Fidelity Freedom Lifetime Income. Annuity SECURE A STREAM OF INCOME THAT IS GUARANTEED FOR LIFE.

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1 Fidelity Freedom Lifetime Income SECURE A STREAM OF INCOME THAT IS GUARANTEED FOR LIFE. Not Part of the Prospectus Fidelity insurance products are issued by Fidelity s Life Insurance Company (FILI), 100 Salem Street, Smithfield, RI 02917, and, in New York, by Empire Fidelity s Life Insurance Company, New York, N.Y. FILI is licensed in all states except New York. A contract s financial guarantees are subject to the claimspaying ability of the issuing insurance company.

2 Fidelity Freedom Lifetime Income * Fidelity Freedom Lifetime Income () is an immediate variable income annuity that delivers lifetime income 1 to help you reduce the risk of outliving your retirement savings. Within, you can choose from eight diversified portfolios 2 that have the potential to grow your income stream over time. Ideally used in combination with a fixed income annuity and systematic withdrawals from an investment portfolio, can be part of a diversified income plan. Diversified Income Plan Growth Potential Annuities Guaranteed Fixed Income Immediate Variable Income Annuities Lifetime Income and Growth Potential This is a sample, hypothetical diversified income plan. The products and allocations appropriate for any given individual will vary. can help provide: Lifetime income Variable income payments that last a lifetime, in return for a lump sum payment. To receive lifetime income, you will have limited or no access to your assets. The potential for income growth Payment amounts are based on the performance of one of eight diversified portfolios within and will fluctuate increasing or decreasing over time. Although payment amounts are not guaranteed, the potential for payments to grow can help keep pace with rising costs and inflation. Professional money management Lifetime income is generated from Fidelitymanaged diversified portfolios. Choose from two types based on your risk tolerance or your age. Asset protection and flexibility Protection for your heirs to ensure that beneficiaries will receive any remaining income payments for a specific period of time typically from five to 45 years or, if eligible, a withdrawal period 3 that offers flexible access to annuity funds 4 is available for purchase. Keep in mind that taking a withdrawal will reduce the amount of future annuity income payments. 1 Guarantees are subject to the claims-paying ability of the issuing insurance company. 2 Diversification does not ensure a profit or protect against a loss in a declining market. 3 Restrictions apply; refer to the prospectus. You may choose to have either a withdrawal period or a guarantee period, but not both. The withdrawal option is not available in all states and is not applicable for nonqualified funds. Withdrawals of taxable amounts and taxable income received from an annuity are subject to ordinary income tax. Withdrawals of taxable amounts taken before age 59½ may be subject to a 10% IRS penalty. 4 The performance of the Fidelity VIP Freedom Lifetime Income and Fidelity VIP FundsManager portfolios depends on that of their underlying Fidelity VIP funds. These portfolios are subject to the volatility of the financial markets in the U.S. and abroad, and may be subject to the additional risks associated with investing in high-yield, commodity-linked, small-cap, and foreign securities. * Fidelity insurance products are issued by Fidelity s Life Insurance Company (FILI), 100 Salem Street, Smithfield, RI 02917, and, in New York, by Empire Fidelity s Life Insurance Company, New York, N.Y. FILI is licensed in all states except New York. A contract s financial guarantees are subject to the claimspaying ability of the issuing insurance company.

3 How it works How are my lifetime income payments from calculated? Your income amount is established by factors including, but not limited to: Your age Your gender* How often you elect to receive payments (monthly, quarterly, semiannually, or annually) An assumed annual rate of return of 3.5% (benchmark 5 rate of return) Your first and subsequent payments are calculated based on the net performance of the investment portfolio you have selected compared with the annualized 3.5% benchmark. For monthly frequency, the 3.5% benchmark is approximately 0.29%. Each period, your payment will: Increase if your investment portfolio s net performance exceeds the benchmark Decrease if your investment portfolio s net performance falls short of the benchmark Relationship of Performance and Benchmark to Income Payment If the Funds Performance (after expenses) Then the Income Payment Exceeds the Benchmark Increases Equals the Benchmark Stays Level Is Less than the Benchmark Decreases * There are a limited number of states that do not allow gender to be used as a consideration for determining income payments. 5 The benchmark rate of return is one factor used to determine your initial and subsequent payments. Assuming you do not make any withdrawals from the contract date to the first annuity income date, and from one annuity income date to the next, then annuity income will (a) increase, if the annualized investment return for your contract is greater than the benchmark rate of return, or (b) decrease, if the annualized investment return for your contract is less than the benchmark rate of return. The annualized investment return includes your contract s fund performance minus the annuity and fund fees. Depending on your state of residence and type of contract, your purchase payment may initially be invested for a short period of time in the money market investment portfolio. In such cases, your first income payment will be based in part or entirely on the net performance of the money market investment portfolio. Payment amount is not guaranteed and will fluctuate. Investing in a variable income annuity involves risk of loss the amount of each payment is not guaranteed and will fluctuate.

4 How is different from a withdrawal plan? A variable income annuity, such as, is often able to provide higher income payments than other products because of the longevity bonus (or mortality credits) it provides. This longevity bonus is made possible through the pooling of contract owners assets. Effectively, the assets from annuitants with shorter life spans remain in the pool to support the payouts collected by annuitants with longer life spans. Put simply, the longer you live, the more money you will receive over time. While an annual annuity charge will apply (0.60% for ), a variable income annuity provides lifetime income where other investment options that generate income based only on return of principal and interest (or investment growth) can run out of money. Hypothetical Examples Initial : $125,000 Variable Returns Initial : $125,000 $20,000 $15,000 $10,000 $5,000 Your income is limited to principal + investment growth and, in this example, you would run out of money at age 89. $20,000 $15,000 $10,000 $5,000 Your longevity bonus adds additional income for life. Return of Principal Growth Longevity Bonus (Mortality Credits) For the investment portfolio, we assume that withdrawals equal to the payment are taken at the beginning of each year. Initial : $125,000 No-Growth Environment (0% Rate of Return) Initial : $125,000 $15,000 $10,000 $5,000 In this example, you run out of money by age 89. $15,000 $10,000 $5,000 Your longevity bonus means you will continue to receive payments for life. Return of Principal Growth Longevity Bonus (Mortality Credits) This hypothetical example assumes a $125,000 investment by a -year-old male in an investment portfolio utilizing a systematic withdrawal program (SWP) and a $125,000 investment in a single life variable income annuity with a 10-year guarantee period () under two market scenarios: one in which the rate of return varies each year (8%, 10%, 8%, 3%, 12%, 20%, 4%, 16%, 5%, 2%, 1%, 9%, 15%, 18%, 3%, 9%, 2%, 10%, 7%, 13%, 12%, 11%, 5%, 6%, 19%, 12%, 10%, 0%, 13%, 0%,10%, 10%, 8%, 2%, and 12%) and one in which the rate of return is 0% for all years. For the investment portfolio, we assume withdrawals equal to the payment are taken at the beginning of each year and an annual underlying fund fee of 0.72%. The payments reflect an annual annuity charge of 0.60% and an annual underlying fund fee of 0.72%, and are assumed to be made annually at the beginning of each year. For both the investment portfolio and, the $125,000 initial investment is assumed to be returned over 24 years (or age 89). Taxes were not taken into account for either example; if they were included, the results would be different. The average of the variable annual returns is 7.41% gross, and 6.00% net of all fees. See Diversified Income Plan Hypothetical Results for the net rates of return reflecting the fees as well as additional information. This hypothetical example is for illustrative purposes only. It is not intended to predict or project investment results of Fidelity Freedom Lifetime Income and the systematic withdrawal program. Your rate of return may be higher or lower than in the hypothetical illustration shown above.

5 How does fit into a diversified income plan? Because of the variable nature of the income payments, is ideally used in combination with a fixed income annuity that provides steady, predictable payments, and systematic withdrawals from an investment portfolio. And because an allocation to provides access to the longevity bonus pool, it can provide additional income in both variable and 0% growth market environments. Hypothetical Examples Variable Returns Initial s: $375,000 and $125,000 Initial s: $250,000, $125,000, and $125,000 $75,000 Cumulative Income Payments: $1,192,725 $75,000 Cumulative Income Payments: $1,356,163 $50,000 $50,000 $25,000 $25,000 Annual income at age : $21,408 Annual income at age 100: $48,414 Annual income at age : $24,291 Annual income at age 100: $54,746 No-Growth Environment (0% Rate of Return) Initial s: $375,000 and $125,000 Initial s: $250,000, $125,000, and $125,000 $75,000 $50,000 Income from investment portfolio depleted by age 83 Cumulative Income Payments: $683,022 $75,000 $50,000 Income from continues for life Cumulative Income Payments: $705,534 $25,000 $25,000 Annual income at age : $21,408 Annual income at age 100: $12,816 Annual income at age : $24,291 Annual income at age 100: $14,306 For the investment portfolio, we assume a 4% sustainable withdrawal percentage. These hypothetical examples assume a $500,000 investment by a -year-old male in each of the following two scenarios: Scenario 1 a $375,000 investment in an investment portfolio utilizing a systematic withdrawal program (SWP) and a $125,000 investment in a single life fixed income annuity with a 10-year guarantee period and 2% cost-of-living adjustment (COLA). Scenario 2 a $250,000 investment in an investment portfolio utilizing a SWP, a $125,000 investment in a single life fixed income annuity with a 10-year guarantee period and 2% COLA, and $125,000 in a single life variable income annuity with a 10-year guarantee period (). The two scenarios illustrate two market conditions: one in which the rate of return varies each year (8%, 10%, 8%, 3%, 12%, 20%, 4%, 16%, 5%, 2%, 1%, 9%, 15%, 18%, 3%, 9%, 2%, 10%, 7%, 13%, 12%, 11%, 5%, 6%, 19%, 12%, 10%, 0%, 13%, 0%,10%, 10%, 8%, 2%, and 12%) and one in which the rate of return is 0% for all years. For the investment portfolio, we assume a 4% sustainable withdrawal percentage and annual underlying fund fee of 0.72%. The year-one payment amount is equal to 4% of the SWP investment. Payout amounts for subsequent years equal the prior year amount increased by a 2.5% inflation adjustment. The payments reflect an annual annuity charge of 0.60% and an annual underlying fund fee of 0.72%, and are assumed to be made annually at the beginning of each year. See Diversified Income Plan Hypothetical Results for the net rates of return reflecting the fees as well as additional information. This hypothetical example is for illustrative purposes only. It is not intended to predict or project investment results of and the SWP. Your rate of return may be higher or lower than in the hypothetical illustration shown above. The amount of each payment is not guaranteed and will fluctuate. Fixed income annuity payments quoted are based on rates as of 9/26/14. Rates are subject to change.

6 Diversified Income Plan Hypothetical Results Example assumes payments take place annually at the beginning of each year and are based on the prior year s investment performance. Variable Returns Annual Payments in Variable Return Market Age Variable Gross Returns Variable Net Returns Variable Net Returns (Initial : $125K) (Initial : $250K) (2% COLA) (Initial : $125K) Total Annual Payments Avg Annual (7.41% Gross, 6.00% Net) Returns: Annual Payments No Growth (0% Gross, 1.32% Net) Return: Annual Payments 8.0% 6.58% 7.22% $7,883 $10,000 $6,408 $24,291 $7,883 $7, % 8.55% 9.21% $8,128 $10,250 $6,537 $24,915 $8,084 $7, % 6.58% 7.22% $8,525 $10,506 $6,667 $25,699 $8,279 $7, % 4.28% 3.70% $8,779 $10,769 $6,801 $26,349 $8,479 $6, % 10.53% 11.19% $8,119 $11,038 $6,937 $26,094 $8,683 $6, % 18.42% 19.14% $8,671 $11,314 $7,075 $27,060 $8,893 $6, % 2.63% 3.25% $9,921 $11,597 $7,217 $28,734 $9,107 $5, % 14.47% 15.16% $9,837 $11,887 $7,361 $29,086 $9,327 $5, % 6.25% 5.68% $10,880 $12,184 $7,509 $30,573 $9,552 $5, % 0.66% 1.27% $9,855 $12,489 $7,9 $30,003 $9,783 $5, % 2.30% 1.71% $9,585 $12,801 $7,812 $30,198 $10,019 $4, % 7.57% 8.22% $9,047 $13,121 $7,968 $30,136 $10,260 $4, % 13.49% 14.17% $9,403 $13,449 $8,127 $30,979 $10,508 $4, % 16.45% 17.15% $10,310 $13,785 $8,290 $32,385 $10,761 $4, % 1.64% 2.26% $11,600 $14,130 $8,456 $34,186 $11,021 $4, % 7.57% 8.22% $11,392 $14,483 $8,625 $34,500 $11,287 $3, % 3.29% 2.71% $11,840 $14,845 $8,797 $35,482 $11,559 $3, % 8.55% 9.21% $11,063 $15,216 $8,973 $35,252 $11,838 $3, % 5.59% 6.23% $11,603 $15,597 $9,153 $36,352 $12,123 $3, % 11.51% 12.19% $11,838 $15,987 $9,336 $37,160 $12,416 $3, % 10.53% 11.19% $12,754 $16,386 $9,523 $38,663 $12,715 $3, % 9.54% 10.20% $13,620 $16,796 $9,713 $40,129 $13,022 $2, % 3.62% 4.24% $14,415 $17,216 $9,907 $41,538 $13,336 $2, % 7.24% 6.68% $14,431 $17,646 $10,105 $42,183 $13,8 $2, % 17.43% 18.14% $12,934 $18,087 $10,308 $41,329 $13,987 $2, % 10.53% 11.19% $14,675 $18,539 $10,514 $43,729 $14,325 $2, % 8.55% 9.21% $15,672 $19,003 $10,724 $45,399 $14,670 $2, % 1.32% 0.72% $16,437 $19,478 $10,939 $46,853 $15,024 $2, % 11.51% 12.19% $15,672 $19,9 $11,157 $46,794 $15,387 $2, % 1.32% 0.72% $16,885 $20,464 $11,380 $48,730 $15,758 $1, % 8.55% 9.21% $16,100 $20,976 $11,608 $48,683 $16,138 $1, % 8.55% 9.21% $16,886 $21,500 $11,840 $50,226 $16,527 $1, % 6.58% 7.22% $17,710 $22,038 $12,077 $51,825 $16,926 $1, % 3.29% 2.71% $18,237 $22,589 $12,319 $53,144 $17,335 $1, % 10.53% 11.19% $17,041 $23,153 $12,5 $52,759 $17,753 $1, $18,198 $23,732 $12,816 $54,746 $18,181 $1,490 Cumulative Payments: $449,945 $573,014 $333,204 $1,356,163

7 Quick facts and features A low-cost immediate variable annuity that delivers lifetime income Lifetime income options Features to help address your unique retirement needs Professional money management and investment options How to fund your annuity Payment options Because our low annual annuity charge of 0.60% 6 is significantly lower than the national industry average of 1.08%, more of your money will go to generating income and less to paying fees. No initial sales charges or annual maintenance fees. You (or you and your spouse) will receive income payments 7 guaranteed 8 to last a lifetime in return for a lump sum investment. To receive these lifetime income payments, however, you will have limited or no access to your assets. With, you have the ability to select and pay for only the features you need. The optional guarantee period helps ensure that your beneficiaries will continue to receive income payments from the annuity for a certain length of time typically from five to 45 years. If you are eligible, the optional withdrawal feature 9 allows up to two partial withdrawals per year if you purchase your annuity with pretax assets. Taking a withdrawal will affect the amount of future payments that you will receive. Your lifetime income and potential income growth is generated from a Fidelity-managed diversified portfolio. You can choose from two types* based on your risk tolerance or your age. With these portfolios, fund managers make the investing choices, monitor the results, and maintain each portfolio s target asset mix. Fidelity takes the guesswork out of making investment decisions so you don t have to do it alone. Based on your risk tolerance: 10 Fidelity VIP FundsManager 20% Fidelity VIP FundsManager 50% Fidelity VIP FundsManager 60% Fidelity VIP FundsManager 70% Fidelity VIP FundsManager 85% Based on the year you were born: 11 Fidelity VIP Freedom Lifetime Income I if you were born in 1939 or earlier Fidelity VIP Freedom Lifetime Income II if you were born in the 1940s Fidelity VIP Freedom Lifetime Income III if you were born in the 1950s or later *Can be invested in only one portfolio at any time. Tax-free transfer from a qualified 401(k) plan, IRA, or other employer-sponsored plan. Use money from your current savings, bonus, or inheritance. Exchange an existing annuity to Fidelity tax free with a 1035 exchange. 12 $25,000 minimum purchase amount. Receive your income payment by check or have it directly deposited. Choose to receive income payments monthly, quarterly, semiannually, or annually. Select either the 1st or the 15th of the month for the payment calculation date. 6 According to 12/31/13 data on immediate variable annuities from Morningstar, Inc., at 0.60%, Fidelity Freedom Lifetime Income s annual annuity charge is significantly lower than the national industry average 1.08% annual annuity charge. Underlying fund fees also apply. 7 Payment amount is not guaranteed and will fluctuate. 8 Guarantees are subject to the claims-paying ability of the issuing insurance company. 9 Restrictions may apply; refer to prospectus. The withdrawal option is not available in all states and is not applicable for nonqualified funds. Withdrawals of taxable amounts and taxable income received from an annuity are subject to ordinary income tax. Withdrawals of taxable amounts taken before age 59½ may be subject to a 10% IRS penalty. 10 Fidelity VIP Funds Manager s are named according to the equity fund allocations in each. The fund you choose will depend on your tolerance for risk and your ability to adjust to fluctuation in value. 11 This is only a guide. Customers should evaluate their own circumstances before selecting a fund. The allocation of each portfolio which invests in a combination of underlying Fidelity VIP equity, fixed-income, and short-term funds is adjusted over time, gradually becoming more conservative. This process is known as the roll down. The Fidelity VIP Freedom Lifetime Income portfolios are managed to gradually become more conservative over time as they approach their ultimate target asset allocation. Fidelity VIP Freedom Lifetime Income II and III are expected to ultimately merge with Fidelity VIP Freedom Lifetime Income I. As with all Fidelity Freedom Lifetime Income portfolios, principal invested is not guaranteed at any time, including when or after the funds reach their ultimate target asset allocation. 12 Before exchanging, check with your current provider to see if it will assess a surrender charge. Consider the existing benefits and features you may lose in an exchange, which may be of particular importance in poor market conditions.

8 Go to Fidelity.com/lifetimeincome to: View informative videos Explore our interactive tools Learn more about your investment options Before investing, consider the investment objectives, risks, charges, and expenses of the annuity and its investment options. Call or write to Fidelity or visit Fidelity.com for a free prospectus or, if available, a summary prospectus containing this information. Read it carefully. Investing in a variable income annuity involves risk of loss the amount of each payment is not guaranteed and will fluctuate. Fidelity insurance products are issued by Fidelity s Life Insurance Company (FILI), 100 Salem Street, Smithfield, RI 02917, and, in New York, by Empire Fidelity s Life Insurance Company, New York, N.Y. FILI is licensed in all states except New York. A contract s financial guarantees are subject to the claimspaying ability of the issuing insurance company. Fidelity Freedom Lifetime Income (Policy Form Nos. -Q-2005 et al. and -NQ-2005 et al.) is issued by Fidelity s Life Insurance Company. Freedom Lifetime Income (Policy Form Nos. EFLI-Q-2005 et al. and EFLI-NQ-2005 et al.) is issued by Empire Fidelity s Life Insurance Company. Fidelity Brokerage Services, Member NYSE, SIPC, and Fidelity Insurance Agency, Inc., are the distributors. Not Part of the Prospectus 2014 FMR LLC. All rights reserved. -BRO Fidelity Brokerage Services LLC, Member NYSE, SIPC, 900 Salem Street, Smithfield, RI