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                  GENWORTH LIFE AND ANNUITY INSURANCE COMPANY
           GREATER OF ANNUAL STEP-UP AND ROLLUP DEATH BENEFIT RIDER

This rider provides for an optional death benefit, which is coordinated with
the Death Benefit Provisions Upon the Death of An Annuitant or Joint Annuitant
provision in the Contract. While this rider is in effect, the amount payable is
the greatest of (a), (b) and (c), as of the first Valuation Day as of which we
have receipt of due proof of death and all required forms at our Home Office,
where:

     (a) is the Death Benefit provided for under the Death Provisions section
         in the Contract;

     (b) is the Annual Step-Up Death Benefit described below; and

     (c) is the Rollup Death Benefit described below.

Annual Step-Up Death Benefit

Annual Step-Up Death Benefit if all Annuitant(s) are age 80 or younger at issue:

The Annual Step-Up Death Benefit on the Contract Date is the initial Purchase
Payment. The Annual Step-Up Death Benefit will be reset on each Contract
anniversary, up to and including the later of the fifth Contract anniversary
and the Contract anniversary next following or coincident with the 80th
birthday of the oldest Annuitant, and on the first Valuation Day as of which we
have receipt of due proof of death and all required forms at our Home Office.
At each reset date the Annual Step-Up Death Benefit equals the greater of
(a) and (b), where:

     (a) is the Contract Value; and

     (b) is the Annual Step-Up Death Benefit on the last reset date plus
         Purchase Payments made since the last reset date, adjusted for any
         withdrawals made and premium taxes paid since the last reset date.

Annual Step-Up Death Benefit if any Annuitant(s) is older than age 80 at issue:

The Annual Step-Up Death Benefit on the Contract Date is the initial Purchase
Payment. The Annual Step-Up Death Benefit will be reset on each Contract
anniversary, up to and including the Contract anniversary next following or
coincident with the 85th birthday of the oldest Annuitant, and on the first
Valuation Day as of which we have receipt of due proof of death and all
required forms at our Home Office. At each reset date the Annual Step-Up Death
Benefit equals the greater of (a) and (b), where:

     (a) is the Contract Value; and

     (b) is the Annual Step-Up Death Benefit on the last reset date plus
         Purchase Payments made since the last reset date, adjusted for any
         withdrawals made and premium taxes paid since the last reset date.

Annual Step-Up Death Benefit adjustment for withdrawals and premium tax:

Withdrawals reduce the Annual Step-Up Death Benefit proportionally by the same
percentage that the withdrawal, including all surrender charges and premium
taxes paid, reduces the Contract Value.

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When the Annual Step-Up Death Benefit will be calculated:

The Annual Step-Up Death Benefit will be calculated as of the first Valuation
Day as of which we have receipt of due proof of death and all required forms at
our Home Office.

Rollup Death Benefit

The Rollup Death Benefit on the Contract Date is the initial Purchase Payment.
At the end of each Valuation Period after such date, the Rollup Death Benefit
is the lesser of (a) and (b), where:

     (a) is 200% of Purchase Payments made; and

     (b) is the Rollup Death Benefit at the end of the last Valuation Period
         increased by a daily interest factor, equivalent to a 5% annual
         effective interest rate, plus Purchase Payments made during the
         current Valuation Period, and adjusted for any withdrawals made and
         premium taxes paid during the current Valuation Period.

Rollup Death Benefit adjustment for withdrawals and premium tax:

Withdrawals each Contract year, up to 5% of Purchase Payments, calculated at
the time of the withdrawals, reduce the Rollup Death Benefit by the same amount
that the withdrawal, including all surrender charges and premium taxes paid,
reduces the Contract Value. If withdrawals greater than 5% of Purchase Payments
are made in any Contract year, the Rollup Death Benefit is reduced
proportionally, for that withdrawal and all future withdrawals, by the same
percentage that the withdrawal, including all surrender charges and premium
taxes paid, reduces the Contract Value.

When the Rollup Death Benefit will be calculated:

The Rollup Death Benefit will be calculated as of the first Valuation Day as of
which we have receipt of due proof of death and all required forms at our Home
Office.

Annual Death Benefit Charge

There will be a charge made for this rider while it is in effect. This charge
is made in arrears at the beginning of each Contract year after the first, and
at surrender. The charge is made against the Contract Value. The maximum charge
will be the rate shown on the Contract data pages times the Contract Value at
the time of deduction. The actual charge will never be greater than the maximum
annual charge. The charge at surrender will be a proportional share of the
annual charge.

This annual death benefit charge will be deducted proportionally from the
Subaccounts in which you are invested. If the assets in the Subaccounts are
insufficient to cover the annual death benefit charge, then the excess of the
charges over the assets in the Separate Account will then be deducted from the
assets in the Guarantee Account. Deductions from the Guarantee Account will be
taken first from the amounts which have been in the Guarantee Account for the
longest period of time.

When this Rider is Effective

This rider becomes effective on the Contract Date unless another effective date
is shown on the Contract data pages. If will remain in effect while this
Contract is in force and before Income Payments begin. This rider may not be
terminated prior to the Annuity Commencement Date. On the Annuity Commencement
Date, this rider and its corresponding charge will terminate. If the Contract
is terminated and later reinstated, this rider cannot be reinstated without our
approval.

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Change of Ownership

In the event that the underlying Contract is assigned or sold, unless under a
court ordered assignment, this rider will terminate on such date of sale or
assignment.

Spousal Continuation

This rider will be continued by the spousal beneficiary upon the death of the
Owner, if the surviving spouse would have been eligible for this rider on the
Contract Date.

For Genworth Life and Annuity Insurance Company,

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