Auxiliary Retirement Benefits Plan - Metropolitan Life Insurance Co.


      THE NEW METROPOLITAN LIFE AUXILIARY RETIREMENT BENEFITS PLAN


         Metropolitan Life Insurance Company (the Company) hereby continues in
force and effect, as amended and restated by this instrument, effective January
1, 1996, The New Metropolitan Life Auxiliary Retirement Benefits Plan (the
Plan), which was first established effective January 1, 1995.


                                   Article 1.

                                Purpose of Plan

         The purpose of the Plan is to provide to participants and their
beneficiaries under the Metropolitan Life Retirement Plan for United States
Employees ('the Retirement Plan') the excess amount that would have been payable
under the Retirement Plan in the absence of the limitations under (i) section
415 of the Internal Revenue Code of 1986 (as amended) ('the Internal Revenue
Code'), and (ii) section 401(a)(17) of the Internal Revenue Code.

                                   Article 2.

                                 Participation

         (A) Except as provided in Paragraph (B) below, a Participant under the
Plan is any Company employee participating in the Retirement Plan (a) whose
benefits are reduced because of the application of (i) section 415 of the
Internal Revenue Code, or (ii) section 401(a)(17) of the Internal Revenue Code.


         (B) (1) No individual shall be a Participant if on or after January 1,
1995 he or she is either (i) a member of the Executive Council participating in
the Company's Long Term Performance Compensation Plan or (ii) a member of the
President's Council for 3-consecutive years participating in the MetLife
Executive Life Insurance Program.


         (2) If on or after January 1, 1995 a Participant under the Plan becomes
either (i) a member of the Executive Council participating in the Company's Long
Term Compensation Plan or (ii) a member of the President's Council for
3-consecutive years participating in the MetLife Executive Life Insurance
Program, his or her Participation in the Plan shall cease on that date and all
the benefits under the Plan that accrued through that date shall be forfeited
under this Plan; instead, such accruals shall be part of such individual's
benefits under the Metropolitan Life Supplemental Retirement Plan in which he or
she will be a participant.



                                   Article 3.

                              Payment of Benefits

         (A) Benefits under this Plan shall be payable to a Participant in an
amount equal to the difference between

         (i) the largest amount (without duplication of amount) that would have
     been payable to the Participant under the Retirement Plan, under one or 
     more of the following:

                  (a) had the Retirement Plan not been subject to the
         limitations of section 415 of the Internal Revenue Code; and

                  (b) had the Retirement Plan not been subject to the
         limitations of section 401(a)(17) of the Internal Revenue Code; less

         (ii) the amounts of benefits payable under the Retirement Plan and the
     Metropolitan Life Auxiliary Retirement Benefits Plan (i.e., the predecessor
     plan to this Plan).

         (B) Benefits payable under this Plan shall be payable in the same form
and at the same times as the benefits under the Retirement Plan, and shall not
in combination with the benefits earned under the Retirement Plan, the
Metropolitan Life Auxiliary Retirement Benefits Plan and the New Metropolitan
Life Supplemental Auxiliary Retirement Benefits Plan exceed the limitations on
benefits established by regulations of the New York Insurance Department.

                                   Article 4.

                                 Unfunded Plan

         The Plan is completely unfunded, and payment of benefits is supported
only by the general assets of the Company. This Plan is entirely separate from
the Retirement Plan, the Metropolitan Life Auxiliary Retirement Benefits Plan,
the New Metropolitan Life Supplemental Auxiliary Retirement Benefits Plan, and
the Metropolitan Supplemental Retirement Benefits Plan, and Participation in
this Plan gives a Participant no right to any funds or assets of the Retirement
Plan, the Metropolitan Life Auxiliary Retirement Benefits Plan, the New
Metropolitan Life Supplemental Auxiliary Retirement Benefits Plan, or the
Metropolitan Life Supplemental Retirement Benefits Plan. The fact that contracts
or certificates of the Company may be distributed to recipients of benefits
under the Retirement Plan in discharge of the Company's obligations thereunder
shall in no way


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entitle a Participant in this Plan to receive any such contract or certificate
in discharge of the Company's obligations hereunder. 

                                   Article 5.

                 Non-transferability of Participant's Interest.

         No Participant shall have any power or right to transfer, assign,
mortgage, commute or otherwise encumber any of the benefits payable hereunder,
nor shall such benefits be subject to seizure for the payment of any debts or
judgments, or be transferable by operation of law in the event of bankruptcy,
insolvency or otherwise. 

                                   Article 6.

                                Effect of Taxes

         In making payments under this Plan, the Company shall withhold any
Federal, state or local income or other taxes it determines that it is legally
obligated to withhold. In the event the payments received by the Participant
incur greater tax burdens (whether income, estate or other tax burdens) than
would such payments if they had been able to be received under the Retirement
Plan, the Company shall have no obligation to reimburse the Participant for such
greater tax burdens.

                                   Article 7.

                         Company Interpretation Binding


         In the event of a difference of opinion between a Participant and the
Company with respect to the meaning or application of the provisions of the
Plan, the Company's final interpretation shall be set forth in writing to the
Participant and shall be binding and conclusive. 

                                   Article 8.

                                 Governing Law

         To the extent not inconsistent with Federal law, the validity of the
Plan and its provisions shall be construed according to the laws of the State of
New York.


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                                   Article 9.

                       Amendment and Termination of Plan

         The Company through the Nominating and Compensation Committee of the
Board of Directors of the Company reserves the right to amend or terminate this
Plan hereunder at any time without the consent of any Participant or of any
other person. However, any such amendment or termination will not affect
adversely the entitlement to benefits hereunder of any Participant receiving
benefits under the Plan at or prior to the time of such amendment or termination
or of an employee who is a Participant in the Retirement Plan at or prior to the
time of such amendment or termination to the extent such benefits are
attributable to Company service prior to the date of such amendment or
termination.


_____________________________            METROPOLITAN LIFE INSURANCE COMPANY
Date


                                         By  _______________________________



_____________________________
Witness


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