LINCOLN LIFE VARIABLE ANNUITY ACCOUNT N
497, 1999-12-17
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                                    EXHIBIT C
                   THE LINCOLN NATIONAL LIFE INSURANCE COMPANY
                     Lincoln Life Variable Annuity Account N

     Supplement dated December 17, 1999 to the Prospectus dated May 1, 1999

This supplement describes proposed changes to funds offered through the Variable
Annuity Account of the  Delaware-Lincoln  ChoicePlus Contracts (the "Contracts")
described in your May 1, 1999  prospectus.  Please retain this  supplement  with
your Contract prospectus for future reference.

On or about  December 17, 1999,  The Lincoln  National  Life  Insurance  Company
("Lincoln  Life") and Lincoln Life  Variable  Annuity  Account N (the  "Separate
Account") filed an application with the Securities and Exchange  Commission (the
"SEC")  seeking  an order  approving  the  substitution  of  certain  investment
portfolios of funds ("New Funds") held by various  sub-accounts  of the Separate
Account  for  shares of  certain  other  investment  portfolios  of funds  ("Old
Funds"). As outlined below, the effect of such substitutions would be to replace
the Old Funds with the New Funds as investment options under the Contracts:

"Old Funds"                                    "New Funds"
Colonial U.S. Growth & Income Fund ............AVIS Growth-Income Fund Class 2
Delaware Premium Devon Series..................AVIS Growth-Income Fund Class 2
Delaware Premium International Series......... AVIS International Fund Class 2
Dreyfus Small Cap Portfolio....................Delaware Premium Trend Series
Kemper KVS Government Securities Portfolio.....Lincoln National Bond Fund
Kemper KVS Small Cap Growth Portfolio..........Delaware Premium Trend Series
OCC Global Equity Portfolio....................Templeton Global Growth Fund
                                               Class 2
OCC Managed Portfolio..........................AVIS Growth-Income Fund Class 2

To the extent  required by law,  approvals  of such  substitutions  will also be
obtained from the state insurance regulators in certain  jurisdictions.  The Old
Funds will no longer be available as investment  options under Contracts  issued
on  or  after   February  22,  2000.  If  approval  is  granted,   the  proposed
substitutions  will occur sometime in August,  2000, at which time the Old Funds
will no longer be available investment options to any Contract owners.

The  Delaware  Premium  Trend  Series  and the  Lincoln  National  Bond Fund are
described in their  current  prospectuses,  which you received  with your May 1,
1999, Contract prospectus. The AVIS Growth-Income Fund, AVIS International Fund,
and Templeton  Global  Growth Fund are described in their current  prospectuses,
which will be mailed to you before  February 22, 2000. If granted,  Lincoln Life
would carry out the proposed  substitutions as soon as all necessary  regulatory
approvals  have  been  obtained,  and once the  systems  needed to  perform  the
substitution  are in place  (anticipated  to be  sometime in August,  2000),  by
redeeming  the Old Funds'  shares  and  purchasing  shares of the New Funds.  If
carried  out,  the  proposed  substitutions  would  result  in  the  involuntary
reinvestment  of Contract  owner's cash value  invested in the Old Funds.  There
would be no tax consequences resulting from this exchange.

Additional  information about the New Funds, their investment  policies,  risks,
fees and expenses  and all other  aspects of their  operations,  can be found in
their prospectuses, which should be read carefully before investing. THERE IS NO
ASSURANCE  THAT ANY NEW FUND WILL  ACHIEVE  ITS  STATED  OBJECTIVES.  Additional
copies of the New Funds' prospectuses, as well as their Statements of Additional
Information,  can be obtained directly from each of the New Funds without charge
by calling or  writing to the New Fund at the phone  number or address  noted on
the front of its prospectus.

From the date of this  supplement  until at least  thirty  (30)  days  after the
proposed substitutions occur, neither Lincoln Life nor the Separate Account will
exercise any rights reserved by it under the Contracts to impose restrictions or
fees on transfers out of the Old Funds.

If you have any questions about these proposed  substitutions,  please contact a
Customer Service Consultant at 1-888-868-2583.



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