<PAGE>
Registration Nos. /811-4001
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
POST-EFFECTIVE AMENDMENT NO. [_]
AND/OR
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
AMENDMENT NO. 32 [X]
------------
METROPOLITAN LIFE SEPARATE ACCOUNT E
(Exact Name of Registrant)
METROPOLITAN LIFE INSURANCE COMPANY
(Exact name of Depositor)
1 Madison Avenue, New York, New York 10010
(Address of depositor's principal executive offices) (zip code)
(212) 578-5364
(Depositor's telephone number, including area code)
------------
Gary A. Beller, Esq.
Senior Executive Vice-President and General Counsel
Metropolitan Life Insurance Company
1 Madison Avenue
New York, New York 10010
(Name and address of agent for service)
------------
Copies to:
Diane E. Ambler, Esq.
Mayer, Brown & Platt
1909 K Street N.W., Suite 1200
Washington, D.C. 20006
------------
Pursuant to Rule 24f-2 under the Investment Company Act of 1940, the
Registrant has registered an indefinite amount of securities. Registrant's Rule
24f-2 Notice for the year ended December 31, 1999 was filed with the Commission
on March 30, 2000.
Approximate date of proposed public offering: As soon as practicable after
the effective date of the Registration Statement. The Registrant hereby amends
this Registration Statement on such date or dates as may be necessary to delay
its effective date until the Registrant shall file a further amendment which
specifically states that this Registration Statement shall thereafter become
effective in accordance with Section 8(a) of the Securities Act of 1933 or
until the Registration shall become effective on such date as the Commission,
acting pursuant to said Section 8(a), may determine.
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>
METROPOLITAN LIFE SEPARATE ACCOUNT E
FORM N-4
UNDER
THE SECURITIES ACT OF 1933 AND THE INVESTMENT COMPANY ACT OF 1940
CROSS REFERENCE SHEET
(PURSUANT TO RULE 481(A))
<TABLE>
<CAPTION>
Form N-4
Item No. Prospectus Heading
-------- ------------------
<C> <S> <C>
1. Cover Page................ Cover Page
2. Definitions............... Important Terms You Should Know
3. Synopsis.................. Table of Expenses
4. Condensed Financial General Information--Performance;
Information.............. General Information--Financial
Statements
5. General Description of MetLife; Metropolitan Life Separate
Registrant, Depositor, Account E; Your Investment Choices;
and Portfolio Companies.. General Information--Voting Rights
6. Deductions and Expenses... Table of Expenses; Deferred Annuities--
Charges; Deferred Annuities--Withdrawal
Charges; Deferred Annuities--Premium
Taxes; Income Options--Charges; General
Information--Who Sells the Deferred
Annuities; Appendix--Premium Tax Table
7. General Description of Variable Annuities; Deferred Annuities--
Variable Annuity Purchase Payments (Allocation of
Contracts................ Purchase Payments and Limits on
Purchase Payments); Deferred
Annuities--Transfer Privilege; General
Information--Administration (Purchase
Payments/Confirming
Transactions/Transactions by
Telephone/Processing Certain
Transactions/Changes to Your Deferred
Annuity/When We Can Cancel Your
Deferred Annuity)
8. Annuity Period............ Important Terms You Should Know;
Deferred Annuities--Pay-out Options (or
Income Options); Income Payment
Type/The Value of Your Income Payments
9. Death Benefit............. Deferred Annuities--Base Death Benefit;
Optional Benefits
10. Purchases and Annuity MetLife; Metropolitan Life Separate
Values................... Account E; Deferred Annuities--Purchase
Payments (Allocation of Purchase
Payments and Limits on Purchase
Payments); The Value of Your
Investment; Income Options; Allocation;
The Value of Your Income Payments;
General Information--Administration
(Purchase Payments)
11. Redemptions............... Deferred Annuities--Access to Your Money
(Systematic Withdrawal Program for
Deferred Annuities and Minimum
Distribution); Deferred Annuities--
WIthdrawal Charges (When No Withdrawal
Charge Applies); General Information--
When We Can Cancel Your Deferred
Annuity
12. Taxes..................... Income Taxes
13. Legal Proceedings......... Not Applicable
14. Table of Contents of the Table of Contents of the Statement of
Statement of Additional Additional Information
Information..............
15. Cover Page................ Cover Page
16. Table of Contents......... Table of Contents
</TABLE>
1
<PAGE>
<TABLE>
<CAPTION>
Form N-4
Item No. Prospectus Heading
-------- ------------------
<C> <S> <C>
17. General Information and Not Applicable
History.....................
18. Services..................... Independent Auditors; Services;
Distribution of Certificates and
Interests in the Deferred Annuities
19. Purchase of Securities Being Not Applicable
Offered.....................
20. Underwriters................. Distribution of Certificates and
Interests in the Deferred Annuities;
Early Withdrawal Charge
21. Calculation of Performance Performance Data
Data........................
22. Annuity Payments............. Variable Income Payments
23. Financial Statements......... Financial Statements of the Separate
Account; Financial Statements of
MetLife
</TABLE>
2
<PAGE>
MetLife Variable Annuity Contracts
Issued by Metropolitan Life Insurance Company
This Prospectus describes individual MetLife contracts for deferred variable
annuities ("Deferred Annuities").
--------------------------------------------------------------------------------
You decide how to allocate your money among the various available investment
choices. The investment choices available to you are listed in the contract for
your Deferred Annuity. Your choices may include the Fixed Account (not
described in this Prospectus) and investment divisions available through
Metropolitan Life Separate Account E which, in turn, invest in the following
corresponding portfolios of the Metropolitan Series Fund, Inc. ("Metropolitan
Fund") and series of the New England Zenith Fund ("Zenith Fund"). For
convenience, both the portfolios and the series are referred to as Portfolios
in this Prospectus.
<TABLE>
<S> <C>
Lehman Brothers(R)
Aggregate Bond
Index Janus Mid Cap
State Street
Research Income State Street Research Aggressive Growth
State Street
Research
Diversified Loomis Sayles High Yield Bond
MetLife Stock Index Russell 2000(R) Index
Harris Oakmark
Large Cap Value T. Rowe Price Small Cap Growth
T. Rowe Price Large
Cap Growth Loomis Sayles Small Cap
State Street
Research Growth State Street Research Aurora Small Cap Value
Davis Venture Value Scudder Global Equity
Putnam Large Cap
Growth Morgan Stanley EAFE(R) Index
MetLife Mid Cap
Stock Index Putnam International Stock
Neuberger Berman
Partners Mid Cap
Value
</TABLE>
How to learn more:
Before investing, read this Prospectus. The Prospectus contains information
about the Deferred Annuities and Metropolitan Life Separate Account E which you
should know before investing. Keep this Prospectus for future reference. For
more information, request a copy of the Statement of Additional Information
("SAI"), dated . The SAI is considered part of this Prospectus as though
it were included in the Prospectus. The Table of Contents of the SAI appears on
page of this Prospectus. To request a free copy of the SAI or to ask
questions, write or call:
Metropolitan Life Insurance Company
Investment and Income Center, 4th Floor
485E US Highway 1 South
Iselin, NJ 08830
Attention: Brian Mack
Phone: (800) 553-4459
[GRAPHIC]
The Securities and Exchange Commission has a Web site (http://www.sec.gov)
which you may visit to view this Prospectus, SAI and other information. The
Securities and Exchange Commission has not approved or disapproved these
securities or determined if this Prospectus is truthful or complete. Any
representation otherwise is a criminal offense.
This Prospectus is not valid unless attached to the current Metropolitan Fund
and Zenith Fund Prospectuses which are attached to the back of this Prospectus.
You should also read these prospectuses carefully before purchasing a Deferred
Annuity.
Deferred
Annuities
Available:
. Non-Qualified
. Traditional IRA
. Roth IRA
Classes Available
for each
Deferred Annuity.
. Standard
. Bonus
. C
. L
A word about investment risk:
An investment in any of these variable annuities involves investment risk. You
could lose money you invest. Money invested is NOT:
. a bank deposit or obligation;
. federally insured or guaranteed; or
. endorsed by any bank or other financial institution other than MetLife.
<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
Important Terms You Should Know............................................ 4
Table of Expenses.......................................................... 6
MetLife.................................................................... 16
Metropolitan Life Separate Account E....................................... 16
Variable Annuities......................................................... 17
The Deferred Annuity..................................................... 17
The Classes of the Deferred Annuity...................................... 18
Your Investment Choices.................................................... 20
Deferred Annuities......................................................... 22
Automated Investment Strategies and Enhanced Dollar Cost Averaging
Program................................................................. 22
Purchase Payments........................................................ 24
Allocation of Purchase Payments.......................................... 25
Automated Purchase Payments.............................................. 25
Limits on Purchase Payments.............................................. 25
The Value of Your Investment............................................. 25
Transfer Privilege....................................................... 26
Access to Your Money..................................................... 27
Systematic Withdrawal Program............................................ 27
Minimum Distribution..................................................... 28
Charges.................................................................. 28
Separate Account Charge.................................................. 29
Investment-Related Charge................................................ 29
Annual Contract Fee...................................................... 29
Optional Guaranteed Minimum Income Benefit...............................
Premium and Other Taxes.................................................. 29
Withdrawal Charges....................................................... 30
When No Withdrawal Charge Applies........................................ 31
Free Look................................................................ 32
Death Benefit--Generally
Base Death Benefit....................................................... 32
Optional Benefits........................................................ 34
Annual Step-Up Death Benefit............................................. 35
Greater of Annual Step-Up or 5% Annual Increase Death Benefit............ 36
Earnings Preservation Benefit............................................ 38
Guaranteed Minimum Income Benefit........................................ 40
Pay-out Options (or Income Options)...................................... 41
Income Payment Types..................................................... 42
Allocation............................................................... 43
</TABLE>
2
<PAGE>
<TABLE>
<S> <C>
Minimum Size of Your Income Payment...................................... 43
The Value of Your Income Payments........................................ 44
Transfer Privilege....................................................... 45
Charges.................................................................. 46
General Information........................................................ 46
Administration........................................................... 46
Purchase Payments........................................................ 46
Confirming Transactions.................................................. 46
Processing Transactions.................................................. 47
By Telephone or Internet................................................ 47
After Your Death........................................................ 48
Third Party Requests.................................................... 48
Valuation--Suspension of Payments....................................... 48
Performance.............................................................. 49
Changes to Your Deferred Annuity......................................... 50
Voting Rights............................................................ 50
Who Sells the Deferred Annuities......................................... 51
Financial Statements..................................................... 51
When We Can Cancel Your Deferred Annuity................................. 51
Income Taxes............................................................... 52
Table of Contents for the Statement of Additional Information.............. 62
Appendix for Premium Tax Table............................................. 63
</TABLE>
MetLife does not intend to offer the Deferred Annuities anywhere they may not
lawfully be offered and sold. MetLife has not authorized any information or
representations about the Deferred Annuities other than the information in this
Prospectus, the attached prospectuses, supplements to the prospectuses or any
supplemental sales material we authorize.
[GRAPHIC]
3
<PAGE>
Important Terms You Should Know
[GRAPHIC]
Account Balance
When you purchase a Deferred Annuity, an account is set up for you the day we
receive all properly completed documents. Your Account Balance is the total
amount of money credited to you under your Deferred Annuity including money in
the investment divisions of the Separate Account and the Fixed Account.
Accumulation Unit Value
With a Deferred Annuity, money paid-in or transferred into an investment
division of the Separate Account is credited to you in the form of accumulation
units. Accumulation units are established for each investment division. We
determine the value of these accumulation units each day the New York Stock
Exchange is open for regular trading. The values increase or decrease based on
the investment performance of the corresponding underlying portfolios.
Administrative Office
Your Administrative Office is the MetLife office that will generally handle the
processing of all your requests concerning your Deferred Annuity. Your Contract
will indicate the address of your Administrative Office. We will notify you if
there is a change in the address of your Administrative Office.
Annuitant
The natural person whose life is the measure for determining the duration and
the dollar amount of income payments. The Contract also permits the naming of
contingent annuitants; contingent annuitants lives are the measure for
determining the duration and the dollar amount of income payments after the
annuitant has died.
Annuity Unit Value
With a variable pay-out option, the money paid-in or transferred into an
investment division of the Separate Account is held in the form of annuity
units. Annuity units are established for each investment division. We determine
the value of these annuity units each day the New York Stock Exchange is open
for regular trading. The values increase or decrease based on the investment
performance of the corresponding underlying portfolios.
Assumed Investment Return (AIR)
Under a variable pay-out option, the AIR is a percentage rate of return assumed
to determine the amount of the first variable income payment. The AIR is also
the benchmark that is used to calculate the investment performance of a given
investment division to determine all subsequent payments to you.
Beneficiary
The person who receives continuing payments/or a lump sum payment if the owner
dies.
4
<PAGE>
Contract
A contract is the legal agreement between you and MetLife. This document
contains relevant provisions of your Deferred Annuity. MetLife issues Contracts
for each of the annuities described in this Prospectus.
Contract Anniversary
An anniversary of the date we issue the Deferred Annuity.
Contract Year
The Contract Year for a Deferred Annuity is the one year period starting on the
date we issue the Contract and each Contract Anniversary thereafter.
Investment Division
Investment divisions are subdivisions of the Separate Account. When you
allocate or transfer money to an investment division, the investment division
purchases shares of a portfolio (with the same name) within the Metropolitan
Fund or Zenith Fund.
MetLife
Metropolitan Life Insurance Company is the company that issues the Deferred
Annuities. Throughout this Prospectus, MetLife is also referred to as "we,"
"us" or "our."
Owner
The person or entity which has all rights including the right to direct who
receives income payments.
Separate Account
A separate account is an investment account. All assets contributed to
investment divisions under the Deferred Annuities are pooled in the Separate
Account and maintained for the benefit of investors in Deferred Annuities.
Variable Annuity
An annuity in which returns/income payments are based upon the performance of
investments such as stocks and bonds held by one or more underlying portfolios.
You assume the investment risk for any amounts allocated to the investment
divisions in a variable annuity.
Withdrawal Charge
The withdrawal charge is the amount we deduct from your Account Balance, if you
withdraw money prematurely from a Deferred Annuity. This charge is often
referred to as a deferred sales load or back-end sales load.
You
In this Prospectus "you" is the owner of the Deferred Annuity.
5
<PAGE>
TABLE OF EXPENSES--METLIFE DEFERRED ANNUITIES
The following table shows Separate Account, Metropolitan
Fund and Zenith Fund charges and expenses. The numbers in
the table for the Separate Account, the Zenith Fund and
for all Portfolios of the Metropolitan Fund are based on
past experience. The numbers in the table are subject to
change. The table is not intended to show your actual
total combined expenses of the Separate Account,
Metropolitan Fund and Zenith Fund which may be higher or
lower. It does not show fees for the Fixed Account or
premium taxes which may apply. We have provided examples
to show you the impact of Separate Account, Metropolitan
Fund and Zenith Fund charges and expenses on a
hypothetical investment of $1,000 that has an assumed 5%
annual return on the investment, the Greater of Annual
Step-Up or 5% Annual Increase Death Benefit and the
Guaranteed Minimum Income Benefit. Examples do not reflect
the Earnings Preservation Benefit.
--------------------------------------------------------------------------------
Separate Account, Metropolitan Fund and Zenith Fund expenses for the fiscal
year ending December 31, 2000:
Contract Owner Transaction Expenses For All Investment Divisions Currently
Offered
Sales Charge Imposed on Purchase Payments............................... None
Withdrawal Charge (as a percentage of each purchase payment) (1) .......
<TABLE>
<CAPTION>
STANDARD
IF WITHDRAWN DURING YEAR CLASS BONUS CLASS C CLASS L CLASS
------------------------ -------- ----------- ------- -------
<S> <C> <C> <C> <C>
1..................................... 7% 9% None 7%
2..................................... 6% 8% 6%
3..................................... 6% 8% 6%
4..................................... 5% 7% 0%
5..................................... 4% 6% 0%
6..................................... 3% 5% 0%
7..................................... 2% 4% 0%
Thereafter............................ 0% 0% 0%
Transfer Fee (2) ................................................... None
Surrender Fee ...................................................... None
</TABLE>
Separate Account Annual Expenses
(as a percentage of average daily net assets in the
investment divisions)
Separate Account Charge (3)* ............................................
<TABLE>
<CAPTION>
STANDARD
CLASS BONUS CLASS** C CLASS L CLASS
-------- ------------- ------- -------
<S> <C> <C> <C> <C> <C>
Base Death Benefit............. 1.25% 1.85% 1.65% 1.45%
Annual Step-Up Death Benefit... Base + .10% +.10% +.10% +.10%
Greater of Annual Step-Up or
5%............................ Base + .25% +.25% +.25% +.25%
Annual Increase Death
Benefit.......................
Optional Earnings Preservation
Benefit....................... .25% .25% .25% .25%
</TABLE>
* We reserve the right to impose an increased Separate Account charge on
investment divisions that we add to the Contract in the future. The increase
will not exceed the annual rate of 0.25% of the average daily net assets in
any such investment divisions.
** The Separate Account charge for the Bonus Class will be reduced by 0.60%
after seven years.
Other Contract Fees
Annual Contract Fee (4) ................................................ $30
Guaranteed Minimum Income Benefit (5) .................................. .35%
6
<PAGE>
Metropolitan Fund Annual Expenses (as a percentage of average net assets)
<TABLE>
<CAPTION>
A B A+B=C C-D=E
MANAGE- OTHER EXPENSES TOTAL EXPENSES TOTAL EXPENSES
MENT BEFORE BEFORE D AFTER
FEES REIMBURSEMENT REIMBURSEMENT REIMBURSEMENT REIMBURSEMENT
-----------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Lehman Brothers(R)
Aggregate Bond Index
Portfolio..............
State Street Research
Income Portfolio
(6)(7).................
State Street Research
Diversified Portfolio
(6)(7)(8)..............
MetLife Stock Index
Portfolio (6)..........
Harris Oakmark Large Cap
Value Portfolio
(7)(8)(9)..............
T. Rowe Price Large Cap
Growth Portfolio
(7)(8)(9)..............
State Street Research
Growth Portfolio
(6)(7)(8)..............
Putnam Large Cap Growth
Portfolio (7)(12)......
MetLife Mid Cap Stock
Index Portfolio (12)...
Neuberger Berman
Partners Mid Cap Value
Portfolio (7)(8)(9)....
Janus Mid Cap Portfolio
(7)....................
State Street Research
Aggressive Growth
Portfolio (6)(7)(8)....
Loomis Sayles High Yield
Bond Portfolio.........
Russell 2000(R) Index
Portfolio (10).........
T. Rowe Price Small Cap
Growth Portfolio
(7)(8).................
State Street Research
Aurora Small Cap Value
Portfolio (7)(12)......
Scudder Global Equity
Portfolio (7)..........
Morgan Stanley EAFE(R)
Index Portfolio (11)...
Putnam International
Stock Portfolio
(6)(7).................
</TABLE>
<TABLE>
<CAPTION>
Zenith Fund Annual Expenses
(as a percentage of A+B=C
average net assets) A B TOTAL C-D=E
MANAGE- OTHER EXPENSES EXPENSES TOTAL EXPENSES
MENT BEFORE BEFORE D AFTER
FEES REIMBURSEMENT REIMBURSEMENT REIMBURSEMENT REIMBURSEMENT
---------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Davis Venture Value
Series (13)............
Loomis Sayles Small Cap
Series (13)(14)........
</TABLE>
7
<PAGE>
<TABLE>
<CAPTION>
Examples
Example 1. This example shows the dollar amount of expenses that you would
bear directly or indirectly on a $1,000 purchase payment assuming (15):
. you select the Standard Class;
. the underlying Portfolio earns a 5% annual return;
. you select the Greater of Annual Step-Up or 5% Annual Increase Death
Benefit;
. you select the Guaranteed Minimum Income Benefit; and
. you fully surrender your Contract, with applicable withdrawal charges
deducted.
1 3 5 10
YEAR YEARS YEARS YEARS
-------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Lehman Brothers(R) Aggregate Bond Index Division......
State Street Research Income Division.................
State Street Research Diversified Division............
MetLife Stock Index Division..........................
Harris Oakmark Large Cap Value Division...............
T. Rowe Price Large Cap Growth Division...............
State Street Research Growth Division.................
Davis Venture Value Division..........................
Putnam Large Cap Growth Division......................
MetLife Mid Cap Stock Index Division..................
Neuberger Berman Partners Mid Cap Value Division......
Janus Mid Cap Division................................
State Street Research Aggressive Growth Division .....
Loomis Sayles High Yield Bond Division................
Russell 2000(R) Index Division........................
T. Rowe Price Small Cap Growth Division...............
Loomis Sayles Small Cap Division......................
State Street Research Aurora Small Cap Value
Division.............................................
Scudder Global Equity Division........................
Morgan Stanley EAFE(R) Index Division.................
Putnam International Stock Division...................
</TABLE>
8
<PAGE>
<TABLE>
<CAPTION>
Example 2. This example shows the dollar amount of expenses that you would
bear directly or indirectly on a $1,000 purchase payment assuming (16):
. you select the Standard Class;
. the underlying Portfolio earns a 5% annual return;
. you select the Greater of Annual Step-Up or 5% Annual Increase Death
Benefit;
. you select the Guaranteed Minimum Income Benefit; and
. you do not surrender your Contract or elect to annuitize (elect a pay-out
option) (no withdrawal charges would be deducted).
1 3 5 10
YEAR YEARS YEARS YEARS
-------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Lehman Brothers(R) Aggregate Bond Index Division......
State Street Research Income Division.................
State Street Research Diversified Division............
MetLife Stock Index Division..........................
Harris Oakmark Large Cap Value Division...............
T. Rowe Price Large Cap Growth Division...............
State Street Research Growth Division.................
Davis Venture Value Division..........................
Putnam Large Cap Growth Division......................
MetLife Mid Cap Stock Index Division..................
Neuberger Berman Partners Mid Cap Value Division......
Janus Mid Cap Division................................
State Street Research Aggressive Growth Division .....
Loomis Sayles High Yield Bond Division................
Russell 2000(R) Index Division........................
T. Rowe Price Small Cap Growth Division...............
Loomis Sayles Small Cap Division......................
State Street Research Aurora Small Cap Value
Division.............................................
Scudder Global Equity Division........................
Morgan Stanley EAFE(R) Index Division.................
Putnam International Stock Division...................
</TABLE>
9
<PAGE>
<TABLE>
<CAPTION>
Example 3. This example shows the dollar amount of expenses that you would
bear directly or indirectly on a $1,000 purchase payment assuming (15):
. you select the Bonus Class;
. the underlying Portfolio earns a 5% annual return;
. you select the Greater of Annual Step-Up or 5% Annual Increase Death
Benefit;
. you select the Guaranteed Minimum Income Benefit; and
. you fully surrender your Contract, with applicable withdrawal charges
deducted.
1 3 5 10
YEAR YEARS YEARS YEARS
-------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Lehman Brothers(R) Aggregate Bond Index Division......
State Street Research Income Division.................
State Street Research Diversified Division............
MetLife Stock Index Division..........................
Harris Oakmark Large Cap Value Division...............
T. Rowe Price Large Cap Growth Division...............
State Street Research Growth Division.................
Davis Venture Value Division..........................
Putnam Large Cap Growth Division......................
MetLife Mid Cap Stock Index Division..................
Neuberger Berman Partners Mid Cap Value Division......
Janus Mid Cap Division................................
State Street Research Aggressive Growth Division .....
Loomis Sayles High Yield Bond Division................
Russell 2000(R) Index Division........................
T. Rowe Price Small Cap Growth Division...............
Loomis Sayles Small Cap Division......................
State Street Research Aurora Small Cap Value
Division.............................................
Scudder Global Equity Division........................
Morgan Stanley EAFE(R) Index Division.................
Putnam International Stock Division...................
</TABLE>
10
<PAGE>
Example 4. This example shows the dollar amount of expenses that you would
bear directly or indirectly on a $1,000 purchase payment assuming (16):
. you select the Bonus Class;
. the underlying Portfolio earns a 5% annual return;
. you select the Greater of Annual Step-Up or 5% Annual Increase Death
Benefit;
. you select the Guaranteed Minimum Income Benefit; and
. you do not surrender your Contract or elect to annuitize (elect a pay-out
option) (no withdrawal charges would be deducted).
<TABLE>
<CAPTION>
1 3 5 10
YEAR YEARS YEARS YEARS
------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Lehman Brothers(R) Aggregate Bond Index Division.....
State Street Research Income Division................
State Street Research Diversified Division...........
MetLife Stock Index Division.........................
Harris Oakmark Large Cap Value Division..............
T. Rowe Price Large Cap Growth Division..............
State Street Research Growth Division................
Davis Venture Value Division.........................
Putnam Large Cap Growth Division.....................
MetLife Mid Cap Stock Index Division.................
Neuberger Berman Partners Mid Cap Value Division.....
Janus Mid Cap Division...............................
State Street Research Aggressive Growth Division ....
Loomis Sayles High Yield Bond Division...............
Russell 2000(R) Index Division.......................
T. Rowe Price Small Cap Growth Division..............
Loomis Sayles Small Cap Division.....................
State Street Research Aurora Small Cap Value
Division............................................
Scudder Global Equity Division.......................
Morgan Stanley EAFE(R) Index Division................
Putnam International Stock Division..................
</TABLE>
11
<PAGE>
<TABLE>
<CAPTION>
Example 5. This example shows the dollar amount of expenses that you would
bear directly or indirectly on a $1,000 purchase payment assuming (15):
. you select the C Class;
. the underlying Portfolio earns a 5% annual return;
. you select the Greater of Annual Step-Up or 5% Annual Increase Death
Benefit;
. you select the Guaranteed Minimum Income Benefit; and
. you surrender your Contract, do not surrender your Contract, elect to
annuitize, or do not elect to annuitize (no withdrawal charges apply to
the C Class).
1 3 5 10
YEAR YEARS YEARS YEARS
-------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Lehman Brothers(R) Aggregate Bond Index Division......
State Street Research Income Division.................
State Street Research Diversified Division............
MetLife Stock Index Division..........................
Harris Oakmark Large Cap Value Division...............
T. Rowe Price Large Cap Growth Division...............
State Street Research Growth Division.................
Davis Venture Value Division..........................
Putnam Large Cap Growth Division......................
MetLife Mid Cap Stock Index Division..................
Neuberger Berman Partners Mid Cap Value Division......
Janus Mid Cap Division................................
State Street Research Aggressive Growth Division .....
Loomis Sayles High Yield Bond Division................
Russell 2000(R) Index Division........................
T. Rowe Price Small Cap Growth Division...............
Loomis Sayles Small Cap Division......................
State Street Research Aurora Small Cap Value
Division.............................................
Scudder Global Equity Division........................
Morgan Stanley EAFE(R) Index Division.................
Putnam International Stock Division...................
</TABLE>
12
<PAGE>
<TABLE>
<CAPTION>
Example 6. This example shows the dollar amount of expenses that you would
bear directly or indirectly on a $1,000 purchase payment assuming (15):
. you select the L Class;
. the underlying Portfolio earns a 5% annual return;
. you select the Greater of Annual Step-Up or 5% Annual Increase Death
Benefit;
. you select the Guaranteed Minimum Income Benefit; and
. you fully surrender your Contract with applicable withdrawal charges
deducted.
1 3 5 10
YEAR YEARS YEARS YEARS
-------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Lehman Brothers(R) Aggregate Bond Index Division......
State Street Research Income Division.................
State Street Research Diversified Division............
MetLife Stock Index Division..........................
Harris Oakmark Large Cap Value Division...............
T. Rowe Price Large Cap Growth Division...............
State Street Research Growth Division.................
Davis Venture Value Division..........................
Putnam Large Cap Growth Division......................
MetLife Mid Cap Stock Index Division..................
Neuberger Berman Partners Mid Cap Value Division......
Janus Mid Cap Division................................
State Street Research Aggressive Growth Division .....
Loomis Sayles High Yield Bond Division................
Russell 2000(R) Index Division........................
T. Rowe Price Small Cap Growth Division...............
Loomis Sayles Small Cap Division......................
State Street Research Aurora Small Cap Value
Division.............................................
Scudder Global Equity Division........................
Morgan Stanley EAFE(R) Index Division.................
Putnam International Stock Division...................
</TABLE>
13
<PAGE>
<TABLE>
<CAPTION>
Example 7. This example shows the dollar amount of expenses that you would
bear directly or indirectly on a $1,000 purchase payment assuming (16):
. you select the L Class;
. the underlying Portfolio earns a 5% annual return;
. you select the Greater of Annual Step-Up or 5% Annual Increase Death
Benefit;
. you select the Guaranteed Minimum Income Benefit; and
. you do not surrender your Contract or elect to annuitize (elect a pay-out
option) (no withdrawal charges would be deducted).
1 3 5 10
YEAR YEARS YEARS YEARS
-------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Lehman Brothers(R) Aggregate Bond Index Division......
State Street Research Income Division.................
State Street Research Diversified Division............
MetLife Stock Index Division..........................
Harris Oakmark Large Cap Value Division...............
T. Rowe Price Large Cap Growth Division...............
State Street Research Growth Division.................
Davis Venture Value Division..........................
Putnam Large Cap Growth Division......................
MetLife Mid Cap Stock Index Division..................
Neuberger Berman Partners Mid Cap Value Division......
Janus Mid Cap Division................................
State Street Research Aggressive Growth Division .....
Loomis Sayles High Yield Bond Division................
Russell 2000(R) Index Division........................
T. Rowe Price Small Cap Growth Division...............
Loomis Sayles Small Cap Division......................
State Street Research Aurora Small Cap Value
Division.............................................
Scudder Global Equity Division........................
Morgan Stanley EAFE(R) Index Division.................
Putnam International Stock Division...................
</TABLE>
14
<PAGE>
TABLE OF EXPENSES
/1/There are times when the withdrawal charge does
not apply to amounts that are withdrawn from a
Deferred Annuity. You may always withdraw earnings
without a withdrawal charge. After the first
Contract Year, you may also withdraw up to 10% of
your total purchase payments without a withdrawal
charge.
/2/We reserve the right to limit transfers as
described later in this Prospectus.
/3/You pay the Separate Account charge with the base
death benefit for your Class of the Deferred
Annuity once you are in the pay-out phase of your
Contract.
/4/This fee is waived if the Account Balance is
$50,000 or more or if you convert your Account
Balance to an income option and your Account
Balance prior to the conversion is $50,000 or
more.
/5/The charge for the Guaranteed Minimum Income
Benefit is a percentage of your "income base" and
is deducted at the end of each Contract Year by
withdrawing amounts on a pro-rata basis from your
Fixed Account Balance and cancelling accumulation
units from your Separate Account Balance. You do
not pay this charge once you convert your Account
Balance to an income stream.
/6/Prior to May 16, 1993, we paid all expenses of the
Metropolitan Fund (other than management fees,
brokerage commissions, taxes, interest and
extraordinary or nonrecurring expenses) (hereafter
"Expenses"). The effect of such reimbursements is
that performance results for the period until May
16, 1993 are increased.
/7/Each Portfolio's management fee decreases when its
assets grow to certain dollar amounts. The "break
point" dollar amounts at which the management fee
declines are more fully explained in the
prospectus and Statement of Additional Information
for the Metropolitan Fund.
/8/The Metropolitan Fund directed certain portfolio
trades to brokers who paid a portion of the Fund's
expenses. In addition, the Fund has entered into
arrangements with its custodian whereby credits
realized as a result of this practice were used to
reduce a portion of each participating Portfolio's
custodian fees. These reductions are not included
in "Reimbursement".
/9/These Portfolios began operating on November 9,
1998. We paid all Expenses in excess of .20% of
the average net assets for each of these
Portfolios until November 9, 2000. The expense
information for those Portfolios reflects current
expenses without reimbursement. The effect of
reimbursements is that performance results are
increased during the period of the reimbursement.
/10/MetLife ceased subsidizing Expenses in excess of
.20% of the average net assets of the Russell
2000(R) Index Portfolio on December 3, 1999.
MetLife paid all Expenses in excess of .30% of
the average net assets for the Russell 2000(R)
Index Portfolio until May 1, 2001. All expense
information for this Portfolio reflects current
expenses without reimbursement. The effect of
reimbursements is that performance results are
increased during the period of the reimbursement.
/11/MetLife paid all Expenses in excess of .25% of
the average net assets for the Morgan Stanley
EAFE(R) Index Portfolio until November 9, 2000.
MetLife continued to pay all Expenses in excess
of .40% of the Portfolio's average net assets
until May 1, 2001. All expense information for
this Portfolio reflects current expenses without
reimbursement. The effect of reimbursements is
that performance results are increased during the
period of the reimbursement.
/12/MetLife Mid Cap Stock Index and State Street
Research Aurora Small Cap Value Portfolios began
operating on July 5, 2000. Putnam Large Cap
Growth Portfolio began operating on May 1, 2000
and became available under the Deferred Annuities
on July 5, 2000. We will pay all Expenses in
excess of .20% of the average net assets for each
of these Portfolios until each Portfolio's total
assets reach $100 million, or until, but not
including, July 1, 2002, whichever comes first.
The "Other Expenses Before Reimbursement"
information for these Portfolios assumes no
reduction of expenses of any kind.
"Reimbursement" for these Portfolios reflects our
estimate of the reimbursements for the current
year. The effect of such reimbursements is that
performance results are increased during the
period of the reimbursement.
/13/New England Investment Management, Inc. ("NEIM")
pays us for providing administrative services.
You do not bear these fees. NEIM absorbs the fees
payable to MetLife.
/14/NEIM pays all expenses other than brokerage
costs, interest, taxes or other extraordinary
expenses, in excess of 1.00% of the average net
assets for this Portfolio. The Portfolio's
management fee decreases when its assets grow to
certain dollar amounts. The "break-point" dollar
amounts at which the management fee declines are
more fully explained in the prospectus and
Statement of Additional Information for the
Zenith Fund.
/15/These examples assume no reimbursement of
Expenses were in effect. Therefore, these numbers
reflect the highest amount you would pay on a
$1,000 investment in each investment division
based on 2000 asset levels.
/16/This example assumes no withdrawal charges are
applicable. In order to make this assumption for
a pay-out option under your Deferred Annuity, we
also assumed that you selected an income payment
type under which you will receive payments over
your lifetime.
15
<PAGE>
[GRAPHIC]
MetLife
Metropolitan Life Insurance Company ("MetLife") is a wholly-owned subsidiary of
MetLife, Inc., a publicly traded company. Our main office is located at One
Madison Avenue, New York, New York 10010. MetLife was formed under the laws of
New York State in 1868. Headquartered in New York City, we are a leading
provider of insurance and financial services to a broad spectrum of individual
and group customers. MetLife, through its subsidiaries and affiliates, serves
approximately 9 million households in the United States and corporations and
institutions with 33 million employees and members. It also has international
insurance operations in 12 countries.
Metropolitan Life
Separate Account E
We established Metropolitan Life Separate Account E on September 27, 1983. The
purpose of the Separate Account is to hold the variable assets that underlie
the MetLife Variable Annuity Contracts and some other variable annuity
contracts we issue. We have registered the Separate Account with the Securities
and Exchange Commission as a unit investment trust under the Investment Company
Act of 1940.
The Separate Account's assets are solely for the benefit of those who invest in
the Separate Account and no one else, including our creditors. We are obligated
to pay all money we owe under the Deferred Annuities even if that amount
exceeds the assets in the Separate Account. The assets of the Separate Account
are held in our name on behalf of the Separate Account and legally belong to
us. All the income, gains, and losses (realized or unrealized) resulting from
these assets are credited to or charged against the contracts issued from this
Separate Account without regard to our other business.
16
<PAGE>
[GRAPHIC]
Variable Annuities
A Deferred Annuity consists of two phases: the accumulation or "pay-in" phase
and the income or "pay-out" phase.
This Prospectus describes a type of variable annuity, a Deferred Annuity. These
annuities are "variable" because the value of your account or income payment
varies based on the investment performance of the investment divisions you
choose. In short, the value of your Deferred Annuity and your income payments
under a variable pay-out option of your Deferred Annuity may go up or down.
Since the investment performance is not guaranteed, your money is at risk. The
degree of risk will depend on the investment divisions you select. The
Accumulation Unit Value or Annuity Unit Value for each investment division
rises or falls based on the investment performance (or "experience") of the
Portfolio with the same name.
The Deferred Annuities have a fixed interest rate option called the "Fixed
Account." With the Fixed Account, your money earns a rate of interest that we
guarantee. The variable pay-out options under the Deferred Annuities have a
fixed payment option called the "Fixed Income Option." Under the Fixed Income
Option, we guarantee the amount of your fixed income payments. These fixed
options are not described in this Prospectus although we occasionally refer to
them.
The Deferred Annuity
You accumulate money in your account during the pay-in phase by making one or
more purchase payments. MetLife will hold your money and credit investment
returns as long as the money remains in your account.
All IRA's receive tax deferral under the Internal Revenue Code. There are no
additional tax benefits from funding an IRA with a Deferred Annuity. Therefore,
there should be reasons other than tax deferral for acquiring the Deferred
Annuity such as the availability of a guaranteed income for life or the death
benefit.
The pay-out phase begins when you either take all of your money out of the
account or elect to have us pay you "income" payments using the money in your
account. The number and the amount of the income payments you receive will
depend on such things as the type of pay-out option you choose, your investment
choices, and the amount used to provide your income payments. Because Deferred
Annuities offer the insurance benefit of income payment options, including our
guarantee of income for your lifetime, they are "annuities."
The Deferred Annuity is offered in several variations, which we call "classes".
Each class offers you the ability to choose certain features common to all of
the Deferred Annuities (except the Enhanced Dollar Cost Averaging Program).
Each has its own Separate Account charge and applicable withdrawal charge
(except C Class which has no withdrawal charges). The Deferred Annuity also
offers you the opportunity to choose optional benefits, each for a charge in
addition to the Separate Account charge with the base death benefit for that
class. If you purchase any of the optional death benefits, you receive the
17
<PAGE>
optional benefit in place of the base death benefit. In deciding what class of
the Deferred Annuity to purchase, you should consider the amount of Separate
Account and withdrawal charges you are willing to bear relative to your needs.
Unless you tell us otherwise, we will assume that you are purchasing the
Standard Class Deferred Annuity with the base death benefit and no optional
benefits. These optional benefits are:
[_] an Annual Step-Up Death Benefit;
[_] the Greater of Annual Step-Up or 5% Annual Increase Death Benefit;
[_] Earnings Preservation Benefit; and
[_] a Guaranteed Minimum Income Benefit.
Each of these optional benefits is described in more detail later in this
Prospectus.
Classes of the Deferred Annuity
Standard Class
The Standard Class has a 1.25% annual Separate Account charge and a declining
seven year withdrawal charge. If you choose either of the optional death
benefits, the Separate Account charge could range from 1.35% to 1.50%.
The Bonus Class
You may purchase a Contract with purchase payment credits ("Bonus"). Under the
Bonus Class Contract, we currently credit 4% to each of your purchase payments
made during the first Contract Year. The Bonus will be applied pro-rata to the
Fixed Account and the investment divisions of the Separate Account based upon
your allocation for your purchase payments. The Bonus Class has a 1.85% annual
Separate Account charge and a declining seven year withdrawal charge. The
Separate Account charge declines to 1.25% after you have held the Contract for
seven years. If you choose either of the optional death benefits, the Separate
Account charge could range from 1.95% to 2.10%.
Investment returns may be lower than those for the Standard Class for a period
of time, even with the addition of the Bonus. The amount of time it will take
to "break-even" will depend on investment performance. In general, higher
investment returns will lengthen the time to "break-even" and lower investment
returns will shorten the time to "break-even". Additional purchase payments
after the first Contract Year will add to the time period it will take to
"break-even".
The decision to elect the Bonus Class is irrevocable. We may make a profit from
the additional Separate Account Charge. The Bonus Class Contract is best suited
to those who intend to hold the Contract as a long term investment. The
Enhanced Dollar Cost Averaging Program is not available with the Bonus Class.
Any Bonus does not become yours until after the "free look" period; we retrieve
it if you exercise the "free look". We then will refund either your purchase
payments or Account Balance, depending upon your state law, in each case
increased by any investment performance on amounts attributable to the
18
<PAGE>
Bonus. If there have been any losses from the investment performance on the
amounts attributable to the Bonus, we will bear that loss.
C Class
The C Class has a 1.65% annual Separate Account charge and no withdrawal
charge. If you choose either of the optional death benefits, the Separate
Account charge could range from 1.75% to 1.90%.
L Class
The L Class has a 1.45% annual Separate Account charge and a three year
withdrawal charge. If you choose either of the optional death benefits, the
Separate Account charge could range from 1.55% to 1.70%.
19
<PAGE>
The investment divisions generally offer the opportunity for greater returns
over the long term than our guaranteed fixed rate option.
The degree of investment risk you assume will depend on the investment
divisions you choose. We have listed your choices in the approximate order of
risk from the most conservative to the most aggressive.
While the investment divisions and their comparably named Portfolios may have
names, investment objectives and management which are identical or similar to
publicly available mutual funds, these investment divisions and Portfolios are
not those mutual funds. The portfolios most likely will not have the same
performance experience as any publicly available mutual fund.
Your Investment Choices
The Metropolitan Fund, the Zenith Fund and each of their Portfolios are more
fully described in their respective prospectuses and SAIs. The Metropolitan
Fund and Zenith Fund prospectuses are attached at the end of this Prospectus.
You should read these prospectuses carefully before making purchase payments to
the investment divisions. The SAIs are available upon your request.
Your investment choices are listed in the approximate risk relationship among
the available Portfolios. You should understand that each Portfolio incurs its
own risk which will be dependent upon the investment decisions made by the
respective Portfolio's investment manager. Furthermore, the name of a Portfolio
may not be indicative of all the investments held by the Portfolio. The list is
intended to be a guide. Please consult the appropriate Fund prospectus for more
information regarding the investment objectives and investment practices of
each Portfolio. Since your Account Balance or income payments are subject to
the risks associated with investing in stocks and bonds, your Account Balance
or variable income payments based on amounts allocated to the investment
divisions may go down as well as up.
[GRAPHIC]
Lehman Brothers(R) Aggregate Bond Index Portfolio
State Street Research Income Portfolio
State Street Research Diversified Portfolio
MetLife Stock Index Portfolio
Harris Oakmark Large Cap Value Portfolio
T. Rowe Price Large Cap Growth Portfolio
State Street Research Growth Portfolio
Davis Venture Value Portfolio
Putnam Large Cap Growth Portfolio
MetLife Mid Cap Stock Index Portfolio
Neuberger Berman Partners Mid Cap Value Portfolio
Janus Mid Cap Portfolio
State Street Research Aggressive Growth Portfolio
Loomis Sayles High Yield Bond Portfolio
Russell 2000(R) Index Portfolio
T. Rowe Price Small Cap Growth Portfolio
Loomis Sayles Small Cap Portfolio
State Street Research Aurora Small Cap Value Portfolio
Scudder Global Equity Portfolio
Morgan Stanley EAFE(R) Index Portfolio
Putnam International Stock Portfolio
20
<PAGE>
Some of the investment choices may not be available under the terms of your
Deferred Annuity. Your contract will indicate the investment divisions that are
available to you. Your investment choices may be limited because:
[_] Some of the investment divisions are not approved in your state.
[_] We have restricted the available investment divisions.
The investment divisions buy and sell shares of corresponding mutual fund
portfolios. These Portfolios, which are part of either the Metropolitan Fund or
the Zenith Fund, invest in stocks, bonds and other investments. All dividends
declared by the Portfolios are earned by the Separate Account and reinvested.
Therefore, no dividends are distributed to you under the Deferred Annuities.
You pay no transaction expenses (i.e., front-end or back-end sales load
charges) as a result of the Separate Account's purchase or sale of these mutual
fund shares. The Portfolios of the Metropolitan Fund and the Zenith Fund are
available only by purchasing annuities and life insurance policies from MetLife
or certain of its affiliated insurance companies and are never sold directly to
the public.
The Metropolitan Fund and the Zenith Fund are "series" type funds registered
with the Securities and Exchange Commission as an "open-end management
investment company" under the Investment Company Act of 1940 (the "1940 Act").
A "series" fund means that each Portfolio is one of several available through
the fund. Except for the Janus Mid Cap Portfolio, each Portfolio is
"diversified" under the 1940 Act.
The Portfolios of the Metropolitan Fund pay us a monthly fee for our services
as investment manager. The Zenith Fund pays New England Investment Management,
Inc. ("NEIM") a monthly fee as its investment manager. These fees, as well as
the operating expenses paid by each Portfolio, are described in the applicable
prospectus and SAI for the Metropolitan Fund or Zenith Fund.
In addition, the Metropolitan Fund and the Zenith Fund prospectuses each
discuss other separate accounts of MetLife and its affiliated insurance
companies that invest in the Metropolitan Fund or the Zenith Fund. The risks of
these arrangements are also discussed in each Fund's prospectus.
21
<PAGE>
These Deferred Annuities may be either issued to you as an individual or to a
non-natural entity, such as a trust.
We created these investment strategies to help you manage your money. You
decide if one is appropriate for you, based upon your risk tolerance and
savings goals. Also, the strategies were designed to help you take advantage of
the tax-deferred status of a Non-Qualified annuity.
Deferred Annuities
This Prospectus describes the following Deferred Annuities under which you can
accumulate money:
[_] Non-Qualified
[_] Traditional
IRAs
(Individual
Retirement
Annuities)
[_] Roth IRAs
(Roth
Individual
Retirement
Annuities)
[GRAPHIC]
Automated Investment Strategies and Enhanced Dollar Cost Averaging Program
There are four automated investment strategies and an Enhanced Dollar Cost
Averaging Program available to you. (The Enhanced Dollar Cost Averaging Program
is not available in the Bonus Class). These are available to you without any
additional charges. As with any investment program, none of them can guarantee
a gain--you can lose money. We may modify or terminate any of the strategies at
any time. You may have only one strategy in effect at a time. You may have the
Enhanced Dollar Cost Averaging Program and Index SelectorSM and RebalancerSM in
effect at the same time, but you may not have the Enhanced Dollar Cost
Averaging Program in effect at the same time as the Equity GeneratorSM or the
Allocator.SM
Enhanced Dollar Cost Averaging Program: Each month, for a period of your choice
of six or twelve months, a portion of a specified dollar amount of a purchase
payment that you have agreed to allocate to the Fixed Account will be
transferred from the Fixed Account to any of the investment divisions you
choose. While amounts in the program are in the Fixed Account, we may credit
them with a higher rate than that declared for the Fixed Account in general.
The transferred amount will be equal to the amount allocated to the program
divided by the number of months in the program. The interest attributable to
your Enhanced Dollar Cost Averaging Program amounts in the Fixed Account is
transferred separately in either the seventh or thirteenth month, depending on
the program chosen. Transfers from the Fixed Account to the Separate Account
begin on any of our business days of the month we receive your payment, other
than the 29th, 30th or 31st of the month. If purchase payments are received on
those days, transfers begin on the first business day of the next month.
Subsequent transfers will be made on the same day in succeeding months.
Transfers are made on a first-in-first-out basis.
22
<PAGE>
If a subsequent purchase payment is allocated to the program, that subsequent
payment will receive the enhanced Fixed Account interest rate in effect on that
date. The allocation of a subsequent purchase payment to the program increases
the dollar amount transferred each month. We determine the increase in your
monthly dollar amount by dividing your new allocation by the number of months
in the original time period you chose. Your existing monthly transfer amount is
then increased by this amount to determine the total new dollar amount to be
transferred each month. Since transfers are made on a first-in-first-out basis,
the time period for the transfer of a subsequent purchase payment and interest
attributable to that purchase payment will be accelerated.
[GRAPHIC]
The Equity GeneratorSM: An amount equal to the interest earned in the Fixed
Account is transferred monthly to any one investment division, based on your
selection.
[GRAPHIC]
The RebalancerSM: You select a specific asset allocation for your entire
Account Balance from among the investment divisions and the Fixed Account. Each
quarter, we transfer amounts among these options to bring the percent- age of
your Account Balance in each option back to your original allocation. In the
future, we may permit you to allocate less than 100% of your Account Balance to
this strategy other than when utilized with the Enhanced Dollar Cost Averaging
Program.
[GRAPHIC]
The Index SelectorSM: You may select one of five asset allocation models which
are designed to correlate to various risk tolerance levels. Based on the model
you choose, your entire Account Balance is divided among the Lehman Brothers(R)
Aggregate Bond Index, MetLife Stock Index, Morgan Stanley EAFE(R) Index,
Russell 2000(R) Index and MetLife Mid Cap Stock Index investment divisions and
the Fixed Account. Each quarter, the percentage in each of these investment
divisions and the Fixed Account is brought back to the original percentage by
transferring amounts among the investment divisions and the Fixed Account.
In the future, we may permit you to allocate less than 100% of your Account
Balance to this strategy other than when utilized with the Enhanced Dollar Cost
Averaging Program. This strategy may experience more volatility than our other
strategies. The models are subject to change from time to time. We provide the
elements to formulate the models. We may rely on a third party for its
expertise in creating appropriate allocations.
The AllocatorSM: Each month a dollar amount you choose is transferred from the
Fixed Account to any of the investment divisions you choose. You select the day
of the month and the number of months over which the transfers will occur. A
minimum periodic transfer of $50 is required.
[GRAPHIC]
The Allocator, Equity Generator, and the Enhanced Dollar Cost Averaging Program
are dollar cost averaging strategies. Dollar cost averaging involves investing
at regular intervals of time. Since this involves continuously investing
regardless of fluctuating prices, you should consider whether you can continue
the strategy through periods of fluctuating prices.
23
<PAGE>
The chart below summarizes the availability of the Enhanced Dollar Cost
Averaging Program and the automated investment strategies:
<TABLE>
<CAPTION>
Standard Bonus C L
Class Class Class Class
----------- ----- ----------- -----------
<S> <C> <C> <C> <C>
a. Enhanced
Dollar Cost
Averaging
Program
("EDCAP") Yes No Yes Yes
-------------------------------------------------------------
b. Choice of One
-------------------------------------------------------------
1. Equity Yes Yes Yes Yes
Generator (but not (but not (but not
with EDCAP) with EDCAP) with EDCAP)
-------------------------------------------------------------
2. Rebalancer Yes Yes Yes Yes
-------------------------------------------------------------
3. Index
Selector Yes Yes Yes Yes
-------------------------------------------------------------
4. Allocator Yes Yes Yes Yes
(but not (but not (but not
with EDCAP) with EDCAP) with EDCAP)
-------------------------------------------------------------
</TABLE>
Purchase Payments
You may make purchase payments to your Deferred Annuity whenever you choose, up
to the date you begin receiving payments from a pay-out option. However,
Federal tax rules may limit the amount and frequency of your purchase payments.
The Standard Class minimum initial purchase payment is $5,000 for the Non-
Qualified Deferred Annuity and $2,000 for the Traditional IRA and Roth IRA
Deferred Annuities. If you choose to purchase a Bonus Class Deferred Annuity,
the minimum initial purchase payment is $10,000. The minimum initial purchase
payment for the C Class and L Class is $25,000. The minimum initial purchase
payment for automated purchase payments ("check-o-matic") is $500. You may
continue to make purchase payments while you receive Systematic Withdrawal
Program payments, as described later in this Prospectus, unless your purchase
payments are made through check-o-matic. The minimum subsequent purchase
payment for all Deferred Annuities is $500, except for automated purchase
payments, where the minimum subsequent purchase payment is $50.
We will not issue the Deferred Annuity to you if you are age 90 or older.
The chart below summarizes the minimum initial and subsequent purchase payments
for each Contract Class:
<TABLE>
<CAPTION>
Bonus C L
Standard Class Class Class Class
--------------- ------- ------- -------
<S> <C> <C> <C> <C>
Initial Purchase $5,000 $10,000 $25,000 $25,000
Payment ($2,000;
Traditional IRA
and Roth IRA)
-----------------------------------------------------------
Subsequent
Purchase
Payment $500 $500 $500 $500
-----------------------------------------------------------
Automated
Purchase
Payments
-----------------------------------------------------------
Initial $500 $500 $500 $500
-----------------------------------------------------------
Subsequent $50 $50 $50 $50
-----------------------------------------------------------
</TABLE>
24
<PAGE>
[GRAPHIC]
[GRAPHIC]
Allocation of Purchase Payments
You decide how your money is allocated among the Fixed Account and the
investment divisions. You can change your allocations for future purchase
payments. We will make allocation changes when we receive your request for a
change. You may also specify an effective date for the change as long as it is
within 30 days after we receive the request.
Automated Purchase Payments
You may elect to have purchase payments made automatically. With "check-o-
matic" your bank deducts money from your bank account and makes the purchase
payment for you.
Limits on Purchase Payments
Your ability to make purchase payments may be limited by:
[_] Federal tax laws or regulatory requirements;
[_] Our right to limit the total of your purchase payments to $1,000,000; and
[_] Our right to restrict purchase payments to the Fixed Account if (1) the
interest rate we credit in the Fixed Account is equal to the guaranteed
minimum rate (currently, 3.00%); or (2) your Fixed Account Balance is equal
to or exceeds our published maximum for Fixed Account investments (e.g.,
$1,000,000).
The Value of Your Investment
Accumulation Units are credited to you when you make purchase payments or
transfers into an investment division. When you withdraw or transfer money from
an investment division (as well as when we apply the Annual Contract Fee and
the Guaranteed Minimum Income Benefit, if chosen as an optional benefit),
accumulation units are liquidated. We determine the number of accumulation
units by dividing the amount of your purchase payment, transfer or withdrawal
by the Accumulation Unit Value on the date of the transaction.
This is how we calculate the Accumulation Unit Value for each investment
division:
[_] First, we determine the change in investment performance (including any
investment-related charge) for the underlying Portfolio from the previous
trading day to the current trading day;
[_] Next, we subtract the daily equivalent of the Separate Account charge for
each day since the last Accumulation Unit Value was calculated; and
[_] Finally, we multiply the previous Accumulation Unit Value by this result.
25
<PAGE>
Examples
Calculating the Number of
Accumulation Units
Assume you make a purchase payment of
$500 into one investment division and
that investment division's
Accumulation Unit Value is currently
$10.00. You would be credited with 50
accumulation units.
$500 = 50 accumulation units
----
10
Calculating the Accumulation Unit
Value
Assume yesterday's Accumulation Unit
Value was $10.00 and the number we
calculate for today's investment
experience (minus charges) for an
underlying portfolio is 1.05. Today's
Accumulation Unit Value is $10.50.
The value of your $500 investment is
then $525 ($500 x 1.05 = $525).
$10.00 x 1.05 = $10.50 is the new
Accumulation Unit Value
However, assume that today's
investment experience (minus charges)
is .95 instead of 1.05. Today's
Accumulation Unit Value is $9.50. The
value of your $500 investment is then
$475 ($500 x .95 = $475).
$10.00 x .95 = $9.50 is the new
Accumulation Unit Value
[GRAPHIC]
Transfer Privilege
You may transfer money within your contract. You will not incur current taxes
on your earnings or any withdrawal charges as a result of transferring your
money.
You may make tax-free transfers among investment divisions or between the
investment divisions and the Fixed Account. For us to process a transfer, you
must tell us:
[_] The percentage or dollar amount of the transfer;
[_] The investment divisions (or Fixed Account) from which you want the money
to be transferred;
[_] The investment divisions (or Fixed Account) to which you want the money to
be transferred; and
[_] Whether you intend to start, stop or modify an automated investment
strategy by making the transfer.
We reserve the right to restrict transfers to the Fixed Account if (1) the
interest rate we credit in the Fixed Account is equal to the guaranteed minimum
rate (currently, 3.00%); or (2) your Fixed Account Balance is equal to or
exceeds our published maximum for Fixed Account investments (e.g., $1,000,000).
Each Fund may restrict or refuse purchases or redemptions of shares in their
Portfolios as a result of certain market timing activities. You should read the
Fund prospectuses for more details.
We reserve the right to (1) defer the transfer privilege at any time that we
are unable to purchase or redeem shares in the Portfolios; (2) limit the number
of transfers you may make; and (3) limit the dollar amount that may be
26
<PAGE>
[GRAPHIC]
transferred at any one time. In addition, in accordance with applicable law, we
reserve the right to modify or terminate the transfer privilege at any time.
Ordinarily, your transfer request must be in good order and completed prior to
4:00 p.m. Eastern time on one of our business days if you want the transaction
to take place on that day. All other transfer requests will be processed our
next business day.
We may require you to:
[_] Use our forms;
[_] Maintain a minimum Account Balance (if the transfer is in connection with
an automated investment strategy); or
[_] Transfer a minimum amount if the transfer is in connection with the
Allocator.
Access To Your Money
Income taxes, tax penalties and withdrawal charges may apply to any withdrawal
you make.
You may withdraw either all or part of your Account Balance from the Deferred
Annuity. Other than those made through the Systematic Withdrawal Program,
withdrawals must be at least $500. If any withdrawal would decrease your
Account Balance below $2,000, we will consider this a request for a full
withdrawal. To process your request, we need the following information:
[_] The percentage or dollar amount of the withdrawal; and
[_] The investment divisions (or Fixed Account) from which you want the money
to be withdrawn.
Generally, if you request, we will make payments directly to other investments
on a tax-free basis. You may only do so if all applicable tax and state
regulatory requirements are met and we receive all information necessary for us
to make the payment. We may require you to use our forms.
Systematic Withdrawal Program
Under this program and subject to approval in your state, you may choose to
automatically withdraw a specific dollar amount or a percentage of your Account
Balance each Contract Year. Unless we agree otherwise, this program will not
begin within the first 60 days after the date we have issued you the Contract.
This amount is then paid throughout the Contract Year, according to the time
frame you select, e.g., monthly, quarterly, semi-annually or annually. Once the
Systematic Withdrawal Program is initiated, the payments will automatically
renew each Contract Year. Income taxes, tax penalties and withdrawal charges
may apply to your withdrawals.
We will withdraw your systematic withdrawal program payments from the Fixed
Account or investment divisions you select, either pro rata or in the
proportions you request. Each payment must be at least $50.
If you do not provide us with your desired allocation, or there are
insufficient amounts in the investment divisions or the Fixed Account that you
selected, the payments will be taken out pro rata from the Fixed Account and
any investment divisions in which you then have money.
27
<PAGE>
[GRAPHIC]
Selecting a Payment Date: Your payment date is the date we make the withdrawal.
You may choose any calendar day for the payment date, other than the 29th, 30th
or 31st of the month. When you select or change a payment date, we must receive
your request at least 10 days prior to the selected payment date. If we do not
receive your request in time, we will make the payment the following month
after the date you selected. If you do not select a payment date, we will
automatically begin systematic withdrawals within 30 days after we receive your
request. Changes in the dollar amount, percentage, or timing of payments can be
made at the beginning of any Contract Year or once during the Contract Year.
However, we must receive your request at least 30 days in advance. If you make
any of these changes, we will treat your contract as though you were starting a
new Systematic Withdrawal Program.
If you would like to receive your systematic withdrawal payment on or about the
first of the month, you should request that the payment date be the 20th day of
the month.
Although we need your written authorization to begin this program, you may
cancel this program at any time by telephone or by writing to us (or over the
Internet, if we agree) at our Administrative Office.
Your Account Balance will be reduced by the amount of your systematic
withdrawal payments and applicable withdrawal charges. Payments under this
program are not the same as income payments you would receive from a Deferred
Annuity pay- out option.
Systematic Withdrawal Program payments may be subject to a withdrawal charge
unless an exception to this charge applies. We will determine separately the
withdrawal charge and any relevant factors (such as applicable exceptions) for
each Systematic Withdrawal Program payment as of the date it is withdrawn from
your Deferred Annuity.
Minimum Distribution
In order for you to comply with certain tax law provisions, you may be required
to take money out of your Deferred Annuity. Rather than receiving your minimum
required distribution in one annual lump-sum payment, you may request that we
pay it to you in installments throughout the calendar year. However, we may
require that you maintain a certain Account Balance at the time you request
these payments. You may not have a Systematic Withdrawal Program in effect if
we pay your minimum required distribution in installments.
Charges
There are two types of charges you pay while you have money in an investment
division:
[_] Separate Account charge, and
[_] Investment-related charge.
Separate Account Charge
The Separate Account charges you pay will not reduce the number of accumulation
units credited to you. Instead, we deduct the charges each time we calculate
the Accumulation Unit Value.
Each class of the Deferred Annuity has a different Separate Account charge. You
will pay the Separate Account charge annually based on the average daily value
of the amount you have in the Separate Account. This charge includes insurance-
related charges that pays us for the risk that you may live longer than we
estimated. Then, we could be obligated to pay you more in payments from a pay-
out option than we anticipated. Also, we bear the risk that the guaranteed
death benefit we would pay should you die during your "pay-in" phase is larger
than your Account Balance. This charge also includes the risk that our expenses
in administering the Deferred Annuities may be greater than
28
<PAGE>
we estimated. The Separate Account charge also pays us for our distribution
costs.
The chart below summarizes the Separate Account charge* for each class of the
Deferred Annuity with each death benefit prior to entering the pay-out phase of
the Contract.
Separate Account Charges
<TABLE>
<CAPTION>
Standard Bonus
Class Class** C Class L Class
-------- ------- ------- -------
<S> <C> <C> <C> <C>
Base Death Benefit 1.25% 1.85% 1.65% 1.45%
---------------------------------------------------------
Annual Step-Up Death
Benefit 1.35% 1.95% 1.75% 1.55%
---------------------------------------------------------
Annual Step-Up or 5%
Annual Increase
Death Benefit 1.50% 2.10% 1.90% 1.70%
---------------------------------------------------------
Optional Earnings
Preservation Benefit .25% .25% .25% .25%
</TABLE>
* We reserve the right to impose an increased Separate Account charge on
investment divisions that we add to the Contract in the future. The increase
will not exceed the annual rate of 0.25% of average daily net assets in any
such investment divisions.
** The Separate Account charge for the Bonus Class will be reduced by 0.60%
after seven years.
MetLife guarantees that the Separate Account charge will not increase while you
have a Deferred Annuity.
[GRAPHIC]
Investment-Related Charge
This charge has two components. The first pays the investment managers for
managing money in the Portfolios. The second consists of Portfolio operating
expenses. The percentage you pay depends on which investment divisions you
select. Amounts for each investment division for the previous year are listed
in the Table of Expenses.
Annual Contract Fee
There is a $30 Annual Contract Fee. It is deducted on a pro-rata basis from the
investment divisions on the Contract Anniversary. This fee is waived if your
Account Balance is $50,000 or more. This charge pays us for our miscellaneous
administrative costs. These costs which we incur include financial, actuarial,
accounting, and legal expenses.
Optional Guaranteed Minimum Income Benefit
The Guaranteed Minimum Income Benefit is available for an additional charge of
0.35% of the guaranteed minimum income base, deducted at the end of each
Contract Year by withdrawing amounts on a pro-rata basis from your Fixed
Account Balance and cancelling accumulation units from your Separate Account
Balance.
Premium and Other Taxes
Some jurisdictions tax what are called "annuity considerations." These may apply
to purchase payments, Account Balances and death benefits. In most
jurisdictions, we currently do not deduct any money from purchase payments,
Account Balances or death benefits to pay these taxes. Generally, our practice
is to deduct money to pay premium taxes (also known as "annuity" taxes) only
29
<PAGE>
when you exercise a pay-out option. In certain jurisdictions, we may also
deduct money to pay premium taxes on lump sum withdrawals or when you exercise
a pay-out option. We may deduct an amount to pay premium taxes some time in the
future since the laws and the interpretation of the laws relating to annuities
are subject to change.
Premium taxes, if applicable, currently range from .5% to 5.0% depending on the
Deferred Annuity you purchase and your home state or jurisdiction. A chart in
the Appendix shows the jurisdictions where premium taxes are charged and the
amount of these taxes.
We also reserve the right to deduct from purchase payments or Account Balances
any taxes (including but not limited to premium taxes) paid by us to any
government entity relating to the Contracts. We will, at our sole discretion,
determine when taxes relate to the Contracts. We may, at our sole discretion,
pay taxes when due and deduct that amount from the Account Balance at a later
date. Payment at an earlier date does not waive any right we may have to deduct
amounts at a later date.
Withdrawal Charges
You will not pay an withdrawal charge on any purchase payments made more than 7
years ago for the Standard and Bonus Class Contracts and 3 years ago for the L
Class Contract.
A withdrawal charge may apply if you withdraw purchase payments that were
credited to your Deferred Annuity. There are no withdrawal charges for the C
Class Deferred Annuity. To determine the withdrawal charge for the Deferred
Annuities, we treat your Fixed Account and Separate Account as if they were a
single account and ignore both your actual allocations and the Fixed Account or
investment division from which the withdrawal is actually coming. To do this,
we first assume that your withdrawal is from earnings, then from amounts (other
than earnings) that can be withdrawn without a withdrawal charge and then from
purchase payments, each on a "first-in-first-out" (oldest money first) basis.
Once we have determined the amount of the withdrawal charge, we will then
withdraw it from the Fixed Account and the investment divisions in the same
proportion as the withdrawal is being made.
For a full withdrawal, we multiply the amount to which the withdrawal charge
applies by the percentage shown, keep the result as a withdrawal charge and pay
you the rest.
For partial withdrawals, we multiply the amount to which the withdrawal charge
applies by the percentage shown, keep the result as a withdrawal charge and pay
you the rest. We will treat your request as a request for a full withdrawal if
your Account Balance is not sufficient to pay both the requested withdrawal and
the withdrawal charge, or the withdrawal leaves an Account Balance that is less
than the minimum required.
30
<PAGE>
[GRAPHIC]
The withdrawal charge on purchase payments withdrawn for each class is as
follows:
<TABLE>
<CAPTION>
STANDARD
IF WITHDRAWN DURING YEAR CLASS BONUS CLASS C CLASS L CLASS
------------------------ -------- ----------- ------- -------
<S> <C> <C> <C> <C>
1............... 7% 9% None 7%
2............... 6% 8% 6%
3............... 6% 8% 6%
4............... 5% 7% 0%
5............... 4% 6% 0%
6............... 3% 5% 0%
7............... 2% 4% 0%
Thereafter...... 0% 0% 0%
</TABLE>
The withdrawal charge reimburses us for our costs in selling the Deferred
Annuities. We may use our profits (if any) from the Separate Account charge to
pay for our costs to sell the Deferred Annuities which exceed the amount of
withdrawal charges we collect.
When No Withdrawal Charge Applies
Withdrawal charges never apply to transfers among investment divisions or
transfers to or from the Fixed Account.
In some cases, we will not charge you the withdrawal charge when you make a
withdrawal. We may, however, ask you to prove that you meet any conditions
listed below.
You do not pay a withdrawal charge:
[_] If you have a C Class Deferred Annuity.
[_] On transfers you make within your Deferred Annuity.
[_] On withdrawals of purchase payments you made over seven years ago for the
Standard Class, seven years for the Bonus Class and three years for the L
Class.
[_] If you choose payments over one or more lifetimes.
[_] If you die during the pay-in phase. Your beneficiary will receive the full
death benefit without deduction.
[_] If you withdraw your earnings from the investment divisions.
[_] After the first Contract Year, if you withdraw up to 10% of your total
purchase payments, in a Contract Year. This 10% total withdrawal may be
taken in an unlimited number of partial withdrawals during that Contract
Year. Each time you make a withdrawal, we calculate what percentage your
withdrawal represents at that time.
[_] If the withdrawal is required for you to avoid Federal income tax penalties
or to satisfy Federal income tax rules concerning minimum distribution
requirements that apply to your Deferred Annuity. For purposes of this
31
<PAGE>
[GRAPHIC]
exception, we assume that the Deferred Annuity is the only contract or
funding vehicle from which distributions are required to be taken and we will
ignore all other account balances. This exception does not apply if you have
a Non-Qualified or Roth IRA Deferred Annuity.
[_] Because you accept an amendment converting your Traditional IRA Deferred
Annuity to a Roth IRA Deferred Annuity.
[_] Because you properly "recharacterize" as permitted under federal tax law
your Traditional IRA Deferred Annuity or a ROTH IRA Deferred Annuity using
the same Deferred Annuity.
[_] If approved in your state, after the first Contract Year, if your Contract
provides for this, and you purchase one of the optional death benefits, to
withdrawals to which a withdrawal charge would otherwise apply, and either
you or your spouse:
. Has been a resident of certain nursing home facilities (including
hospices) or a hospital for a minimum of 90 consecutive days where you
have exercised this right no later than 90 days of exiting the nursing
home facility or hospital; or
. Is diagnosed with a terminal illness and not expected to live more than a
year.
[_] If you transfer your Account Balance to another MetLife Deferred Annuity
and we agree.
[_] If approved in your state and you purchase one of the optional death
benefits, after the first Contract Year, if you are disabled as defined in
the Federal Social Security Act.
Free Look
You may cancel your Deferred Annuity within a certain time period. This is known
as a "free look." We must receive your request to cancel in writing. The number
of days for this "free look" varies from state to state. The time period may
also vary depending on your age and whether you purchased your Deferred Annuity
from us directly, through the mail or with money from another annuity or life
insurance policy. Not all contracts issued are subject to free look provisions
under state law. Depending on state law, we may refund all of your purchase
payments or your Account Balance as of the date your properly completed refund
request is received at your Administrative Office.
Any Bonus does not become yours until after the "free look" period; we retrieve
it if you exercise the "free look". The amount refunded will be increased by
any investment performance attributable to the Bonus. If there are any losses
from investment performance attributable to the Bonus, we will bear that loss.
Death Benefit--Generally
One of the insurance guarantees we provide you under your Deferred Annuity is
that your beneficiaries will be protected against market downturns. You name
your beneficiary(ies).
32
<PAGE>
We only pay the death benefit when we receive both proof of death and
appropriate instructions for payment.
Your beneficiary has the option to apply the death benefit less any applicable
premium taxes to a pay-out option offered under your Deferred Annuity. Your
beneficiary may, however, decide to take a lump sum payment.
If the beneficiary is your spouse, the beneficiary may be substituted as the
owner of the Deferred Annuity and continue the Contract. In that case, the
Account Balance will be adjusted to equal the death benefit. Any applicable
withdrawal charges will be assessed against any future withdrawals.
If the spouse continues the Contract, the death benefit is calculated in the
same manner except both total purchase payments and highest Account Balance are
reset to the Account Balance on the date the spouse continues the Contract.
If you are a natural person and you change ownership of the Deferred Annuity to
someone other than your spouse, the death benefit is calculated in the same
manner except both purchase payments and highest Account Balance are reset to
the Account Balance on the date of the change in owner.
If you are a non-natural person, then the life of the annuitant is the basis
for determining the death benefit. If there are joint owners, the oldest of the
two will be used as a basis for determining the death benefit.
For the purposes of the following death benefit calculations, purchase payments
increase the Account Balance on a dollar for dollar basis. Partial withdrawals,
however, reduce Account Balance proportionately, that is the percentage
reduction is equal to the dollar amount of the withdrawal (plus applicable
withdrawals charges) divided by the Account Balance immediately before the
withdrawal.
Base Death Benefit
If you die during the pay-in phase and you have not chosen one of the optional
death benefits, the death benefit the beneficiary receives will be equal to the
greatest of:
[_] Your Account Balance; or
[_] Total purchase payments reduced proportionately by the percentage reduction
in Account Balance attributable to each partial withdrawal; or
Highest Account Balance as of each fifth Contract Anniversary, determined as
follows:
[_] At issue, the highest Account Balance is your initial purchase payment;
[_] Increase the highest Account Balance by each subsequent purchase payment;
[_] Reduce the highest Account Balance proportionately by the percentage
reduction in Account Balance attributable to each subsequent partial
withdrawal;
33
<PAGE>
[_] On each fifth Contract Anniversary before your 81st birthday, compare the
then-highest Account Balance to the current Account Balance and set highest
Account Balance equal to the greater of the two.
[_] Do not compare to Account Balance at any Contract Anniversary date after
the one immediately preceding your 81st birthday.
[_] After the Contract Anniversary immediately preceding your 81st birthday,
Increase the highest Account Balance by each subsequent purchase payment.
[_] After the Contract Anniversary immediately preceding your 81st birthday,
Reduce the highest Account Balance proportionately by the percentage reduction
in Account Balance attributable to each subsequent partial withdrawal.
<TABLE>
<CAPTION>
Example Date Amount
------- ------------------- -----------------------
<C> <S> <C> <C>
A Initial Purchase 10/1/2000 $100,000
Payment
--------------------------------------------------------------------
B Account Balance 10/1/2001 $104,000
(First Contract
Anniversary)
--------------------------------------------------------------------
C Death Benefit As of $104,000
10/1/2001 (= greater of A and B)
--------------------------------------------------------------------
D Account Balance 10/1/2002 $90,000
(Second Contract
Anniversary)
--------------------------------------------------------------------
E Death Benefit 10/1/2002 $100,000
(= greater of A and D)
--------------------------------------------------------------------
F Withdrawal 10/2/2002 $9,000
--------------------------------------------------------------------
G Percentage 10/2/2002 10%
Reduction in (= F/D)
Account
Balance
--------------------------------------------------------------------
H Account Balance 10/2/2002 $81,000
after Withdrawal (= D - F)
--------------------------------------------------------------------
I Purchase As of $90,000
Payments reduced 10/2/2002 (= A - A X G)
for
Withdrawal
--------------------------------------------------------------------
J Death Benefit 10/2/2002 $90,000
(= greatest of H and I)
--------------------------------------------------------------------
K Account Balance 10/1/2005 $125,000
--------------------------------------------------------------------
L Death Benefit As of $125,000
10/1/2005 (= greater of I and K)
(Fifth Anniversary)
--------------------------------------------------------------------
M Account Balance 10/2/2005 $110,000
--------------------------------------------------------------------
N Death Benefit As of $125,000
10/2/2005 (= greater of I, K, M)
--------------------------------------------------------------------
</TABLE>
Purchaser is age 60 at issue.
Any withdrawal charge withdrawn from the Account Balance is included when
determining the percentage of Account Balance withdrawn.
34
<PAGE>
Optional Benefits
Please note that the decision to purchase optional benefits is made at the time
of application and is irrevocable. The optional benefit is in effect until it
terminates. Please note further that, in the case of the enhanced death
benefits, the Earnings Preservation Benefit and Guaranteed Minimum Income
Benefit, the applicable highest Account Balance base and/or 5% annual increase
amount or death benefit is frozen at the Contract Anniversary immediately
preceding your 81st birthday (unless you make additional purchase payments or
subsequent partial withdrawals). You continue to bear the costs of these
optional benefits after that date, however, before you enter the income or pay-
out period.
Annual Step-Up Death Benefit
You may purchase at application a death benefit that provides that the death
benefit amount is equal to the greatest of:
1. The Account Balance; or
2. Total purchase payments, reduced proportionately by the percentage reduction
in Account Balance attributable to each partial withdrawal; or
3. Highest Account Balance, determined as follows:
[_] At issue, the highest Account Balance is your initial purchase payment;
[_] Increase the highest Account Balance by each subsequent purchase
payment;
[_] Reduce the highest Account Balance proportionately by the percentage
reduction in Account Balance attributable to each subsequent partial
withdrawal;
[_] On each Contract Anniversary before your 81st birthday, compare the
then-highest Account Balance to the current Account Balance and set
highest Account Balance equal to the greater of the two.
[_] Do not compare to Account Balance at any Contract Anniversary date after
the one immediately preceding your 81st birthday.
[_] After the Contract Anniversary immediately preceding your 81st birthday,
Increase the highest Account Balance by each subsequent purchase
payment.
[_] After the Contract Anniversary immediately preceding your 81st birthday,
Reduce the highest Account Balance proportionately by the percentage
reduction in Account Balance attributable to each subsequent partial
withdrawal.
35
<PAGE>
The Annual Step-Up Death Benefit is available for an additional charge of 0.10%
annually of the average daily value of the amount you have in the Separate
Account.
<TABLE>
<CAPTION>
Example: Date Amount
---------------- ----------------------------- ----------------
<C> <C> <C> <S>
A Initial Purchase 10/1/2000 $100,000
Payment
--------------------------------------------------------------------
B Account Balance 10/1/2001 $104,000
(First Contract Anniversary)
--------------------------------------------------------------------
C Death Benefit As of 10/1/2001 $104,000
(= greater of A
and B)
--------------------------------------------------------------------
D Account Balance 10/1/2002 $ 90,000
(Second Contract Anniversary)
--------------------------------------------------------------------
E Death Benefit 10/1/2002 $104,000
(= greatest of
A, B, and D)
--------------------------------------------------------------------
F Withdrawal 10/2/2002 $ 9,000
--------------------------------------------------------------------
G Percentage 10/2/2002 10%
Reduction in
Account Balance (= F/D)
--------------------------------------------------------------------
H Account Balance 10/2/2002 $ 81,000
after Withdrawal (= D-F)
--------------------------------------------------------------------
I Purchase As of 10/2/2002 $ 90,000
Payments reduced (= A-AXG)
for Withdrawal
--------------------------------------------------------------------
J Highest Account As of 10/2/2002 $ 93,600
Balance reduced (= C-CXG)
for Withdrawal
--------------------------------------------------------------------
K Death Benefit 10/2/2002 $ 93,600
(= greatest of
H, I and J)
</TABLE>
Purchaser is age 60 at issue.
Any withdrawal charge withdrawn from the Account Balance is included when
determining the percentage of Account Balance withdrawn.
Greater of Annual Step-Up or 5% Annual Increase Death Benefit
You may purchase at application a death benefit that provides that the death
benefit amount is equal to the greatest of:
1. Your Account Balance; or
2. Total purchase payments accumulated at a rate of 5% a year, through the
Contract Anniversary date immediately preceding your 81st birthday and 0%
thereafter, reduced proportionately by the percentage reduction in Account
Balance attributable to each partial withdrawal; or
3. Highest Account Balance, determined as follows:
[_] At issue, the highest Account Balance is your initial purchase payment;
[_] Increase the highest Account Balance by each subsequent purchase
payment;
[_] Reduce the highest Account Balance proportionately by the percentage
reduction in Account Balance attributable to each subsequent partial
withdrawal;
36
<PAGE>
[_] On each Contract Anniversary before your 81st birthday, compare the
then-highest Account Balance to the current Account Balance and set
highest Account Balance equal to the greater of the two.
[_] Do not compare to Account Balance at any Contract Anniversary date after
the one immediately preceding your 81st birthday.
[_] After the Contract Anniversary immediately preceding your 81st birthday,
Increase the highest Account Balance by each subsequent purchase payment.
[_] After the Contract Anniversary immediately preceding your 81st birthday,
Reduce the highest Account Balance proportionately by the percentage
reduction in Account Balance attributable to each subsequent partial
withdrawal.
The Greater of Annual Step-Up or 5% Annual Increase Death Benefit is available
for an additional charge of 0.25% annually of the average daily value of the
amount you have in the Separate Account.
37
<PAGE>
<TABLE>
<CAPTION>
Example: Date Amount
---------------------- ---------------- ---------------------------------
<C> <C> <S> <C>
A Purchase 10/1/2000 $100,000
Payments Not
Withdrawn
-------------------------------------------------------------------------------------------------------
B1 Account Balance 10/1/2001 $104,000
(First Contract
Anniversary
-------------------------------------------------------------------------------------------------------
B2 5% Annual 10/1/2001 $105,000
Increase Amount (= AX1.05)
-------------------------------------------------------------------------------------------------------
C Death Benefit As of 10/1/2001 $105,000
(= greater of B1 and B2)
-------------------------------------------------------------------------------------------------------
D1 Account Balance 10/1/2002 $ 90,000
(Second Contract Anniversary)
-------------------------------------------------------------------------------------------------------
D2 5% Annual As of 10/1/2002 $110,250
Increase Amount (= AX1.05X1.05)
-------------------------------------------------------------------------------------------------------
E Death Benefit 10/1/2002 $110,250
(= greatest of B1, D1, D2)
-------------------------------------------------------------------------------------------------------
F Withdrawal 10/2/2002 $ 9,000
-------------------------------------------------------------------------------------------------------
G Percentage 10/2/2002 10%
Reduction in (= F/D1)
Account Balance
-------------------------------------------------------------------------------------------------------
H Account Balance 10/2/2002 $ 81,000
after Withdrawal (= D1-F)
-------------------------------------------------------------------------------------------------------
I Highest Account As of 10/2/2002 $ 93,600
Balance reduced (= B1-B1XG)
for Withdrawal
-------------------------------------------------------------------------------------------------------
J 5% Annual As of 10/2/2002 $ 99,239
Increase Amount (= D2-D2XG. Note: D2 includes
reduced for Withdrawal additional day of interest at 5%)
-------------------------------------------------------------------------------------------------------
K Death Benefit 10/2/2002 $ 99,239
(= greatest of H, I and J)
-------------------------------------------------------------------------------------------------------
</TABLE>
Purchaser is age 60 at issue.
Any withdrawal charge withdrawn from the Account Balance is included when
determining the percentage of Account Balance withdrawn.
Earnings Preservation Benefit
You may purchase this benefit at application which is intended to provide
additional amounts at death to pay taxes that may be due upon your death. We do
not guarantee that the amounts provided by the Earnings Preservation Benefit
will be sufficient to cover any such taxes that your heirs may have to pay. You
may not purchase this benefit for your Traditional or ROTH IRA Deferred
Annuity.
This benefit provides that an additional death benefit is payable equal to:
1. The difference between
a. Your death benefit (either the base death benefit or an enhanced death
benefit for which you pay an additional charge); and
38
<PAGE>
b. Total purchase payments not withdrawn. In this case, partial withdrawals
are first applied against earnings and then purchase payments, or
On or after the Contract Anniversary immediately preceding your 81st birthday,
the additional death benefit is payable equal to:
1. The difference between
a. Your death benefit amount on the Contract Anniversary immediately
preceding your 81st birthday, plus subsequent purchase payments made
after each Contract Anniversary, reduced proportionately by the
percentage reduction in Account Balance attributable to each subsequent
partial withdrawal; and
b. Total purchase payments not withdrawn. In this case, partial withdrawals
are first applied against earnings and then purchase payments.
2. In each case, multiplied by the following percentage, depending upon your
age when you purchased the Contract:
<TABLE>
<CAPTION>
Purchase Age Percentage
<S> <C>
Ages 69 or younger 40%
Ages 70-79 25%
Ages 80 and above 0%
</TABLE>
You may not purchase this benefit if you are 80 years of age or older.
For purposes of the above calculation, purchase payments increase the Account
Balance on a dollar for dollar basis. Partial withdrawals, however, reduce
Account Balance proportionately, that is the percentage reduction is equal to
the dollar amount of the withdrawal plus applicable withdrawal charges divided
by the Account Balance immediately before the withdrawal.
In addition, the calculation above takes into account any adjustment in the
death benefit due to the death of the first spouse.
If you are a natural person and you change ownership of the Deferred Annuity to
someone other than your spouse, this benefit is calculated in the same manner
except the death benefit is reset on the date of the change in owner.
If you are a non-natural person, the life of the annuitant is the basis for
determining the death benefit. If there are joint owners, the oldest of the two
will be used as a basis for determining the death benefit.
This benefit must be paid upon the death of the second spouse.
The Earnings Preservation Benefit is available for an additional charge of
0.25% annually of the average daily value of the amount you have in the
Separate Account.
39
<PAGE>
<TABLE>
<CAPTION>
Example Date Amount
-------------------------------- --------- ---------------------------
<C> <S> <C> <C>
A Purchase Payments Not Withdrawn 10/1/2000 $100,000
-----------------------------------------------------------------------------
B Death Benefit 10/1/2001 $105,000
-----------------------------------------------------------------------------
C Additional Death Benefit 10/1/2001 $2,000
(= 40% x (B - A))
-----------------------------------------------------------------------------
D Account Balance 10/1/2002 $90,000
-----------------------------------------------------------------------------
E Withdrawal 10/2/2002 $9,000
-----------------------------------------------------------------------------
F Account Balance after Withdrawal 10/2/2002 $81,000
(=D - E)
-----------------------------------------------------------------------------
G Purchase Payments Not Withdrawn 10/2/2002 $91,000
(= A-E. Note: zero gain at
time of withdrawal)
-----------------------------------------------------------------------------
H Death Benefit 10/2/2002 $99,239
-----------------------------------------------------------------------------
I Additional Death Benefit $3,296
(= 40% x (H - G))
</TABLE>
Purchaser age 60 at issue.
Any withdrawal change from the Account Balance is included when determining the
percentage of Account Balance withdrawn.
Guaranteed Minimum Income Benefit
You may purchase this benefit at application (up to age 75) which guarantees a
stated income payment in the pay-out phase of your Deferred Annuity (a payment
"floor"). You retain the ability to choose to receive income payments based
upon the Account Balance of your Deferred Annuity rather than the guaranteed
amount purchased under this benefit. This benefit is intended to protect you
against poor investment performance.
This benefit may only be exercised before age 85, after a 10 year waiting
period and then only within a 30 day period following the Contract Anniversary.
The only income types available with the purchase of this benefit are a
Lifetime Income Annuity with a 10 Year Guarantee Period or a Lifetime Income
Annuity for Two with a 10 Year Guarantee Period. Partial annuitization is not
permitted under this optional benefit and no change in owners of the Contract
is permitted. Withdrawal charges are not waived if you exercise this option
while withdrawal charges apply.
The guaranteed minimum income base is equal to the greatest of:
1. Total purchase payments, accumulated at a rate of 6% a year through the
Contract Anniversary date immediately preceding your 81st birthday, and 0%
thereafter, reduced proportionately by the percentage reduction in Account
Balance attributable to each partial withdrawal, if total withdrawals in a
Contract Year are more than 6% of the annual increase amount at the previous
Contract Anniversary, or, reduced on a dollar for dollar basis if total
withdrawals in a Contract Year are less than 6% of the annual increase
amount at the previous Contract Anniversary, in which case, the partial
withdrawal is treated as if it occurred at the end of the Contract Year; or
2. The highest Account Balance as of each Contract Anniversary date before your
81st birthday, reduced proportionately by the percentage reduction in
Account Balance attributable to each subsequent partial withdrawal.
40
<PAGE>
This base is then applied to the annuity rates guaranteed in the Guaranteed
Minimum Income Benefit rider.
For purposes of the above calculation, purchase payments increase the Account
Balance on a dollar for dollar basis. Partial withdrawals, however, (except if
total withdrawals in a Contract Year are less than 6% of the annual increase
amount at the previous Contract Anniversary) reduce Account Balance
proportionately, that is the percentage reduction is equal to the dollar amount
of the withdrawal plus applicable withdrawal charges divided by the Account
Balance immediately before the withdrawal.
The Guaranteed Minimum Income Benefit is available for an additional charge of
0.35% of the guaranteed minimum income base, deducted at the end of each
Contract Year by withdrawing amounts on a pro-rata basis from your Fixed
Account Balance and cancelling accumulation units from your Separate Account
Balance.
Example:
At issue, male, age 55
Purchase Payment = $100,000.
No additional purchase payments or
partial withdrawals.
Guaranteed minimum income base at
age 65 = $100,000X1.06/10/
= $179,085 where 10 equals the
number of years the guaranteed
minimum income base accumulates..
Guaranteed minimum income
floor = guaranteed minimum income
base applied to the Guaranteed
Minimum Income Benefit annuity
table.
(This calculation ignores the impact
of highest Account Balance which
could further increase the
guaranteed minimum income base.)
Guaranteed Minimum Income Benefit
annuity factor, male, age 65 = $4.40
per month per $1,000 applied for
lifetime income with 10 years
guaranteed.
$179,085 X $4.40 = $788 per month.
--------
$1,000
<TABLE>
<CAPTION>
Guaranteed
Minimum
(Male) Age at Income
Issue Age Pay-Out Floor
---------------------------------
<C> <S> <C>
55 65 $ 788
---------------------------------
70 $1,187
---------------------------------
75 $1,812
</TABLE>
The above chart ignores the impact of premium and other taxes.
Pay-out Options (or Income Options)
The pay-out phase is often referred to as either "annuitizing" your contract or
taking an income annuity.
Should our current immediate annuity rates for a fixed pay-out option provide
for greater payments than those quoted in your contract, we will use the
current rates.
You may convert your Deferred Annuity into a regular stream of income after your
"pay-in" or "accumulation" phase. When you select your pay-out option, you will
be able to choose from the range of options we then have available. You have
the flexibility to select a stream of income to meet your needs. If you decide
you want a pay-out option, we withdraw some or all of your Account Balance
(less any premium taxes and applicable contract fees), then we apply the net
amount to the option. You are not required to hold your Deferred
41
<PAGE>
Annuity for any minimum time period before you may annuitize. You must convert
at least $5,000 of your Account Balance to receive income payments.
When considering a pay-out option, you should think about whether you want:
[_] Payments guaranteed by us for the rest of your life (or for the rest of two
lives) or the rest of your life (or for the rest of two lives) with a
guaranteed period);
[_] A fixed dollar payment or a variable payment.
Your income option provides you with a regular stream of payments for either
your lifetime or your lifetime with a guaranteed period.
[GRAPHIC]
You may choose the frequency of your income payments. For example, you may
receive your payments on a monthly, quarterly, semiannual or annual basis.
Your income payment amount will depend upon your choices. For lifetime options,
the age and sex of the measuring lives (annuitants) will also be considered.
For example, if you select a pay-out option guaranteeing payments for your
lifetime and your spouse's lifetime, your payments will typically be lower than
if you select a pay-out option with payments over only your lifetime.
We do not guarantee that your variable payments will be a specific amount of
money. You may choose to have a portion of the payment fixed and guaranteed
under the Fixed Income Option.
By the date specified in your contract, if you do not either elect to continue
the contract, select a pay-out option or withdraw your entire Account Balance,
and your Deferred Annuity was not issued under a retirement plan, we will
automatically issue you a life annuity with a 10 year guarantee. In that case,
if you do not tell us otherwise, your Fixed Account Balance will be used to
provide a Fixed Income Option and your Separate Account Balance will be used to
provide a variable pay-out option.
Income Payment Types
Currently, we provide you with a wide variety of income payment types to suit a
range of personal preferences.
Many times, the Owner and the Annuitant are the same person.
There are three people who are involved in payments under your pay-out option:
[_] Owner: the person or entity which has all rights including the right to
direct who receives payment.
[_] Annuitant: the natural person whose life is the measure for determining the
duration and the dollar amount of payments. (The Contract also permits the
naming of contingent annuitants; contingent annuitants lives are the
measure for determining the duration and the dollar amount of payment after
the annuitant has died.)
[_] Beneficiary: the person who receives continuing payments/or a lump sum
payment if the owner dies.
When deciding how to receive income, consider:
. The amount of income you need;
. The amount you expect to receive from other sources;
. The growth potential of other investments; and
. How long you would like your income to last.
[GRAPHIC]
42
<PAGE>
The following income payment types are currently available. We may make
available other income payment types if you so request. We may limit income
payments offered to meet federal tax law requirements.
Lifetime Income Annuity: A variable income that is paid as long as the
annuitant is living.
Lifetime Income Annuity with a Guarantee Period: A variable income that
continues as long as the annuitant is living but is guaranteed to be paid for a
number of years. If the annuitant dies before all of the guaranteed payments
have been made, payments are made to the owner of the annuity (or the
beneficiary, if the owner dies during the guarantee period) until the end of
the guaranteed period. No payments are made once the guarantee period has
expired and the annuitant is no longer living. The beneficiary may elect to
receive the commuted value at a rate equal to the assumed investment return of
any remaining variable payments at the time of the death of the annuitant.
Lifetime Income Annuity for Two: A variable income that is paid as long as
either of the two annuitants is living. After one annuitant dies, payments
continue to be made as long as the other annuitant is living. In that event,
payments may be the same as those made while both annuitants were living or may
be a smaller percentage that is selected when the annuity is converted to an
income stream. No payments are made once both annuitants are no longer living.
Lifetime Income Annuity for Two with a Guarantee Period: A variable income that
continues as long as either of the two annuitants is living but is guaranteed
to be paid (unreduced by any percentage selected) for a number of years. If
both annuitants die before all of the guaranteed payments have been made,
payments are made to the owner of the annuity (or the beneficiary, if the owner
dies during the guarantee period) until the end of the guaranteed period. If
one annuitant dies after the guarantee period has expired, payments continue to
be made as long as the other annuitant is living. In that event, payments may
be the same as those made while both annuitants were living or may be a smaller
percentage that is selected when the annuity is converted to an income stream.
No payments are made once the guarantee period has expired and both annuitants
are no longer living. The beneficiary may elect to receive the commuted value
at a rate equal to the assumed investment return of any variable payments at
the time of the death of the annuitant.
Allocation
[GRAPHIC]
You decide how your money is allocated among the Fixed Income Option and the
investment divisions.
Minimum Size of Your Income Payment
Your initial income payment must be at least $100. This means that the amount
used from a Deferred Annuity to provide a pay-out option must be large enough
to produce this minimum initial income payment.
43
<PAGE>
The Value of Your Income Payments
Annuity Units
Annuity units are credited to you when you convert your Deferred Annuity into
an income stream or transfer into an investment division. Before we determine
the number of annuity units to credit to you, we reduce your Account Balance by
any premium taxes and the Annual Contract Fee, if applicable. (The premium
taxes and the Annual Contract Fee are not applied against transfers.) We then
compute an initial income payment amount using the Assumed Investment Return
("AIR"), your income payment type and the age and sex of the measuring lives.
We then divide the initial income payment (allocated to an investment division)
by the Annuity Unit Value on the date of the transaction. The result is the
number of annuity units credited for that investment division. The initial
variable income payment is a hypothetical payment which is calculated based on
the AIR. This initial variable income payment is used to establish the number
of annuity units. It is not the amount of your actual first variable income
payment unless your first income payment happens to be within 10 days before
you convert your Deferred Annuity into an income stream. When you transfer
money from an investment division, annuity units in that investment division
are liquidated.
AIR
The AIR is stated in your contract and may range from 3% to 6%.
Your income payments are determined by using the AIR to benchmark the
investment experience of the investment divisions you select. The AIR is stated
in your contract and may range from 3% to 6%. The higher your AIR, the higher
your initial variable income payment will be. Your next payments will increase
in proportion to the amount the actual investment experience of your chosen
investment divisions exceeds the AIR and Separate Account charges (the net
investment return). Likewise, your payments will decrease to the extent the
investment experience of your chosen investment divisions is less than the AIR
and Separate Account charges. A lower AIR will result in a lower initial
variable income payment, but subsequent variable income payments will increase
more rapidly or decline more slowly than if you had a higher AIR as changes
occur in the actual investment experience of the investment divisions.
The amount of each variable income payment is determined 10 days prior to your
income payment date. If your first income payment is scheduled to be paid less
than 10 days before you convert your Deferred Annuity to an income stream, then
the amount of that payment will be determined on the date income payments are
to begin.
Valuation
This is how we calculate the Annuity Unit Value for each investment division:
[_] First, we determine the change in investment experience (including any
investment-related charge) for the underlying portfolio from the previous
trading day to the current trading day;
44
<PAGE>
[GRAPHIC]
[_] Next, we subtract the daily equivalent of the Separate Account charge for
each day since the last day the Annuity Unit Value was calculated; the
resulting number is the net investment return.
[_] Then, we multiply by an adjustment based on your AIR for each day since the
last Annuity Unit Value was calculated; and
[_] Finally, we multiply the previous Annuity Unit Value by this result.
Transfer Privilege
[GRAPHIC]
You may make transfers among investment divisions or from the investment
divisions to the Fixed Income Option. Once you transfer money into the Fixed
Income Option, you may not later transfer it into an investment division. There
is no withdrawal charge to make a transfer.
Once you transfer money into the Fixed Income Option you may not later transfer
it into an investment division.
For us to process a transfer, you must tell us:
[_] The percentage or dollar amount of the transfer;
[_] The investment divisions (or Fixed Income Option) to which you want to
transfer; and
[_] The investment division from which you want to transfer.
We may require that you use our forms to make transfers.
We reserve the right to restrict transfers to the Fixed Income Option Account
if the interest rate we credit in the Fixed Account is equal to the guaranteed
minimum rate (currently, 3.00%).
Each Fund may restrict or refuse purchases or redemptions of shares in their
Portfolios as a result of certain market timing activities. You should read the
Fund prospectuses for more details.
We reserve the right to (1) defer the transfer privilege at any time that we
are unable to purchase or redeem shares in the Portfolios; (2) limit the number
of transfers you may make; and (3) limit the dollar amount that may be
transferred at any one time. In addition, in accordance with applicable law, we
reserve the right to modify or terminate the transfer privilege at any time.
Ordinarily, your transfer request must be in good order and completed prior to
4:00 p.m. Eastern time on one of our business days if you want the transaction
to take place on that day. All other transfer requests will be processed our
next business day.
45
<PAGE>
[GRAPHIC]
Charges
The Separate Account charges you pay will not reduce the number of annuity
units credited to you. Instead, we deduct the charges when calculating the
Annuity Unit Value.
All Separate Account charges, other than the base death benefit charge, cease to
apply during the "pay-out" phase of the Deferred Annuity. In addition, you pay
the Annual Contract Fee of $30 and the applicable investment-related charge
during the "pay--out" phase of your Deferred Annuity. The Annual Contract Fee
will be deducted pro-rata from each income payment. If your Account Balance was
at least $50,000 on the date you elected to receive income payments, the Annual
Contract Fee is waived.
[GRAPHIC]
General Information
Administration
All transactions will be processed in the manner described below.
Purchase Payments
Ordinarily, you send your purchase payments, by check or money order made
payable to "MetLife," to your Administrative Office. (We reserve the right to
receive purchase payments by other means acceptable to us.) We will provide you
with all necessary forms. We must have all properly completed documents to
credit your purchase payments.
Ordinarily, purchase payments (including any portion of your Account Balance
under a Deferred Annuity which you apply to a pay-out option) are effective and
valued as of 4:00 p.m. Eastern time, the day we receive them in good order at
your Administrative Office, except when they are received:
[_] On a day when the Accumulation Unit Value/Annuity Unit Value is not
calculated, or
[_] After 4:00 p.m. Eastern time.
[GRAPHIC]
Generally, your properly completed requests including all subsequent purchase
payments are effective the day we receive them at your Administrative Office.
In those cases, the purchase payments will be effective the next day the
Accumulation Unit Value or Annuity Unit Value, as applicable, is calculated.
We reserve the right to credit your initial purchase payment to you within two
days after its receipt at your Administrative Office. However, if you fill out
our forms incorrectly or incompletely or other documentation is not completed
properly, we have up to five business days to credit the payment. If the
problem cannot be resolved by the fifth business day, we will notify you and
give you the reasons for the delay. At that time, you will be asked whether you
agree to let us keep your money until the problem is resolved. If you do not
agree or we cannot reach you by the fifth business day, your money will be
returned.
Confirming Transactions
You will receive a written statement confirming that a transaction was recently
completed. Certain transactions made on a periodic basis, such as check-o-
matic, Systematic Withdrawal Program payments, and automated investment
strategy transfers, may be confirmed quarterly. Unless you inform us of any
46
<PAGE>
[GRAPHIC]
errors within 60 days of receipt, we will consider these communications to be
accurate and complete.
Processing Transactions
We permit you to request transactions by mail and telephone. We anticipate
making Internet access available to you in the future. We may suspend or
eliminate telephone or Internet privileges at any time, without prior notice.
We reserve the right not to accept requests for transactions by facsimile. We
reserve the right, in our sole discretion, to refuse, to impose modifications
on or to limit any transaction request where the request would tend to disrupt
contract administration or is not in the best interests of the contract holders
or the Separate Account.
By Telephone or Internet
You may request a variety of transactions and obtain information by telephone
24 hours a day, 7 days a week, unless prohibited by state law. Likewise, in the
future, you may be able to request a variety of transactions and obtain
information through Internet access, unless prohibited by state law. Some of
the information and transactions accessible to you include:
[GRAPHIC]
You may authorize your sales representative to make telephone transactions on
your behalf. You must complete our form and we must agree.
[_] Account Balance
[_] Unit Values
[_] Current rates for the Fixed Account
[_] Transfers
[_] Changes to investment strategies
[_] Changes in the allocation of future purchase payments.
Ordinarily, your transaction must be in good order and completed prior to 4:00
p.m. Eastern time on one of our business days if you want the transaction to be
valued and effective on that day. Transactions will not be valued and effective
on a day when the Accumulation or Annuity Unit Value is not calculated or after
4:00 p.m. Eastern time. We will value and make effective these transactions on
our next business day.
We have put into place (or may in the future put into place for Internet
communications) reasonable security procedures to insure that instructions
communicated by telephone or Internet are genuine. For example, all telephone
calls are recorded. Also, you will be asked to provide some personal data prior
to giving your instructions over the telephone or through the Internet. When
someone contacts us by telephone or Internet and follows our security
procedures, we will assume that you are authorizing us to act upon those
instructions. Neither the Separate Account nor MetLife will be liable for any
loss, expense or cost arising out of any requests that we or the Separate
Account reasonably believe to be authentic. In the unlikely event that you have
trouble reaching us, requests should be made in writing to your Administrative
Office.
47
<PAGE>
Response times for the telephone or Internet may vary due to a variety of
factors, including volumes, market conditions and performance of the systems.
We are not responsible or liable for:
[_] any inaccuracy, error, or delay in or omission of any information you
transmit or deliver to us; or
[_] any loss or damage you may incur because of such inaccuracy, error, delay
or omission; non-performance; or any interruption of information beyond our
control.
After Your Death
If we are notified of your death before a requested transaction is completed,
we will cancel the request. For example, if you request a transfer or
withdrawal for a date in the future under a Deferred Annuity and then die
before that date, we simply pay the death benefit instead. If you are receiving
income payments, we will cancel the request and continue making payments to
your beneficiary if your income type so provides. Or, depending on the income
type, we may continue making payments to a joint annuitant.
Third Party Requests
Generally, we only accept requests for transactions or information from you.
Therefore, we reserve the right not to process transactions requested on your
behalf by your agent with a power of attorney or any other authorization. This
includes processing transactions by an agent you designate, through a power of
attorney or other authorization, who has the ability to control the amount and
timing of transfers for a number of other Contract owners, and who
simultaneously makes the same request or series of requests on behalf of other
Contract owners.
Valuation--Suspension of Payments
We separately determine the Accumulation Unit Value and Annuity Unit Value for
each investment division once each day when the New York Stock Exchange is open
for trading. If permitted by law, we may change the period between calculations
but we will give you 30 days notice.
When you request a transaction, we will process the transaction using the next
available Accumulation Unit Value or Annuity Unit Value. Subject to our
procedure, we will make withdrawals and transfers at a later date, if you
request. If your withdrawal request is to elect a variable pay-out option under
your Deferred Annuity, we base the number of annuity units you receive on the
next available Annuity Unit Value.
We reserve the right to suspend or postpone payment for a withdrawal or
transfer when:
[_] rules of the Securities and Exchange Commission so permit (trading on the
New York Stock Exchange is restricted, the New York Stock Exchange is
closed other than for customary weekend or holiday closings or an
48
<PAGE>
[GRAPHIC]
emergency exists which makes pricing or sale of securities not practicable);
or
[_] during any other period when the Securities and Exchange Commission by
order so permits.
Performance
[GRAPHIC]
All performance numbers are based upon historical earnings. These numbers are
not intended to indicate future results.
We periodically advertise the performance of the investment divisions. You may
get performance information from a variety of sources including your quarterly
statements, your MetLife representative, the Internet, annual reports and
semiannual reports.
We may state performance in terms of "yield," "change in Accumulation Unit
Value/Annuity Unit Value," "average annual total return," or some combination
of these terms.
Yield is the net income generated by an investment in a particular investment
division for 30 days or a month. These figures are expressed as percentages.
This percentage yield is compounded semiannually.
Change in Accumulation/Annuity Unit Value is calculated by determining the
percentage change in the value of an accumulation (or annuity) unit for a
certain period. These numbers may also be annualized. Change in
Accumulation/Annuity Unit Value may be used to demonstrate performance for a
hypothetical investment (such as $10,000) over a specified period. These
performance numbers reflect the deduction of the total Separate Account charges
and the Annual Contract Fee; however, yield and change in Accumulation/Annuity
Unit Value performance do not reflect the possible imposition of withdrawal
charges. Withdrawal charges would reduce performance experience.
Average annual total return calculations reflect all Separate Account charges,
the Annual Contract Fee and applicable withdrawal charges. These figures also
assume a steady annual rate of return.
Performance figures will vary among the various Deferred Annuities as a result
of different Separate Account charges and withdrawal charges. For purposes of
presentation, we may assume that certain Deferred Annuities were in existence
prior to their inception date. In these cases, we calculate performance based
on the historical performance of the underlying Metropolitan Fund and Zenith
Fund Portfolios. We use the actual accumulation unit or annuity unit data after
the inception date.
We may calculate performance for certain investment strategies including Equity
Generator and each asset allocation model of the Index Selector. We calculate
the performance as a percentage by presuming a certain dollar value at the
beginning of a period and comparing this dollar value with the dollar value
based on historical performance at the end of that period. This percentage
return assumes that there have been no withdrawals or other unrelated
transactions.
49
<PAGE>
Changes to Your Deferred Annuity
We have the right to make certain changes to your Deferred Annuity, but only as
permitted by law. We make changes when we think they would best serve the
interest of annuity owners or would be appropriate in carrying out the purposes
of the Deferred Annuity. If the law requires, we will also get your approval
and the approval of any appropriate regulatory authorities. Examples of the
changes we may make include:
[_] To operate the Separate Account in any form permitted by law.
[_] To take any action necessary to comply with or obtain and continue any
exemptions under the law (including favorable treatment under the federal
income tax laws).
[_] To transfer any assets in an investment division to another investment
division, or to one or more separate accounts, or to our general account,
or to add, combine or remove investment divisions in the Separate Account.
[_] To substitute for the Portfolio shares in any investment division, the
shares of another class of the Metropolitan Fund, Zenith Fund or the shares
of another investment company or any other investment permitted by law.
[_] To change the way we assess charges, but without increasing the aggregate
amount charged to the Separate Account and any currently available
portfolio in connection with the Deferred Annuities.
[_] To make any necessary technical changes in the Deferred Annuities in order
to conform with any of the above-described actions.
If any changes result in a material change in the underlying investments of an
investment division in which you have a balance, we will notify you of the
change. You may then make a new choice of investment divisions. For Deferred
Annuities issued in Pennsylvania, we will ask your approval before making any
technical changes.
Voting Rights
Based on our current view of applicable law, you have voting interests under
your Deferred Annuity concerning Metropolitan Fund or Zenith Fund proposals
that are subject to a shareholder vote. Therefore, you are entitled to give us
instructions for the number of shares which are deemed attributable to your
Deferred Annuity.
We will vote the shares of each of the underlying Portfolios held by the
Separate Account based on instructions we receive from those having a voting
interest in the corresponding investment divisions. However, if the law or the
interpretation of the law changes, we may decide to exercise the right to vote
the Portfolio's shares based on our own judgment.
50
<PAGE>
There are certain circumstances under which we may disregard voting
instructions. However, in this event, a summary of our action and the reasons
for such action will appear in the next semiannual report. If we do not receive
your voting instructions, we will vote your interest in the same proportion as
represented by the votes we receive from other investors. Shares of the
Metropolitan Fund or Zenith Fund that are owned by our general account or by
any of our unregistered separate accounts will be voted in the same proportion
as the aggregate of:
[_] The shares for which voting instructions are received, and
[_] The shares that are voted in proportion to such voting instructions.
However, if the law or the interpretation of the law changes, we may decide to
exercise the right to vote the Portfolio's shares based on our judgment.
Who Sells the Deferred Annuities
[GRAPHIC]
All Deferred Annuities are sold through our licensed sales representatives. We
are registered with the Securities and Exchange Commission as a broker-dealer
under the Securities Exchange Act of 1934. We are also a member of the National
Association of Securities Dealers, Inc. Deferred Annuities are also sold
through other registered broker-dealers. They also may be sold through the mail
or over the Internet.
The licensed sales representatives and broker-dealers who sell the annuities
may be compensated for these sales by commissions that we pay. There is no
front-end sales load deducted from purchase payments to pay sales commissions.
The commissions we pay range from x% to x%. The commission we pay upon
annuitization of the Deferred Annuity is x%.
We also make payments to our licensed sales representatives based upon the
total Account Balances of the Deferred Annuities assigned to the sales
representative. Under this compensation program, we pay an amount up to xx% of
the total Account Balances of the Deferred Annuities and other annuity
contracts, certain mutual fund account balances and cash values of certain life
insurance policies. These asset based commissions compensate the sales
representative for servicing the Deferred Annuities.
Financial Statements
The financial statements and related notes for the Separate Account and MetLife
are in the SAI and are available from MetLife upon request. Deloitte & Touche,
LLP, who are independent auditors, audit these financial statements.
When We Can Cancel Your Deferred Annuity
We may cancel your Deferred Annuity only if we do not receive any purchase
payments from you for 36 consecutive months and your Account Balance is less
than $2,000. We will only do so to the extent allowed by law. If we do so, we
will
51
<PAGE>
return the full Account Balance. Federal tax law may impose additional
restrictions on our right to cancel your Traditional IRA and ROTH Deferred
Annuity.
Income Taxes
Simply stated, earnings on Deferred Annuities are generally not subject to
Federal income tax until they are withdrawn. This is known as tax deferral.
The following information on taxes is a general discussion of the subject. It is
not intended as tax advice. The Internal Revenue Code ("Code") is complex and
subject to change regularly. Consult your own tax advisor about your
circumstances, any recent tax developments, and the impact of state income
taxation. For purposes of this section, we address Deferred Annuities and
income payments under the Deferred Annuities together.
You are responsible for determining whether your purchase of a Deferred
Annuity, withdrawals, income payments and any other transactions under your
Deferred Annuity satisfy applicable tax law.
Additionally, where otherwise permitted under the Deferred Annuity, the
transfer of ownership of a Deferred Annuity, the designation of an annuitant,
payee or other beneficiary who is not also an owner, the selection of certain
maturity dates, the exchange of a Deferred Annuity, or the receipt of a
Deferred Annuity in an exchange, may result in certain tax consequences that
are not discussed in this Prospectus. Anyone contemplating any such
designation, transfer, assignment, selection, or exchange should contact a
competent tax adviser with respect to the potential tax effects of such a
transaction.
MetLife does not expect to incur Federal, state or local income taxes on the
earnings or realize capital gains attributable to the Separate Account.
However, if we do incur such taxes in the future, we reserve the right to
charge amounts allocated to the Separate Account for these taxes.
General
[GRAPHIC]
Deferred annuities are a means of setting aside money for future needs- usually
retirement. Congress recognizes how important saving for retirement is and has
provided special rules in the Code.
All IRAs receive tax deferral under the Code. Although there are no additional
tax benefits by funding your IRA with an annuity, it does offer you additional
insurance benefits such as an available guaranteed income for life.
Withdrawals
Because these products are intended for retirement, if you make a taxable
withdrawal before age 59 1/2 you may incur a tax penalty.
When money is withdrawn from your Contract (whether by you or your
beneficiary), the amount treated as taxable income differs depending on the
type of:
52
<PAGE>
[GRAPHIC]
[_] annuity you purchase (e.g., Non-Qualified or IRA); and
[_] payment method or income payment type you elect.
We will withhold a portion of the amount of your withdrawal for income taxes,
unless you elect otherwise. The amount we withhold is determined by the Code.
If you meet certain requirements, your Roth IRA earnings are free from Federal
income taxes.
Withdrawals Before Age 59 1/2
If you receive a taxable distribution from your Contract before you reach age
59 1/2, this amount may be subject to a 10% penalty tax, in addition to
ordinary income taxes.
As indicated in the chart below, some taxable distributions prior to age 59 1/2
are exempt from the penalty. Some of these exceptions include amounts received:
<TABLE>
<CAPTION>
Type of Contract
--------------------
Non Trad. Roth
Qualified IRA IRA
--------- ----- ----
<S> <C> <C> <C>
In a series of substantially
equal payments made annually (or
more frequently) for life or
life expectancy (SEPP) x x x
After you die x x x
After you become totally
disabled (as defined in the
Code) x x x
To pay deductible medical
expenses x x
To pay medical insurance
premiums if you are unemployed x x
For qualified higher education
expenses, or x x
For qualified first time home
purchases up to $10,000 x x
After December 31, 1999 for IRS
levies x x
Certain immediate income
annuities providing a series of
substantially equal periodic
payments made annually (or more
frequently) over the specified
payment period x
</TABLE>
Systematic Withdrawal Program for Substantially Equal Periodic Payments (SEPP)
and Income Options
If you are considering using the Systematic Withdrawal Program or selecting an
income option under your contract for the purpose of meeting the SEPP exception
to the 10% tax penalty, consult with your tax advisor. It is not clear whether
certain withdrawals or income payments under a variable annuity will satisfy
the SEPP exception. Accordingly, if you have not reached age 59 1/2, you
53
<PAGE>
should consult your tax advisor prior to starting income payments or SEPP
withdrawals.
If you receive systematic payments that you intend to qualify for the SEPP
exception, any modifications to your payment before age 59 1/2 or within five
years after beginning SEPP payments, whichever is later will result in the
retroactive imposition of the 10% penalty with interest.
Minimum Distribution Requirements for Traditional IRAs
You may combine the money required to be withdrawn from each of your
Traditional IRAs and withdraw this amount from any one or more of them.
As the table shows, generally you must receive your entire interest in your
Traditional IRA or begin receiving withdrawals by April 1 of the calendar year
following the year in which you reach age 70 1/2 over your life (or over the
lives of you and your designated beneficiary) or over a period not extending
beyond your life expectancy (or joint and last survivor life expectancy) of you
and your designated beneficiary.
A tax penalty of 50% applies to withdrawals which should have been taken but
were not. Complex rules apply to the timing and calculation of these
withdrawals.
<TABLE>
<CAPTION>
Type of Contract
--------------------
Non - Trad. Roth
Qualified IRA IRA
--------- ----- ----
<S> <C> <C> <C>
70 1/2 Minimum
distribution
rules apply no yes no
</TABLE>
It is not clear whether income payments under a variable annuity will satisfy
this rule. Consult your tax advisor prior to choosing an income option.
If you select a pay-out option payable over a term certain period or a life
contingent annuity with a guaranteed period in excess of 20 years, the proposed
regulations require that you receive the equivalent of 12 months of income
payments by April 1st of the year following the calendar year in which you
reach 70 1/2, and another 12 months of payments by December 31st of that year.
If you intend to receive your minimum distributions which is payable over the
joint lives of you and a beneficiary who is not your spouse (or over a period
not exceeding the joint life expectancy of you and your non-spousal
beneficiary), be advised that Federal tax rules may require that payments be
made over a shorter period or may require that payments to the beneficiary be
reduced after your death to meet the minimum distribution incidental benefit
rules and avoid the 50% excise tax. Consult your tax advisor before selecting a
pay-out option.
54
<PAGE>
[GRAPHIC]
Non-Qualified Annuities
After-tax means that your purchase payments for your annuity do not reduce your
taxable income or give you a tax deduction.
[_] Contributions to Non-Qualified contracts are on an "after-tax" basis, so
you only pay income taxes on your earnings. Generally, these earnings are
taxed when you receive them from the contract.
[_] Your Non-Qualified Contract may be exchanged for another Non-Qualified
annuity without paying income taxes if certain Code requirements are met.
[_] Consult your tax advisor prior to changing the annuitant or prior to
changing the date you determine to commence income payments if permitted
under the terms of your contract. It is conceivable that the Internal
Revenue Service could consider such actions to be a taxable exchange of
annuity contracts.
[_] When a non-natural person owns a Non-Qualified Contract, the annuity will
generally not be treated as an annuity for tax purposes and thus loses the
benefit of tax deferral. Corporations and certain other entities are
generally considered non-natural persons. However, an annuity owned by a
non-natural person as agent for an individual will be treated as an annuity
for tax purposes.
[_] Deferred annuities issued after October 21, 1988 by the same insurance
company or an affiliate in the same year are combined for tax purposes. As
a result, a greater portion of your withdrawals may be considered taxable
income than you would otherwise expect.
[_] In those limited situations where the annuity is beneficially owned by a
non-natural person and the annuity qualifies as such for Federal income tax
purposes, the entity may have a limited ability to deduct interest or, in
the case of an insurance company, to deduct insurance reserves or incurred
losses.
[_] Where otherwise permitted under the Deferred Annuity, transfers, pledges,
assignments (or agreements to pledge or assign) of all or a portion of your
Account Balance generally result in the immediate taxation of the gain in
your Deferred Annuity (to the extent the account balance is pledged,
assigned or transferred.) This rule may not apply to certain transfers
between spouses.
Diversification
In order for your Non-Qualified Contract to be considered an annuity contract
for Federal income tax purposes, we must comply with certain diversification
standards with respect to the investments underlying the Contract. We believe
that we satisfy and will continue to satisfy these diversification standards.
Inadvertent failure to meet these standards may be correctable. Failure to meet
these standards would result in immediate taxation to Contract owners of gains
under their Contract.
55
<PAGE>
Changes to tax rules and interpretations
Changes in applicable tax rules and interpretations can adversely affect the
tax treatment of your Contract. These changes may take effect retroactively.
Examples of changes that could create adverse tax consequences include:
[_] Possible taxation of transfers between investment divisions or between
investment divisions and the Fixed Income Option.
[_] Possible taxation as if you were the owner of your portion of the Separate
Account's assets.
[_] Possible limits on the number of funding options available or the frequency
of transfers among them.
Purchase Payments
Although the Code does not limit the amount of your purchase payments, your
Contract may limit them.
Partial and Full Withdrawals
Generally, when you or (your beneficiary in the case of a death benefit) make a
partial or full withdrawal from your non-qualified annuity, the Code treats
such a partial or full withdrawal as:
[_] First coming from earnings (and thus subject to income tax); and
[_] Then from your purchase payments (which are not subject to income tax).
[_] This rule does not apply to payments made pursuant to an income pay-out
option under your Contract
[_] The IRS has not approved the use of an exclusion ratio when only part of
your account balance is used to convert to income payments.
Income Payments
Different tax rules apply to payments made pursuant to an income annuity pay-
out option under your Contract. They are subject to an "exclusion ratio" or
"excludable amount" which determines how much of each payment is treated as:
[_] A non-taxable return of your purchase payments; and
[_] A taxable payment of earnings.
The Internal Revenue Service has not specifically approved the use of a method
to calculate an excludable amount with respect to a variable income annuity
where transfers are permitted between investment divisions or from an
investment division into the Fixed Income Option.
We generally will tell you how much of each income payment is a non-taxable
return of your purchase payment. However, it is possible that the IRS could
conclude that the taxable portion of income payments under a non-qualified
contract is an amount greater (or less) than the taxable amount determined by
56
<PAGE>
[GRAPHIC]
us and reported by us to you and the IRS. Generally, once the total amount
treated as a non-taxable return of your purchase payment equals your purchase
payment (reduced by any refund or guarantee feature), then all remaining
payments are fully taxable. We will withhold a portion of the taxable amount of
your income payment for income taxes, unless you elect otherwise. The amount we
withhold is determined by the Code.
These rules also generally apply to income payments made to your beneficiary as
a death benefit.
Under the Code, withdrawals or income payments from Non-Qualified annuities
need not be made by a particular age. However, it is possible that the Internal
Revenue Service may determine that you must take a lump sum withdrawal or elect
to receive income payments by a certain age (e.g., 85).
Separate Account Charges
It is possible that the Internal Revenue Service may take a position that
charges for certain optional benefits (e.g., death benefits other than the base
death benefit) are deemed to be taxable distributions to you. Consult your tax
advisor prior to selecting any optional benefit under the Deferred Annuity.
Death Benefits
If you die during the accumulation phase of a Deferred Annuity and your spouse
is your beneficiary or a co-owner he or she may elect to continue as "owner" of
the Contract.
If you die before income payments begin, we must make payment of your entire
interest in the contract within five years of the date of your death or begin
payments for a period and in a manner allowed by the Code (and any regulations
thereunder) to your beneficiary within one year of the date of your death. If
your spouse is your beneficiary, he or she may elect to continue as "owner" of
the Contract.
If you die after income payments begin, payments must continue to be made at
least as rapidly as before your death in accordance with the income type
selected.
If you die before all purchase payments are returned, the unreturned amount may
be deductible on your final income tax return or excluded from income by your
beneficiary if income payments continue after your death.
In the case of joint owners, the above rules will be applied on the death of
any owner.
Where the owner is not a natural person, these rules will be applied on the
death of any annuitant (or on the change in annuitant, if permitted under the
Contract.)
Individual Retirement Annuities
[Traditional IRA and Roth IRA]
The sale of a Contract for use with an IRA may be subject to special disclosure
requirements of the Internal Revenue Service. Purchasers of a Contract for use
with IRAs will be provided with supplemental information required by the
57
<PAGE>
Internal Revenue Service or other appropriate agency. A Contract issued in
connection with an IRA will be amended as necessary to conform to the
requirements of the Code. Purchasers should seek competent advice as to the
suitability of the Contract for use with IRAs.
IRA contracts may not invest in life insurance. The Deferred Annuity offers
death benefits that in some cases may exceed the greater of the purchase
payments or the Account Balance which could conceivably be characterized as
life insurance.
The Internal Revenue Service has not yet reviewed the Contract for
qualification as a Traditional or Roth IRA, nor has it addressed in a ruling of
general applicability whether an enhanced death benefit provision exceeding the
greater of the purchase payments or the account balance at the time of death
conform with IRA qualification requirements.
Consult your tax adviser prior to the purchase of the Contract as a Traditional
or Roth IRA.
Generally, except for Roth IRAs, IRAs can accept deductible (or pre-tax)
purchase payments. Deductible or pre-tax purchase payments will be taxed when
distributed from the Contract.
[_] You must be both the owner and the annuitant under the Contract.
[_] Your annuity is generally not forfeitable (e.g. not subject to claims of
your creditors) and you may not transfer, assign or pledge it to someone
else. You are not permitted to borrow from the Contract.
[_] You can transfer your IRA proceeds to a similar IRA, (or a SIMPLE IRA to a
Traditional IRA after two years), without incurring Federal income taxes if
certain conditions are satisfied.
Traditional IRA Annuities
Purchase Payments
Generally:
In some cases, your purchase payments may be tax deductible.
[_] Purchase payments to Traditional and Roth IRAs are limited to the lesser of
100% of compensation or $2,000 per year. A $2,000 purchase payment can also
be made for a non-working spouse provided the couple's compensation is at
least equal to their aggregate contributions.
[_] Purchase payments in excess of this amount may be subject to a penalty tax.
[_] Purchase payments are generally permitted through the year in which you
attain age 69 1/2.
[_] These age and dollar limits do not apply to tax-free rollovers or
transfers.
58
<PAGE>
[_] If certain conditions are met, you can change your Traditional IRA purchase
payment to a Roth IRA before you file your income tax return (including
filing extensions).
Annual purchase payments are generally deductible up to the above limits if
neither you nor your spouse was an "active participant" in another qualified
retirement plan during the taxable year. You will not be treated as married for
these purposes if you lived apart for the entire taxable year and file separate
returns. For 2001, if you are an "active participant" in another retirement
plan and if your adjusted gross income is $33,000 or less ($53,000 for married
couples filing jointly, however, never fully deductible for a married person
filing separately), annual contributions are fully deductible. However,
contributions are not deductible if your adjusted gross income is over $43,000
($63,000 for married couples filling jointly, $10,000 for a married person
filing separately). If your adjusted gross income falls between these amounts,
your maximum deductible amount is phased out. For an individual who is not an
"active participant" but whose spouse is, the adjusted gross income limits for
the nonactive participant spouse is $150,000 for a full deduction (with a
phase-out between $150,000 and $160,000). If you file a joint return and you
and your spouse are under age 70 1/2, you and your spouse may be able to make
annual IRA contributions of up to $4,000 ($2,000 each) to two IRAs, one in your
name and one in your spouse's. Neither can exceed $2,000, nor can it exceed
your joint compensation.
Withdrawals and Income Payments
Withdrawals and income payments are included in income except for the portion
that represents a return of non-deductible purchase payments. This portion is
generally determined based on a ratio of all non-deductible purchase payments
to the total values of all your traditional IRAs.
Death Benefits
The death benefit is taxable to the recipient in the same manner as withdrawals
and income payments.
Generally, if you die before required minimum distribution withdrawals have
begun, we must make payment of your entire interest by December 31st of the
year that contains the fifth anniversary of your death or begin making payments
over a period and in a manner allowed by the Code to your beneficiary by
December 31st of the year after your death.
If your spouse is your beneficiary, your spouse may delay the start of these
payments until December 31 of the year in which you would have reached age 70
1/2. Alternatively, if your spouse is your beneficiary, he or she may elect to
continue as "owner" of the Contract.
If you die after required distributions begin, payments must continue at least
as rapidly as under the distribution method in effect at your death.
59
<PAGE>
[GRAPHIC]
Roth IRA Annuities
General
Roth IRAs are different from other IRAs because you have the opportunity to
enjoy tax-free earnings. However, you can only make after-tax purchase payments
to a Roth IRA.
Purchase Payments
Roth IRA purchase payments are non-deductible and are limited to the lesser of
100% of compensation or $2,000 per year. You may contribute up to the annual
purchase payment limit in 2000 if your modified adjusted gross income does not
exceed $95,000 ($150,000 for married couples filing jointly). Purchase payment
limits are phased out if your income is between:
Annual purchase payments to your IRAs, including Roth IRAs, may not exceed the
lesser of $2,000 or 100% of your "compensation" as defined by the Code, except
for "spousal" IRAs.
<TABLE>
<CAPTION>
Status Income
---------- ----------
<S> <C>
Individual $95,000-$110,000
Married filing jointly $150,000-$160,000
Married filing separately $0-$10,000
</TABLE>
. Annual purchase payments limits do not apply to a rollover from a Roth IRA to
another Roth IRA or a conversion from a Traditional IRA to a Roth IRA.
. You can contribute to a Roth IRA after age 70 1/2.
. If you exceed the purchase payment limits you may be subject to a tax
penalty.
. If certain conditions are met, you can change your Roth IRA contribution to a
Traditional IRA before you file your income return (including filing
extensions).
Withdrawals
Generally, withdrawals of earnings from Roth IRAs are free from Federal income
tax if they meet the following two requirements:
[_] The withdrawal is made:
. At least five taxable years after your first purchase payment to a Roth IRA,
and
[_] The withdrawal is made:
. On or after the date you reach age 59 1/2;
. Upon your death or disability; or
. For a qualified first-time home purchase (up to $10,000).
Withdrawals of earnings which do not meet these requirements are taxable and a
10% penalty tax may apply if made before age 59 1/2.
Withdrawals from a Roth IRA are made first from purchase payments and then from
earnings. Generally, you do not pay income tax on withdrawals of purchase
payments. However, withdrawals of taxable converted amounts prior to age 59 1/2
will be subject to the 10% penalty tax (unless you meet an exception) if made
within 5 taxable years of such conversion.
In addition, if you withdraw converted money in 1998, 1999 or 2000 which
received the special four year income inclusion treatment discussed later, the
withdrawal will be included in income in the year of the withdrawal (in
60
<PAGE>
addition to the amounts to be included under the four year income inclusion
election). The total aggregate amount to be included in income shall not exceed
the total taxable amount of the conversion.
The order in which money is withdrawn from a Roth IRA is as follows:
(All Roth IRAs owned by a taxpayer are combined for withdrawal purposes.)
[_] The first money withdrawn is any annual (non-conversion/rollover)
contributions to the Roth IRA. These are received tax and penalty free.
[_] The next money withdrawn is from conversion/rollover contributions from a
non-Roth IRA, on a first-in, first-out basis. For these purposes,
distributions are treated as coming first from the taxable portion of the
conversion/rollover contribution. As previously discussed, depending upon
when it occurs, withdrawals of taxable converted amounts may be subject to
a penalty tax, or result in the acceleration of inclusion of income.
[_] The next money withdrawn is from earnings in the Roth IRA. This is received
tax-free if it meets the requirements previously discussed, otherwise it is
subject to Federal income tax and an additional 10% penalty tax may apply
if you are under age 59 1/2.
Conversion
If you are married but file separately, you may not convert an existing IRA
into a Roth IRA.
You may convert/rollover an existing IRA to a Roth IRA if your adjusted gross
income does not exceed $100,000 in the year you convert.
Except to the extent you have non-deductible IRA contributions, the amount
converted from an existing IRA into a Roth IRA is taxable. Generally, the 10%
withdrawal penalty does not apply to conversions/rollovers. (See exception
discussed previously.) For conversions that occurred in 1998, you could have
elected to include the taxable amount in income over a four year period
beginning in 1998.
Unless you elect otherwise, amounts converted from a Traditional IRA to a Roth
IRA will be subject to income tax withholding. The amount withheld is
determined by the Code.
If you mistakenly convert or otherwise wish to change your Roth IRA
contribution to a Traditional IRA contribution, the tax law now allows you to
reverse your conversion provided you do so before you file your tax return for
the year of the contribution and if certain conditions are met.
Death Benefits
Generally, when you die we must make payment of your entire interest within
five years after the year of your death or begin payments as allowed by the
Code to your beneficiary by December 31st of the year after your death.
If your spouse is your beneficiary, your spouse may delay the start of required
payments until December 31st of the year in which you would have reached age 70
1/2.
Alternatively, if your spouse is your beneficiary, he or she may elect to
continue as "owner" of the Contract.
61
<PAGE>
[GRAPHIC]
Table of Contents for the Statement
of Additional Information
<TABLE>
<CAPTION>
Page
<S> <C>
Cover Page........................................... 1
Table of Contents.................................... 1
Independent Auditors................................. 2
Services............................................. 2
Distribution of Certificates and Interests in the
Deferred Annuities................................. 2
Experience Factor.................................... 2
Variable Income Payments............................. 2
Investment Management Fees........................... 5
Performance Data and Advertisement of
the Separate Account............................... 6
Voting Rights........................................ 8
Financial Statements of the Separate Account......... 35
Financial Statements of MetLife...................... 63
</TABLE>
[GRAPHIC]
62
<PAGE>
Appendix
Premium Tax Table
If you are a resident of one of the following jurisdictions, the percentage
amount listed by that jurisdiction is the premium tax rate applicable to your
annuity.
<TABLE>
<CAPTION>
Non-Qualified IRA,
Annuities Annuities(1)
<S> <C> <C>
California........... 2.35% 0.5%(2)
Maine................ 2.0% --
Nevada............... 3.5% --
Puerto Rico.......... 1.0% 1.0%
South Dakota......... 1.25% --
U.S. Virgin Islands.. 5.0% 5.0%
West Virginia........ 1.0% 1.0%
Wyoming.............. 1.0% --
</TABLE>
-------
/1/Premium tax rates applicable to IRA Deferred Annuities purchased for use in
connection with individual retirement trust or custodial accounts meeting the
requirements of Section 408(a) of the Code are included under the column
heading "IRA Deferred Annuities."
/2/With respect to Deferred Annuities purchased for use in connection with
individual retirement trust or custodial accounts meeting the requirements of
Section 408(a) of the Code, the annuity tax rate in California is 2.35% instead
of 0.5%.
PEANUTS (C) United Feature
Syndicate, Inc.
(C) 2000 Metropolitan Life
Insurance Company
63
<PAGE>
[GRAPHIC]
Request For a Statement of
Additional Information/Change of Address
If you would like any of the following Statements of Additional Information, or
have changed your address, please check the appropriate box below and return to
the address below.
. Metropolitan Life Separate Account E, Metropolitan Series Fund Inc. and New
England Zenith Fund
. I have changed my address. My current address is:
________________ Name ________________________________________________________
(Contract
Number)
Address _____________________________________________________
________________ _________________________________________________________
(Signature) zip
Metropolitan Life Insurance Company
Attn: Brian Mack
Investment & Income Center, 4th Floor
485E US Highway 1 South
Iselin, NJ 08830
64
<PAGE>
PRSRT
[LOGO OF METLIFE] STD
U.S.
Metropolitan Life Insurance Company Postage
Johnstown Office, 500 Schoolhouse Road Paid
Johnstown, PA 15904-2914 METLIFE
<PAGE>
APPENDIX FOR GRAPHIC AND IMAGE MATERIAL
Pursuant to Rule 304 of Regulation S-T, the following table presents fair and
accurate narrative descriptions of graphic and image material omitted from the
EDGAR filing due to ASCII-incompatibility and cross-references this material to
the location of each occurrence in the text.
INTRODUCTION
The prospectus included in the Form N-4 for Metropolitan Life Separate Account E
includes illustrations using various characters from the PEANUTS(Registered)
gang which are copyrighted by United Feature Syndicate, Inc. There is a list and
description of characters followed by a list of illustrations and their page
location in the prospectus.
CHARACTERS
Snoopy -- A Beagle dog
Charlie Brown -- A little boy with zigzag pattern on shirt
Woodstock -- A small bird
Lucy -- A little brunette girl
Linus -- A younger little boy with stripped shirt (Lucy's brother)
Marcie -- A little brunette girl with glasses
Franklin -- A curly haired little boy
Pigpen -- A little boy with dust cloud and smudged face
Peppermint Patty -- An athletic girl with freckles, page boy haircut and sandals
Sally -- A little blond girl with curls on top (Charlie Brown's sister)
<TABLE>
<CAPTION>
PAGE
<S> <C> <C>
1. Snoopy as MetLife Representative with briefcase cover
straightening bow tie
2. Charlie Brown on step ladder looking at fold Page 3 Table of Contents
out map
3. Snoopy in suit with pointer Page 4 Important Terms
You Should Know
5. Snoopy as MetLife Representative listening to Page 16 MetLife
crowd of Woodstocks
6. Snoopy and Woodstock balanced on seesaw Page 17 Variable Annuities
7. Snoopy reading menu at restaurant table Page 20 Your Investment
Choices
8. Linus building sand castle Page 22 Deferred Annuities
9. The Equity Generator(Service Mark) icon--Safe Page 23 The Equity Generator
with arrow pointing to three dimensional graph
10. The Rebalancer(Service Mark) icon--A pie chart Page 23 The Rebalancer
with arrows around circumference
11. The Index Selector(Service Mark) icon--A world Page 23 The Index Selector
globe with arrows around it
12. The Allocator(Service Mark)--A hourglass with Page 23 The Allocator
safe in top portion with arrow to a three
dimensional chart in the bottom portion
13. Snoopy as MetLife Representative typing at Page 25 Allocation of Purchase
computer Payments
14. Woodstock making calculations on paper with Page 25 The Value of
pencil Your Investment
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
PAGE
<S> <C> <C>
15. Marcie at desk with adding machine reviewing Page 26 Calculating the Number of
Accumulation Units
16. Charlie Brown struggling to reach into jar of Page 27 Access to Your Money
money
17. Snoopy as WWI flying ace dispatching Woodstocks Page 28 Selecting a Payment Date
with checks
18. Woodstock with accountant's visor and adding Page 29 Separate Account Charge
machine
19. Franklin with magnifying glass Page 31 When No Withdrawal Charge
Applies
20. Marcie reading a paper Page 32 Free Look
21. Snoopy floating in innertube with glasses and Page 42 Payout Options (or Income
drink Options)
22. Snoopy lounging on beach chair with sunglasses Page 42 Income Payment Types
and drink
23. Woodstock writing out a check Page 43 Minimum Size of Your
Income Payment
24. Woodstock moving money bag from one pile of Page 45 Transfer Privilege
money bags to another
25. Lucy with magnifying glass studying a piece of Page 46 Charges
paper
26. Charlie Brown receiving letter at mail box Page 46 Purchase Payments
27. Charlie Brown listening on telephone Page 47 Processing Transactions
--By Telephone or
Internet
28. "Colonial" Snoopy as town cryer Page 49 Performance
29. Snoopy as MetLife Representative shaking paw/ Page 51 Who Sells the
wing with Woodstock Deferred Annuities
30. Piggybank with "Do not open until age 59 1/2" Page 52 Income Taxes--
printed on side General
31. Snoopy as "Uncle Sam" presenting a tax bill Page 53 Income Taxes--
Withdrawals
32. Snoopy as "Uncle Sam" collecting taxes from Page 54 Income Taxes--
Charlie Brown who is digging in his pockets Non-Qualified Annuities
for money
33. Linus "walking" the hoop with "IRAs" on side Page 57 Income Taxes--
IRAs
34. Woodstock flying with check Page 60 Roth IRA Annuities--
Withdrawals
35. Franklin, Snoopy, Charlie Brown, Lucy, Pigpen, Page 62 Table of Contents
Linus and Peppermint Patty for the SAI
36. Lucy in her advice box with "TAXES--The Expert Page 62 Annuity Tax Table
is in" printed on it advising Peppermint Patty 64
and Sally
</TABLE>
<PAGE>
Metropolitan Life Insurance Company
Metropolitan Life Separate Account E
MetLife Individual Variable Annuity Contracts
STATEMENT OF ADDITIONAL INFORMATION
Form N-4 Part B
[date]
This Statement of Additional Information is not a prospectus but contains
information in addition to and more detailed than that set forth in the
Prospectuses for MetLife Deferred Annuities dated ________ and should be read in
conjunction with the Prospectus. Copies of the Prospectus may be obtained from
Metropolitan Life insurance Company, One Madison Avenue, New York 10010.
A Statement of Additional Information for the Metropolitan Series Fund,
Inc. and New England Zenith Fund (the "Zenith Fund") are attached at the end of
this Statement of Additional Information.
Unless otherwise indicated, the Statement of Additional Information
continues the use of certain terms as set forth in the Section entitled
"Important Terms You Should Know" of the Prospectuses for MetLife Individual
Annuity Contracts dated ________.
-------------------
TABLE OF CONTENTS
Page
----
Independent Auditors......................................................
Services..................................................................
Distribution of Certificates and Interests in the Deferred Annuities......
Experience Factor.........................................................
Variable Income Payments..................................................
Investment Management Fees................................................
Performance Data and Advertisement of the Separate Account................
Voting Rights.............................................................
Financial Statements of Separate Account..................................
Financial Statements of MetLife...........................................
-------------------
<PAGE>
INDEPENDENT AUDITORS
The financial statements for the period ended December 31, 2000 included
in this Statement of Additional Information have been audited by Deloitte &
Touche LLP, independent auditors, as stated in their report appearing herein,
and have been so included in reliance upon such reports given upon the
authority of such firm as experts in auditing and accounting.
DISTRIBUTION OF CERTIFICATES AND INTERESTS IN THE DEFERRED ANNUITIES
MetLife is both the depositor and the underwriter (issuer) of the
annuities.
The certificates and interests in the Deferred Annuities are sold through
individuals who are licensed life insurance sales representatives of MetLife.
MetLife is registered with the Securities and Exchange Commission as a
broker-dealer under the Securities Exchange Act of 1934 and is a member of the
National Association of Securities Dealers, Inc. They also are sold through
other registered broker-dealers. They also may be sold through the mail or over
the internet.
The offering of all Deferred Annuities is continuous. Owners under Deferred
Annuities may not be offered all investment choices. Each contract will indicate
those investment choices available under the Deferred Annuity.
EXPERIENCE FACTOR
We use the term "experience factor" to describe the investment performance
for an investment division. The experience factor changes from Valuation Period
(described later) to Valuation Period to reflect the upward or downward
performance of the assets in the underlying Portfolios. The experience factor is
calculated as of the end of each Valuation Period using the net asset value per
share of the underlying Portfolio. The net asset value includes the per share
amount of any dividend or capital gain distribution paid by the portfolio during
the current Valuation Period, and subtract any per share charges for taxes and
reserve for taxes. We then divide that amount by the net asset value per share
as of the end of the last Valuation Period to obtain a factor that reflects
investment performance. We then subtract a charge for each day in the valuation
period which is the daily equivalent of the effective annual Separate Account
Charge. This charge varies, depending on the class of the Deferred Annuity. The
Charge does not exceed 0.0000342466 for the Standard Class with the base death
benefit, 0.0000479452 for the Bonus Class with the base death benefit,
0.0000452055 for the C Class with the base death benefit and 0.0000397260 for
the L Class with the base death benefit.
VARIABLE INCOME PAYMENTS
Assumed Investment Return (AIR)
The following discussion concerning the amount of variable income payments
is based on an Assumed Investment Return of 4% per year. It should not be
inferred that such rates will bear any relationship to the actual net investment
experience of the Separate Account.
Amount of Income Payments
The cash you receive periodically from an investment division (after your
first payment if paid within 10 days of the issue date) will depend upon the
number of annuity units held in that investment division (described below) and
the Annuity Unit Value (described later) as of the 10th day prior to a payment
date.
The Deferred Annuity specifies the dollar amount of the initial variable
income payment for each investment division (this equals the first payment
amount if paid
2
<PAGE>
within 10 days of the issue date). This initial variable income payment is
computed based on the amount of the purchase payment applied to the specific
investment division (net any applicable premium tax owed or contract charge),
the AIR, the age and/or sex of the measuring lives and the income payment type
selected. The initial payment amount is then divided by the Annuity Unit Value
for the investment division to determine the number of annuity units held in
that investment division. The number of annuity units held remains fixed for the
duration of the contract.
The dollar amount of subsequent variable income payments will vary with the
amount by which investment performance is greater or less than the AIR and
Separate Account charges.
Each Deferred Annuity provides that, when a pay-out option is chosen, the
payment to the annuitant will not be less than the payment produced by the then
current settlement option rates, which will not be less than the rates used for
a currently issued single payment immediate annuity contract. The purpose of
this provision is to assure the annuitant that, at retirement, if the Fixed
Income Option purchase rates for new single payment immediate contracts are
significantly more favorable than the rates guaranteed by a Deferred Annuity,
the annuitant will be given the benefit of the new rates.
Annuity Unit Value
The Annuity Unit Value is calculated at the same time that the Accumulation
Unit Value for Deferred Annuities is calculated and is based on the same change
in investment performance in the Separate Account. (See "The Value of Your
Income Payment" in the Prospectus.)
Calculating the Annuity Unit Value
We calculate Annuity Unit Values once a day on every day the New York Stock
Exchange is open for trading. We call the time between two consecutive Annuity
Unit Value calculations the "Valuation Period." We have the right to change the
basis for the Valuation Period, on 30 days' notice, as long as it is consistent
with the law. All purchase payments and transfers are valued as of the end of
the Valuation Period during which the transaction occurred. The Annuity Unit
Values can increase or decrease, based on the investment performance of the
corresponding underlying Portfolios. If the investment performance is positive,
after payment of Separate Account expenses and the deduction for the AIR,
Annuity Unit Values will go up. Conversely, if the investment performance is
negative, after payment of Separate Account expenses and the deduction for the
AIR, Annuity Unit Values will go down.
To calculate an Annuity Unit Value, we first multiply the experience factor
for the period by a factor based on the AIR and the number of days in the
Valuation Period. For an AIR of 4% and a one day Valuation Period, the factor is
.99989255, which is the daily discount factor for an effective annual rate of
4%. (The AIR may be in the range of 3% to 6%, as defined in your Deferred
Annuity and the laws in your state.) The resulting number is then multiplied by
the last previously calculated Annuity Unit Value to produce the new Annuity
Unit Value.
3
<PAGE>
The following illustrations show, by use of hypothetical examples, the
method of determining the Annuity Unit Value and the amount of variable income
payments upon annuitization.
Illustration of Calculation of Annuity Unit Value
1. Annuity Unit Value, beginning of period ........................ $ 10.20000
2. "Experience factor" for period ................................. 1.023558
3. Daily adjustment for 4% of Assumed Investment Rate ............. .99989255
4. (2) X (3) ...................................................... 1.023448
5. Annuity Unit Value, end of period (1) X (4) .................... $ 10.43917
Illustration of Annuity Payments
(Assumes the first monthly payment is made within 10 days of the issue date of
the Income Annuity)
Annuitant age 65, Life Annuity with 120 Payments Guaranteed
1. Number of Accumulation Units of Annuity Date ................... 1,500.00
2. Accumulation Unit Value ........................................ $ 11.80000
3. Accumulation Unit Value of the Deferred Annuity (1) X (2) ...... $17,700.00
4. First monthly income payment per $1,000 of Accumulation Value .. $ 5.63
5. First monthly income payment (3) X (4) / 1,000 ................. $ 99.65
6. Annuity Unit Value (see Illustration of Calculation of Annuity
Unit Value above as of Annuity Date ............................... $ 10.80000
7. Number of Annuity Units (5) / (6) .............................. $ 101.22
8. Assume Annuity Unit Value for the second month equal to (10 days
prior to payment) ................................................. $ 10.97000
9. Second monthly Annuity Payment (7) X (8) ....................... $ 101.22
10. Assume Annuity Unit Value for third month equal to ............ $ 10.52684
11. Next monthly Annuity Payment (7) X (10) ....................... $ 97.13
Determining the Variable Income Payment
Variable income payments can go up or down based upon the investment
performance of the investment provisions in the Separate Account. AIR is the
rate used to determine the first variable income payment and serves as a
benchmark against which the investment performance of the investment divisions
is compared. The higher the AIR, the higher the first variable income payment
will be. Subsequent variable income payments increase only to the extent that
the investment performance of the investment divisions exceeds the AIR (and
Separate Account charges). Variable income payments will decline if the
investment performance of the Separate Account does not exceed the AIR (and
Separate Account charges). A lower AIR will result in a lower income variable
income payments will increase more rapidly or decline more slowly as changes
occur in the investment divisions.
4
<PAGE>
INVESTMENT MANAGEMENT FEES
Metropolitan Life Insurance Company
-----------------------------------
Each of the currently available Metropolitan Fund Portfolios pays us, the
investment manager of the Metropolitan Fund, an investment management fee. The
following table shows the fee schedules for the investment management fees for
the Metropolitan Fund as a percentage per annum of the average net assets for
each Portfolio:
Investment
Management
Fee
Average Schedule--
Daily Net % Per
Portfolio Assets Annum
--------- ------ -----
State Street Research Growth 1st $500 Million .55%
next $500 million .50%
over $1 billion .45%
State Street Research Income 1st $250 million .35%
next $250 million .30%
over $500 million .25%
State Street Research Diversified 1st $500 million .50%
next $500 million .45%
over $1 billion .40%
State Street Research 1st $500 million .75%
Aggressive Growth next $500 million .70%
over $1 billion .65%
Putnam Large Cap Growth 1st $500 million .80%
next $500 million .75%
over $1 billion .70%
State Street Research Aurora 1st $500 million .85%
Small Cap Value next $500 million .80%
over $1 billion .75%
Putnam International Stock 1st $500 million .90%
(formerly Santander next $500 million .85%
International Stock) over $1 billion .80%
Loomis Sayles High Yield Bond All assets .70%
T. Rowe Price Small Cap Growth 1st $100 million .55%
next $300 million .50%
over $400 million .45%
T. Rowe Price Large Cap Growth 1st $50 million .70%
over $50 million .60%
Janus Mid Cap 1st $100 million .75%
next $400 million .70%
over $500 million .65%
Scudder Global Equity 1st $50 million .90%
next $50 million .55%
next $400 million .50%
over $500 million .475%
Harris Oakman Large Cap Value 1st $250 million .75%
over $250 million .70%
Neuberger Berman Partners 1st $100 million .70%
next $250 million .675%
next $500 million .65%
next $750 million .625%
over $1.6 billion .60%
MetLife Stock Index All assets .25%
Lehman Brothers Aggregate Bond All assets .25%
Index
Russell 2000 Index All assets .25%
Morgan Stanley EAFE Index All assets .30%
MetLife Mid Cap Stock Index All assets .25%
We pay the following entities for providing services as sub-investment
manager of the portfolio(s) indicated:
Sub-Investment Manager Portfolio(s)
---------------------- -----------
State Street Research & State Street Research Income
Management Company(1) State Street Research Diversified
State Street Research Growth
State Street Research
Aggressive Growth
State Street Research Aurora
Small Cap Value
Putnam Investment Putnam Large Cap Growth
Management, Inc. Putnam International Stock
Loomis, Sayles & Company, Loomis Sayles High Yield Bond
L.P.
Janus Capital Corporation Janus Mid Cap
T. Rowe Price Associates, Inc. T. Rowe Price Small Cap Growth
T. Rowe Price Large Cap Growth
Scudder Kemper Investments, Inc. Scudder Global Equity
Harris Associates, L.P. Harris Oakmark Large Cap Value
Neuberger Berman Management Neuberger Berman Partners Mid Cap
Incorporated Value
-----------
(1) State Street Research & Management Company is one of our subsidiaries.
5
<PAGE>
The Zenith Fund pays an investment management fee to New England Investment
Management, Inc. ("NEIM") to serve as investment manager to the Davis Venture
Value Series and the Loomis Sayles Small Cap Series.
The Zenith Fund pays as a percentage per annum of average net assets the
following:
Investment
Management
Average Fee
Daily Net % Per
Assets Annum
--------- ----------
Davis Venture Value All Assets .75%
-------------------
Loomis Sayles Small Cap 1st $500 million .90%
---------------------- over $500 million .85%
NEIM pays sub-investment advisory fees to Davis Selected Advisers, L.P. for
the Davis Venture Value Series and Loomis Sayles & Company, L.P. for the Loomis
Sayles Small Cap Series. These fees are solely the responsibility of the NEIM.
The Metropolitan Fund and the Zenith Fund are more fully described in
their respective prospectuses and the Statements of Additional Information that
the prospectuses refer to. The Metropolitan Fund's and the Zenith Fund
prospectuses are attached at the end of this prospectus.
See the prospectuses for the Metropolitan Fund and Zenith Fund for a
discussion of the different separate accounts of MetLife and its affiliated
insurance companies that invest in the Metropolitan Fund and Zenith Fund and the
risks related to that arrangement.
PERFORMANCE DATA AND ADVERTISEMENT OF THE SEPARATE ACCOUNT
From time to time we advertise the performance of various Separate Account
investment divisions. For the investment divisions, this performance will be
stated in terms of either yield "change in Accumulation Unit Value," "change in
Annuity Unit Value" or "average annual total return" or some combination of the
foregoing. Yield, Change in Accumulation Unit Value, change in Annuity Unit
Value and average annual total return figures are based on historical earnings
and are not intended to indicate future performance. Other yield figures quoted
in advertisements, that is those other than the money market investment
divisions, will refer to the net income
6
<PAGE>
generated by an investment in a particular investment division for a thirty-day
period or month, which is specified in the advertisement, and then expressed as
a percentage yield of that investment. This percentage yield is then compounded
semiannually. Change in Accumulation Unit Value or Annuity Unit Value refers to
the comparison between values of accumulation units or annuity units over
specified period in which an investment division has been in operation,
expressed as a percentage and may also be expressed as an annualized figure. In
addition, change in Accumulation Unit Value or Annuity Unit Value may be used to
illustrate performance for a hypothetical investment (such as $10,000) over the
time period specified. Yield and change in Accumulation Unit Value figures do
not reflect the possible imposition of an early withdrawal charge for the
Deferred Annuities, of up to 9% of the amount withdrawn attributable to a
purchase payment, which may result in a lower figure being experienced by the
investor. Average annual total return differs from the change in Accumulation
Unit Value and Annuity Unit Value because it assumes a steady rate of return and
reflects all expenses and applicable early withdrawal charges. Performance
figures will vary among the various Deferred Annuities as a result of different
Separate Account charges and early withdrawal charges.
Performance may be calculated based upon historical performance of the
underlying performance portfolios of the Metropolitan Fund, Zenith Fund, and may
assume that the Deferred Annuities were in existence prior to their inception
date. After the inception date, actual accumulation unit or annuity unit data is
used.
Advertisements regarding the Separate Account may contain comparisons of
hypothetical after-tax returns of currently taxable investments versus returns
of tax deferred investments. From time to time, the Separate Account may compare
the performance of its investment divisions with the performance of common
stocks, long-term government bonds, long-term corporate bonds, intermediate-term
government bonds, Treasury Bills, certificates of deposit and savings accounts.
The Separate Account may use the Consumer Price Index in its advertisements as a
measure of inflation for comparison purposes. From time to time, the Separate
Account may advertise its performance ranking among similar investments or
compare its performance to averages as compiled by independent organizations,
such as Lipper Analytical Services, Inc., Morningstar, Inc., VARDS(R) and The
Wall Street Journal. The Separate Account may also advertise its performance in
comparison to appropriate indices, such as the Standard & Poor's 500 Composite
Stock Price Index, the Standard & Poor's Mid Cap 400 Index, the Standard &
Poor's Small Cap 600 Index, the Russell 2000(R) Index, the Russell 2000 Growth
Index, the Russell 2000(R) Value Index, the Russell 1000 Growth Index, the
Lehman Brothers, Aggregate Bond Index, the Lehman Brothers Government/Corporate
Bond Index, the Merrill Lynch High Yield Bond Index, the Morgan Stanley Capital
International All Country World Index and the Morgan Stanley Capital
International Europe, Australasia, Far East Index.
Performance may be shown for certain investment strategies that are made
available under the Deferred Annuities. The first is the "Equity Generator."
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 an investment division. The second strategy is the "Index
Selector/SM/". Under this strategy, once during a specified period (i.e.,
quarterly, annually) transfers are made among the Lehman Brothers Aggregate Bond
Index, MetLife Stock Index, Morgan Stanley EAFE(R) Index, Russell 2000(R) Index
and MetLife Mid Cap Stock Index. Divisions and the Fixed Account in order to
bring the percentage of the total Account Balance in each of these investment
divisions and Fixed Account back to the current allocation of your choice of one
of several asset allocation models. The elements which form the basis of the
models are provided by MetLife which may rely on a third party for its expertise
in creating appropriate allocations. The models are designed to correlate to
various risk tolerance levels associated with investing and are subject to
change from time to time.
An "Equity Generator Return"
7
<PAGE>
or "Index Selector Return" for each asset allocation model will be calculated by
presuming a certain dollar value at the beginning of a period and comparing this
dollar value with the dollar value, based on historical performance, at the end
of the period, expressed as a percentage. The "Return" in each case will assume
that no withdrawals have occurred. We may also show Index Selector investment
strategies using other investment divisions for which these strategies are made
available in the future. If we do so, performance will be calculated in the same
manner as described above, using the appropriate account and/or investment
divisions.
VOTING RIGHTS
In accordance with our view of the present applicable law, we will vote the
shares of each of the portfolios held by the Separate Account (which are deemed
attributable to all the Deferred Annuities described in the Prospectus) at
regular and special meetings of the shareholders of the portfolio based on
instructions received from those having the voting interest in corresponding
investment divisions of the Separate Account. However, if the 1940 Act or any
rules thereunder should be amended or if the present interpretation thereof
should change, and as a result we determine that we are permitted to vote the
shares of the portfolios in our own right, we may elect to do so.
Accordingly, you have voting interests under all the Deferred Annuities
described in the Prospectuses. The number of shares held in each Separate
Account investment division deemed attributable to you is determined by dividing
the value of accumulation or annuity units attributable to you in that
investment division, if any, by the net asset value of one share in the
portfolio in which the assets in that Separate Account investment division are
invested. Fractional votes will be counted. The number of shares for which you
have the right to give instructions will be determined as of the record date for
the meeting.
Portfolio shares held in each registered separate account of MetLife or any
affiliate that are or are not attributable to life insurance policies or annuity
deferred annuities (including all the Deferred Annuities described in the
Prospectuses) and for which no timely instructions are received will be voted in
the same proportion as the shares for which voting instruction are received by
that separate account. Portfolio shares held in the general accounts or
unregistered separate accounts of MetLife or its affiliates will be voted in the
same proportion as the aggregate of (i) the shares for which voting instructions
are received and (ii) the shares that are voted in proportion to such voting
instructions. However, if we or an affiliate determine that we are permitted to
vote any such shares, in our own right, we may elect to do so subject to the
then current interpretation of the 1940 Act or any rules thereunder.
You will be entitled to give instructions regarding the votes attributable
to your Deferred Annuity, in your sole discretion.
You may give instructions regarding, among other things, the election of
the board of directors, ratification of the election of independent auditors,
and the approval of investment and sub-investment managers.
Disregarding voting instructions
MetLife may disregard voting instructions under the following circumstances
(1) to make or refrain from making any change in the investments or investment
policies for any portfolio if required by any insurance regulatory authority;
(2) to refrain from making any change in the investment policies for any
investment adviser or principal underwriter or any portfolio which may be
initiated by those having voting interests or the Metropolitan Fund's or Fund's
boards of directors, provided MetLife's disapproval of the change is reasonable
and, in the case of a change in investment policies or investment manager, based
on a good faith
8
<PAGE>
determination that such change would be contrary to state law or otherwise
inappropriate in light of the portfolio's objective and purposes; or (3) to
enter into or refrain from entering into any advisory agreement or underwriting
contract, if required by any insurance regulatory authority.
In the event that MetLife does disregard voting instructions, a summary of
the action and the reasons for such action will be included in the next
semiannual report.
9
<PAGE>
PART II
OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
(A) FINANCIAL STATEMENTS
The following financial statements are included in Part B of this
Post-Effective Amendment on Form N-4 (to be filed by amendment):
Metropolitan Life Separate Account E
Independent Auditors' Report
Financial Statements for the Years Ended December 31, 1999 and 2000
Statements of Assets and Liabilities
Statements of Operations
Statements of Changes in Net Assets
Notes to Financial Statements
Metropolitan Life Insurance Company
Independent Auditors' Report
Financial Statements for the Years Ended December 31, 2000, 1999
and 1998
Consolidated Balance Sheets
Consolidated Statements of Income
Consolidated Statements of Cash Flow
Consolidated Statements of Equity
Notes to Consolidated Financial Statements
(B) EXHIBITS
(1) -- Resolution of the Board of Directors of Metropolitan Life
establishing Separate Account E.(1)
(2) -- Not applicable.
(3)(a) -- Not applicable.
(b) -- Form of Selected Broker Agreement.(1)
(4) -- Form of Deferred Annuity Contract.(7)
(5) -- Application Form for the Deferred Annuity (8)
(6) -- Charter and By-Laws of Metropolitan Life.(1,5)
(7) -- Not applicable.
(8) -- Not applicable.
(9) -- Opinion and consent of counsel as to the legality of the
securities being registered.(8)
(10) -- Consent of Auditors (8)
(11) -- Not applicable.
(12) -- Not applicable.
(13)(a) -- Powers of Attorney.(1,2,3,4,6)
------------------
1. Filed with Post-Effective Amendment No. 19 to Registration Statement
No. 2-90380/811-4001 for Metropolitan Life Separate Account E on Form N-4 on
February 27, 1996. As incorporated herein by reference.
2. Powers of attorney for Gerald Clark, Burton A. Dole, Jr. and Charles H.
Leighton were filed with Post-Effective Amendment No. 21 to Registration
Statement No. 2-90380/811-4001 for Metropolitan Life Separate Account E on
Form N-4 on February 28, 1997. As incorporated herein by reference.
II-1
<PAGE>
3. Powers of Attorney for Robert H. Benmosche, Jon F. Danski and Stewart G.
Nagler filed with Post-Effective Amendment No. 23 to Registration Statement
No. 2-90380/811-4001 for Metropolitan Life Separate Account E on Form N-4 on
April 3, 1998. As incorporated herein by reference.
4. Power of Attorney for Virginia M. Wilson filed with Pre-Effective Amendment
No. 2 to Registration Statement 333-80547/811-4001 for Metropolitan Life
Separate Account E on Form N-4 on November 1, 1999. As incorporated herein by
reference.
5. Filed with Post Effective Amendment No. 29 to Registration Statement No.
333-80547/811-4001 for Metropolitan Life Separate Account E on Form N-4 on
April 7, 2000, as incorporated herein by reference.
6. Power of Attorney for William C. Steere, Jr. filed with Post-Effective
Amendment No. 18 to Registration Statement No. 33-57320 for Metropolitan Life
Separate Account UL on Form S-6 on April 23, 1999. As incorporated herein by
reference.
7. Filed herewith.
8. To be filed by amendment.
ITEM 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR.
<TABLE>
<CAPTION>
PRINCIPAL OCCUPATION & POSITIONS AND OFFICES
NAME BUSINESS ADDRESS WITH DEPOSITOR
------------------------- ---------------------------------------- ---------------------
<S> <C> <C>
Robert H. Benmosche...... Chairman of the Board, President and Chairman, President,
Chief Executive Officer, MetLife, Inc. Chief Executive
and Metropolitan Life Insurance Company, Officer and Director
One Madison Avenue,
New York, NY 10010.
Curtis H. Barnette....... Chairman Emeritus and Chief Executive Director
Officer, Bethlehem Steel Corporation,
1170 Eighth Avenue,
Martin Tower 101,
Bethlehem, PA 18016-7699.
Gerald Clark............. Vice-Chairman of the Board and Vice-Chairman,
Chief Investment Officer, MetLife, Inc. Chief Investment Officer
and Metropolitan Life Insurance Company, and Director
One Madison Avenue,
New York, NY 10010.
Joan Ganz Cooney......... Chairman, Executive Committee, Director
Sesame Workshop,
One Lincoln Plaza,
New York, NY 10023.
John C. Danforth......... Partner Director
Bryan Cave LLP,
One Metropolitan Square
211 North Broadway,
Suite 3600,
St. Louis, MO 63102.
Burton A. Dole, Jr....... Retired Chairman, President and Director
Chief Executive Officer,
Puritan Bennett,
2200 Faraday Avenue,
Carlsbad, CA 92008-7208.
James R. Houghton........ Chairman of the Board Director
Emeritus and Director,
Corning Incorporated,
80 East Market Street, 2nd Floor,
Corning, NY 14830.
Harry P. Kamen........... Retired Chairman and Chief Executive Director
Officer,
Metropolitan Life Insurance Company,
One Madison Avenue,
New York, NY 10010.
</TABLE>
II-2
<PAGE>
<TABLE>
<CAPTION>
PRINCIPAL OCCUPATION & POSITIONS AND OFFICES
NAME BUSINESS ADDRESS WITH DEPOSITOR
---- ---------------------- ---------------------
<S> <C> <C>
Helene L. Kaplan......... Of Counsel, Skadden, Arps, Slate, Director
Meagher and Flom,
Four Times Square,
New York, NY 10036.
Charles M. Leighton...... Retired Chairman of the Board and Chief Director
Executive Officer,
CML Group, Inc.,
524 Main Street,
Bolton, MA 01720.
Allen E. Murray.......... Retired Chairman of the Board and Director
Chief Executive Officer,
Mobil Corporation,
375 Park Avenue, Suite 2901,
New York, NY 10152.
Stewart G. Nagler........ Vice-Chairman of the Board and Vice-Chairman, Chief
Chief Financial Officer, MetLife, Inc. Financial Officer
and Metropolitan Life Insurance Company, and Director
One Madison Avenue,
New York, NY 10010.
John J. Phelan, Jr....... Former Chairman and Director
Chief Executive Officer,
New York Stock Exchange,
108 Forest Avenue
Locust Valley, NY 11560.
Hugh B. Price............ President and Chief Executive Officer, Director
National Urban League, Inc.,
120 Wall Street, 7th & 8th Floors,
New York, NY 10005.
Ruth J. Simmons, Ph.D.... President, Director
Smith College,
College Hall 20,
Northhampton, MA 01063.
William C. Steere, Jr.... Chairman of the Board and Director
Chief Executive Officer,
Pfizer, Inc.,
235 East 42nd Street,
New York, NY 10016
</TABLE>
II-3
<PAGE>
Set forth below is a list of the executive officers of Metropolitan Life.
The principal business address of each officer of Metropolitan Life is One
Madison Avenue, New York, New York 10010.
NAME OF OFFICER POSITION WITH METROPOLITAN LIFE
--------------- -------------------------------
Robert H. Benmosche........... Chairman, Chief Executive Officer and Director
Gerald Clark.................. Vice-Chairman, Chief Investment Officer and
Director
Stewart G. Nagler............. Vice-Chairman, Chief Financial Officer and
Director
Gary A. Beller................ Senior Executive Vice-President and General
Counsel
James H. Benson............... President, Individual Business; Chairman, Chief
Executive Officer and President, New England
Life Insurance Company
C. Robert Henrikson........... President, Institutional Business
Catherine A. Rein............. Senior Executive Vice-President; President and
Chief Executive Officer of Metropolitan Property
and Casualty Insurance Company
Stanley J. Talbi.............. Senior Vice President and Chief Actuary
William J. Toppeta............ President, Client Services and Chief
Administrative Officer
John H. Tweedie............... Senior Executive Vice-President
Lisa M. Weber................. Executive Vice-President
Judy E. Weiss................. Executive Vice-President
ITEM 26. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE DEPOSITOR OR
REGISTRANT.
The registrant is a separate account of Metropolitan Life Insurance Company
under the New York Insurance law. Under said law the assets allocated to the
separate account are the property of Metropolitan Life Insurance Company, which
is a wholly-owned subsidiary of MetLife Inc. The following outline indicates
those persons who are controlled by or under common control with Metropolitan
Life Insurance Company:
II-4
<PAGE>
ORGANIZATIONAL STRUCTURE OF METLIFE AND SUBSIDIARIES
AS OF SEPTEMBER 30, 2000
Metropolitan Life Insurance Company ("Metropolitan") is a wholly-owned
subsidiary of MetLife, Inc, a publicly-traded company. The following is a list
of subsidiaries of Metropolitan updated as of September 30, 2000. Metropolitan
sold its interests in Nvest Corporation and all of Nvest Corporation affiliates
on October 30, 2000. Nvest Corporation and its affiliates and the note following
the list that refers to Nvest Corporation and its affiliates are marked with an
asterisk (*). Those entities which are listed at the left margin (labelled with
capital letters) are direct subsidiaries of Metropolitan. Unless otherwise
indicated, each entity which is indented under another entity is a subsidiary of
such indented entity and, therefore, an indirect subsidiary of Metropolitan.
Certain inactive subsidiaries have been omitted from the Metropolitan
Organizational listing. The voting securities (excluding directors' qualifying
shares, if any) of the subsidiaries listed are 100% owned by the irrespective
parent corporations, unless otherwise indicated. The jurisdiction of domicile of
each subsidiary listed is set forth in the parenthetical following such
subsidiary.
A. Metropolitan Tower Corp. (DE)
1. Metropolitan Property and Casualty Insurance Company (RI)
a. Metropolitan Group Property and Casualty Insurance Company (RI)
i. Metropolitan Reinsurance Company (U.K.) Limited (Great
Britain)
b. Metropolitan Casualty Insurance Company (RI)
c. Metropolitan General Insurance Company (RI)
d. Metropolitan Direct Property and Casualty Insurance Company (GA)
e. MetLife Auto & Home Insurance Agency, Inc. (RI)
f. Metropolitan Lloyds, Inc. (TX)
g. Met P&C Managing General Agency, Inc. (TX)
h. Economy Fire & Casualty Company (RI)
i. Economy Preferred Insurance Company (RI)
ii. Economy Premier Assurance Company (RI)
2. Metropolitan Insurance and Annuity Company (DE)
a. MetLife Europe I, Inc. (DE)
b. MetLife Europe II, Inc. (DE)
c. MetLife Europe III, Inc. (DE)
d. MetLife Europe IV, Inc. (DE)
e. MetLife Europe V, Inc. (DE)
3. MetLife General Insurance Agency, Inc. (DE)
a. MetLife General Insurance Agency of Alabama, Inc. (AL)
b. MetLife General Insurance Agency of Kentucky, Inc. (KY)
c. MetLife General Insurance Agency of Mississippi, Inc. (MS)
d. MetLife General Insurance Agency of Texas, Inc. (TX)
e. MetLife General Insurance Agency of North Carolina, Inc. (NC)
<PAGE>
f. MetLife General Insurance Agency of Massachusetts, Inc. (MA)
4. Metropolitan Asset Management Corporation (DE)
a. MetLife Capital, Limited Partnership (DE). Partnership interests
in MetLife Capital, Limited Partnership are Limited Partnership
held by Metropolitan (90%) and General Partnership by
Metropolitan Asset Management Corporation (10%).
b. MetLife Capital Credit L.P. (Delaware). Partnership interests in
MetLife Capital Credit L.P. are Limited Partnership held by
Metropolitan (90%) and General Partnership by Metropolitan Asset
Management Corporation (10%).
1. MetLife Capital CFLI Holdings, LLC (DE)
a. MetLife Capital CFLI Leasing, LLC (DE)
c. MetLife Financial Acceptance Corporation (DE). Metropolitan Asset
Management Co. Inc. holds 100% of the voting preferred stock of
MetLife Financial Acceptance Corporation. Metropolitan Property
and Casualty Insurance Company holds 100% of the non voting
common stock of MetLife Financial Acceptance Corporation.
d. MetLife Investments Limited (United Kingdom). 23rd Street
Investments, Inc. holds one share of MetLife Investments Limited.
e. MetLife Investments Asia Limited (Hong Kong). One share of
MetLife Investments Asia Limited is held by W&C Services, Inc., a
nominee of Metropolitan Asset Management Corporation.
f. MetLife Investments, S.A. (Argentina) 23rd Street Investment,
Inc. holds one share of MetLife Investments, S.A.
5. SSRM Holdings, Inc. (DE)
a. State Street Research & Management Company (DE) is the
sub-investment manager for the State Street Research Aggressive
Growth Portfolio, State Street Research Diversified Portfolio,
State Street Research Growth Portfolio, State Street Research
Income Portfolio and State Street Research Aurora Small Cap Value
Portfolio of Metropolitan Series Fund, Inc.
i. State Street Research Investment Services, Inc. (MA)
b. SSR Realty Advisors, Inc. (DE)
i. Metric Management Inc. (DE)
ii. Metric Property Management, Inc. (DE)
1. Metric Realty (DE). SSR Realty Advisors, Inc. and
Metric Property Management, Inc. each hold 50% of the
common stock of Metric Realty.
2. Metric Colorado, Inc. (CO). Metric Property Management,
Inc. holds 80% of the common stock of Metric Colorado,
Inc.
iii. Metric Capital Corporation (CA)
iv. Metric Assignor, Inc. (CA)
v. SSR AV, Inc. (DE)
6. MetLife Holdings, Inc. (DE)
a. MetLife Funding, Inc. (DE)
b. MetLife Credit Corp. (DE)
<PAGE>
7. Metropolitan Tower Realty Company, Inc. (DE)
8. Security First Group, Inc. (DE)
a. Security First Life Insurance Company (DE)
b. Security First Insurance Agency, Inc. (MA)
c. Security First Insurance Agency, Inc. (NV)
d. Security First Group of Ohio, Inc. (OH)
e. Security First Financial, Inc. (DE)
f. Security First Investment Management Corporation (DE)
g. Security First Financial Agency, Inc. (TX)
9. Natiloportem Holdings, Inc. (DE)
a. Services Administrativos Gen, S.A. de C.V. One Share of Servicos
Administrativos Gen. S.A. de C.V. is held by a nominee of
Natiloportem Holdings, Inc.
10. Metlife CC Holding Company (DE)
a. Conning Corporation (MO) 60.4% of the voting shares of Conning
Corporation are held by MetLife CC Holding Company and 39.6% are
held by Gen Am Holding Company.
i. Conning, Inc. (DE)
(1.) Conning & Company (CT)
(a) Conning Asset Management Company (MO)
(b) American Horizon Holdings Inc. (DE) 28.6% of the shares
of American Horizon Holdings Inc. are held by
Metropolitan Property and Casualty Insurance Company.
(i) American Horizon Services, Inc. (DE)
(ii) American Horizon Property & Casualty Insurance
Company. (IL)
(1.) Texas American Horizon Insurance Services
Agency, Inc. (TX)
(iii) American Horizon Insurance Company (AZ)
(1.) American Horizon General Agency, Inc. (FL)
B. Metropolitan Tower Life Insurance Company (DE)
C. MetLife Security Insurance Company of Louisiana (LA)
D. MetLife Texas Holdings, Inc. (DE)
1. Texas Life Insurance Company (TX)
a. Texas Life Agency Services, Inc. (TX)
b. Texas Life Agency Services of Kansas, Inc. (KS)
E. MetLife Securities, Inc. (DE)
F. 23rd Street Investments, Inc. (DE)
1. Mezzanine Investment Limited Partnership-BDR (DE). Metropolitan
Life Insurance Company holds a 99% limited partnership interest
in Mezzanine Investment Limited Partnership-BDR.
2. Mezzanine Investment Limited Partnership-LG (DE). 23rd Street
Investments, Inc. is a 1% partner of Mezzanine Investment Limited
Partnership-LG. Metropolitan Life Insurance
<PAGE>
Company holds a 99% limited partnership interest in Mezzanine
Investment Limited Partnership-LG.
a. Coating Technologies International, Inc (DE).
3. Mezzanine Investment Limited Partnership-8. (DE) 23rd Street
Investments, Inc. is a 1% partner of Mezzanine Investment Limited
Partnership-8. Metropolitan Life Insurance Company holds a 99%
limited partnership interest in Mezzanine Investment Limited
Partnership-8.
G. Santander Met, S.A. (Spain). Shares of Santander Met, S.A. are held by
Metropolitan (50%) and by an entity (50%) unaffiliated with
Metropolitan.
1. Seguros Genesis, S.A. (Spain)
2. Genesis Seguros Generales, Sociedad Anomina de Seguros y
Reaseguros (Spain)
H. MetLife Saengmyoung Insurance Company Ltd. (Korea).
I. Metropolitan Life Seguros de Vida S.A. (Argentina)
J. Metropolitan Life Seguros de Retiro S.A. (Argentina).
K. MetLife Holdings Luxembourg S.A. (Luxembourg)
L. Metropolitan Life Holdings, Netherlands BV (Netherlands)
M. MetLife International Holdings, Inc. (DE)
1. MetLife Insurance Company of the Philippines, Inc. (Philippines).
N. Metropolitan Life Insurance Company of Hong Kong Limited (Hong Kong)
O. Metropolitan Marine Way Investments Limited (Canada)
P. P.T. MetLife Sejahtera (Indonesia) Shares of P.T. MetLife Sejahtera
are held by Metropolitan (94.3%) and by an entity (5.7%) unaffiliated
with Metropolitan.
Q. Seguros Genesis S.A. (Mexico) Metropolitan holds 85.49%, Metropolitan
Tower Corp. holds 7.31% and Metropolitan Asset Management Corporation
holds 7.20%.
R. Metropolitan Life Seguros de Vida S.A. (Uruguay).
S. Metropolitan Life Seguros E Previdencia Privada S.A. (Brazil)
T. MetLife (India) Private Ltd.
U. Hyatt Legal Plans, Inc. (DE)
1. Hyatt Legal Plans of Florida, Inc. (FL)
V. One Madison Merchandising L.L.C. (CT) Ownership of membership
interests in One Madison Merchandising L.L.C. is as follows:
Metropolitan Life Insurance Company owns 99% and Metropolitan Tower
Corp. owns 1%.
W. Metropolitan Realty Management, Inc. (DE)
1. Edison Supply and Distribution, Inc. (DE)
2. Cross & Brown Company (NY)
a. CBNJ, Inc. (NJ)
X. MetPark Funding, Inc. (DE)
Y. Transmountain Land & Livestock Company (MT)
Z. MetLife Trust Company, National Association. (United States)
<PAGE>
A.A. Benefit Services Corporation (GA)
A.B. G.A. Holding Corporation (MA)
A.C. CRH., Co, Inc. (MA)
A.D. 334 Madison Euro Investments, Inc.
1. Park Twenty Three Investments Company* 1% Voting Control of Park
Twenty Three Investment Company is held by St. James Fleet
Investments Two Limited
a. Convent Station Euro Investments Four Company. 1% voting
control of Convert Station Euro Investments Four Company
(United Kingdom) is held by 334 Madison Euro Investments,
Inc. as nominee for Park Twenty Three Investments Company.
A.E. L/C Development Corporation (CA)
A.F. One Madison Investments (Cayco) Limited (Cayman Islands). 1% Voting
Control of One Madison Investment (Cayco) Limited is held by Convent
Station Euro Investments Four Company.
A.G. New England Portfolio Advisors, Inc. (MA)
A.H. CRB Co., Inc. (MA). (*AEW Real Estate Advisors, Inc. holds 49,000
preferred non-voting shares of CRB Co., Inc. AEW Advisors, Inc. holds
1,000 preferred non-voting shares of CRB Co., Inc.)
A.I. Grand Cathay Securities Investment Trust Co. Ltd. (Hong Kong)
Metropolitan Life Insurance Company owns 20% of Grand Cathay
Securities Investment Trust Co. Ltd. (*Nvest Companies L.P. owns
14.81% of voting control of Grand Cathay Securities Investment Trust
Co., Ltd.)
A.J. Mercadian Capital L.P. (DE). Metropolitan holds a 95% limited partner
interest and an unaffiliated third party holds 5% of Mercadian Capital
L.P.
A.K. Mercadian Funding L.P. (DE). Metropolitan holds a 95% limited partner
interest and an unaffiliated third party holds 5% of Mercadian
Funding L.P.
A.L. St. James Fleet Investments Two Limited (Cayman Islands). Metropolitan
Life Insurance Company owns 34% of St. James Fleet Investments Two
Limited.
A.M. MetLife New England Holdings, Inc. (DE)
1. Fulcrum Financial Advisors, Inc. (MA)
2. New England Life Insurance Company (MA)
a. New England Life Holdings, Inc. (DE)
i. New England Securities Corporation (MA)
(1) Hereford Insurance Agency, Inc. (MA)
(2) Hereford Insurance Agency of Alabama, Inc. (AL)
(3) Hereford Insurance Agency of Idaho, Inc. (ID)
(4) Hereford Insurance Agency of Minnesota, Inc. (MN)
(5) Hereford Insurance Agency of New Mexico, Inc. (NM)
(6) Hereford Insurance Agency of Wyoming, Inc (WY).
ii. TNE Information Services, Inc. (MA)
(1) First Connect Insurance Network, Inc. (DE)
(2) Interactive Financial Solutions, Inc. (MA)
<PAGE>
iii. N.L. Holding Corp. (DEL) (NY)
(1) Nathan & Lewis Securities, Inc. (NY)
(2) Nathan & Lewis Associates, Inc. (NY)
(a) Nathan and Lewis Insurance Agency of
Massachusetts, Inc. (MA)
(b) Nathan and Lewis Associates of Texas, Inc.
(TX)
(3) Nathan & Lewis Associates-Arizona, Inc. (AZ)
(4) Nathan & Lewis of Nevada, Inc. (NV)
iv. New England Investment Management Inc.
b. Exeter Reassurance Company, Ltd. (MA)
c. Omega Reinsurance Corporation (AZ)
d. New England Pension and Annuity Company (DE)
e. Newbury Insurance Company, Limited (Bermuda)
3. *Nvest Corporation (MA)
a. *Nvest, L.P. (DE) Nvest Corporation holds a 1.69% general
partnership interest and MetLife New England Holdings, Inc. 3.19%
general partnership interest in Nvest, L.P.
b. *Nvest Companies, L.P. (DE). Nvest Corporation holds a 0.0002%
general partnership interest in Nvest Companies, L.P. Nvest, L.P.
holds a 14.64% general partnership interest in Nvest Companies,
L.P. Metropolitan holds a 47.10% limited partnership interest in
Nvest Companies, L.P.
i. *Nvest Holdings, Inc. (DE)
(1) *Back Bay Advisors, Inc. (MA)
(a) *Back Bay Advisors, L.P. (DE)
Back Bay Advisors, Inc. holds a 1% general partner
interest and NEIC Holdings, Inc. holds a 99% limited
partner interest in Back Bay Advisors, L.P.
(2) *R & T Asset Management, Inc. (MA)
(a) *Reich & Tang Distributors, Inc. (DE)
(b) *Reich & Tang Asset Management.
R & T Asset Management, Inc. holds a 0.5% general
partner interest and NEIC Holdings, Inc. hold a 99.5%
limited partner interest in Reich & Tang Asset
Management, L.P.
(c) *Reich & Tang Services, Inc. (DE)
(3) *Loomis, Sayles & Company, Inc. (MA)
(a) *Loomis Sayles & Company, L.P. (DE)
Loomis Sayles & Company, Inc. holds a 1% general
partner interest and R & T Asset Management, Inc. holds
a 99% limited partner interest in Loomis Sayles &
Company, L.P.
i. *Loomis Sayles (Australia) Holdings, LLC
(1) Loomis Sayles (Australia) Pty Limited
ii. *Loomis Sayles Distributors, L.P.
iii. *Loomis Sayles Distributors, Inc.
<PAGE>
iv. *Loomis Sayles (Euro) Limited
(4) *Westpeak Investment Advisors, Inc. (MA)
(a) *Westpeak Investment Advisors, L.P. (DE) Westpeak
Investment Advisors, Inc. holds a 1% general partner
interest and Reich & Tang holds a 99% limited partner
interest in Westpeak Investment Advisors, L.P.
(i) *Westpeak Investment Advisors Australia Limited Pty.
(5) *Vaughan, Nelson Scarborough & McCullough (DE)
(a) *Vaughan, Nelson Scarborough & McCullough, L.P. (DE)
VNSM, Inc. holds a 1% general partner interest and
Reich & Tang Asset Management, Inc. holds a 99%
limited partner interest in Vaughan, Nelson
Scarborough & McCullough, L.P.
(i) *VNSM Trust Company
(6) *MC Management, Inc. (MA)
(a) *MC Management, L.P. (DE)
MC Management, Inc. holds a 1% general partner
interest and R & T Asset Management, Inc. holds a 99%
limited partner interest in MC Management, L.P.
(7) *Harris Associates, Inc. (DE)
(a) *Harris Associates Securities L.P. (DE)
Harris Associates, Inc. holds a 1% general partner
interest and Harris Associates L.P. holds a 99%
limited partner interest in Harris Associates
Securities, L.P.
(b) *Harris Associates L.P. (DE)
Harris Associates, Inc. holds a 0.33% general partner
interest and NEIC Operating Partnership, L.P. holds a
99.67% limited partner interest in Harris Associates
L.P.
(i) *Harris Partners, Inc. (DE)
(ii) *Harris Partners L.L.C. (DE)
Harris Partners, Inc. holds a 1% membership
interest and Harris Associates L.P. holds a 99%
membership interest in Harris Partners L.L.C.
(1) *Aurora Limited Partnership (DE)
Harris Partners L.L.C. holds a 1% general
partner interest
(2) *Perseus Partners L.P. (DE) Harris Partners
L.L.C. holds a 1% general partner interest
(3) *Pleiades Partners L.P. (DE) Harris Partners
L.L.C. holds a 1% general partner interest
(4) *Stellar Partners L.P. (DE) Harris Partners
L.L.C. holds a 1% general partner interest
(5) *SPA Partners L.P. (DE) Harris Partners
L.L.C. holds a 1% general partner interest
(8) *NEF Corporation (MA)
(a) *New England Funds, L.P. (DE) NEF Corporation holds a
1% general partner interest and NEIC Operating
Partnership, L.P. holds a 99% limited partner interest
in New England Funds, L.P.
<PAGE>
(b) *New England Funds Management, L.P. (DE) NEF
Corporation holds a 1% general partner interest and
NEIC Operating Partnership, L.P. holds a 99% limited
partner interest in New England Funds Management, L.P.
(c) *Nvest Services Company, Inc.
(9) *AEW Capital Management, Inc. (DE)
(a) *AEW Securities, L.P. (DE) AEW Capital Management, Inc.
holds a 1% general partnership and AEW Capital
Management, L.P. holds a 99% limited partnership
interest in AEW Securities, L.P.
(b) *AEW Capital Management L.P. (DE)
New England Investment Companies, L.P. holds a 99%
limited partner interest and AEW Capital Management,
Inc. holds a 1% general partner interest in AEW Capital
Management, L.P.
(i) *AEW II Corporation (MA)
(ii) *AEW Partners III, Inc. (DE)
(iii) *AEW Partners IV, Inc.
(iv) *AEW TSF, Inc. (DE)
(v) *AEWPN, LLC (DE)
(vi) *AEW Curzon Limited
(vii) *AEW Investment Group, Inc. (MA)
(1) *Copley Public Partnership Holding, L.P. (MA)
AEW Investment Group, Inc. holds a 25%
general partnership interest and AEW Capital
Management, L.P. holds a 75% limited
partnership interest in Copley Public
Partnership Holding, L.P.
(2) *AEW Management and Advisors L.P. (MA) AEW
Investment Group, Inc. holds a 25% general
partnership interest and AEW Capital
Management, L.P. holds a 75% limited
partnership interest in AEW Management and
Advisors L.P.
(3) *AEW Real Estate Advisors, Inc. (MA)
(i) *AEW Advisors, Inc. (MA)
(ii) *Copley Properties Company, Inc. (MA)
(iii) *Copley Properties Company II, Inc.
(MA)
(iv) *Copley Properties Company III, Inc.
(MA)
(v) *Fourth Copley Corp. (MA)
(vi) *Fifth Copley Corp. (MA)
(vii) *Sixth Copley Corp. (MA)
(viii) *Seventh Copley Corp. (MA).
(ix) *Eighth Copley Corp. (MA).
(x) *Second Income Corp. (MA).
(xi) *Third Income Corp. (MA).
(xii) *Fourth Income Corp. (MA).
<PAGE>
(xiii) *Third Singleton Corp. (MA).
(xiv) *Fourth Singleton Corp. (MA)
(xv) *Fifth Singleton Corp. (MA)
(xvi) *Sixth Singleton Corp. (MA).
(xvii) *BCOP Associates L.P. (MA) AEW Real
Estate Advisors, Inc. holds a 1%
general partner interest in BCOP
Associates L.P.
(4) *CREA Western Investors I, Inc. (MA)
(5) *CREA Investors Santa Fe Springs, Inc. (MA)
(viii) *AEW Real Estate Advisors, Limited Partnership
(MA) AEW Real Estate Advisors, Inc. holds a 25%
general partnership interest and AEW Capital
Management, L.P. holds a 75% limited partnership
interest in AEW Real Estate Advisors, Limited
Partnership.
(ix) *AEW Hotel Investment Corporation (MA)
(1.) *AEW Hotel Investment, Limited Partnership
(MA) AEW Hotel Investment Corporation holds
a 1% general partnership interest and AEW
Capital Management, L.P. holds a 99% limited
partnership interest in AEW Hotel Investment,
Limited Partnership.
(10) *Nvest Associates, Inc.
(11) *Snyder Capital Management, Inc.
(a) *Snyder Capital Management, L.P. NEIC Operating
Partnership holds a 99.5% limited partnership
interest and Snyder Capital Management Inc. holds
a 0.5% general partnership interest.
(12) *Jurika & Voyles, Inc.
(a) *Jurika & Voyles, L.P NEIC Operating Partnership,
L.P. holds a 99% limited partnership interest and
Jurika & Voyles, Inc. holds a 1% general
partnership interest.
(13) *Nvest Partnerships, LLC ( )
(14) *Kobrick Funds LLC
A.N. GenAmerica Financial Corporation (MO)
1. General American Life Insurance Company (MO)
a. Paragon Life Insurance Company (MO)
b. Security Equity Life Insurance Company (NY)
c. Cova Corporation (MO)
i. Cova Financial Services Life Insurance Company
(MO)
(1) Cova Financial Life Insurance Company (CA)
(2) First Cova Life Insurance Company (NY)
ii. Cova Life Management Company (DE)
(1) Cova Investment Advisory Corporation (IL)
(2) Cova Investment Allocation Corporation (IL)
<PAGE>
(3) Cova Life Sales Company (DE)
(4) Cova Life Administration Services Company
(IL)
d. General Life Insurance Company (TX)
i. General Life Insurance Company of America (IL)
e. Equity Intermediary Company (MO)
i. Reinsurance Group of America, Incorporated. (MO)
9.6% of the voting shares of Reinsurance Group of
America, Incorporated is held directly by Metropolitan
Life Insurance Company. 48.3% is held by GenAmerica
Financial Corporation.
(1) Reinsurance Company of Missouri Incorporated
(MO)
a. RGA Reinsurance Company (MO)
b. Fairfield Management Group, Inc. (MO)
i. Reinsurance Partners, Inc. (MO)
ii. Great Rivers Reinsurance
Management, Inc. (MO)
iii. RGA (U.K.) Underwriting Agency
Limited (United Kingdom)
(2) Triad Re, Ltd. (Barbados) Reinsurance Group
of America, Incorporated owns 100% of the
preferred stock of Triad RE, Ltd. and 67% of
the common stock.
(3) RGA Americas Reinsurance Company, Ltd.
(Barbados)
(4) RGA Reinsurance Company (Barbados) Ltd.
(Barbados)
(a) RGA Financial Group, L.L.C. (DE)
(5) RGA International Ltd. (Canada)
(a) RGA Financial Products Limited (Canada)
(b) RGA Canada Management Company, Ltd.
(Canada)
(i) RGA Life Reinsurance Company of
Canada (Canada)
(6) Benefit Resource Life Insurance Company
(Bermuda) Ltd. (Bermuda)
(7) RGA Holdings Limited (United Kingdom)
(a) RGA Managing Agency Limited (United
Kingdom)
(b) RGA Capital Limited (United Kingdom)
(c) RGA Reinsurance (UK) Limited (South
America)
(8) RGA South African Holdings (Pty) Ltd. (South
America)
(a) RGA Reinsurance Company of South Africa
Limited (Australia)
(9) RGA Australian Holdings Pty Limited
(Australia)
(a) RGA Reinsurance Company of Australia
Limited (Australia)
(10) General American Argentina Seguros de Vida,
S.A. (Argentina)
(11) RGA Argentina, S.A. (Argentina)
(12) Regal Atlantic Company (Bermuda) Ltd.
(Bermuda)
(13) Malaysia Life Reinsurance Group Berhad.
(Malaysia) Reinsurance Group of America,
Incorporated owns 30% of Malaysia Life
Reinsurance Group Berhad.
<PAGE>
f. GenAm Holding Company (DE)
i. Genelco Incorporated (MO)
ii. Genelco Asia Pacifica Limited (Hong Kong)
iii. Genelco de Mexico S.A. de C.V. (Mexico) 99% of the
shares of Genelco de Mexico S.A. de C.V. are held
by Genelco Incorporated and 1% is held by General
American Life Insurance Company.
iv. White Oak Royalty Company (OK)
v. GenMark Incorporated (MO)
(a) Stan Mintz Associates, Inc. (WI)
(b) GenMark Insurance Agency of Alabama, Inc.
(AL)
(c) GenMark Insurance Agency of Massachusetts,
Inc. (MA)
(d) GenMark Insurance Agency of Ohio, Inc. (OH)
(e) GenMark Insurance Agency of Texas, Inc. (TX)
2. Collaborative Strategies, Inc. (MO)
3. Virtual Finances.Com, Inc. (MO)
4. Missouri Reinsurance (Barbados) Inc. (Barbados)
5. GenAmerica Capital I (DE)
6. GenAmerica Management Corporation (MO) 22.5% of the voting shares of
the GenAmerica Management Corporation are owned by General American
Life Insurance Company and 10% of the voting shares of the GenAmerica
Management Corporation are owned by A.G. Edwards. 67% of the common
stock is owned by GenAmerica Financial Corporation.
7. Walnut Street Securities, Inc. (MO)
a. WSS Insurance Agency of Alabama, Inc. (AL)
b. WSS Insurance Agency of Massachusetts, Inc. (MA)
c. WSS Insurance Agency of Nevada, Inc. (NV)
d. WSS Insurance Agency of Ohio, Inc. (OH)
e. WSS Insurance Agency of Texas, Inc. (TX)
f. Walnut Street Advisers, Inc. (MO)
A.O. Metropolitan Life Ubezpieczenna Zycie S.A. (Poland)
A.P. MetLife Central European Services Spolka z Organiczona
odpowiedzialmoscia (Poland)
<PAGE>
In addition to the entities listed above, Metropolitan (or where indicated an
affiliate) also owns an interest in the following entities, among others:
The voting securities (excluding directors' qualifying shares, if any) of
each subsidiary shown on the organizational chart are 100% owned by their
respective parent corporation, unless otherwise indicated.
In addition to the entities shown on the organizational chart, Metropolitan
(or where indicated, a subsidiary) also owns interests in the following
entities:
1) CP&S Communications, Inc., a New York corporation, holds federal
radio communications licenses for equipment used in Metropolitan-owned
facilities and airplanes. It is not engaged in any business.
2) Metropolitan Structures is a general partnership in which
Metropolitan owns a 50% interest.
3) *Metropolitan owns varying interests in certain mutual funds
distributed by its affiliates. These ownership interests are generally
expected to decrease as shares of the funds are purchased by unaffiliated
investors.
4) Metropolitan Lloyds Insurance Company of Texas, an affiliated
association, provides homeowner and related insurance for the Texas market.
It is an association of individuals designated as underwriters.
Metropolitan Lloyds, Inc., a subsidiary of Metropolitan Property and
Casualty Insurance Company, serves as the attorney-in-fact and manages the
association.
5) Metropolitan directly owns 100% of the non-voting preferred stock
of Nathan and Lewis Associates Ohio, Incorporated, an insurance agency.
100% of the voting common stock of this company is held by an individual
who has agreed to vote such shares at the direction of N.L. HOLDING CORP.
(DEL), an indirect wholly owned subsidiary of Metropolitan.
6) 100% of the capital stock of Hereford Insurance Agency of Oklahoma,
Inc. is owned by an officer. New England Life Insurance Company controls
the issuance of additional stock and has certain rights to purchase such
officer's shares.
7) 100% of the capital stock of Fairfield Insurance Agency of Texas,
Inc. is owned by an officer. New England Life Insurance Company controls
the issuance of additional stock and has certain rights to purchase such
officer's shares.
8) New England Securities Corporation owns 100% of the non-voting
preferred stock of Hereford Insurance Agency of Ohio, Inc., an insurance
agency. 100% of the voting common stock of this company is held by an
officer who has agreed to vote such shares at the direction of New England
Securities Corporation, an indirect wholly owned subsidiary of
Metropolitan.
9) Mezzanine Investment Limited Partnerships ("MILPs"), Delaware
limited partnerships, are investment vehicles through which investments in
certain entities are held. A wholly owned subsidiary of Metropolitan serves
as the general partner of the limited partnerships and Metropolitan
directly owns a 99% limited partnership interest in each MILP. The MILPs
have various ownership and/or debt interests in certain companies. The
various MILPs own, directly or indirectly, 100% of the voting stock of the
following: Coating Technologies International, Inc.
NOTE: THE METROPOLITAN LIFE ORGANIZATIONAL CHART DOES NOT INCLUDE REAL ESTATE
----
JOINT VENTURES AND PARTNERSHIPS OF WHICH METROPOLITAN LIFE AND/OR ITS
SUBSIDIARIES IS AN INVESTMENT PARTNER. IN ADDITION, CERTAIN INACTIVE
SUBSIDIARIES HAVE ALSO BEEN OMITTED.
<PAGE>
ITEM 27. NUMBER OF CONTRACTOWNERS.
N/A
ITEM 28. INDEMNIFICATION
UNDERTAKING PURSUANT TO RULE 484(B)(1) UNDER THE SECURITIES ACT OF 1933
Metropolitan Life Insurance Company has secured a Financial Institutions
Bond in the amount of $50,000,000, subject to a $5,000,000 deductible.
Metropolitan Life Insurance Company maintains a directors' and officers'
liability policy with a maximum coverage of $300 million. A provision in
Metropolitan Life Insurance Company's by-laws provides for the indemnification
(under certain circumstances) of individuals serving as directors or officers of
Metropolitan Life Insurance Company.
Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of
Metropolitan Life Insurance Company pursuant to the foregoing provisions, or
otherwise, Metropolitan has been advised that in the opinion of the Securities
and Exchange Commission such indemnification may be against public policy as
expressed in the Act and may be, therefore, unenforceable. In the event that a
claim for indemnification against such liabilities (other than the payment by
Metropolitan of expenses incurred or paid by a director, officer or controlling
person or Metropolitan in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, Metropolitan Life will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.
ITEM 29. PRINCIPAL UNDERWRITERS.
(a) The principal underwriter of the registrant is Metropolitan Life
Insurance Company. Metropolitan Life Insurance Company acts in the following
capacities with respect to the following investment companies:
Metropolitan Tower Life Separate Account One (principal underwriter)
Metropolitan Tower Life Separate Account Two (principal underwriter)
Metropolitan Life Separate Account UL (principal underwriter)
Metropolitan Series Fund, Inc. (principal underwriter and investment adviser)
The New England Variable Annuity (depositor)
New England Variable Annuity Fund I (depositor)
(b) See response to Item 25 above.
(c)
(1) (2)
NAME OF PRINCIPAL UNDERWRITER NET UNDERWRITING DISCOUNTS AND
Metropolitan Life Insurance Company COMMISSIONS
N/A
(3) (4)
COMPENSATION ON REDEMPTION OR BROKERAGE COMMISSIONS
ANNUITIZATION
N/A 0
(5)
COMPENSATION
0
------------------
* As regards this new contract, as of the date of this filing the Registrant has
issued no contracts.
II-17
<PAGE>
Item 30. Location of Account and Records.
Metropolitan Life Insurance Company
One Madison Avenue
New York, N.Y. 10010
Item 31. Management Services.
Not Applicable
Item 32. Undertakings.
(a) The undersigned registrant hereby undertakes to file a post-effective
amendment to this registration statement as frequently as is necessary to ensure
that the financial statements in this registration statement are not more than
16 months old for as long as payments under these variable annuity contracts may
be accepted.
(b) The undersigned registrant hereby undertakes to include a post card or
similar written communication affixed to or included in the prospectus that the
applicant can remove to send for a Statement of Additional Information.
(c) The undersigned registrant hereby undertakes to deliver any Statement
of Additional Information and any financial statements required to be made
available under this form promptly upon written or oral request.
(d) The undersigned registrant represents that it is relying on the
exemptions form certain provisions of Sections 22(e) and 27 of the Investment
Company Act of 1940 provided by Rule 6c-7 under the Act. The registrant further
represents that the provisions of paragraph (a)-(d) of Rule 6c-7 have been
complied with.
(e) Metropolitan Life Insurance Company represents that the fees and
charges deducted under the Deferred Annuity described in this Registration
Statement, in the aggregate, are reasonable in relation to the services
rendered, the expenses to be incurred, and the risks assumed by Metropolitan
Life Insurance Company under the Deferred Annuity.
II-18
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant has caused this Registration Statement to be signed on its
behalf, in the City of New York, and State of New York on this 20th day of
December, 2000.
Metropolitan Life Separate Account E
(Registrant)
By: Metropolitan Life Insurance Company
(Depositor)
/s/ Gary A. Beller
By: ______________________________________________
(Gary A. Beller)
Senior Executive Vice-President and General
Counsel
Metropolitan Life Insurance Company
(Depositor)
/s/ Gary A. Beller
By: ______________________________________________
(Gary A. Beller)
Senior Executive Vice-President and General
Counsel
II-19
<PAGE>
SIGNATURES
As required by the Securities Act of 1933, this Registration Statement has
been signed by the following persons in the capacities and on the dates
indicated.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
* Chairman, President, Chief
______________________________________ Executive Officer and
Robert H. Benmosche Director
* Vice Chairman, Chief
______________________________________ Investment Officer and
Gerald Clark Director
* Vice Chairman, Chief
______________________________________ Financial Officer
Stewart G. Nagler (Principal Financial
Officer) and Director
* Senior Vice-President and
______________________________________ Controller
Virginia M. Wilson
* Director
______________________________________
Curtis H. Barnette
* Director
______________________________________
Joan Ganz Cooney
Director
______________________________________
John C. Danforth
* Director
______________________________________
Burton A. Dole, Jr.
* Director
______________________________________
James R. Houghton
* Director
______________________________________
Harry P. Karmen
* Director
______________________________________
Helene L. Kaplan
/s/ Christopher Nicholas, Esq. December 20, 2000
*By: _________________________________
Christopher Nicholas, Esq.
Attorney-in-Fact
</TABLE>
II-20
<PAGE>
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
* Director
______________________________________
Charles M. Leighton
* Director
______________________________________
Allen E. Murray
* Director
______________________________________
John J. Phelan, Jr.
* Director
______________________________________
Hugh B. Price
* Director
______________________________________
Ruth J. Simmons, Ph.D.
* Director
______________________________________
William C. Steere, Jr.
/s/ Christopher Nicholas, Esq. December 20, 2000
*By: _________________________________
Christopher Nicholas, Esq.
Attorney-in-Fact
</TABLE>
II-21
