of its own buildings; and excludes $ interest on encumbrances. (e) Includes $ accrual of discount less $ amortization of premium and less $ paid for accrued interest on purchases. (f) Includes $ accrual of discount less $ amortization of premium. (g) Includes $ investment expenses and $ investment taxes, licenses and fees, excluding federal income taxes, attributable to segregated and Separate Accounts. (h) Includes $ interest on surplus notes and $ interest on capital notes. (i) Includes $ depreciation on real estate and $ depreciation on other invested assets. EXHIBIT OF CAPITAL GAINS (LOSSES) 4 5 Total Realized Capital Gain (Loss) (Columns + ) Change in Unrealized Capital Gain (Loss) Change in Unrealized Foreign Exchange Capital Gain (Loss) Realized Gain (Loss) On Sales or Maturity Other Realized Adjustments. U.S. Government bonds. Bonds exempt from U.S. tax. Other bonds (unaffiliated). Bonds of affiliates. Preferred stocks (unaffiliated). Preferred stocks of affiliates. Common stocks (unaffiliated). Common stocks of affiliates. Mortgage loans 4. Real estate 5. Contract loans 6. Cash, cash equivalents and short-term investments 7. Derivative instruments 8. Other invested assets 9. Aggregate write-ins for capital gains (losses) 0. Total capital gains (losses) DETAILS OF WRITE-INS 090.!"#$%!" Summary of remaining write-ins for Line 9 from overflow page Totals (Lines 090 thru 090 plus 0998) (Line 9, above) 8

13 9 ANNUAL STATEMENT FOR THE YEAR 04 OF THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY EXHIBIT - PART - PREMIUMS AND ANNUITY CONSIDERATIONS FOR LIFE AND ACCIDENT AND HEALTH CONTRACTS Ordinary 5 Group Accident and Health Aggregate of All Total Industrial Life Life Insurance Individual Annuities Credit Life (Group and Individual) Life Insurance Annuities Group Credit (Group and Individual) Other Other Lines of Business FIRST YEAR (other than single). Uncollected. Deferred and accrued. Deferred, accrued and uncollected:. Direct. Reinsurance assumed. Reinsurance ceded.4 Net (Line + Line ) 4. Advance 5. Line.4 - Line 4 6. Collected during year: 6. Direct 6. Reinsurance assumed 6. Reinsurance ceded 6.4 Net 7. Line 5 + Line Prior year (uncollected + deferred and accrued - advance) 9. First year premiums and considerations: 9. Direct 9. Reinsurance assumed 9. Reinsurance ceded 9.4 Net (Line 7 - Line 8) SINGLE 0. Single premiums and considerations: 0. Direct 0. Reinsurance assumed 0. Reinsurance ceded 0.4 Net RENEWAL. Uncollected. Deferred and accrued. Deferred, accrued and uncollected:. Direct. Reinsurance assumed. Reinsurance ceded.4 Net (Line + Line ) 4. Advance 5. Line.4 - Line 4 6. Collected during year: 6. Direct 6. Reinsurance assumed 6. Reinsurance ceded 6.4 Net 7. Line 5 + Line Prior year (uncollected + deferred and accrued - advance) 9. Renewal premiums and considerations: 9. Direct 9. Reinsurance assumed 9. Reinsurance ceded 9.4 Net (Line 7 - Line 8) TOTAL 0. Total premiums and annuity considerations: 0. Direct 0. Reinsurance assumed 0. Reinsurance ceded 0.4 Net (Lines )

14 0 DIVIDENDS AND COUPONS APPLIED (included in Part ) ANNUAL STATEMENT FOR THE YEAR 04 OF THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY EXHIBIT - PART - DIVIDENDS AND COUPONS APPLIED, REINSURANCE COMMISSIONS AND EXPENSE ALLOWANCES AND COMMISSIONS INCURRED (Direct Business Only) Ordinary 5 Group Accident and Health Total Industrial Life Life Insurance Individual Annuities Credit Life (Group and Individual) Life Insurance Annuities Group Credit (Group and Individual). To pay renewal premiums. All other REINSURANCE COMMISSIONS AND EXPENSE ALLOWANCES INCURRED. First year (other than single):. Reinsurance ceded. Reinsurance assumed. Net ceded less assumed 4. Single: 4. Reinsurance ceded 4. Reinsurance assumed 4. Net ceded less assumed 5. Renewal: 5. Reinsurance ceded 5. Reinsurance assumed 5. Net ceded less assumed 6. Totals: 6. Reinsurance ceded (Page 6, Line 6) 6. Reinsurance assumed (Page 6, Line ) 6. Net ceded less assumed COMMISSIONS INCURRED (direct business only) Other Aggregate of All Other Lines of Business 7. First year (other than single) 8. Single 9. Renewal 0. Deposit-type contract funds. Totals (to agree with Page 6, Line )

15 EXHIBIT - GENERAL EXPENSES Insurance 5 6 Accident and Health 4 Life Cost Containment All Other All Other Lines of Business Investment Total. Rent. Salaries and wages. Contributions for benefit plans for employees. Contributions for benefit plans for agents. Payments to employees under non-funded benefit plans. Payments to agents under non-funded benefit plans. Other employee welfare. Other agent welfare 4. Legal fees and expenses 4. Medical examination fees 4. Inspection report fees 4.4 Fees of public accountants and consulting actuaries 4.5 Expense of investigation and settlement of policy claims 5. Traveling expenses 5. Advertising 5. Postage, express, telegraph and telephone 5.4 Printing and stationery 5.5 Cost or depreciation of furniture and equipment 5.6 Rental of equipment 5.7 Cost or depreciation of EDP equipment and software 6. Books and periodicals 6. Bureau and association fees 6. Insurance, except on real estate 6.4 Miscellaneous losses 6.5 Collection and bank service charges 6.6 Sundry general expenses 6.7 Group service and administration fees 6.8 Reimbursements by uninsured plans 7. Agency expense allowance 7. Agents balances charged off (less $ recovered) 7. Agency conferences other than local meetings 9. Real estate expenses 9. Investment expenses not included elsewhere 9. Aggregate write-ins for expenses 0. General expenses incurred (a). General expenses unpaid December, prior year. General expenses unpaid December, current year. Amounts receivable relating to uninsured plans, prior year 4. Amounts receivable relating to uninsured plans, current year 5. General expenses paid during year (Lines ) DETAILS OF WRITE-INS Summary of remaining write-ins for Line 9. from overflow page Totals (Lines 09.0 thru 09.0 plus 09.98) (Line 9. above) (a) Includes management fees of $ to affiliates and $ to non-affiliates. EXHIBIT - TAXES, LICENSES AND FEES (EXCLUDING FEDERAL INCOME TAXES) Insurance 4 5 Life Accident and Health All Other Lines of Business Investment Total. Real estate taxes. State insurance department licenses and fees. State taxes on premiums 4. Other state taxes, including $ for employee benefits 5. U.S. Social Security taxes 6. All other taxes 7. Taxes, licenses and fees incurred 8. Taxes, licenses and fees unpaid December, prior year 9. Taxes, licenses and fees unpaid December, current year 0. Taxes, licenses and fees paid during year (Lines ) EXHIBIT 4 - DIVIDENDS OR REFUNDS Life Accident and Health. Applied to pay renewal premiums. Applied to shorten the endowment or premium-paying period. Applied to provide paid-up additions 4. Applied to provide paid-up annuities 5. Total Lines through 4 6. Paid in cash 7. Left on deposit 8. Aggregate write-ins for dividend or refund options 9. Total Lines 5 through 8 0. Amount due and unpaid. Provision for dividends or refunds payable in the following calendar year. Terminal dividends. Provision for deferred dividend contracts 4. Amount provisionally held for deferred dividend contracts not included in Line 5. Total Lines 0 through 4 6. Total from prior year 7. Total dividends or refunds (Lines ) DETAILS OF WRITE-INS Summary of remaining write-ins for Line 8 from overflow page Totals (Lines 080 thru 080 plus 0898) (Line 8 above)

16 EXHIBIT 5 - AGGREGATE RESERVE FOR LIFE CONTRACTS Valuation Standard Total Industrial 4 Ordinary 5 Credit (Group and Individual) 6 Group ! "#"$%&#' ()* ()* * * ()* *+, ()* ( ( ( ()* ( ()* * ()* ()* ()* Totals (Gross) Reinsurance ceded Life Insurance: Totals (Net) ##-,.'/ 0 XXX XXX *-,.'/0 XXX XXX *-,.'/0 XXX XXX &%"&&4'"0 XXX XXX &%"&&4'"0 XXX XXX &%"&&4'"0 XXX XXX &%"&&4'"0 XXX XXX &%"&&4'"0 XXX XXX &%"&&4'"0 XXX XXX ##4.+&%"0 XXX XXX ##4.+&%"0 XXX XXX ##4.+&%"0 XXX XXX ##4.+&%"0 XXX XXX ##4.+&%"0 XXX XXX ##4.+&%"0 XXX XXX ##4.+&%"0 XXX XXX *+&%"0 XXX XXX *+&%"0 XXX XXX *+&%" 0 XXX XXX *+&%" 0 XXX XXX *+&%"0 XXX XXX &#.("""#%&#' XXX XXX 0000.!*5&4'&"'"$"" XXX XXX ##-,.'/6"$"" XXX XXX ##-,.'/6"$"" XXX XXX ##-,.'/6"$"" XXX XXX ##-,.'/ 6"$"" XXX XXX ##-,.'/ 6"$"" XXX XXX

17 EXHIBIT 5 - AGGREGATE RESERVE FOR LIFE CONTRACTS Valuation Standard Total Industrial 4 Ordinary 5 Credit (Group and Individual) 6 Group XXX XXX XXX XXX 0000.! "!" XXX "!" XXX 0000.!"! XXX!"! XXX 0000.! " " XXX " XXX !##$%!" &' XXX XXX " XXX XXX " " "! XXX "! XXX "!! XXX "!! XXX ! "! XXX! XXX !" " XXX " XXX !()*+, '-%$" &' ""! XXX ""! XXX ! " XXX " XXX !##$%! "! XXX "! XXX !##$% " XXX XXX !!##$%! XXX XXX !##$%!!! XXX!! XXX !"##$% XXX XXX !##$% "! XXX! XXX !##$% "!" XXX!" XXX !##$%! "" XXX "" XXX ##$% "" XXX "" XXX ##$%!" XXX!" XXX ##$%! " XXX " XXX &'!! XXX!! XXX !!&' XXX XXX !!&' "! XXX "! XXX " XXX XXX Totals (Gross) ""!!" XXX!"!! XXX Reinsurance ceded XXX XXX Annuities: Totals (Net) ""!" XXX!"!! XXX ##/% "!! ##" "! !! "" "" $ "! "! " 0$ "! "! $"!!!!!!! $ $"" """"! """"! $" " " ##$% " ##$% "!! ##$%! !##$% "!!!! ##$%!! "!!&'!!!! !&' "" "" &' " " !!&'!! Totals (Gross) "! "! Reinsurance ceded SCWLC: Totals (Net) "! "! "#(/%!" " " '!""!"!!"! '" "" "" !'!!"!" '!!!!! "'! """ """ '()*!"&' " " Totals (Gross) " " Reinsurance ceded Accidental Death Benefits: Totals (Net) " " "(!.

18 EXHIBIT 5 - AGGREGATE RESERVE FOR LIFE CONTRACTS Valuation Standard Total Industrial 4 Ordinary 5 Credit (Group and Individual) 6 Group Totals (Gross) Reinsurance ceded Disability-Active Lives: Totals (Net) !"##$ !"## !"%# &' % !"%# &' % !"%# &' % Totals (Gross) Reinsurance ceded Disability-Disabled Lives: Totals (Net) (" ")!*+%'%,"-.'" "# / 0&##"!'"$ %'%# & #$ ##$ %'%# #$& $!&#&%$'"&& -#"" "!'" ' )4-##" "!5&'" "!6#!"% 5%# "70$# "!5&'" "!6# 5##*")! Totals (Gross) Reinsurance ceded Miscellaneous Reserves: Totals (Net) Totals (Net) - Page, Line.

19 EXHIBIT 5 - INTERROGATORIES. Has the reporting entity ever issued both participating and non-participating contracts?. If not, state which kind is issued.. Does the reporting entity at present issue both participating and non-participating contracts?. If not, state which kind is issued.. Does the reporting entity at present issue or have in force contracts that contain non-guaranteed elements? If so, attach a statement that contains the determination procedures, answers to the interrogatories and an actuarial opinion as described in the instructions. 4. Has the reporting entity any assessment or stipulated premium contracts in force? If so, state: 4. Amount of insurance? $ 4. Amount of reserve? $ 4. Basis of reserve: 4.4 Basis of regular assessments: 4.5 Basis of special assessments: 4.6 Assessments collected during the year $ 5. If the contract loan interest rate guaranteed in any one or more of its currently issued contracts is less than 5%, not in advance, state the contract loan rate guarantees on any such contracts. 6. Does the reporting entity hold reserves for any annuity contracts that are less than the reserves that would be held on a standard basis? 6. If so, state the amount of reserve on such contracts on the basis actually held: $ 6. That would have been held (on an exact or approximate basis) using the actual ages of the annuitants; the interest rate(s) used in 6.; and the same mortality basis used by the reporting entity for the valuation of comparable annuity benefits issued to standard lives. If the reporting entity has no comparable annuity benefits for standard lives to be valued, the mortality basis shall be the table most recently approved by the state of domicile for valuing individual annuity benefits: $ Attach statement of methods employed in their valuation. 7. Does the reporting entity have any Synthetic GIC contracts or agreements in effect as of December of the current year? 7. If yes, state the total dollar amount of assets covered by these contracts or agreements $ 7. Specify the basis (fair value, amortized cost, etc.) for determining the amount: 7. State the amount of reserves established for this business: $ 7.4 Identify where the reserves are reported in the blank: 8. Does the reporting entity have any Contingent Deferred Annuity contracts or agreements in effect as of December of the current year? 8. If yes, state the total dollar amount of account value covered by these contracts or agreements: $ 8. State the amount of reserves established for this business: $ 8. Identify where the reserves are reported in the blank: 9. Does the reporting entity have any Guaranteed Lifetime Income Benefit contracts, agreements or riders in effect as of December of the current year? 9. If yes, state the total dollar amount of any account value associated with these contracts, agreements or riders: $ 9. State the amount of reserves established for this business: $ 9. Identify where the reserves are reported in the blank: EXHIBIT 5A - CHANGES IN BASES OF VALUATION DURING THE YEAR Valuation Basis 4 Increase in Actuarial Reserve Due to Description of Valuation Class NONE Changed From Changed To Change Total (Column 4, only)

20 4 ANNUAL STATEMENT FOR THE YEAR 04 OF THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY EXHIBIT 6 - AGGREGATE RESERVES FOR ACCIDENT AND HEALTH CONTRACTS 4 Other Individual Contracts Credit Accident Total Group Accident and Health and Health (Group and Individual) Collectively Renewable Non-Cancelable Guaranteed Renewable Non-Renewable for Stated Reasons Only Other Accident Only ACTIVE LIFE RESERVE. Unearned premium reserves. Additional contract reserves (a). Additional actuarial reserves-asset/liability analysis 4. Reserve for future contingent benefits 5. Reserve for rate credits 6. Aggregate write-ins for reserves 7. Totals (Gross) 8. Reinsurance ceded 9. Totals (Net) CLAIM RESERVE 0. Present value of amounts not yet due on claims. Additional actuarial reserves-asset/liability analysis. Reserve for future contingent benefits. Aggregate write-ins for reserves 4. Totals (Gross) 5. Reinsurance ceded 6. Totals (Net) 7. TOTAL (Net) 8. TABULAR FUND INTEREST DETAILS OF WRITE-INS Summary of remaining write-ins for Line 6 from overflow page TOTALS (Lines 060 thru 060 plus 0698) (Line 6 above) Summary of remaining write-ins for Line from overflow page 99. TOTALS (Lines 0 thru 0 plus 98) (Line above) (a) Attach statement as to valuation standard used in calculating this reserve, specifying reserve bases, interest rates and methods. 9 All Other

!! "#$% &'&& "(%)*"+!,! - $./ -0/ 1#$02$.3#4*5 6.#.5"070(.5$.% 6 $7#.91#$02 99:&: ""$7*0$**,99:&: -..#$"+??@/ - 0.%4$.#. $.%#$;0 /

!! #$% &'&& (%)*+!,! - $./ -0/ 1#$02$.3#4*5 6.#.5070(.5$.% 6 $7#.91#$02 99:&: $7*0$**,99:&: -..#$+??@/ - 0.%4$.#. $.%#$;0 / #$% &'&& (%)*+, - $./ -0/ #$0$.#4*5 6.#.5070(.5$.% 6 $.%5070( 8 $7#.9#$0 99:&: $7*0$**,99:&:.#..% 507 8&: -..#$+/ - 0.%4$.#. $.%#$;0 / #0$0$0*.#.0< 507 = > -..#$+/ = 8&& ' - 0.%4$.#. $.%#$;0 / -# /-($+/

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