1403385--3/9/2010--Symetra_Financial

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{condition, economic, financial}

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{debt, indebtedness, cash}

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Difficult conditions in the credit and equity markets, and in the economy generally, have adversely affected and may continue to adversely affect our business and results of operations. Our investment portfolio is subject to various risks that may diminish the value of our invested assets, reduce investment returns and erode capital. A downgrade or a potential downgrade in our financial strength ratings could result in a loss of business. Defaults or volatility of performance in our commercial mortgage loans may adversely affect our profitability. Gross unrealized losses on fixed maturity and equity securities may be realized or result in future impairments, resulting in a reduction in our net income. Fluctuations in interest rates and interest rate spreads could adversely affect our financial condition, results of operations and cash flows. Our valuation of fixed maturity securities may include methodologies, estimations and assumptions which are subject to differing interpretations and could result in changes to investment valuations that may materially adversely affect our results of operations or financial condition. Downturns and volatility in equity markets could adversely affect the marketability of our products and our profitability. If our reserves for future policy benefits and claims are inadequate, we would be required to increase our reserve liabilities. We may face unanticipated losses if there are significant deviations from our assumptions regarding the probabilities that our insurance policies or annuity contracts will remain in force from one period to the next or if morbidity and mortality rates differ significantly from our pricing expectations. We may be required to accelerate the amortization of deferred policy acquisition costs, which would increase our expenses and reduce profitability. The occurrence of natural disasters, disease pandemics, terrorism or military actions could adversely affect our financial condition, results of operations and cash flows. We rely on reinsurance arrangements to help manage our business risks, and failure to perform by the counterparties to our reinsurance arrangements may expose us to risks we had sought to mitigate. Reinsurance may not be available, affordable or adequate to protect us against losses. We may be unable to attract and retain independent sales intermediaries and dedicated sales specialists. Consolidation among distributors or potential distributors of our products may adversely affect the profitability of our business. Intense competition could adversely affect our ability to maintain or increase our market share and profitability. Our risk management policies and procedures may not be effective or may leave us exposed to unidentified or unanticipated risk, which could negatively affect our business. Changes in accounting standards issued by the Financial Accounting Standards Board or other standard-setting bodies may adversely affect our financial statements. The failure to maintain effective and efficient information systems could adversely affect our business. If we are unable to maintain the availability of our systems and safeguard the security of our data, our ability to conduct business will likely be compromised, which may have a material adverse effect on our financial condition, results of operations and cash flows. Failure to protect our clients confidential information and privacy could adversely affect our business. Our business could be interrupted or compromised if we experience difficulties arising from outsourcing relationships. Our credit facility subjects us to restrictive covenants that impose operating and financial restrictions on our operations and could limit our ability to grow our business. We may need additional capital in the future, which may not be available to us on favorable terms. Raising additional capital could dilute your ownership in the Company and may cause the market price of our common stock to fall. As a holding company, Symetra Financial Corporation depends on the ability of its subsidiaries to transfer funds to it to meet its obligations and pay dividends. Significant stockholders may be able to influence the direction of our business. Our internal control over financial reporting does not currently meet the standards required by Section 404 of the Sarbanes-Oxley Act of 2002, and failure to achieve and maintain effective internal control over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act could have a material adverse effect on our business and stock price. Risks Related to Our Industry Our industry is highly regulated and changes in regulations affecting our businesses may reduce our profitability and limit our growth. Legal and regulatory investigations and actions are increasingly common in the insurance business and may result in financial losses and harm our reputation. Proposals for national health care reform could have a material adverse effect on the profitability or marketability of the health insurance products that we sell. Medical advances, such as genetic research and diagnostic imaging, and related legislation could adversely affect the financial performance of our life insurance and annuities businesses.

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1403385--3/9/2010--Symetra_Financial_CORP