JNL VARIABLE FUND III LLC
497, 2000-05-05
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                          JNL(R) VARIABLE FUND III LLC



<PAGE>


                                   PROSPECTUS


                                   May 1, 2000


                          JNL(R) VARIABLE FUND III LLC
                 225 West Wacker Drive o Chicago, Illinois 60606

This Prospectus  provides you with the basic  information you should know before
investing in the JNL Variable Fund III LLC (Fund).

The interests of the Fund are sold to Jackson  National  Separate Account III to
fund the  benefits of variable  annuity  contracts.  The Fund  currently  offers
interests in the following Series:


JNL/First Trust The Dow(SM) Target 10 Series


THE  SECURITIES  AND EXCHANGE  COMMISSION  HAS NOT APPROVED OR  DISAPPROVED  THE
FUND'S  SECURITIES,  OR  DETERMINED  WHETHER  THIS  PROSPECTUS  IS  ACCURATE  OR
COMPLETE. IT IS A CRIMINAL OFFENSE TO STATE OTHERWISE.


For more  detailed  information  about the Fund and the  Series,  see the Fund's
Statement of Additional  Information  (SAI) , which is incorporated by reference
into this Prospectus.



<PAGE>


"Dow  Jones",  "Dow  Jones  Industrial  Average(SM)",  "DJIA(SM)",  and "The Dow
10(SM)" are service marks of Dow Jones & Company, Inc. (Dow Jones) Dow Jones has
no  relationship  to the  Fund,  other  than  the  licensing  of the  Dow  Jones
Industrial  Average (DJIA) and its service marks for use in connection  with the
JNL/First Trust The Dow Target 10 Series.

DOW JONES DOES NOT:

o    Sponsor,  endorse,  sell or promote the  JNL/First  Trust The Dow Target 10
     Series.
o    Recommend  that any person invest in the JNL/First  Trust The Dow Target 10
     Series or any other securities.  o Have any responsibility or liability for
     or make any decisions about the timing,  amount or pricing of the JNL/First
     Trust The Dow Target 10 Series.
o    Have any responsibility or liability for the administration,  management or
     marketing of the JNL/First Trust The Dow Target 10 Series.
o    Consider the needs of the  JNL/First  Trust The Dow Target 10 Series or the
     owners  of the  JNL/First  Trust The Dow  Target 10 Series in  determining,
     composing or calculating the DJIA or have any obligation to do so.

- --------------------------------------------------------------------------------
DOW JONES WILL NOT HAVE ANY LIABILITY IN CONNECTION WITH THE JNL/FIRST TRUST THE
DOW TARGET 10 SERIES.
SPECIFICALLY,

o    DOW JONES DOES NOT MAKE ANY  WARRANTY,  EXPRESS OR  IMPLIED,  AND DOW JONES
     DISCLAIMS ANY WARRANTY ABOUT:
     o    THE RESULTS TO BE OBTAINED  BY THE  JNL/FIRST  TRUST THE DOW TARGET 10
          SERIES,  THE OWNERS OF THE JNL/FIRST TRUST THE DOW TARGET 10 SERIES OR
          ANY OTHER PERSON IN  CONNECTION  WITH THE USE OF THE DJIA AND THE DATA
          INCLUDED IN THE DJIA;
     o    THE ACCURACY OR COMPLETENESS OF THE DJIA AND ITS DATA;
     o    THE MERCHANTABILITY AND THE FITNESS FOR A PARTICULAR PURPOSE OR USE OF
          THE DJIA AND ITS DATA;
o    DOW JONES WILL HAVE NO LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS
     IN THE DJIA OR ITS DATA;
o    UNDER NO  CIRCUMSTANCES  WILL DOW JONES BE LIABLE  FOR ANY LOST  PROFITS OR
     INDIRECT, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES OR LOSSES, EVEN IF DOW
     JONES KNOWS THAT THEY MIGHT OCCUR.

THE  LICENSING  AGREEMENT  BETWEEN  FIRST TRUST  ADVISORS  L.P. AND DOW JONES IS
SOLELY FOR THEIR  BENEFIT AND NOT FOR THE BENEFIT OF THE OWNERS OF THE JNL/FIRST
TRUST THE DOW TARGET 10 SERIES OR ANY OTHER THIRD PARTIES.
- --------------------------------------------------------------------------------

 "JNL(R)",  "Jackson  National(R)" and "Jackson National Life(R)" are trademarks
of Jackson National Life Insurance Company.



<PAGE>
                                TABLE OF CONTENTS

About the JNL/First Trust The Dow(SM) Target 10 Series ....................1

         Investment Objective .............................................1

         Principal Investment Strategies ..................................1

         Principal Risks of Investing in The Dow Target 10 Series .........1

         Additional Information About the Principal Investment
         Strategies, Other Investments and Risks of The Dow
         Target 10 Series .................................................2

Management of the Fund ....................................................4

         Investment Adviser ...............................................4

         Investment Sub-Adviser ...........................................4

         Portfolio Management .............................................5

Administrative Fee ........................................................5

Investment in Fund Interests ..............................................5

Redemption of Fund Interests ..............................................5

Tax Status ................................................................6

         General ..........................................................6

         Internal Revenue Services Diversification Requirements ...........6

Hypothetical Performance Data for Target Strategy .........................7

Financial Highlights ......................................................8


<PAGE>


              ABOUT THE JNL/FIRST TRUST THE DOW(SM) TARGET 10 SERIES

INVESTMENT OBJECTIVE

The  investment  objective of the JNL/First  Trust The Dow(SM)  Target 10 Series
(The Dow  Target 10  Series) is a high total  return  through a  combination  of
capital appreciation and dividend income.

PRINCIPAL INVESTMENT STRATEGIES

The  Dow  Target  10  Series  seeks  to  achieve  its   objective  by  investing
approximately equal amounts in the common stock of the ten companies included in
the Dow Jones  Industrial  Average(SM)  (DJIA)  which have the highest  dividend
yields on or about the business day before each Stock  Selection  Date.  The ten
companies  will be selected  annually,  beginning  July 1, 1999, and on each one
year anniversary thereof (Stock Selection Date). The sub-adviser  generally uses
a buy and hold strategy, trading only on each Stock Selection Date and when cash
flow activity occurs in the Series.

PRINCIPAL RISKS OF INVESTING IN THE DOW TARGET 10 SERIES

An investment in The Dow Target 10 Series is not guaranteed.  As with any mutual
fund,  the value of The Dow Target 10 Series'  shares  will change and you could
lose money by investing in this Series.  A variety of factors may  influence its
investment performance, such as:

          o    Market  risk.  Because  The  Dow  Target  10  Series  invests  in
               U.S.-traded  equity  securities,  it is subject  to stock  market
               risk.  Stock prices  typically  fluctuate more than the values of
               other types of securities,  typically in response to changes in a
               particular  company's  financial  condition and factors affecting
               the market in general. For example,  unfavorable or unanticipated
               poor earnings performance of a company may result in a decline in
               its stock's price, and a broad-based market drop may also cause a
               stock's price to fall.

          o    Non-diversification.    The   Dow    Target    10    Series    is
               "non-diversified"  as such  term  is  defined  in the  Investment
               Company Act of 1940, as amended,  which means that the Series may
               hold a smaller  number of issuers than if it were  "diversified."
               With a smaller  number of  different  issuers,  The Dow Target 10
               Series is subject to more risk than another fund holding a larger
               number of issuers,  since changes in the  financial  condition or
               market status of a single issuer may cause greater fluctuation in
               The Dow Target 10 Series' total return and share price.

          o    Limited  management.  The  Dow  Target  10  Series'  strategy  of
               investing in ten companies  according to criteria determined on a
               Stock  Selection  Date  prevents  The Dow  Target 10 Series  from
               responding  to market  fluctuations.  As compared to other funds,
               this could  subject  The Dow Target 10 Series to more risk if one
               of the selected stocks declines in price or if certain sectors of
               the market, or the United States economy,  experience  downturns.
               The investment strategy may also prevent The Dow Target 10 Series
               from taking advantage of opportunities available to other funds.

In  addition,  the  performance  of The Dow  Target  10  Series  depends  on the
sub-adviser's ability to effectively implement the investment strategies of this
Series.


PERFORMANCE.  The  performance  of the Series  will vary from year to year.  The
Series'  performance  figures will not reflect the deduction of any charges that
are imposed under a variable annuity contract.

Performance for the Series has not been included because the Series has not been
in operation for a full fiscal year as of December 31, 1999.


ADDITIONAL  INFORMATION  ABOUT  THE  PRINCIPAL  INVESTMENT   STRATEGIES,   OTHER
INVESTMENTS AND RISKS OF THE DOW TARGET 10 SERIES

The Dow Target 10 Series  invests in the common stock of ten companies  included
in The DJIA.  The ten common  stocks will be chosen on or about the business day
before each Stock Selection Date as follows:

          o    the sub-adviser  will determine the dividend yield on each common
               stock in The DJIA on or about the  business  day before the Stock
               Selection Date;

          o    the sub-adviser will allocate  approximately equal amounts of The
               Dow Target 10 Series to the ten  companies  in The DJIA that have
               the highest dividend yield;

          o    the  sub-adviser  will  determine  the  percentage   relationship
               between  the  number of shares of each of the ten  common  stocks
               selected.

Between Stock Selection  Dates,  The Dow Target 10 Series will purchase and sell
common stocks approximately  according to the percentage  relationship among the
common stocks established on the prior Stock Selection Date.

The stocks in The Dow Target 10 Series are not  expected  to reflect  the entire
DJIA nor track the movements of The DJIA.

It is generally not possible for the sub-adviser to purchase round lots (usually
100 shares) of stocks in amounts that will  precisely  duplicate the  prescribed
mix of  securities.  Also, it usually will be  impossible  for The Dow Target 10
Series to be 100% invested in the  prescribed  mix of securities at any time. To
the extent that The Dow Target 10 Series is not fully invested, the interests of
the interest  holders may be diluted and total return may not directly track the
investment results of the prescribed mix of securities. To minimize this effect,
the  sub-adviser  will  generally  try,  as much as  practicable,  to maintain a
minimum cash  position at all times.  Normally,  the only cash items held by The
Dow Target 10 Series will be amounts  expected  to be  deducted as expenses  and
amounts too small to purchase additional round lots of the securities.

The  sub-adviser  will  attempt to  replicate  the  percentage  relationship  of
securities when selling  securities for The Dow Target 10 Series. The percentage
relationship  among the number of  securities in The Dow Target 10 Series should
therefore  remain  relatively  stable.  However,  given the fact that the market
price of such  securities  will  vary  throughout  the  year,  the  value of the
securities  of each of the  companies as compared to the total assets of The Dow
Target 10 Series will fluctuate  during the year, above and below the proportion
established on the annual Stock  Selection Date. At the Stock Selection Date for
The Dow Target 10 Series,  new securities  will be selected and a new percentage
relationship will be established among the number of securities for the Series.

The sub-adviser may, but will not necessarily,  utilize derivative  instruments,
such  as  options,  futures  contracts,  forward  contracts,  warrants,  indexed
securities and repurchase agreements, for hedging and risk management.


Derivative  instruments  involve  special  risks.  The Series  sub-adviser  must
correctly  predict price  movements,  during the life of the derivative,  of the
underlying  asset in order to realize the desired  results from the  investment.
The value of derivatives  may rise or fall more rapidly than other  investments,
which may  increase  the  volatility  of the Series  depending on the nature and
extent  of  the  derivatives  in the  Series'  portfolio.  Additionally,  if the
sub-adviser uses derivatives in attempting to manage or "hedge" the overall risk
of the Series' portfolio, the strategy might not be successful, for example, due
to  changes in the value of the  derivatives  that do not  correlate  with price
movements in the rest of the portfolio.


The  investment  objectives  and  policies  of The Dow  Target 10 Series are not
fundamental  and may be changed by the Board of  Managers  of the Fund,  without
interest holder approval.


Certain  provisions of the  Investment  Company Act of 1940 limit the ability of
the Series to invest  more than 5% of the Series'  total  assets in the stock of
any company  that derives more than 15% of its gross  revenues  from  securities
related activities (Securities Related Companies).  The Fund has been granted by
the Securities and Exchange  Commission  (SEC) an exemption from this limitation
so that The Dow  Target 10 Series may  invest up to 10.5% of the  Series'  total
assets  in  the  stock  of  Securities  Related  Companies.  The  SAI  has  more
information  about  The  Dow  Target  10  Series'  authorized   investments  and
strategies, as well as the risks and restrictions that may apply to them.


DESCRIPTION  OF  INDEX.   The  stocks  included  in  The  Dow  Jones  Industrial
Average(SM)   are  chosen  by  the  editors  of  The  Wall  Street   Journal  as
representative of the broad market and of American  industry.  The companies are
major  factors  in  their  industries  and  their  stocks  are  widely  held  by
individuals and institutional investors.

The  portfolio  of The Dow Target 10 Series  consists  of the  common  stocks of
companies listed on the DJIA. Except as previously  described,  the publisher of
the DJIA has not granted the Fund or the Fund's investment  adviser a license to
use its index. The Dow Target 10 Series is not designed or intended to result in
prices  that  parallel or  correlate  with the  movements  in the DJIA and it is
expected that its prices will not parallel or correlate with such movements. The
publisher  of the DJIA has not  participated  in any way in the  creation of the
Fund or the Series or in the selection of stocks in the Series.

LEGISLATION.  At any time after the date of the  Prospectus,  legislation may be
enacted  that could  negatively  affect  the  common  stock in The Dow Target 10
Series or the issuers of such common  stock.  Further,  changing  approaches  to
regulation may have a negative  impact on certain  companies  represented in The
Dow  Target  10  Series.  There can be no  assurance  that  future  legislation,
regulation or deregulation will not have a material adverse effect on the Series
or will not impair the  ability of the  issuers of the common  stock held in the
Series to achieve their business goals.

<PAGE>
                             MANAGEMENT OF THE FUND

INVESTMENT ADVISER

Under  Delaware  law and the  Fund's  Certificate  of  Formation  and  Operating
Agreement,  the  management  of the  business  and  affairs  of the  Fund is the
responsibility of the Board of Managers of the Fund.

Jackson National Financial Services,  LLC (JNFS), 5901 Executive Drive, Lansing,
Michigan 48911, is the investment adviser to the Fund and provides the Fund with
professional  investment  supervision  and  management.  JNFS is a wholly  owned
subsidiary of Jackson  National Life Insurance  Company (JNL),  which is in turn
wholly  owned by  Prudential  n plc,  a life  insurance  company  in the  United
Kingdom. JNFS is a successor to Jackson National Financial Services,  Inc. which
served as an investment adviser to the JNL Series Trust, a registered investment
company,  from its inception  until July 1, 1998, when it transferred its duties
as investment adviser to JNFS.

JNFS has  selected  First  Trust  Advisors  L.P.  as  sub-adviser  to manage the
investment  and  reinvestment  of the  assets of the  Series  of the Fund.  JNFS
monitors the compliance of the  sub-adviser  with the investment  objectives and
related  policies of The Dow Target 10 Series and reviews the performance of the
sub-adviser  and  reports  periodically  on such  performance  to the  Board  of
Managers of the Fund.


As compensation for its services,  JNFS receives a fee from the Series.  The fee
is stated as an annual  percentage  of the net  assets of the  Series.  The fee,
which is accrued  daily and payable  monthly,  is calculated on the basis of the
average  net assets of The Dow Target 10 Series.  Once the average net assets of
the Series  exceed  specified  amounts,  the fee is reduced with respect to such
excess.


The Dow Target 10 Series is obligated to pay JNFS the following fee:

     ASSETS                                                  FEES

     $0 to $500 million...................................... .75%
     $500 million to $1 billion.............................. .70%
     Over $1 billion......................................... .65%

INVESTMENT SUB-ADVISER


First Trust Advisors L.P. (First Trust), an Illinois limited  partnership formed
in 1991 and an investment  adviser  registered with the SEC under the Investment
Advisers Act of 1940,  is the  sub-adviser  for The Dow Target 10 Series.  First
Trust's address is 1001 Warrenville Road, Lisle,  Illinois 60532. First Trust is
a limited  partnership with one limited partner,  Grace Partners of Dupage L.P.,
and one general partner, Nike Securities  Corporation.  Grace Partners of Dupage
L.P.  is a  limited  partnership  with  one  general  partner,  Nike  Securities
Corporation, and a number of limited partners. Nike Securities Corporation is an
Illinois corporation  controlled by the Robert Donald Van Kampen family.

First Trust is also the portfolio  supervisor of certain unit investment  trusts
sponsored by Nike  Securities  L.P. (Nike  Securities)  which are  substantially
similar to the Series in that they have the same  investment  objectives  as the
Series but have a life of approximately one year. Nike Securities specializes in
the  underwriting,  trading and distribution of unit investment trusts and other
securities.  Nike Securities,  an Illinois limited  partnership  formed in 1991,
acts as sponsor for successive  series of The First Trust Combined  Series,  The
First Trust Special  Situations  Trust, The First Trust Insured Corporate Trust,
The First Trust of Insured Municipal Bonds and The First Trust GNMA.


Under the terms of the  Sub-Advisory  Agreement  between  First  Trust and JNFS,
First Trust manages the  investment  and  reinvestment  of the assets of The Dow
Target 10 Series, subject to the oversight and supervision of JNFS and the Board
of Managers of the Fund. First Trust formulates a continuous  investment program
for the Series  consistent with its investment  objectives and policies outlined
in this Prospectus.  First Trust implements such programs by purchases and sales
of  securities  and  regularly  reports to JNFS and the Board of Managers of the
Fund with respect to the implementation of such programs.

As compensation for its services,  First Trust receives a fee from JNFS,  stated
as an annual  percentage of the net assets of The Dow Target 10 Series.  The SAI
contains a schedule of the  management  fees JNFS  currently is obligated to pay
First Trust out of the advisory fee it receives from The Dow Target 10 Series.

PORTFOLIO MANAGEMENT

There  is no one  individual  primarily  responsible  for  portfolio  management
decisions  for the  Series.  Investments  are  made  under  the  direction  of a
committee.

                               ADMINISTRATIVE FEE


In addition to the  investment  advisory  fee,  The Dow Target 10 Series pays to
JNFS an  Administrative  Fee of .10% of the  average  daily  net  assets  of the
Series.  In  return  for the  fee,  JNFS  provides  or  procures  all  necessary
administrative  functions  and  services  for the  operation  of the Series.  In
accordance with the Administration Agreement,, JNFSis responsible for payment of
expenses  related  to legal,  audit,  fund  accounting,  custody,  printing  and
mailing, managers fees and all other services necessary for the operation of the
Series.  The Series is  responsible  for trading  expenses  including  brokerage
commissions, interest and taxes, and other non-operating expenses.


                          INVESTMENT IN FUND INTERESTS

Interests in the Fund are currently sold to Jackson  National  Separate  Account
III, a separate account of JNL, 5901 Executive Drive,  Lansing,  Michigan 48911,
to fund the benefits under certain variable annuity contracts  (Contracts).  The
Separate  Account  purchases  interests  in the Series at net asset  value using
premiums  received on  Contracts  issued by JNL.  Purchases  are effected at net
asset  value next  determined  after the  purchase  order,  in proper  form,  is
received by the Fund's transfer agent. There is no sales charge.

Interests in the Fund are not available to the general public directly.  The Dow
Target 10 Series is managed by a sub-adviser who manages publicly available unit
investment  trusts having  similar names and  investment  objectives.  While the
Series may be similar to, and may in fact be modeled  after  publicly  available
unit investment trusts, Contract purchasers should understand that the Series is
not otherwise  directly related to any publicly available unit investment trust.
Consequently,  the investment  performance of publicly available unit investment
trusts and the Series may differ substantially.

The net asset value per  interest of The Dow Target 10 Series is  determined  at
the close of regular trading on the New York Stock Exchange (normally 4:00 p.m.,
Eastern time) each day that the New York Stock  Exchange is open.  The net asset
value per interest is calculated by adding the value of all securities and other
assets of the Series,  deducting its liabilities,  and dividing by the number of
interests  outstanding.  Generally,  the  value of  exchange-listed  or  -traded
securities is based on their respective market prices, bonds are valued based on
prices provided by an independent pricing service and short-term debt securities
are valued at amortized cost, which approximates market value.

All investments in the Fund are credited to the interest holder's account in the
form of full and fractional  shares of the Series (rounded to the nearest 1/1000
of a share). The Fund does not issue interest certificates.

                          REDEMPTION OF FUND INTERESTS

Jackson  National  Separate  Account  III  redeems  shares  to make  benefit  or
withdrawal payments under the terms of its Contracts.  Redemptions are processed
on any day on which the Fund is open for  business and are effected at net asset
value next determined after the redemption order, in proper form, is received.

The Fund may suspend the right of redemption  only under the  following  unusual
circumstances:

          o    when the New York Stock  Exchange is closed  (other than weekends
               and holidays) or trading is restricted;

          o    when an emergency exists, making disposal of portfolio securities
               or the valuation of net assets not reasonably practicable; or

          o    during  any  period  when  the  SEC  has  by  order  permitted  a
               suspension of redemption for the protection of shareholders.

                                   TAX STATUS

GENERAL

The Fund is a limited  liability  company with all of its  interests  owned by a
single entity,  Jackson National Separate Account III. Accordingly,  the Fund is
taxed  as  part of the  operations  of JNL and is not  taxed  separately.  Under
current tax law, interest, dividend income and capital gains of the Fund are not
currently  taxable when left to accumulate  within a variable annuity  contract.
For a discussion of the tax status of the variable annuity policy,  please refer
to the prospectus for Jackson National Separate Account III.

INTERNAL REVENUE SERVICE DIVERSIFICATION REQUIREMENTS

The Series  intend to comply  with the  diversification  requirements  currently
imposed by the  Internal  Revenue  Service on  separate  accounts  of  insurance
companies as a condition of maintaining  the tax deferred status of the variable
annuity  policies  issued  by  Jackson   National   Separate  Account  III.  The
Sub-Advisory  Agreement  requires the Series to be operated in  compliance  with
these diversification  requirements.  First Trust, as sub-adviser,  reserves the
right to depart  from the  investment  strategy  of The Dow  Target 10 Series in
order to meet these diversification requirements.  See the SAI for more specific
information.



<PAGE>
              HYPOTHETICAL PERFORMANCE DATA FOR THE TARGET STRATEGY


As of the date of this  Prospectus,  The Dow  Target 10 Series  has  notbeen  in
operation for a full fiscal year.  However,  certain  aspects of the  investment
strategy for The Dow Target 10 Series can be demonstrated using historical data.
The following table  illustrates the hypothetical  performance of the investment
strategy  used by The Dow  Target 10 Series and the  actual  performance  of the
DJIA. The table also shows how performance varies from year to year.


The  information  for the Target  Strategy  assumes  that the Strategy was fully
invested as of the beginning of each year and that each Stock Selection Date was
the first of the year. In addition,  the performance  information  does not take
into  consideration  any sales charges,  commissions,  insurance fees or charges
imposed on the sale of the variable annuity policies,  expenses or taxes. Any of
such charges will lower the returns shown.


The returns  shown below for the Target  Strategy does not represent the results
of  actual  trading  using  client  assets  but  were  achieved  by means of the
retroactive  application  of a strategy  that was  designed  with the benefit of
hindsight. These returns should not be considered indicative of the skill of the
sub-adviser.  The returns may not reflect the impact that any material market or
economic factors might have had if the Strategy had been used during the periods
shown to actually manage client assets.  During a portion of the period shown in
the table below,  the sub-adviser  acted as the portfolio  supervisor of certain
unit investment  trusts which employed  strategies  similar to the  hypothetical
strategy shown below.

The returns  shown below for the Target  Strategy  are not a guarantee of future
performance and should not be used to predict the expected returns on the Target
Strategy.   In  fact,  the  hypothetical  Target  Strategy   underperformed  its
respective index in certain years.

                     HYPOTHETICAL COMPARISON OF TOTAL RETURN

   Year      Target 10       DJIA
              Strategy



1980              27.90%      21.90%
1981               7.46%      -3.61%
1982              27.12%      26.85%
1983              39.07%      25.82%
1984               6.22%       1.29%
1985              29.54%      33.28%
1986              35.63%      27.00%
1987               5.59%       5.66%
1988              24.75%      16.03%
1989              26.97%      32.09%
1990              -7.82%      -0.73%
1991              34.20%      24.19%
1992               7.69%       7.39%
1993              27.08%      16.87%
1994               4.21%       5.03%
1995              36.85%      36.67%
1996              28.35%      28.71%
1997              21.68%      24.82%
1998              10.59%      18.03%
1999               5.06%      27.06%


(1) The Target 10 Strategy  for any given  period was  selected by applying  the
respective strategy as of the close of the prior period.

(2) The total return shown does not take into  consideration  any sales charges,
commissions,  expenses or taxes.  Total return  assumes that all  dividends  are
reinvested  semi-annually,  and all  returns  are  stated in terms of the United
States dollar.  Based on the year-by-year  returns  contained in the table, over
the 20 full years  listed  above,  the Target 10  Strategy  achieved  an average
annual total  return of 19.13%.  In  addition,  over this  period,  the Strategy
achieved a greater average annual total return than that of the DJIA,  which was
18.10%.  Although the Strategy  seeks to achieve a better  performance  than the
DJIA as a whole,  there can be no  assurance  that the  Strategy  will achieve a
better performance.



<PAGE>

                              FINANCIAL HIGHLIGHTS




The following table provides  selected per interest data for one interest of the
Series.  The  information  does not reflect  any  charges  imposed by an Account
investing  in  interests  of the  Series.  You should  refer to the  appropriate
Account prospectus for additional information regarding such charges.

The   information   for  the   period   shown   below   has  been   audited   by
PricewaterhouseCoopers  LLP,  independent  accountants,  and  should  be read in
conjunction with the financial  statements and notes thereto,  together with the
report of PricewaterhouseCoopers LLP thereon, in the Annual Report.

                                               JNL/FIRST
                                             TRUST THE DOW
                                               TARGET 10
                                                 SERIES
                                             ---------------
                                              PERIOD FROM
                                              AUGUST 16,
                                               1999* TO
                                             DECEMBER 31,
                                                 1999
                                             ---------------

SELECTED PER INTEREST DATA

NET ASSET VALUE, BEGINNING OF PERIOD         $    10.00
                                             ---------------

INCOME (LOSS) FROM OPERATIONS:
  Net investment income (loss)                     0.24
  Net realized and unrealized gains (loss)
    on investments                                (1.31)
                                             ---------------
Total income (loss) from operations               (1.07)
                                             ---------------

NET ASSET VALUE, END OF PERIOD               $     8.93
                                             ===============

TOTAL RETURN (A)                                 (10.70)%

RATIOS AND SUPPLEMENTAL DATA:
  Net assets, end of period (in thousands)   $      375
  Ratio of expenses to average net
    assets (b)                                     0.85%
  Ratio of net investment income to
    average net assets (b)                         2.58%
  Portfolio turnover                             114.08%

- --------------------------------------------------------------------------------
*    Commencement of operations.
(a)  Assumes  investment at net asset value at the beginning of the period and a
     complete  redemption of the investment at the net asset value at the end of
     the period. Total Return is not annualized for periods less than one year.
(b)  Annualized for periods less than one year.


<PAGE>

                                   PROSPECTUS


                                   May 1, 2000


                          JNL(R) VARIABLE FUND III LLC


You can find more information about the Trust in:

         o    The Fund's STATEMENT OF ADDITIONAL  INFORMATION (SAI) dated May 1,
              2000,  which contains further  information  about the Fund and the
              Series,  particularly their investment practices and restrictions.
              The  current  SAI is on file  with  the  Securities  and  Exchange
              Commission  (SEC)  and is  incorporated  into  the  Prospectus  by
              reference (which means the SAI is legally part of the Prospectus).

         o    The Fund's ANNUAL AND SEMI-ANNUAL  REPORTS to shareholders,  which
              show  the  Series'  actual   investments  and  include   financial
              statements as of the close of the particular annual or semi-annual
              period. The Annual Report also discusses the market conditions and
              investment  strategies  that  significantly  affected each Series'
              performance during the year covered by the report.


You  may  obtain  a copy  of the  current  SAI or the  most  recent  Annual  and
Semi-Annual  Reports without charge,  or make other inquiries,  by calling (800)
766-4683, or writing the JNL Variable Fund III LLC Service Center, P.O.
Box 378002, Denver, Colorado 80237-8002.


You may also obtain  information  about the Fund  (including its current SAI and
most  recent  Annual  and  Semi-Annual  Reports)  from the SEC's  Internet  site
(http://www.sec.gov),  by electronic request  ([email protected]) or by writing
the SEC's Public Reference Section in Washington, D.C., 20549-0102. You can find
out about the operation of the Public  Reference  Section and copying charges by
calling 1-202-942-8090.



                                                             File No.: 811-09369



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