New York Life Global Funding $7,000,000,000 GLOBAL DEBT ISSUANCE PROGRAM

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1 BASE PROSPECTUS SUPPLEMENT New York Life Global Funding $7,000,000,000 GLOBAL DEBT ISSUANCE PROGRAM This supplement ( Base Prospectus Supplement ) is supplemental to and must be read in conjunction with the Offering Memorandum dated November 29, 2005, as supplemented from time to time (the Offering Memorandum ) prepared by New York Life Global Funding (the Issuer ) under the Issuer's global medium-term note program for the issuance of senior secured mediumterm notes (the "Notes"). Application has been made to the Irish Financial Services Authority as competent authority for the purposes of Directive 2003/71/EC (the Prospectus Directive ) for this Supplement to be approved. This document constitutes a Base Prospectus Supplement for the purposes of the Prospectus Directive. References herein to this document are to this Base Prospectus Supplement incorporating Annex 1 hereto. On March 31, 2006 New York Life published its annual audited statutory statements (including any notes thereto, the 2005 and 2004 Statutory Financial Statements ) and on April 20, 2006 made available New York Life's Management Discussion and Analysis of Financial Condition and Results of Operations, Statutory Capitalization and Selected Historical Statutory Financial Information (collectively, the Additional Financial Information ). The text of the 2005 and 2004 Statutory Financial Statements and the Additional Financial Information is set out in Annex 1 to this document. Copies of such 2005 and 2004 Statutory Financial Statements and the Additional Financial Information will be made available for inspection at the offices of the parties at whose offices documents are to be available for inspection as identified in General Information in the Offering Memorandum dated November 29, Except as disclosed in this Base Prospectus Supplement, there has been no other significant new factor, material mistake or inaccuracy relating to the information included in the Offering Memorandum since the publication of the Offering Memorandum. Each of the Issuer and New York Life accepts responsibility that, having taken all reasonable care to ensure that such is the case, the information contained in this Base Prospectus Supplement is, to the best of their knowledge, in accordance with the facts and does not omit anything likely to affect the import of such information. Base Prospectus Supplement dated May 3, 2006

2 ANNEX 1

3 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF NEW YORK LIFE Prospective investors should read the following discussion in conjunction with "Certain Financial and Accounting Matters", "Selected Historical Statutory Financial Information of New York Life" and the audited financial statements of New York Life and the notes thereto contained elsewhere in this Offering Memorandum. Unless the context otherwise requires, (i) references to New York Life are to New York Life Insurance Company on a stand-alone, non consolidated basis and (ii) references to The Company are to New York Life Insurance Company, together with its domestic and international subsidiaries. OVERVIEW General Based on data compiled by the National Underwriter Insurance Data Services and analyzed by New York Life, New York Life is one of the largest mutual life insurance companies in the United States in terms of both total assets, of which New York Life had $107,882 million at December 31, 2005, and total life insurance in-force, of which New York Life had $701,493 million at December 31, The wide range of insurance and investment products and services offered through New York Life and its subsidiaries includes life and health insurance, long term care, annuities (including lifetime income annuities), pension products, mutual funds and other investments, and investment advisory services. The Company owned or had under management $225,223 million in total assets at December 31, The Company's four principal lines of business are Life and Annuity, Investment Management, Special Markets and International operations. Life and Annuity operations are conducted primarily through New York Life and its wholly-owned insurance subsidiaries, New York Life Insurance and Annuity Corporation ("NYLIAC") and NYLIFE Insurance Company of Arizona. Investment Management operations are conducted through New York Life and various registered investment advisory subsidiaries of its wholly-owned investment management subsidiary, New York Life Investment Management Holdings LLC ("NYLIM"). Special Markets is a niche business of New York Life that markets group life and health insurance to membership associations, long-term care insurance and is the exclusive provider of life insurance to the American Association of Retired Persons ("AARP"). New York Life markets insurance and investment products in Asia and Latin America through its wholly-owned subsidiary New York Life International, LLC and its affiliates. Operations in China are conducted through New York Life. NYLIFE LLC is a wholly owned subsidiary of New York Life, and is a holding company for certain subsidiaries of New York Life. NYLIFE LLC, through its subsidiaries, offers securities brokerage, financial planning and investment advisory services, trust services and capital financing. For the year ended December 31, 2005, New York Life had total premiums and annuity considerations of $9,273 million. Of this total, $5,871 million was attributable to Life and Annuity, $2,074 million to Investment Management and $1,328 million to Special Markets. Basis of Financial Presentation The discussion below for the years ended December 31, 2005 and 2004 is based on the 2005 and 2004 audited Statutory Financial Statements. Those financial statements have been prepared on the basis of Statutory Accounting Practices ( SAP ) prescribed or permitted by the New York State Insurance Department. Under SAP, results of subsidiaries are not consolidated with the results of New York Life on a line-by-line basis, but rather are generally recorded at their underlying net equity value as affiliated common stock investments, with the current year change in net equity value, less dividends paid and contributions from New York Life reflected in unrealized capital gains and losses through surplus. Dividends received from subsidiaries are included in New York Life's net investment income. During 2005 and 2004, New York Life received $20 million and $125 million, respectively, in dividends from its subsidiaries. Financial statements prepared on the basis of SAP vary in certain significant respects from financial statements prepared on the basis of Generally Accepted Accounting Principles ( GAAP ). See "Selected Historical Statutory Financial Information of New York Life." 1

4 Income, Benefits and Expenses New York Life derives its income principally from premiums on life contracts and net investment income from general account assets. New York Life s benefits and expenses consist principally of insurance benefits provided to policyholders and beneficiaries; additions to reserves; and operating expenses, including marketing, administrative and distribution costs. In addition, New York Life has historically focused, and expects to continue to focus, on participating life insurance products, which typically pay annual policyholder dividends. As a result, a significant deduction from income is represented, and likely will continue to be represented, by policyholder dividends. New York Life reflected total policyholder dividends of $1,477 million, $1,413 million and $1,349 million for each of the years ended December 31, 2005, 2004 and New York Life s profitability depends primarily on the adequacy of its product pricing, which is a function of its ability to select underwriting risk, its mortality and persistency experience, its ability to generate earnings on the investments supporting its products and its ability to control expenses in accordance with its pricing assumptions. Results of Operations Year Ended December 31, 2005 Compared to Year Ended December 31, 2004 The following line item discussion of New York Life s financial results is impacted in many instances by a reinsurance agreement New York Life entered into with NYLIAC in December Under the agreement, New York Life assumed 90% of the risks associated with an inforce block of Universal Life policies issued by NYLIAC prior to The treaty is on a funds withheld basis for general account policies and on a Modco basis for separate account policies. Although various line items are significantly impacted, the net effect on net gain is not material. Net Income Net income represents net gain after taxes plus net realized capital gains, after tax and transfers to the IMR. Net income of $1,198 million for the year ended December 31, 2005 was $214 million, or 21.7%, higher than the $984 million reported for The increase is primarily associated with the sale of a large real estate property in 2005, which produced an after-tax capital gain of $415 million. This was partly offset by lower realized capital gains on the disposition of equities of $72 million and a $66 million lower net gain from operations. Net gain from operations of $719 million for the year ended December 31, 2005 was $66 million, or 8.4%, lower than the $785 million reported for The decrease is primarily due to non-recurring investment results in 2004 (primarily a $114 million dividend received from the sale of a subsidiary) and higher postretirement costs of $70 million which offset tax benefits associated with pension plan contributions in Excluding these items, 2005 net gain was above 2004 primarily due to continued profitability on in-force business. A detailed explanation of each of these items is discussed in the sections that follow. Premium Income Premiums are generated from sales of life and health insurance and annuities. Additionally, Guaranteed Interest Contracts ( GICs ) that include annuity purchase rate guarantees are counted as premium, since they expose the product to mortality risk. Premium income for the year ended December 31, 2005 was $9,273 million, $640 million, or 7.4% higher than the $8,633 million reported for the year ended December 31, Premium income in 2005 was favorably impacted by two unusual items (1) $447 million of premium assumed from NYLIAC under a reinsurance treaty, and (2) a $240 million pension plan contribution by New York Life was made into the pension separate accounts and Immediate Participation Guarantee contracts ($47 million was made in 2004). Positive premium growth was generated from New York Life s life insurance operations. Premium income for the year ended December 31, 2005 for Individual Life (excluding the NYLIAC reinsurance agreement) was $4,791 million, an increase of $189 million over the prior year. Life insurance premium from Special Markets of $831 million was $108 million higher than the prior year. Premium income from LTC and other health products sold through Special Markets was $497 million in 2005, an increase of $32 million over the prior year. 2

5 Offsetting the positive premium results, are lower premiums in the Individual Annuity and Guaranteed Products lines. Premiums of spread-based annuity products of $2,462 million (excluding the pension plan contribution) declined $328 million compared with the prior year driven primarily by the continued pricing discipline of immediate annuities (including GICs with annuity purchase rate guarantees) and uneven structured settlement annuity sales in the face of a low interest rate environment. At December 31, 2005, 57% of premium income was provided from the Individual Life segment, 22% was from the Investment Management segment, 14% was from Special Markets and Individual Annuity contributed the remaining 7%. Net Investment Income Net investment income for the year ended December 31, 2005 was $4,834 million an increase of $270 million, or 5.9% higher than the $4,564 million reported for the prior year results include the positive impact of a non-recurring $114 million dividend distribution associated with the sale of a subsidiary. Excluding this onetime item, net investment income increased by $384 million, or 8.6%, in 2005 primarily due to higher limited partnership distributions ($116 million) and income from growth in invested assets. Adjustment for Funds Withheld Adjustment for funds withheld for the year ended December 31, 2005 was $290 million, a decrease of $4,245 million from the $4,535 million reported for the prior year and represents funds withheld by NYLIAC under a reinsurance agreement. The amounts represent the assets NYLIAC is holding in relation to the reserves transferred to New York Life and is reflected in income to offset the increase in reserves on the policies assumed. The large variance results from the initial transfer of liabilities associated with the establishment of the agreement in Benefit Payments Benefit payments of $8,514 million for the year ended December 31, 2005 were $1,602 million, or 23.2% higher than the $6,912 million reported for The increase is primarily due to (1) an increase in scheduled withdrawals on GICs with annuity purchase rate guarantees ($748 million), (2) an increase in death and surrender benefits ($404 million) on benefits assumed under the NYLIAC reinsurance agreement, (3) normal aging of policyholders and inforce growth ($258 million), and (4) higher interest credited on deposit funds ($230 million). Reserve Additions Reserve additions of $2,304 million for the year ended December 31, 2005 were $4,949 million, or 68.2% lower than the $7,253 million reported for the year ended December 31, This decrease is primarily associated with the establishment of the reinsurance agreement with NYLIAC in 2004, whereby $4,507 million of inforce reserves were assumed by New York Life. The assets supporting these reserves are withheld by NYLIAC and reflected in Adjustment for Funds Withheld above. Operating Expenses New York Life s operating expenses primarily include general insurance expenses, taxes, licenses, fees and commissions. For the year ended December 31, 2005, total operating expenses of $1,817 million reflected a $333 million, or 22.4%, increase from the $1,484 million reported for the year ended December 31, Excluding sales related expenses and expenses assumed from NYLIAC (under the reinsurance treaty), operating expenses increased $138 million. Higher postretirement costs of $70 million, due to reductions in the discount rate and expected return on plan assets, account for 50% of the non sales-related expense increase. 3

6 Dividends to Policyholders Dividends to policyholders for the year ended December 31, 2005 were $1,477 million, $64 million or 4.5% higher than the $1,413 million reported for the year ended December 31, The increase results from maintaining dividend scales in 2005, despite the negative effects of a continuing low interest rate environment. Federal Income Taxes New York Life had a net federal income tax benefit for the year ended December 31, 2005 of $101 million compared to a $71 million federal income tax expense for the year ended December 31, This benefit results from higher tax deductions, primarily associated with pension plan contributions, structured settlement reserve strengthening and an excess of tax over statutory reserves. The following table presents the key components affecting federal income taxes in 2005: Federal Income Taxes Explanation of variance: (in millions) Effective Rate Federal income taxes at 35% of net gain from operations $ % Pension contributions (174) (28) Tax over statutory reserves (120) (19) Tax exempt income (71) (11) Tax credits (51) (8) Structured settlements reserve basis change (42) (7) Postretirement costs Other Total Federal Income Tax Credit ($101) (16) % BALANCE SHEET AT DECEMBER 31, 2005 COMPARED TO DECEMBER 31, 2004 Assets New York Life s total assets at December 31, 2005 were $107,882 million, $6,578 million, or 6.5%, higher than the $101,304 million at December 31, The increase in assets is primarily due to: (1) strong cash flow from operating activities of $2,860 million and financing activities of $2,536 million primarily from an increase in net deposits of funding agreements, (2) appreciation of Express Scripts ( ESI ) stock of $740 million, (3) an increase in NYLIAC s equity of $149 million, and (4) $582 million in gains from the sale of a large real estate property. Providing some offset was a reduction of $272 million due to the implementation of Statement of Statutory Accounting Principle No. 88 ( SSAP 88 ). (see Surplus Change in Accounting Principle for further information). A more detailed discussion of New York Life s assets follows below. Liabilities New York Life s total liabilities (including the Asset Valuation Reserve) at December 31, 2005 were $97,333 million, $5,737 million, or 6.3% higher than the $91,596 million at December 31, The increase in liabilities is primarily attributed to higher policy reserves of $2,177 million and a higher liability for deposit typecontracts of $2,625 million. New York Life s Asset Valuation Reserve ( AVR ) at December 31, 2005 was $1,877 million, an increase of $128 million from December 31, 2004, primarily due to $730 million of capital gains absorbed. However, since New York Life s maximum reserve is $1,877 million, most of the capital gains are released back into surplus. 4

7 Surplus Statutory surplus was $10,549 million at December 31, 2005, an increase of $841 million, or 8.7% from the $9,708 million at December 31, The main drivers of surplus are presented in the following table: (In millions) 2005 Beginning surplus $ 9,708 Net income 1,198 Unrealized gains* 491 Change in accounting principle (272) Change in non-admitted assets** (196) Change in asset valuation reserve (128) Change in valuation bases (126) Retirement of surplus note (124) Change in deferred taxes 9 Other (11) Ending surplus 10,549 Asset Valuation Reserve 1,877 Surplus and Asset Valuation Reserve *** $12,426 * Excludes deferred tax expense on unrealized gains/(losses) of $(101) million reclassified to Change in deferred taxes. ** Excludes the decrease in non-admitted deferred taxes of $264 million reclassified to Change in deferred taxes. *** Consolidated Statutory Surplus and Asset Valuation Reserve ("AVR "), which includes the AVR of the Company's wholly owned domestic insurance subsidiaries (New York Life Insurance and Annuity Corporation and NYLIFE Insurance Company of Arizona), totaled $12,853 million at December 31, Positive impacts to surplus primarily include net income of $1,198 million (see Net Income for a detailed discussion) and net unrealized gains of $491 million primarily due to appreciation of Express Scripts Inc. ( ESI ) stock of $239 million (net of the forward contract liability described in Equity Securities ), an increase in NYLIAC s equity of $149 million and appreciation on unaffiliated equity investments of $113 million. The following items partly offset the increases in surplus noted above: Change in Accounting Principle. Effective January 1, 2005, the NAIC issued SSAP 88- Investment in Subsidiaries Controlled and Affiliated (SCA) Entities, that provides new statutory accounting guidance for the valuation of; (1) foreign insurance subsidiaries, (2) certain non-insurance subsidiaries (domestic and foreign), and (3) limited partnerships where New York Life has a controlling interest. The impact on beginning statutory surplus resulting from implementation of the accounting guidance decreased surplus by $57 million. SSAP 88 also changed the accounting for goodwill on foreign insurance companies and non-insurance companies. However, New York State requires that goodwill held by a subsidiary (insurance and non-insurance) be excluded from the statutory valuation carried by an insurance company. As a result, New York Life non-admitted the remaining goodwill and intangible assets inherent in its statutory valuation of its subsidiaries, which reduced surplus by an additional $215 million. Change in Non-Admitted Assets. Certain assets are non-admitted under statutory accounting, which reduces statutory capital. Generally these are assets having economic value but cannot be readily used to pay policyholder obligations. An increase in non-admitted assets reduced surplus by $196 million primarily due to an increase in the overfunded pension asset and capitalized furniture and equipment. Change in Asset Valuation Reserve. The AVR is an investment reserve established to provide for default risk on fixed income assets and market value fluctuation on equity-type investments. In 2005, the AVR increased by $128 million due to the absorption of capital gains, primarily market appreciation on equity investments. 5

8 Change in Valuation Bases. Changes in reserve valuation bases lowered surplus by $126 million and was primarily associated with reserve strengthening on Structured Settlements due to the lowering of valuation interest rates on 2004 issues. Surplus Note Retirement. In February 2005, New York Life retired its 30 year, 7.5% surplus note in the amount of $124 million. The note was originally issued in Change in Deferred Taxes. Change in deferred taxes of $9 million represents the net positive impact on surplus in The following table details the components of the change in deferred taxes. (In millions) 2005 Deferred taxes on operating results $ (154) Deferred taxes on net unrealized gains/(losses) (101) Decrease in deferred taxes non-admitted 264 Total change in deferred taxes $ 9 Liquidity and Capital Resources Liquidity Sources and Requirements Liquidity Sources. New York Life s principal cash inflows from its insurance activities come from life insurance premiums, annuity considerations, GICs and deposit funds. New York Life s principal cash inflows from investment activities result from proceeds on repayments of principal and from maturities of invested assets and investment income. Additional sources of liquidity to meet unexpected cash outflows are available from New York Life s portfolio of liquid assets. These liquid assets include cash equivalents, short-term investments, U.S. Treasury and Agency securities, marketable fixed-income securities, publicly traded common stocks as well as investments in the New York Life Short Term Investment Fund, LP an affiliate (see Limited Partnerships including Limited Liability Companies and other Long-Term Investments section). New York Life s available portfolio of liquid assets was approximately $53,552 million and $49,128 million at December 31, 2005 and 2004, respectively. The primary liquidity concern with respect to these assets is the potential illiquidity of certain invested assets due to unfavorable market conditions. New York Life closely monitors and manages these risks. New York Life s insurance subsidiaries are subject to certain insurance department regulatory restrictions as to the payment of dividends to New York Life. In general, a dividend may be paid without prior approval from the domiciliary state insurance department provided that the subsidiary s statutory earned surplus is positive. Additionally, dividends paid in any twelve month period cannot exceed the greater of (1) 10% of the subsidiary's surplus, or (2) the subsidiary's net gain from operations, both based on the preceding December 31 st statutory financial statements. These restrictions pose no short-term or long-term liquidity concerns for New York Life as it does not rely on subsidiary dividends as a primary source of liquidity. Sources of liquidity also include a facility for short-term borrowing arranged through New York Life s subsidiary New York Life Capital Corp. ( NYLCC ). (See Financing below for a comprehensive discussion.) Liquidity Uses. New York Life s principal cash outflows primarily relate to the payment of liabilities associated with its various life insurance, annuity and group pension products, GICs and funding agreements, operating expenses and income taxes. Liabilities arising from its insurance activities primarily relate to benefit payments, policy surrenders, withdrawals associated with GICs and funding agreements, loans and dividends. A primary liquidity concern with respect to life insurance and annuity products is the risk of early policyholder and contractholder withdrawals. New York Life includes provisions in certain of its contracts that are designed to limit withdrawals from general account institutional pension products (group annuities, GICs and certain deposit fund liabilities) sold to employee benefit plan sponsors. New York Life closely monitors its liquidity 6

9 requirements in order to match cash inflows with expected cash outflows, and employs an asset/liability management approach tailored to the specific requirements of each product line, based upon the return objectives, risk tolerance, liquidity, tax and regulatory requirements of the underlying products. It also regularly conducts liquidity stress tests and monitors early warning indicators of potential liquidity issues. The following table summarizes New York Life s annuity contract reserves and deposit fund liabilities in terms of contractholders ability to withdraw funds for the indicated periods: Withdrawal Characteristics of Annuity Contract Reserves and Deposit Fund Liabilities (1) Amount % of Total Amount % of Total (Dollars in millions) Subject to discretionary withdrawal: With market value adjustment... $ 7,486 19% $ 7,876 22% At fair value... 3, , Total with adjustment or at market value... 10, , Not subject to discretionary withdrawal provisions... 25, , At book value without adjustment... 1, ,979 6 Total annuity reserves and deposit fund liabilities $ 38, % $ 35, % (1) Annuity contract reserves and deposit fund liabilities are monetary amounts that an insurer must have available to provide for future obligations with respect to annuities and deposit funds. These are liabilities on the balance sheet of financial statements prepared in conformity with statutory accounting practices. These amounts are at least equal to the values available to be withdrawn by policyholders. Individual life insurance policies are less susceptible to withdrawal than are annuity contracts because policyholders may incur surrender charges and be required to undergo a new underwriting process in order to obtain a new insurance policy. Individual life insurance policies, other than term life insurance policies, generally increase in cash values over their lives. Policyholders have the right to borrow from New York Life an amount generally up to the cash value of their policies at any time. As of December 31, 2005, New York Life had approximately $36.1 billion in cash values with respect to which policyholders had rights to take policy loans. The majority of cash values eligible for policy loans are at variable interest rates which are reset annually on the policy anniversary. Cash Flows Net cash provided from operating activities for the years ended December 31, 2005 and 2004 were $2,860 million and $3,391 million, respectively. Net cash used by investing activities was $4,898 million and $3,286 million for the years ended December 31, 2005 and 2004, respectively. In both 2005 and 2004, New York Life used the cash flow generated by its operations and amounts received from financing activities to invest primarily in fixed income securities. Net cash provided by financing activities and miscellaneous sources was $2,536 million and $(206) million for the years ended December 31, 2005 and 2004, respectively. The net cash provided in 2005 was primarily due to net deposit funds of $2,426 million, the settlement of prior year trade sale positions of $416 million and withheld cash of $143 million by NYLIAC under a reinsurance agreement. The increase was partly offset by a decrease in borrowed money of $347 million primarily due to lower dollar roll activity and the retirement of a surplus note of $125 million. In 2004, an increase in deposit-type contracts of $2,307 million was offset by a decrease in borrowed money of $747 million primarily due to less commercial paper issued to New York Life by NYLCC, the purchase of two corporate owned life insurance policies totaling $527 million used to fund post-retirement benefits, cash used to 7

10 settle security lending transactions of $492 million, and an increase in outstanding receivables of $465 million related to unsettled trade positions. New York Life is committed to maintaining surplus levels for its insurance and non-insurance subsidiaries to fund growth opportunities, support new products, reduce surplus strain or maintain targeted RBC levels, among other reasons. New York Life believes it is unlikely that any required contributions to subsidiaries would have a material effect on either short-term or long-term liquidity. Liquidity Risks. Liquidity risk is the risk that New York Life will not have access to sufficient funds to meet its liabilities when due. New York Life s liquidity management consists of policies and procedures designed to ensure that liquidity is available at all times. The liquidity position is assessed and managed under various scenarios, encompassing both normal market conditions and stressed conditions. Any theoretical liquidity gap under these stress scenarios is assessed to confirm New York Life s ability to bridge the gap. New York Life believes it has sufficient liquidity and financial strength to provide for its foreseeable capital requirements, including any unanticipated cash outflows. Financing NYLCC serves as a conduit for New York Life to the credit markets by issuing commercial paper. Although authorized to issue up to $3 billion, NYLCC had approximately $500 million outstanding at December 31, 2005 and December 31, 2004, which is sufficient to maintain a credible presence in the market. The proceeds are loaned to New York Life and invested in the Short Term Investment Fund, LP. The proceeds may also be loaned to NYLIAC for short-term liquidity needs. New York Life and NYLCC are party to a committed 5 year credit agreement, expiring July 27, 2010, with a consortium of banks. The banks commitments under this facility total $1.5 billion. The facility serves as back up for NYLCC s commercial paper program and for general corporate purposes. The credit facility has never been utilized. Surplus Notes. New York Life issues Surplus Notes as a source of financing. On May 5, 2003, New York Life issued Surplus Notes ( Notes ) with a principal balance of $1 billion, bearing interest at 5.875%, and a maturity date of May 15, Proceeds from the issuance of the Notes were $990 million, net of discount. The Notes were issued pursuant to Rule 144A under the Securities Act of 1933, as amended, and are administered by CitiBank as registrar/paying agent. Interest on the 5.875% Note is scheduled to be paid semiannually on May 15 and November 15 of each year with the approval of the Superintendent of Insurance of the State of New York. At December 31, 2004, New York Life also had a $125 million, 7.5% note outstanding from a prior issuance in 1993, which was called under the terms of the Purchase Agreement and related Offering Circular in February 2005 after obtaining the approval of the Superintendent of Insurance of the State of New York. Commitments and Contingencies. New York Life, in the ordinary course of its business, has numerous agreements with respect to its affiliates, related parties and other third parties. In connection with such agreements, there may be related commitments or contingent liabilities which may take the form of guarantees. New York Life, as lessee, enters into various operating lease agreements primarily associated with real property (including leases of office spaces) and data processing and other equipment. The approximate future minimum rental payments required under these operating leases is $533 million. New York Life has a revolving loan agreement with Madison Capital Funding ( MCF ) dated April 16, 2001, as amended, to provide funding to MCF in an amount up to $1,800 million. The amount loaned cannot exceed 3% of New York Life s admitted assets of December 31 of the prior year. At December 31, 2005, New York Life had outstanding loans receivable from MCF of $1,163 million. 8

11 At December 31, 2005 contractual commitments to extend credit under commercial and residential mortgage loan agreements totaled $373 million. These commitments are diversified by property type and geographic location. At December 31, 2005, New York Life had outstanding contractual obligations to acquire additional private placement securities amounting to $166 million. Unfunded commitments on limited partnerships and limited liability companies, excluding MCF amounted to $1,918 million at December 31, In connection with structured settlement agreements issued to its subsidiary, NYLIAC, New York Life has guaranteed the payments due to unaffiliated third parties in the event of NYLIAC s insolvency. New York Life s estimated maximum exposure under such agreements is approximately $4,609 million at December 31, New York Life believes the likelihood that payments will be required under these agreements is remote. On August 22, 2001, NYLIFE LLC entered into a ten-year Shared Appreciation Income Linked Securities ("SAILS") transaction with Credit Suisse First Boston International ( CSFBI ). The transaction allows NYLIFE LLC to protect its downside risk on 9 million shares of ESI while maintaining the ability to share in a portion of its future appreciation during a ten-year period. Under the terms of the transaction, NYLIFE LLC is liable to deliver up to 9 million ESI shares or settle in cash with a value determined based on the average market price of the ESI shares during the 20 trading days beginning 30 exchange business days immediately prior to the August 22, 2011 delivery date. According to the terms of the agreement, NYLIFE LLC receives a minimum value of $27.03 per share and 100% of the appreciation in the shares up to $35.14 per share. CSFBI will receive approximately 77% of the appreciation of ESI stock in excess of $35.14 per share. New York Life has guaranteed the obligations of NYLIFE LLC under the agreement with CSFBI. The price per share and number of shares in the foregoing paragraph have been adjusted for a two for one stock split effective June 24, New York Life believes that the likelihood of non-performance is remote since NYLIFE LLC owns the underlying ESI shares. Information About Market Risk New York Life has exposure to market risk arising from its insurance operations and investment activities. For purposes of this discussion, market risk is defined as the risk of potential fluctuations in earnings, cash flows and fair value of its assets and liabilities due to changes in the level of market rates and prices. New York Life has established comprehensive policies and procedures at both the corporate and business level to minimize the effects of potential market volatility. New York Life s primary market risk exposures are to changes in interest rates and equity prices. Interest Rate Risk New York Life s exposure to interest rate changes results from its significant holdings of fixed rate investments, as well as its commitment to fund interest-sensitive insurance liabilities. New York Life manages interest rate risk as part of its asset/liability management process and product design procedures. Asset/liability strategies include the segmentation of investments by product line and the construction of investment portfolios designed to specifically satisfy the projected cash needs of the underlying product liability. New York Life manages the interest rate risk inherent in its assets relative to the interest rate risk inherent in its insurance and annuity products. Equity Risk New York Life s exposure to changes in equity prices primarily results from its holdings of public and private equity securities and limited partnership investments. New York Life manages this risk on an integrated basis with other risks through its asset/liability management strategies. New York Life also has exposure to equity price risk on the separate account assets and other managed assets from which it derives asset fee revenues and on equities held in separate accounts in connection with its employee pension plans and agent retirement plans. For its separate accounts, New York Life manages equity price risk through industry and issue diversification and asset allocation techniques. Foreign Exchange Risk New York Life is exposed to foreign currency exchange rate risk through its international operations. New York Life generally matches the currency of its assets with the currency of the related liabilities. New York Life 9

12 uses cross-currency interest rate swaps to hedge exposure to foreign currency risk from its net investments in international operations when it makes economic sense to do so. Also, in conjunction with New York Life's Medium Term Note ( MTN ) program, New York Life Funding issues liabilities denominated in foreign currency. New York Life has entered into currency swap agreements to hedge the exchange risk inherent in the MTNs. New York Life's Investment Portfolio New York Life s general account investment portfolio totaled $91,860 million at December 31, 2005, an increase of $5,913 million, or 6.9%, over the $85,947 million reported at December 31, Invested assets are managed to support the liabilities of New York Life s lines of business. In all sectors of the portfolio, quality and diversification have long been the primary security selection criteria. New York Life emphasizes asset/liability management and liquidity management across all product lines. Changes in interest rates can have significant effects on New York Life s profitability. Under certain circumstances of interest rate volatility, New York Life is exposed to disintermediation risk and reduction in net interest spread or profit margins. The fair value of New York Life s invested assets fluctuates depending on market and other general economic conditions and the interest rate environment. In addition, mortgage prepayments, life insurance and annuity surrenders and bond calls are affected by interest rate fluctuations. Although management of New York Life employs a number of asset/liability management strategies to minimize the effects of interest rate volatility, no assurance can be given that New York Life will continue to be successful in managing the effects of such volatility and that such volatility will not have a material adverse impact on New York Life s business, financial condition and results of operations. Over the course of 2005, the U.S. Treasury yield curve flattened dramatically as a series of Federal Reserve increases drove up short term rates, but had little impact on the longer end of the curve. The continuing low level of Treasury rates, especially for longer term maturities, and the generally tight credit spreads on corporate bonds combine to depress the investment earnings associated with new money and reinvested assets. With short-term rates close to long-term rates, bank products such as CDs are offering interest rates that are competitive with our longerduration fixed annuity products and may affect future sales. 10

13 General Account Investments December 31, Carrying Value % of Total Carrying Value % of Total (Dollars in millions) Cash & Cash Equivalents (1)... $ 3, % $2, % Bonds (2) Public... 44, % 42, % Private... 16, % 13, % Subtotal... 61, % 55, % Mortgage loans (3)... 7, % 7, % Real Estate Equity % % Foreclosures % 13 -% Company Occupied % % Subtotal % % Stocks Affiliates... 4, % 3, % Non-affiliates... 3, % 3, % Subtotal... 8, % 7, % Policy loans... 5, % 5, % Limited Partnership and Other Long-term investments 5, % 6, % Total investments... $ 91, % $ 85, % (1) Includes short-term investments of $1,150 million and $797 million as of December 31, 2005 and 2004, respectively. (2) As of December 31, 2005 and 2004, respectively, the estimated fair value of New York Life's bonds was $63,987 million and $60,044 million. (3) Includes residential mortgage loans of $214 million and $212 million as of December 31, 2005 and 2004, respectively. The yield on general account cash and invested assets, excluding net realized investment gains and losses, was 5.7% and 5.6% for the years ended December 31, 2005 and 2004, respectively. Bonds Long-term bonds totaled $61,233 million and $55,968 million at December 31, 2005 and 2004, respectively, and increased $5,265 million, or 9.4% from the prior year. The increase largely resulted from cash flow generated by operating activities and an increase in deposit-type contracts. Bonds represent 66.7% and 65.1% of total cash and invested assets at December 31, 2005 and 2004, respectively, and consist of publicly traded and private placement debt securities. At December 31, 2005 and 2004, publicly traded bonds comprised 73.3% and 75.6%, respectively, of the total bond portfolio. Most of the public and private placement bonds held by New York Life are evaluated by the NAIC's Securities Valuation Office, or SVO. The SVO evaluates the investments of insurers for regulatory reporting purposes and assigns securities to one of six investment categories called "NAIC Designations." The NAIC Designations closely mirror the ratings of marketable bonds used by the nationally recognized securities rating organizations. NAIC Designations 1 and 2 include bonds considered investment grade (e.g., rated BBB or higher by S&P) by the nationally recognized securities ratings organizations. Designations 3 through 6 are referred to as below investment grade (e.g., rated BB+ or lower by S&P). 11

14 It is New York Life's objective to maintain a high quality, well-diversified, bond portfolio. The bond portfolio consists primarily of high-grade corporate bonds, asset-backed and mortgage-backed securities and U.S. Treasuries and Agency obligations. An analysis of the credit quality, as determined by NAIC Designation, of the total bond portfolio and, separately, the public and private placement bond portfolios, at December 31, 2005 and 2004, is set forth in the following tables. Total Bonds Public and Private Placement by NAIC Designation NAIC Designation (1) Rating Agency Equivalent Designation (2) Carrying Value December 31, % of Total Carrying Carrying Value Value Estimated Fair Value Estimated Fair Value % of Total Carrying Value (Dollars in millions) 1 AAA to A... $40,914 $ 42, % $ 36,298 $ 38, % 2 BBB+ to BBB... 15,704 16, % 14,924 16, % Investment Grade 56,618 59, % 51,222 55, % 3 BB+ to BB... 2,035 2, % 1,819 1, % 4 B+ to B... 2,069 2, % 2,172 2, % 5 CCC+ to CCC % % 6 CC to D % % Below Investment Grade 4,615 4, % 4,746 5, % Total $61,233 $63, % $55,968 $60, % New York Life has investment grade bonds of $56,618 million and $51,222 million that represent 92.5% and 91.5% of total bond holdings at December 31, 2005 and 2004, respectively. Below investment grade bonds of $4,615 million and $4,746 million represent approximately 7.5% and 8.5% of total bond holdings at December 31, 2005 and 2004, respectively. Below investment grade bonds are comprised of investments in medium and lower grade obligations that are part of New York Life s high yield investment objective to enhance overall portfolio yield and income. Additionally, investments that have been downgraded (i.e., fallen angels) from investment grade are included in this category. New York Life applies the same prudent principles in managing its high yield portfolio, emphasizing diversification standards (such as limits on issuer, industry and geographic locations to minimize concentration risks), credit quality and liquidity. New York Life manages its aggregate risk exposure to investment risks against an approved risk budget and other internal limits and guidelines. 12

15 Public Bonds by NAIC Designation NAIC Designation (1) Rating Agency Equivalent Designation (2) Carrying Value December 31, % of Estimated Total Estimated Fair Carrying Carrying Fair Value Value Value Value % of Total Carrying Value (Dollars in millions) 1 AAA to A... $ 32,599 $ 34, % $ 30,399 $ 32, % 2 BBB+ to BBB... 9,514 10, % 9,194 10, % 3 BB+ to BB... 1,113 1, % 996 1, % 4 B+ to B... 1,305 1, % 1,292 1, % 5 CCC+ to CCC % % 6 CC to D % % Total... $ 44,894 $ 47, % $ 42,332 $ 45, % Private Placement Bonds by NAIC Designation NAIC Designation (1) Rating Agency Equivalent Designation (2) Carrying Value December 31, % of Estimated Total Estimated Fair Carrying Carrying Fair Value Value Value Value % of Total Carrying Value (Dollars in millions) 1 AAA to A... $ 8,315 $ 8, % $ 5,899 $ 6, % 2 BBB+ to BBB... 6,190 6, % 5,730 6, % 3 BB+ to BB % % 4 B+ to B % % 5 CCC+ to CCC % % 6 CC to D % % Total... $ 16,339 $ 16, % $ 13,636 $ 14, % (1) NAIC Designations are assigned no less frequently than annually. (2) S&P ratings equivalents are shown above. Comparisons between NAIC designations and S&P ratings or Moody's equivalent ratings are published by the NAIC. S&P and Moody's have not rated some of the bonds in New York Life's investment portfolio. 13

16 The following table presents the estimated fair value of New York Life's total bond portfolio classified as performing, problem and potential problem bonds at December 31, 2005 and Problem securities are defined as securities for which other than temporary impairment write-downs have been taken. Potential problem securities are defined as securities for which fair value is below carrying value by more than 20% as of the balance sheet date, but which continue to meet all their contractual obligations. Performing, Problem and Potential Problem Bonds Carrying Value December 31, % of Estimated Total Estimated Fair Carrying Carrying Fair Value Value Value Value % of Total Carrying Value (Dollars in millions) Performing... $ 61,001 $63, % $ 55,803 $59, % Problem % % Potential problem % % Total... $ 61,233 $ 63, % $ 55,968 $ 60, % The following table identifies the aging and amount of unrealized losses associated with securities that have a fair value 20% or more below carrying value. The issuers of these securities continue to meet all their contractual obligations. Factors considered in evaluating whether a decline in value is other than temporary include: 1) whether the decline is substantial; 2) the financial condition and near-term prospects of the issuer; 3) the amount of time that the fair value has been less than cost; and 4) New York Life's ability and intent to retain the investment for the period of time sufficient to allow for an anticipated recovery in value. Potential Problem Bonds Carrying Value December 31, Estimated Estimated Fair Unrealized Carrying Fair Value Loss Value Value Unrealized Loss (Dollars in millions) Less than 6 months... $ 57 $ 43 $ (14) $ 73 $ 65 $ ( 8) Between 6-9 months (2) 3 2 ( 1 ) Between 9-12 months... Greater than 12 months Total... $ 64 $ 48 $ (16) $84 $ 75 $ ( 9 ) Bonds are carried at amortized cost, or the lower of amortized cost or fair value, if in default (as defined by an NAIC Designation of 6). Unrealized losses were $16 million and $9 million on potential problem bonds at December 31, 2005 and 2004, respectively, of which $0.4 million and $4.4 million of the unrealized losses, respectively, were reported as a reduction in statutory surplus for the same periods. Net unrealized gains of the bond portfolio were $2,754 million and $4,076 million at December 31, 2005 and 2004, respectively; however, since these bonds are held at amortized cost, these unrealized gains and losses are not inherent in the statutory financial statements. 14

17 Bonds were diversified by industry type as set forth in the following table: Carrying Value December 31, % of Carrying Total Value % of Total (Dollars in millions) Mortgage-Backed $9,369 15% $7,772 14% Bank and Finance 8,159 13% 8,277 15% Utilities 7,636 13% 7,197 13% Consumer Goods 7,245 12% 6,970 12% Capital Goods 7,146 12% 6,777 12% Asset-Backed 6,505 11% 6,142 11% U.S. & State Governments 6,852 11% 5,326 10% Energy 3,346 5% 3,220 6% Media 1,813 3% 1,852 3% Transportation 1,141 2% 1,131 2% Other * 2,021 3% 1,304 2% Total Bonds $61, % $55, % * Other category is made up of industry concentrations of less than 3%. Mortgage and Asset-Backed Securities New York Life's mortgage-backed securities investment portfolio consists of pass-through securities, which are pools of mortgage loans collateralized by single-family residences and primarily issued by government sponsored entities (e.g., GNMA, FNMA, FHLMC), and structured pass-through securities, such as collateralized debt obligations, that may have specific prepayment and maturity profiles, are primarily AAA rated, and may be issued by either government sponsored entities or "private label" issuers. New York Life also holds commercial mortgage-backed securities that may be originated by single or multiple issuers, which are collateralized by mortgage loans secured by income producing commercial properties such as office buildings, multi-family dwellings, industrial, retail, hotels and other property types. 15

18 The following table shows the types of mortgage-backed securities held at December 31, 2005 and Mortgage-Backed Securities December 31, Carrying Value % of Total Carrying Value % of Total (Dollars in millions) Pass-through securities... $ 1, % $ 1, % CMO Planned amortization class... 1, % 1, % CMO - Sequential pay class... 1, % 1, % CMO Other... 1, % % Subtotal... $ 5, % $ 4, % Commercial mortgage-backed Securities... 3, % 2, % Total... $ 9, % $ 7, % New York Life's asset-backed securities investment portfolio consists of securities collateralized by the cash flows of consumer loans or receivables relating to credit cards, automobiles, home equity and other asset classes (such as residential mortgage backed securities, reduction rate bonds, equipment, collateralized debt and other trade receivables). At each of the years ended December 31, 2005 and 2004, the percentage of New York Life's asset-backed securities that were rated AAA was 79%. The following table below shows the types of asset-backed securities held at December 31, 2005 and Asset-Backed Securities December 31, Carrying Value % of Total Carrying Value % of Total 16 (Dollars in millions) Automobile receivables... $ 1, % $ 1, % Credit card receivables... 1, % 1, % Home equity loans... 1, % 1, % Residential mortgage backed securities % % Equipment % % Reduction rate bonds % % Collateralized debt obligations % % Other... 1, % % Total... $ 6, % $ 6, % Management of Bonds New York Life follows a fundamental approach to credit analysis supporting bond purchase or sale decisions. Key factors include the stability and adequacy of cash flow in relation to debt service requirements and the outlook for growth in operating earnings. Issuers of below investment grade bonds generally have relatively high levels of indebtedness and are thus more sensitive than issuers of investment grade bonds to adverse economic conditions or to increasing interest rates. Although private placements are relatively less liquid, they benefit from more comprehensive financial covenants and are more likely to be secured or senior in structure.

19 New York Life actively manages and monitors its credit risk exposure. New York Life, through its subsidiary, NYLIM, manages credit risk on an individual issuer and portfolio basis in accordance with New York Life s investment policy guidelines. Individual issuer limits are set based on the issuer's credit rating. Credit ratings for issuers used to monitor credit risk are either public rating agency credit ratings, or internal ratings. The internal ratings are maintained and monitored by an experienced group of credit analysts specialized by industry and asset type. Factors involved in determining credit rating include financial and operating ratios, industry outlook and priority of claim. Credit limits at a portfolio level, such as country and industry exposures, are also established and reviewed periodically. The bond portfolio is continuously examined to identify any potential problems or events that would result in the issuer not being able to comply with the contractual terms. These are included on a watchlist that is routinely monitored. Mortgage Loans New York Life underwrites commercial mortgages on general purpose income producing properties including office buildings, retail facilities, apartments, industrial and hotel properties and purchases single family mortgage pools on the secondary market. Geographic and property type diversification is considered in analyzing investment opportunities, as well as property valuation and cash flow. At December 31, 2005, approximately 33.2% of New York Life's mortgage loan portfolio was office buildings, 27.9% retail buildings, 20.0% industrial, 14.3% apartment complex, 2.8% residential and 1.8% other types. The mortgage loan portfolio, including both commercial and residential loans, was $7,735 and $7,709 million at December 31, 2005 and 2004, respectively. The mortgage loan portfolio comprised 8.4% and 9.0% of New York Life s total invested assets at December 31, 2005 and December 31, 2004, respectively. Approximately 33.6% of the portfolio was secured by properties located in the states of New York, California and Texas. At December 31, 2005, mortgages with principal balances of $75 million or greater accounted for 5.4% of the aggregate principal balance of the commercial mortgage portfolio. New York Life evaluates its mortgage loan portfolio for impairments. A loan is impaired when, based on current facts and circumstances, it is probable that it will be unable to collect all amounts due according to the contractual terms of the loan agreement. The impairment is measured based upon the fair value of the collateral and a valuation allowance is established with a corresponding charge to unrealized loss. Declines in fair value and subsequent changes in impairment (increase/decrease) are charged to/against the valuation allowance with the offset to unrealized gains and losses. 17

20 Commercial Mortgage Loans The following tables show the composition of New York Life's commercial mortgage loan portfolio by type of property and region at December 31, 2005 and Regions are as defined by the American Council of Life Insurance ("ACLI"). Composition of Commercial Mortgage Loan Portfolio by Property Type December 31, Carrying Value % of Total Carrying Value % of Total Property Type: (Dollars in millions) Office... $ 2, % $ 2, % Retail... 2, % 2, % Industrial... 1, % 1, % Apartment... 1, % 1, % Other % % Total... $ 7, % $ 7, % Composition of Commercial Mortgage Loan Portfolio by Region December 31, Carrying Value % of Total Carrying Value % of Total Region: (Dollars in millions) South East... $ 1, % $ 1, % Middle Atlantic... 1, % 1, % Pacific... 1, % 1, % South Central % % North Central % % New England % % Mountain % % Other % 7 0.1% Total... $ 7, % $ 7, % 18