CITY AND COUNTY OF DENVER

City and County of Denver 457(b) Deferred Compensation Plan

These are important details regarding this plan.

ELIGIBILITY

You are eligible to participate immediately in this plan.

CONTRIBUTIONS

This plan allows only employee contributions.

EMPLOYER MATCHING

City and County of Denver does not make matching contributions with this plan.

VESTING

"Vesting" refers to an employee's right, usually earned over time, to receive some retirement benefits regardless of whether or not they remain with the employer. Your contribution to this account will be 100% vested immediately.

INVESTMENTS

Your employer offers you a variety of investment choices from an array of asset classes. You can see a list of the investment choices under this plan on the Investment Choices page.

EXPENSES

Expenses vary from investment to investment. To learn about expenses associated with an investment, see a list of the investment choices under this plan on the Investment Choices page, and read the Fact Sheet or the prospectus for that investment.

DISTRIBUTIONS

You have a variety of options1 when it’s time to take income from this plan:

This plan is designed to provide you with income throughout your retirement. Leaving money in your account may allow the funds to grow on a tax-deferred basis.

This plan allows you to receive a cash withdrawal. This may be restricted by the terms of your TIAA-CREF contracts. Taxes and penalties may apply.

TAXATION

Any earnings on the contributions you make to a retirement choice plan can grow tax deferred. The taxable income you'll pay upon withdrawing funds depends on the type of contributions you make to the plan.

If you make pretax contributions, withdrawals are fully taxable as ordinary income. If you make after-tax Roth 403(b)/401(k) contributions, the contributions are always tax free when you begin to withdraw from the plan. However, in order to receive the Roth earnings tax-free you must meet the five year seasoning period and attain age 59½ or if you are disabled. The payment of Roth 403(b)/401(k) accumulations will be on a pro-rata basis including both contributions and earnings as required by the Internal Revenue Code.

For either type of contribution, withdrawals before age 59½ are generally subject to a 10% early withdrawal penalty on the taxable portion of the amount received.

The tax information contained herein is not intended to be used, and cannot be used by any taxpayer for the purpose of avoiding tax penalties that may be imposed on the taxpayer. It was written to support the promotion of the products and services addressed herein. Taxpayers should seek advice based on their own particular circumstances from an independent tax advisor.

LOANS

Loans are available from a minimum of $1,000 to a maximum of $50,000 from each employer. How much you can borrow depends on the amount you currently have in the plan and whether you have other outstanding loans. The maximum loan amount available to you is calculated based on the total accumulations in your contract.

Important: TIAA-CREF doesn't offer loans on Roth accumulations in 403(b)/401(k) plans. Roth accumulations will be excluded from the collateral when the loan is issued.

If you have accumulations in other employers' plans, you may be able to transfer or roll them over to this plan in order to increase your maximum loan amount if this plan allows it.*

* Prior to initiating a transfer of assets, be sure to carefully consider differences in features, costs, charges and expenses, services, company strength and other important aspects. There may also be surrender charges and tax consequences associated with the transfer. Indirect transfers may be subject to taxation and penalties. Consult with your own advisors regarding your particular situation.

1 The availability of certain distributions may depend on the type of contract underlying your plan. Also, if you're married, your right to choose an option may be subject to your spouse's right to survivor benefits. Talk to your benefits office for details.

C10279