METROPOLITAN LIFE SEPARATE ACCOUNT E, 497, 1997-02-28

METROPOLITAN LIFE SEPARATE ACCOUNT E
497, 1997-02-28

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<PAGE>

Supplement to Prospectus for Metropolitan Life Separate Account E for
Preference Plus Group and Individual Annuity Contracts dated May 1, 1996.

1. The first sentence on the first page is changed to read as follows:

This Prospectus describes individual and group non-qualified annuities,
individual retirement annuities, Savings Incentive Match Plan for Employees
("SIMPLE") individual retirement annuities and simplified employee pensions
Preference Plus Contracts ("Contracts") and individual and group non-
qualified annuities, individual retirement annuities, SIMPLE individual
retirement annuities and simplified employee pensions Preference Plus
Income Annuities ("Income Annuities").

2. The second sentence of the third paragraph on the first page is changed to
read as follows:

The choices depend on what is available under your Contract or Income
Annuity and may include the Fixed Interest Account, and, through
Metropolitan Life Separate Account E, the State Street Research Income,
State Street Research Diversified, MetLife Stock Index, State Street
Research Growth, Janus Mid Cap, Loomis Sayles High Yield Bond, State Street
Research Aggressive Growth, T. Rowe Price Small Cap Growth, Scudder Global
Equity and GFM International Stock Portfolios of the Metropolitan Series
Fund, Inc. ("Metropolitan Fund").

3. Add the following information concerning the Loomis Sayles High Yield
Bond, Janus Mid Cap, T. Rowe Price Small Cap Growth and Scudder Global
Equity Portfolios to the Table of Expenses on A-PPA-4:

<TABLE>
<CAPTION>
OTHER EXPENSES
METROPOLITAN FUND ANNUAL EXPENSES AFTER EXPENSE
(AS A PERCENTAGE OF AVERAGE NET ASSETS) MANAGEMENT FEES REIMBURSEMENT (d) TOTAL
--------------------------------------- --------------- ----------------- -----
<S> <C> <C> <C>
Janus Mid Cap Portfolio(f)..... .75 .20 .95
Loomis Sayles High Yield Bond
Portfolio(f).................. .70 .20 .90
T. Rowe Price Small Cap Growth
Portfolio(f).................. .55 .20 .75
Scudder Global Equity
Portfolio(f)(g)............... .62 .20 .82
</TABLE>

EXAMPLE

If you surrender your Contract at the end of the applicable time period:

You would pay the following expenses on a $1,000 investment in each
investment division listed below, assuming 5% annual return on assets:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS
------ -------
<S> <C> <C>
Janus Mid Cap Division................................... $85 $114
Loomis Sayles High Yield Bond Division................... 85 113
T. Rowe Price Small Cap Growth Division.................. 83 108
Scudder Global Equity Division........................... 84 110
</TABLE>

If you annuitize at the end of the applicable time period or do not
surrender your Contract(e):

You would pay the following expenses on a $1,000 investment in each
investment division listed below, assuming 5% annual return on assets:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS
------ -------
<S> <C> <C>
Janus Mid Cap Division................................... $23 $70
Loomis Sayles High Yield Bond Division................... 22 68
T. Rowe Price Small Cap Growth Division.................. 21 63
Scudder Global Equity Division........................... 21 66
</TABLE>

(f) The Portfolios commenced operations on March 3, 1997. Management fees
and other expenses for these Portfolios are estimated amounts for the year
ending December 31, 1997. Subject to receiving New York State Insurance
Department approval, Metropolitan has agreed to subsidize all expenses
(other than management fees, brokerage commissions, taxes, interest and any
extraordinary or non-recurring expenses) in excess of .20% of the average
net assets for each of the Loomis Sayles High Yield Bond, T. Rowe Price
Small Cap Growth, Janus Mid Cap and Scudder Global Equity Portfolios until
the Portfolio's total net assets are at least $100 million, or until March
2, 1999, whichever is earlier.

(g) In addition, Metropolitan has agreed to waive a portion of its
investment management fee for the Scudder Global Equity Portfolio during
the first year of the Portfolio's operations. The waiver of investment
management fees during the first six months of the Portfolio's operations
will be equal to .35% of the average daily value of the aggregate net
assets of the Portfolio up to $50 million, .175% of such assets on the next
$50 million, .15% of such assets on the next $400 million and .1375% of

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

such assets on amounts in excess of $500 million. During the second six
months of the Portfolio's operations such waiver of the investment
management fee will be equal to .175% of assets up to $50 million, .0875%
of assets on the next $50 million, .075% of assets on the next $400 million
and .06875% of such assets in excess of $500 million. Absent Metropolitan's
waiver of its investment management fee, we estimate that the management
fee and other expenses for the Scudder Global Equity Portfolio would be
.84% and .20%, respectively, for a total of 1.04%.

4. The second sentence of the second paragraph under "WHAT ARE THE
CONTRACTS?" on A-PPA-10 is changed to read as follows:

These include contracts meeting the tax requirements under the following
provisions of the Internal Revenue Code ("Code"): (1) Individual Retirement
Annuities (IRAs) under (S)408(b); (2) Simplified Employee Pensions (SEPs)
under (S)408(k); (3) Savings Incentive Match Plan for Employees Individual
Retirement Annuities ("SIMPLE IRAs") under (S)408(p); (4) Tax Sheltered
Annuities (TSAs) under (S)403(b); (5) Public Employee Deferred Compensation
(PEDC) under (S)457; (6) Keogh plans under (S)401; (7) Qualified Annuity
Plans (403(a)) under (S)403(a); and (8) Non-Qualified Annuities under
(S)72.

5. The third paragraph under "WHAT ARE THE CONTRACTS?" on A-PPA-10 is changed
to read as follows:

This Prospectus describes four types of Contracts: IRAs, SIMPLE IRAs, Non-
Qualified and SEPs.

6. Add the following sentence after the second sentence under "WHAT ARE THE
INVESTMENT CHOICES AND HOW DO WE PROVIDE THEM?" on A-PPA-10:

If approved in your state, Loomis Sayles High Yield Bond, Janus Mid Cap, T.
Rowe Price Small Cap Growth, and Scudder Global Equity Divisions are also
available.

7. Add the following after the description of the International Stock
Portfolio in the left column on A-PPA-11:

Janus Mid Cap Portfolio: To provide long-term growth of capital. It pursues
this objective by investing primarily in securities issued by medium sized
companies.

Loomis Sayles High Yield Bond Portfolio: To achieve high total investment
return through a combination of current income and capital appreciation.
The Portfolio will normally invest at least 65% of its assets in fixed
income securities of below investment grade quality.

T. Rowe Price Small Cap Growth Portfolio: To achieve long-term capital
growth by investing in small capitalization companies.

Scudder Global Equity Portfolio: To achieve long-term growth of capital
through a diversified portfolio of marketable securities, primarily equity
securities, including common stocks, preferred stocks and debt securities
convertible into common stocks. The Portfolio invests on a worldwide basis
in equity securities of companies which are incorporated in the U.S. or in
foreign countries. It also may invest in the debt securities of U.S. and
foreign issuers. Income is an incidental consideration.

8. Delete the first paragraph following the description of Portfolios in the
left column on A-PPA-11 and substitute the following:

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

the Portfolio at an annual rate of .90% of the average daily value of the
aggregate net assets of the Portfolio up to $50 million, .55% of such
assets on the next $50 million, .50% of such assets on the next $400
million and .475% of such assets on amounts in excess of $500 million. We
have agreed to waive a portion of our investment management fee for the
Scudder Global Equity Portfolio during the first year of the Portfolio's
operations. The waiver of investment management fees during the first six
months of the Portfolio's operations will be equal to .35% of the average
daily value of the aggregate net assets of the Portfolio up to $50 million,
.175% of such assets on the next $50 million, .15% of such assets on the
next $400 million and .1375% of such assets on amounts in excess of $500
million. During the second six months of the Portfolio's operations such
waiver of the investment management fee will be equal to .175% of assets up
to $50 million, .0875% of assets on the next $50 million, .075% of assets
on the next $400 million and .06875% of such assets in excess of $500
million. Scudder, Stevens & Clark, Inc. is the sub-investment manager for
the Scudder Global Equity Portfolio. Sub-investment management services are
provided to us and we pay fees for such services according to contracts
between us and each of the sub-investment managers. Sub-investment
management fees are solely our responsibility, not that of the Metropolitan
Fund.

9. The second and third sentences of the first paragraph under "PURCHASE
PAYMENTS: ARE THERE SPECIAL RULES CONCERNING THE FIRST PAYMENT AND OTHER
ADMINISTRATIVE DETAILS THAT YOU SHOULD KNOW?" on A-PPA-11 are changed to
read as follows:

All purchase payments and all requests you may have concerning the
Contracts, like a change in beneficiary, should be sent to one of our
"Designated Office(s)." We will provide you with information indicating
which Designated Office to contact regarding various matters and the
addresses for these Offices.

10. Add the following as the last paragraph under "PURCHASE PAYMENTS: ARE THERE
SPECIAL RULES CONCERNING THE FIRST PAYMENT AND OTHER ADMINISTRATIVE DETAILS
THAT YOU SHOULD KNOW?" on A-PPA-11:

Under certain circumstances, we may be able to electronically submit your
complete initial application to our Designated Office. For the purpose of
crediting and valuing any purchase payment electronically submitted with
your initial application we may, for certain Contracts, treat the
electronic purchase payment as a payment received at our Designated Office
if: (1) the electronic purchase payment is received at the Designated
Office accompanied by a correct and complete electronic application record;
and (2) your actual purchase payment, application and other documentation
are received in good order at our Designated Office within five business
days following the transmission of the electronic record. In such case, the
agent or local office will electronically transmit a record of your
purchase payment and application and then forward your actual purchase
payment, application and other documentation to our Designated Office.
Generally, the electronic record is received at our Designated Office the
business day following its transmission by the agent or local office. If,
however, your purchase payment and application are received at our
Designated Office before the electronic record, then your purchase payment
will be credited and valued as of the date it is received.

11. Add the following sentence after the second sentence of "CAN YOU MAKE
SYSTEMATIC WITHDRAWALS?" on page A-PPA-13:

Starting on or about April 1, 1997, SWIP will also be available, if
approved in your state, for SIMPLE IRAs and Non-Qualified Contracts.

12. Add the following paragraph as the last item under "WITHDRAWALS AND
TRANSFERS" on page A-PPA-14 and just before "DEDUCTIONS AND CHARGES":

CAN MINIMUM DISTRIBUTION PAYMENTS BE MADE ON A PERIODIC BASIS?

Yes. You may request that we make minimum distribution payments to you on a
periodic basis. However, you must meet certain total Account Balance
minimums at the time you request periodic minimum distribution payments.

13. Delete the sentence at section 9 under "EXEMPTIONS FROM EARLY WITHDRAWAL
CHARGES" on page A-PPA-16 and substitute the following:

9. Nursing Home or Terminal Illness: To the first withdrawal if you or your
spouse (A) is a resident in certain nursing home facilities for at least
90 consecutive days or (B) has been diagnosed as terminally ill and is
expected to die within twelve months, but only if this provision has
been approved by your state.

14. The first sentence of the second paragraph under "WHAT ARE INCOME
ANNUITIES?" on A-PPA-17 is changed to read as follows:

Income Annuities can be either group or individual and are offered as IRAs,
SIMPLE IRAs, SEPs, TSAs, PEDC, Keogh, 403(a) and Non-Qualified annuities.

15. The third paragraph under "WHAT ARE INCOME ANNUITIES?" on A-PPA-17 is
changed to read as follows:

This Prospectus describes four types of Income Annuities: IRAs, SIMPLE
IRAs, SEPs and Non-Qualified Annuities.

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

16. Delete the first sentence under "WHAT ARE THE INVESTMENT CHOICES?" on A-
PPA-17 and substitute the following:

The investment choices provided through the Separate Account are the
Income, Diversified, Stock Index, Growth, Aggressive Growth, International
Stock Divisions, and, if approved in your state, Loomis Sayles High Yield
Bond, Janus Mid Cap, T. Rowe Price Small Cap Growth and Scudder Global
Equity Divisions described earlier in Section 1 under "Your Investment
Choices."

17. Add the following paragraph after the first complete paragraph on A-PPA-23
just before "DOES METLIFE ADVERTISE THE PERFORMANCE OF THE SEPARATE
ACCOUNT?"

We also make payments to our licensed agents based upon the total Account
Balances of the Contracts assigned to the agent. Under the program, we pay
an amount up to .21% of the total Account Balances of the Contracts, other
registered variable annuity contracts and certain mutual fund account
balances. These asset based commissions compensate the agent for servicing
the Contracts. These payments are not made for Income Annuities.

18. The third sentence of the third paragraph under "DOES METLIFE ADVERTISE
THE PERFORMANCE OF THE SEPARATE ACCOUNT?" on page A-PPA-23 is changed to
read as follows:

Under the "EQUITY GENERATOR," an amount equal to the interest earned during
a specified interval (i.e., monthly, quarterly) in the Fixed Interest
Account is transferred to the Stock Index Division or the Aggressive Growth
Division.

19. Delete the fourth sentence of the fifth paragraph under "HOW DO FEDERAL
INCOME TAXES AFFECT YOUR DEFERRED CONTRACT?" on A-PPA-24 and substitute
the following two sentences:

Under a SIMPLE IRA, the tax penalty is increased to 25% for withdrawals
during the first two years of an employee's participation in the SIMPLE
IRA. If a combination of certain payments to you from certain tax-favored
plans (which includes (S)403(a) plans, (S)403(b) arrangements, individual
retirement arrangements, SIMPLE IRAs, SEPs and tax-qualified pension and
profit sharing plans) exceeds the greater of (1) $150,000, or (2) $112,500
a year as indexed for inflation ($155,000 for 1996), an additional penalty
tax of 15% in addition to ordinary income taxes is imposed on the excess.

20. Add the following paragraph immediately after the paragraph entitled "SEP
Contracts" on A-PPA-25:

SIMPLE IRAs. Beginning in 1997, if the employer has no more than 100
employees (who earn at least $5,000) and the SIMPLE IRA is the exclusive
tax-qualified plan of the employer, employees may make contributions on a
before-tax basis of up to $6,000 (subject to indexing) and the employer
must generally match employee contributions dollar-for-dollar up to 3% of
compensation. Under certain circumstances, the employer can elect to make a
lesser matching contribution or make a contribution equal to 2% of
compensation for all eligible employees. SIMPLE IRAs are exempt from
complex nondiscrimination, top-heavy and reporting rules. Once a
contribution is made, you (not the employer) have all rights to it. Once
contributions are made (under these SIMPLE IRA rules), your SIMPLE IRA
generally operates as if it were an IRA purchased by you under the IRA
rules discussed above.

21. Add the following sentence after the first sentence of the fourth full
paragraph in the right column on A-PPA-26:

Under a SIMPLE IRA, the tax penalty is increased to 25% for withdrawals
during the first two years of an employee's participation in the SIMPLE
IRA.

22. Delete the first sentence of the last paragraph on A-PPA-26 (which
continues onto A-PPA-27) and substitute the following sentence:

If a combination of certain income payments to you from certain tax-favored
plans (which includes (S)403(a) plans, (S)403(b) arrangements, individual
retirement arrangements, SIMPLE IRAs, SEPs and tax-qualified pension and
profit sharing plans) exceeds the greater of (1) $150,000, or (2) $112,500
a year as indexed for inflation ($155,000 for 1996), a penalty tax of 15%
in addition to ordinary income taxes is imposed on the excess.

23. Delete the first sentence of the first full paragraph in the left column
on A-PPA-27 and substitute the following:

Distributions of your entire interest under the IRA, SIMPLE IRA, and SEP
Income Annuities generally must be made beginning no later than the April 1
of the calendar year following the year in which you reach age 70 1/2 and a
tax penalty of 50% applies to payments which should have been made but were
not.

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

Supplement to Prospectus for Metropolitan Life Separate Account E for
Preference Plus Group and Individual Annuity Contracts dated May 1, 1996.

1. The second sentence of the third paragraph on the first page is changed to
read as follows:

2. Add the following information concerning the Loomis Sayles High Yield
Bond, Janus Mid Cap, T. Rowe Price Small Cap Growth and Scudder Global
Equity Portfolios to the Table of Expenses on B-PPA-4:

<TABLE>
<CAPTION>
OTHER EXPENSES
METROPOLITAN FUND ANNUAL EXPENSES AFTER EXPENSE
(AS A PERCENTAGE OF AVERAGE NET ASSETS) MANAGEMENT FEES REIMBURSEMENT (d) TOTAL
--------------------------------------- --------------- ----------------- -----
<S> <C> <C> <C>
Janus Mid Cap Portfolio(g)........ .75 .20 .95
Loomis Sayles High Yield Bond
Portfolio(g)..................... .70 .20 .90
T. Rowe Price Small Cap Growth
Portfolio(g)..................... .55 .20 .75
Scudder Global Equity
Portfolio(g)(h).................. .62 .20 .82
</TABLE>

EXAMPLE

If you surrender your Contract at the end of the applicable time period:

You would pay the following expenses on a $1,000 investment in each
investment division listed below, assuming 5% annual return on assets:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS
------ -------
<S> <C> <C>
Janus Mid Cap Division...................................... $85 $114
Loomis Sayles High Yield Bond Division...................... 85 113
T. Rowe Price Small Cap Growth Division..................... 83 108
Scudder Global Equity Division.............................. 84 110
</TABLE>

If you annuitize at the end of the applicable time period or do not
surrender your Contract(f):

You would pay the following expenses on a $1,000 investment in each
investment division listed below, assuming 5% annual return on assets:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS
------ -------
<S> <C> <C>
Janus Mid Cap Division...................................... $23 $70
Loomis Sayles High Yield Bond Division...................... 22 68
T. Rowe Price Small Cap Growth Division..................... 21 63
Scudder Global Equity Division.............................. 21 66
</TABLE>

(g) The Portfolios commenced operations on March 3, 1997. Management fees
and other expenses for these Portfolios are estimated amounts for the year
ending December 31, 1997. Subject to receiving New York State Insurance
Department approval, Metropolitan has agreed to subsidize all expenses
(other than management fees, brokerage commissions, taxes, interest and any
extraordinary or non-recurring expenses) in excess of .20% of the average
net assets for each of the Loomis Sayles High Yield Bond, T. Rowe Price
Small Cap Growth, Janus Mid Cap and Scudder Global Equity Portfolios until
the Portfolio's total net assets are at least $100 million, or until March
2, 1999, whichever is earlier.

(h) In addition, Metropolitan has agreed to waive a portion of its
investment management fee for the Scudder Global Equity Portfolio
during the first year of the Portfolio's operations. The waiver

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

of investment management fees during the first six months of the
Portfolio's operations will be equal to .35% of the average daily value of
the aggregate net assets of the Portfolio up to $50 million, .175% of such
assets on the next $50 million, .15% of such assets on the next $400
million and .1375% of such assets on amounts in excess of $500 million.
During the second six months of the Portfolio's operations such waiver of
the investment management fee will be equal to .175% of assets up to $50
million, .0875% of assets on the next $50 million, .075% of assets on the
next $400 million and .06875% of such assets in excess of $500 million.
Absent Metropolitan's waiver of its investment management fee, we estimate
that the management fee and other expenses for the Scudder Global Equity
Portfolio would be .84% and .20%, respectively, for a total of 1.04%.

3. Add the following sentence after the second sentence under "WHAT ARE THE
INVESTMENT CHOICES AND HOW DO WE PROVIDE THEM?" on B-PPA-11:

If approved in your state, Loomis Sayles High Yield Bond, Janus Mid Cap, T.
Rowe Price Small Cap Growth, and Scudder Global Equity Divisions are also
available.

4. Add the following after the description of the International Stock
Portfolio and before the description of the Calvert Responsibly Invested
Balanced Portfolio in the left column on B-PPA-12:

Janus Mid Cap Portfolio: To provide long-term growth of capital. It pursues
this objective by investing primarily in securities issued by medium sized
companies.

T. Rowe Price Small Cap Growth Portfolio: To achieve long-term capital
growth by investing in small capitalization companies.

5. Delete the first paragraph following the description of Portfolios which
continues in the right column on B-PPA-12 and substitute the following:

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

receive monthly compensation from the Portfolio at an annual rate of .70%
of the average daily value of the aggregate net assets of the Portfolio.
Loomis Sayles & Company, L.P., whose general partner is indirectly owned by
Metropolitan, is the sub-investment manager with respect to the Loomis
Sayles High Yield Bond Portfolio. For providing investment management
services to the Janus Mid Cap Portfolio, we receive monthly compensation
from the Portfolio at an annual rate of .75% of the average daily value of
the aggregate net assets of the Portfolio up to $100 million, .70% of such
assets on the next $400 million and .65% of such assets on amounts in
excess of $500 million. Janus Capital Corporation is the sub-investment
manager for the Janus Mid Cap Portfolio. For providing investment
management services to the T. Rowe Price Small Cap Growth Portfolio, we
receive monthly compensation from the Portfolio at an annual rate of .55%
of the average daily value of the aggregate net assets of the Portfolio up
to $100 million, .50% of such assets on the next $300 million and .45% of
such assets in excess of $400 million. T. Rowe Price Associates, Inc. is
the sub-investment manager for the T. Rowe Price Small Cap Growth
Portfolio. For providing investment management services to the Scudder
Global Equity Portfolio, we receive monthly compensation from the Portfolio
at an annual rate of .90% of the average daily value of the aggregate net
assets of the Portfolio up to $50 million, .55% of such assets on the next
$50 million, .50% of such assets on the next $400 million and .475% of such
assets on amounts in excess of $500 million.We have agreed to waive a
portion of our investment management fee for the Scudder Global Equity
Portfolio during the first year of the Portfolio's operations. The waiver
of investment management fees during the first six months of the
Portfolio's operations will be equal to .35% of the average daily value of
the aggregate net assets of the Portfolio up to $50 million, .175% of such
assets on the next $50 million, .15% of such assets on the next $400
million and .1375% of such assets on amounts in excess of $500 million.
During the second six months of the Portfolio's operations such waiver of
the investment management fee will be equal to .175% of assets up to $50
million, .0875% of assets on the next $50 million, .075% of assets on the
next $400 million and .06875% of such assets in excess of $500 million.
Scudder, Stevens & Clark, Inc. is the sub-investment manager for the
Scudder Global Equity Portfolio. Sub-investment management services are
provided to us and we pay fees for such services according to contracts
between us and each of the sub-investment managers. Sub-investment
management fees are solely our responsibility, not that of the Metropolitan
Fund.

6. The second and third sentences of the first paragraph under "PURCHASE
PAYMENTS: ARE THERE SPECIAL RULES CONCERNING THE FIRST PAYMENT AND OTHER
ADMINISTRATIVE DETAILS THAT YOU SHOULD KNOW?" on B-PPA-13 are changed to
read as follows:

7. Add the following paragraph as the last item under "WITHDRAWALS AND
TRANSFERS" on page B-PPA-15 and just before "DEDUCTIONS AND CHARGES":

CAN MINIMUM DISTRIBUTION PAYMENTS BE MADE ON A PERIODIC BASIS?

8. Add the following subsection (c) to section 10 under "EXEMPTIONS FROM EARLY
WITHDRAWAL CHARGES" on B-PPA-18:

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

(c) For certain TSA Contracts, if you retired before the TSA Contract is
purchased (including amounts transferred into the TSA Contract from other
investment vehicles on a tax free basis plus earnings on such amounts).

9. Add the following sentence at the end of section 11 under "EXEMPTIONS FROM
EARLY WITHDRAWAL CHARGES" on B-PPA-18:

For certain TSA Contracts, if you separated from service before the TSA
Contract is purchased (including amounts transferred into the TSA Contract
from other investment vehicles on a tax free basis plus earnings on such
amounts).

10. Delete the first sentence under "WHAT ARE THE INVESTMENT CHOICES?" on B-
PPA-20 and substitute the following:

11. Add the following paragraph at the top of the right column on B-PPA-26 just
before "DOES METLIFE ADVERTISE THE PERFORMANCE OF THE SEPARATE ACCOUNT?"

12. The third sentence of the first complete paragraph on page B-PPA-27 is
changed to read as follows:

Under the "Equity Generator," an amount equal to the interest earned during
a specified interval (i.e., monthly, quarterly) in the Fixed Interest
Account is transferred to the Stock Index Division or the Aggressive Growth
Division.

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

Supplement to Prospectus for Metropolitan Life Separate Account E for Enhanced
Preference Plus Group Annuity Contracts dated May 1, 1996.

1. The second sentence of the third paragraph on the first page is changed to
read as follows:

2. Add the following information concerning the Loomis Sayles High Yield
Bond, Janus Mid Cap, T. Rowe Price Small Cap Growth and Scudder Global
Equity Portfolios to the Table of Expenses on C-PPA-4:

<TABLE>
<CAPTION>
OTHER EXPENSES
METROPOLITAN FUND ANNUAL EXPENSES AFTER EXPENSE
(AS A PERCENTAGE OF AVERAGE NET ASSETS) MANAGEMENT FEES REIMBURSEMENT (c) TOTAL
--------------------------------------- --------------- ----------------- -----
<S> <C> <C> <C>
Janus Mid Cap Portfolio(e)....... .75 .20 .95
Loomis Sayles High Yield Bond
Portfolio(e).................... .70 .20 .90
T. Rowe Price Small Cap Growth
Portfolio(e).................... .55 .20 .75
Scudder Global Equity
Portfolio(e)(f)................. .62 .20 .82
</TABLE>

EXAMPLE

If you surrender your Contract at the end of the applicable time period:

You would pay the following expenses on a $1,000 investment in each
investment division listed below, assuming 5% annual return on assets:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS
------ -------
<S> <C> <C>
Janus Mid Cap Division...................................... $82 $105
Loomis Sayles High Yield Bond Division...................... 82 103
T. Rowe Price Small Cap Growth Division..................... 80 98
Scudder Global Equity Division.............................. 81 101
</TABLE>

If you annuitize at the end of the applicable time period or do not
surrender your Contract (d):

You would pay the following expenses on a $1,000 investment in each
investment division listed below, assuming 5% annual return on assets:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS
------ -------
<S> <C> <C>
Janus Mid Cap Division...................................... $19 $60
Loomis Sayles High Yield Bond Division...................... 19 59
T. Rowe Price Small Cap Growth Division..................... 17 54
Scudder Global Equity Division.............................. 18 56
</TABLE>

(e) The Portfolios commenced operations on March 3, 1997. Management fees
and other expenses for these Portfolios are estimated amounts for the year
ending December 31, 1997. Subject to receiving New York State Insurance
Department approval, Metropolitan has agreed to subsidize all expenses
(other than management fees, brokerage commissions, taxes, interest and any
extraordinary or non-recurring expenses) in excess of .20% of the average
net assets for each of the Loomis Sayles High Yield Bond, T. Rowe Price
Small Cap Growth, Janus Mid Cap and Scudder Global Equity Portfolios until
the Portfolio's total net assets are at least $100 million, or until March
2, 1999, whichever is earlier.

(f) In addition, Metropolitan has agreed to waive a portion of its
investment management fee for the Scudder Global Equity Portfolio during
the first year of the Portfolio's operations. The waiver

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

3. Add the following sentence after the second sentence under "WHAT ARE THE
INVESTMENT CHOICES AND HOW DO WE PROVIDE THEM?" on C-PPA-11:

If approved in your state, Loomis Sayles High Yield Bond, Janus Mid Cap, T.
Rowe Price Small Cap Growth, and Scudder Global Equity Divisions are also
available.

4. Add the following after the description of the International Stock
Portfolio in the left column on C-PPA-12:

Janus Mid Cap Portfolio: To provide long-term growth of capital. It pursues
this objective by investing primarily in securities issued by medium sized
companies.

T. Rowe Price Small Cap Growth Portfolio: To achieve long-term capital
growth by investing in small capitalization companies.

5. Delete the first paragraph following the description of Portfolios in the
left column on C-PPA-12 and substitute the following:

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

providing investment management services to the Loomis Sayles High Yield
Bond Portfolio, we receive monthly compensation from the Portfolio at an
annual rate of .70% of the average daily value of the aggregate net assets
of the Portfolio. Loomis Sayles & Company, L.P., whose general partner is
indirectly owned by Metropolitan, is the sub-investment manager with
respect to the Loomis Sayles High Yield Bond Portfolio. For providing
investment management services to the Janus Mid Cap Portfolio, we receive
monthly compensation from the Portfolio at an annual rate of .75% of the
average daily value of the aggregate net assets of the Portfolio up to $100
million, .70% of such assets on the next $400 million and .65% of such
assets on amounts in excess of $500 million. Janus Capital Corporation is
the sub-investment manager for the Janus Mid Cap Portfolio. For providing
investment management services to the T. Rowe Price Small Cap Growth
Portfolio, we receive monthly compensation from the Portfolio at an annual
rate of .55% of the average daily value of the aggregate net assets of the
Portfolio up to $100 million, .50% of such assets on the next $300 million
and .45% of such assets in excess of $400 million. T. Rowe Price
Associates, Inc. is the sub-investment manager for the T. Rowe Price Small
Cap Growth Portfolio. For providing investment management services to the
Scudder Global Equity Portfolio, we receive monthly compensation from the
Portfolio at an annual rate of .90% of the average daily value of the
aggregate net assets of the Portfolio up to $50 million, .55% of such
assets on the next $50 million, .50% of such assets on the next $400
million and .475% of such assets on amounts in excess of $500 million. We
have agreed to waive a portion of our investment management fee for the
Scudder Global Equity Portfolio during the first year of the Portfolio's
operations. The waiver of investment management fees during the first six
months of the Portfolio's operations will be equal to .35% of the average
daily value of the aggregate net assets of the Portfolio up to $50 million,
.175% of such assets on the next $50 million, .15% of such assets on the
next $400 million and .1375% of such assets on amounts in excess of $500
million. During the second six months of the Portfolio's operations such
waiver of the investment management fee will be equal to .175% of assets up
to $50 million, .0875% of assets on the next $50 million, .075% of assets
on the next $400 million and .06875% of such assets in excess of $500
million. Scudder, Stevens & Clark, Inc. is the sub-investment manager for
the Scudder Global Equity Portfolio. Sub-investment management services are
provided to us and we pay fees for such services according to contracts
between us and each of the sub-investment managers. Sub-investment
management fees are solely our responsibility, not that of the Metropolitan
Fund.

7. Add the following sentence after the second sentence of "CAN YOU MAKE
SYSTEMATIC WITHDRAWALS?" on page C-PPA-14:

Starting on or about April 1, 1997, SWIP will also be available, if
approved in your state, for the Enhanced IRA and Enhanced Non-Qualified
Contracts.

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

8. Add the following paragraph as the last item under "WITHDRAWALS AND
TRANSFERS" on page C-PPA-15 and just before "DEDUCTIONS AND CHARGES":

CAN MINIMUM DISTRIBUTION PAYMENTS BE MADE ON A PERIODIC BASIS?

9. Delete the sentence at subsection 16 under "EXEMPTIONS FROM EARLY
WITHDRAWAL CHARGES" on page C-PPA-18 and substitute the following:

16. Nursing Home or Terminal Illness: For the Enhanced IRA and Non-
Qualified Contracts, to the first withdrawal if you or your spouse (A)
is a resident in certain nursing home facilities for at least 90
consecutive days or (B) has been diagnosed as terminally ill and is
expected to die within twelve months, but only if this provision has
been approved by your state.

10. Delete the first sentence under "WHAT ARE THE INVESTMENT CHOICES?" on C-
PPA-19 and substitute the following:

The investment choices provided through the Separate Account are the
Income, Diversified, Stock Index, Growth, Aggressive Growth, International
Stock Divisions, and, if approved in your state, Loomis Sayles High Yield
Bond, Janus Mid Cap., T. Rowe Price Small Cap Growth and Scudder Global
Equity Divisions described earlier in Section 1 under "Your Investment
Choices."

11. Add the following paragraph at the top of the second column on C-PPA-25
just before "DOES METLIFE ADVERTISE THE PERFORMANCE OF THE SEPARATE
ACCOUNT?"

12. The third sentence of the first complete paragraph on page C-PPA-26 is
changed to read as follows:

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

Supplement to Prospectus for Metropolitan Life Separate Account E for Enhanced
TSA, Enhanced Non-Qualified, Enhanced IRA and Enhanced 403(a) Preference Plus
and Financial Freedom Account Group Annuity Contracts dated May 1, 1996.

1. The second sentence of the fourth paragraph on the first page is changed
to read as follows:

The choices depend on what is available under your Contract and may include
the Fixed Interest Account, and, through Metropolitan Life Separate Account
E, the State Street Research Income, State Street Research Diversified,
MetLife Stock Index, State Street Research Growth, Janus Mid Cap, Loomis
Sayles High Yield Bond, State Street Research Aggressive Growth, T. Rowe
Price Small Cap Growth, Scudder Global Equity and GFM International Stock
Portfolios of the Metropolitan Series Fund, Inc. ("Metropolitan Fund"), the
Calvert Responsibly Invested Balanced Portfolio ("Calvert Balanced
Portfolio") and Calvert Responsibly Invested Capital Accumulation Portfolio
("Calvert Capital Accumulation Portfolio") of the Acacia Capital
Corporation and the Money Market, Equity-Income, Growth and Overseas
Portfolios of the Variable Insurance Products Fund and the Investment Grade
Bond and Asset Manager Portfolios of the Variable Insurance Products Fund
II ("Fidelity Funds").

2. Add the following information concerning Loomis Sayles High Yield Bond,
Janus Mid Cap, T. Rowe Price Small Cap Growth and Scudder Global Equity
Portfolios to the Table of Expenses--Enhanced TSA, Enhanced Non-Qualified,
Enhanced IRA and Enhanced 403(a) Preference Plus Contracts and Income
Annuities on FFA-5 and FFA-6:

<TABLE>
<CAPTION>
OTHER EXPENSES
METROPOLITAN FUND ANNUAL EXPENSES AFTER EXPENSE
(AS A PERCENTAGE OF AVERAGE NET ASSETS) MANAGEMENT FEES REIMBURSEMENT (c) TOTAL
--------------------------------------- --------------- ----------------- -----
<S> <C> <C> <C>
Janus Mid Cap Portfolio(i)..... .75 .20 .95
Loomis Sayles High Yield Bond
Portfolio(i).................. .70 .20 .90
T. Rowe Price Small Cap Growth
Portfolio(i).................. .55 .20 .75
Scudder Global Equity
Portfolio(j).................. .62 .20 .82
</TABLE>

EXAMPLE

If you surrender your Contract at the end of the applicable time period:

You would pay the following expenses on a $1,000 investment in each
investment division listed below, assuming 5% annual return on assets:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS
------ -------
<S> <C> <C>
Janus Mid Cap Division................................... $75 $99
Loomis Sayles High Yield Bond Division................... 75 98
T. Rowe Price Small Cap Growth Division.................. 73 93
Scudder Global Equity Division........................... 74 95
</TABLE>

If you annuitize at the end of the applicable time period or do not
surrender your Contract(g):

You would pay the following expenses on a $1,000 investment in each
investment division listed below, assuming 5% annual return on assets:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS
------ -------
<S> <C> <C>
Janus Mid Cap Division................................... $19 $60
Loomis Sayles High Yield Bond Division................... 19 59
T. Rowe Price Small Cap Growth Division.................. 17 54
Scudder Global Equity Division........................... 18 56
</TABLE>

3. Add the following information concerning the Loomis Sayles High Yield
Bond, Janus Mid Cap, T. Rowe Price Small Cap Growth and Scudder Global
Equity Portfolios to the Table of Expenses--FFA Contracts and Income
Annuities on FFA-7 and FFA-8:

<TABLE>
<CAPTION>
OTHER EXPENSES
METROPOLITAN FUND ANNUAL EXPENSES AFTER EXPENSE
(AS A PERCENTAGE OF AVERAGE NET ASSETS) MANAGEMENT FEES REIMBURSEMENT (c) TOTAL
--------------------------------------- --------------- ----------------- -----
<S> <C> <C> <C>
Janus Mid Cap Portfolio(i)..... .75 .20 .95
Loomis Sayles High Yield Bond
Portfolio(i).................. .70 .20 .90
T. Rowe Price Small Cap Growth
Portfolio(i).................. .55 .20 .75
Scudder Global Equity
Portfolio(i).................. .62 .20 .82
</TABLE>

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS

EXAMPLE

If you surrender your Contract at the end of the applicable time period:

You would pay the following expenses on a $1,000 investment in each
investment division listed below, assuming 5% annual return on assets:

If you annuitize at the end of the applicable time period or do not
surrender your Contract(g):

You would pay the following expenses on a $1,000 investment in each
investment division listed below, assuming 5% annual return on assets.

4. Add the following footnote (i) on FFA-9:

(i) The Portfolios commenced operations on March 3, 1997. Management fees
and other expenses for these Portfolios are estimated amounts for the year
ending December 31, 1997. Subject to receiving New York State Insurance
Department approval, Metropolitan has agreed to subsidize all expenses
(other than management fees, brokerage commissions, taxes, interest and any
extraordinary or non-recurring expenses) in excess of .20% of the average
net assets for each of the Loomis Sayles High Yield Bond, T. Rowe Price
Small Cap Growth, Janus Mid Cap and Scudder Global Equity Portfolios until
the Portfolio's total net assets are at least $100 million, or until March
2, 1999, whichever is earlier.

(j) In addition, Metropolitan has agreed to waive a portion of its
investment management fee for the Scudder Global Equity Portfolio during
the first year of the Portfolio's operations. The waiver of investment
management fees during the first six months of the Portfolio's operations
will be equal to .35% of the average daily value of the aggregate net
assets of the Portfolio up to $50 million, .175% of such assets on the next
$50 million, .15% of such assets on the next $400 million and .1375% of
such assets on amounts in excess of $500 million. During the second six
months of the Portfolio's operations such waiver of the investment
management fee will be equal to .175% of assets up to $50 million, .0875%
of assets on the next $50 million, .075% of assets on the next $400 million
and .06875% of such assets in excess of $500 million. Absent Metropolitan's
waiver of its investment management fee, we estimate that the management
fee and other expenses for the Scudder Global Equity Portfolio would be
.84% and .20%, respectively, for a total of 1.04%.

5. The figure for Accumulation Unit Value End of Year 1995 on page FFA-13
under the "ENHANCED TSA, ENHANCED NON-QUALIFIED AND ENHANCED 403(A)
PREFERENCE PLUS CONTRACTS (A)" for Fidelity Equity-Income Division is
changed to "$21.19."

6. The figure for Accumulation Unit Value End of Year 1995 on page FFA-14
under "FINANCIAL FREEDOM ACCOUNT CONTRACTS FOR FIDELITY EQUITY-INCOME
DIVISION" is changed to "$21.19."

7. Add the following sentence after the second sentence under "WHAT ARE THE
INVESTMENT CHOICES AND HOW DO WE PROVIDE THEM?" in the right column on
FFA-17:

If approved in your state, Loomis Sayles High Yield Bond, Janus Mid Cap, T.
Rowe Price Small Cap Growth, and Scudder Global Equity Divisions are also
available under Enhanced Preference Plus Contracts.

8. Add the following sentence after the fourth sentence under "WHAT ARE THE
INVESTMENT CHOICES AND HOW DO WE PROVIDE THEM?" in the right column of
FFA-17:

If approved in your state, Loomis Sayles High Yield Bond, Janus Mid Cap, T.
Rowe Price Small Cap Growth, and Scudder Global Equity Divisions are also
available under FFA Contracts.

9. Add the following after the description of the International Stock
Portfolio in the left column on FFA-18 and before the description of the
Calvert Responsibly Invested Balanced Portfolio:
<PAGE>

Janus Mid Cap Portfolio: To provide long-term growth of capital. It pursues
this objective by investing primarily in securities issued by medium sized
companies.

T. Rowe Price Small Cap Growth Portfolio: To achieve long-term capital
growth by investing in small capitalization companies.

10. Delete the last paragraph on FFA-18 (which continues on the top of FFA-19)
and substitute the following:

Each of the currently available Metropolitan Fund Portfolios pays us, the
investment manager of the Metropolitan Fund, an investment management fee.
As the investment manager of the State Street Research Growth, State Street
Research Income, State Street Research Diversified and MetLife Stock Index
Portfolios of the Metropolitan Fund, we receive monthly compensation as an
investment management fee equivalent to an annual rate of .25% of the
average daily value of the aggregate net assets of each Portfolio. For the
State Street Research Aggressive Growth and GFM International Stock
Portfolios, we are paid a monthly investment management fee equivalent to
an annual rate of .75% of the average daily value of the aggregate net
assets for each Portfolio. We pay State Street Research & Management
Company, one of our subsidiaries, to provide us with sub-investment
management services for the State Street Research Growth, State Street
Research Income, State Street Research Diversified and State Street
Research Aggressive Growth Portfolios. We pay GFM International Investors
Limited, one of our subsidiaries, to provide us with sub-investment
management services for the GFM International Stock Portfolio. For
providing investment management services to the Loomis Sayles High Yield
Bond Portfolio, we receive monthly compensation from the Portfolio at an
annual rate of .70% of the average daily value of the aggregate net assets
of the Portfolio. Loomis, Sayles & Company, L.P., whose general partner is
indirectly owned by Metropolitan, is the sub-investment manager with
respect to the Loomis Sayles High Yield Bond Portfolio. For providing
investment management services to the Janus Mid Cap Portfolio, we receive
monthly compensation from the Portfolio at an annual rate of .75% of the
average daily value of the aggregate net assets of the Portfolio up to $100
million, .70% of such assets on the next $400 million and .65% of such
assets on amounts in excess of $500 million. Janus Capital Corporation is
the sub-investment manager for the Janus Mid Cap Portfolio. For providing
investment management services to the T. Rowe Price Small Cap Growth
Portfolio, we receive monthly compensation from the Portfolio at an annual
rate of .55% of the average daily value of the aggregate net assets of the
Portfolio up to $100 million, .50% of such assets on the next $300 million
and .45% of such assets in excess of $400 million. T. Rowe Price
Associates, Inc. is the sub-investment manager for the T. Rowe Price Small
Cap Growth Portfolio. For providing investment management services to the
Scudder Global Equity Portfolio, we receive monthly compensation from the
Portfolio at an annual rate of .90% of the average daily value of the
aggregate net assets of the Portfolio up to $50 million, .55% of such
assets on the next $50 million, .50% of such assets on the next $400
million and .475% of such assets on amounts in excess of $500 million. We
have agreed to waive a portion of our investment management fee for the
Scudder Global Equity Portfolio during the first year of the Portfolio's
operations. The waiver of investment management fees during the first six
months of the Portfolio's operations will be equal to .35% of the average
daily value of the aggregate net assets of the Portfolio up to $50 million,
.175% of such assets on the next $50 million, .15% of such assets on the
next $400 million and .1375% of such assets on amounts in excess of $500
million. During the second six months of the Portfolio's operations such
waiver of the investment management fee will be equal to .175% of assets up
to $50 million, .0875% of assets on the next $50 million, .075% of assets
on the next $400 million and .06875% of such assets in excess of $500
million. Scudder, Stevens & Clark, Inc. is the sub-investment manager for
the Scudder Global Equity Portfolio. Sub-investment management services are
provided to us and we pay fees for such services according to contracts
between us and each of the sub-investment managers. Sub-investment
management fees are solely our responsibility, not that of the Metropolitan
Fund.

11. The second and third sentences of the first paragraph under "PURCHASE
PAYMENTS: ARE THERE SPECIAL RULES CONCERNING THE FIRST PAYMENT AND OTHER
ADMINISTRATIVE DETAILS THAT YOU SHOULD KNOW?" on FFA-20 are changed to
read as follows:

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

12. Add the following paragraph as the last item under "WITHDRAWALS AND
TRANSFERS" on page FFA-23 and just before "DEDUCTIONS AND CHARGES":

CAN MINIMUM DISTRIBUTION PAYMENTS BE MADE ON A PERIODIC BASIS?

13. Delete the first sentence under "WHAT ARE THE INVESTMENT CHOICES?" on FFA-
28 and substitute the following:

The investment choices provided through the Separate Account are the
Income, Diversified, Stock Index, Growth, Aggressive Growth, International
Stock, Calvert Responsibly Invested Balanced, Calvert Responsibly Invested
Accumulation Divisions, and, if approved in your state, Loomis Sayles High
Yield Bond, Janus Mid Cap, T. Rowe Price Small Cap Growth and Scudder
Global Equity Divisions.

14. Delete the fourth sentence under "WHAT ARE THE INVESTMENT CHOICES?" on FFA-
28 and substitute the following:

In some cases the Income, Diversified, Growth, Aggressive Growth and
International Stock Divisions, the Fidelity Money Market Division and, if
approved in your state, Loomis Sayles High Yield Bond, Janus Mid Cap, T.
Rowe Price Small Cap Growth and Scudder Global Equity Divisions, are also
available for the FFA Contracts.

15. Add the following paragraph after the second complete paragraph in the
right column on FFA-34 just before "DOES METLIFE ADVERTISE THE PERFORMANCE
OF THE SEPARATE ACCOUNT?"

16. The third sentence of the third paragraph under "DOES METLIFE ADVERTISE THE
PERFORMANCE OF THE SEPARATE ACCOUNT?" on page FFA-35 is changed to read as
follows:

17. Add the following after the last paragraph of the right column on FFA-35:

"ARE THERE SPECIAL CHARGES THAT APPLY IF YOUR RETIREMENT PLAN TERMINATES
ITS CONTRACT OR TAKES OTHER ACTION?"

Under certain Enhanced TSA Preference Plus Contracts, amounts equal to some
or all of the early withdrawal charge imposed under a contract of another
issuer in connection with the transfer of money into an Enhanced TSA
Preference Plus Contract may be credited to your Account Balance. If such
amounts are credited to an Enhanced TSA Preference Plus Contract, special
termination charges may be imposed. These charges may also apply if the
plan introduces other funding vehicles provided by other carriers. Charges
are not imposed on plan participants; but rather are absorbed by the
Contractholder. Therefore, under the Contract, the participant will incur
only the withdrawal charges, if applicable, otherwise discussed in this
prospectus. The charges to the plan are imposed on the amount initially
transferred to MetLife for the first seven years according to the schedule
in the following table:

DURING CONTRACT YEAR

<TABLE>
<CAPTION>
8 &
1 2 3 4 5 6 7 BEYOND
---- ---- ---- ---- ---- ---- ---- ------
<S> <C> <C> <C> <C> <C> <C> <C>
5.6% 5.0% 4.5% 4.0% 3.0% 2.0% 1.0% 0%
</TABLE>

The charge to the plan, for partial withdrawals, is determined by
multiplying the amount of the withdrawal that is subject to the charge by
the applicable percentage shown above.

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR PROSPECTUS
<PAGE>

Supplement to Metropolitan Life Separate Account E Preference Plus and
Financial Freedom Account Group and Individual Annuity Contracts Statement of
Additional Information dated May 1, 1996.

1. Add the following sentence after the sentence under "Services" on page 2:

When Metropolitan Life provides administrative services to group contracts,
such services may be provided to a group on a basis more favorable than
that otherwise made available to other groups.

2. The third sentence of the third full paragraph on the right column under
"Performance Data" on page 4 is changed to read as follows:

3. Performance numbers for the Fidelity Equity-Income Division under the
heading "For the Period January 1, 1995 to December 31, 1995--Enhanced
Preference Plus Contracts (with Sales Load) (20% Free Corridor Version)" on
page 7 are changed as follows:

<TABLE>
<CAPTION>
CHANGE IN
ACCUMULATION AVERAGE ANNUAL
UNIT VALUE TOTAL RETURN
------------ --------------
<S> <C> <C>
Fidelity Equity-Income Division................ 33.78% 28.65%
</TABLE>

4. Performance numbers for the Fidelity Equity-Income Division under the
heading "For the Period Inception to December 31, 1995--Enhanced Preference
Plus Contracts (With Sales Load) (20% Free Corridor Version)" on page 8 are
changed as follows:

<TABLE>
<CAPTION>
CHANGE IN
CHANGE IN ACCUMULATION
ACCUMULATION UNIT VALUE AVERAGE ANNUAL
INCEPTION UNIT VALUE ANNUALIZED TOTAL RETURN
--------- ------------ ------------ --------------
<S> <C> <C> <C> <C>
Fidelity Equity-Income
Division................ 5/1/92 80.03% 17.38% 16.93%
</TABLE>

5. Performance numbers for the Fidelity Equity-Income Division under the
heading "For the Period January 1, 1995 to December 31, 1995--Financial
Freedom Account Contracts" on page 9 are changed as follows:

<TABLE>
<CAPTION>
CHANGE IN
ACCUMULATION AVERAGE ANNUAL
UNIT VALUE TOTAL RETURN
------------ --------------
<S> <C> <C>
Fidelity Equity-Income Division................ 33.78% 33.78%
</TABLE>

6. Performance numbers for the Fidelity Equity-Income Division under the
heading "For the Period Inception to December 31, 1995--Financial Freedom
Account Contracts" on page 9 are changed as follows:

March 3, 1997, incorporates prior supplement dated December 24, 1996.

KEEP THIS SUPPLEMENT WITH YOUR STATEMENT OF ADDITIONAL INFORMATION