Supplemental Retirement Benefits Plan - Metropolitan Life Insurance Co.


            METROPOLITAN LIFE SUPPLEMENTAL RETIREMENT BENEFITS PLAN

     Metropolitan Life Insurance Company (the Company) hereby establishes the
Metropolitan Life Supplemental Retirement Plan (the Plan), 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'), (ii) section 1.415-2(d)(2) of the Income Tax Regulations that excludes
salary deferred under the Company's deferred salary and sales commission
arrangements, and (iii) section 401(a)(17) of the Internal Revenue Code.

     Article 2.     Participation

     A Participant is any Company employee participating in the Retirement Plan
who 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. Upon an individual becoming a Participant on
or after January 1, 1995, his or her benefits under Article 3A shall be payable
in lieu of any benefits that he or she forfeited under The New Metropolitan Life
Auxiliary Retirement Benefits Plan.

     Article 3A.    Payment of Benefits

     Benefits under this Plan shall be payable to a Participant in an amount
equal to

          (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 Annuity Plan not been subject to the
limitations of section 415 of the Internal Revenue Code;

               (b)  had the Retirement Plan not been subject to the deferred
compensation income exclusion as provided under

section 1.415-2(d)(2) of the Internal Revenue Regulations with respect to the
Company's deferred salary and sales commission arrangements that would be
benefitable under the Retirement Plan;

          (c) 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.


   The Participant's final average salary used to determine the largest amount
that would have been payable to him or her under subsection (i) above will be
based on the following rules, notwithstanding the actual provisions of the
Retirement Plan:

     (a) The base salary component of the Participant's final average salary
will be determined using the average of the Participant's base salary for the
60 highest consecutive months during the 120 months preceding the Participant's
date of retirement.

     (b) The component of the Participant's final average salary representing
the executive incentive bonus or the Short Term Performance Compensation Plan
award paid to an individual while classified either as an officer, regional
sales manager, or sales executive will be determined using the average of the
Participant's highest 5 bonus/award payments in or with respect to the 5
calendar years (not necessarily consecutive) preceding such Participant's date
of retirement, including any projected payment(s) to be made beyond the
Participant's date of retirement, appropriately prorated. The bonus/award
component attributable to the Participant's service for any period prior to
the 5 calendar years preceding the Participant's year of retirement will be
disregarded.

     (c) The executive incentive bonus or Short Term performance Compensation
Plan award, as set forth in subsection (b) immediately above, projected to be
made beyond the Participant's date of retirement will be deemed equal to (A)
the highest of the last 3 bonuses/awards paid while the Participant was in
active Company service multiplied by (B) a fraction the numerator of which is
the number of months (or part thereof) that the Participant was actively
employed in the calendar year(s) for which the bonus/award would be payable and
the denominator of which is 12. Notwithstanding the immediately preceding
sentence, if a specific amount of bonus/award had already been approved by

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the Board of Directors prior to the Participant's date of retirement, such
amount shall be used instead of the deemed estimate, and such amount shall also
be taken into account in determining the highest of the Participant's last 3
bonuses/awards with regard to any bonus/award payable for the Participant's year
of retirement.

          Any auxiliary retirement benefits payable under this Plan shall be
payable in the same form and at the same times as the benefits under the
Retirement Plan, or, as permitted under Article 3B below, in the form of an
Alternative Distribution. Benefits under this Plan and benefits under the
Retirement Plan and the Metropolitan Life Auxiliary Retirement Benefits Plan
shall not in combination exceed the limitations on benefits established by
regulations of the New York Insurance Department.

          Notwithstanding any provision to the contrary, the payment of Benefits
under this Plan shall not be affected by or be subject to the qualified
preretirement survivor annuity and qualified joint and survivor annuity rules
under the Retirement Equity Act of 1984.

     ARTICLE 3B. Alternative Distribution.

     (1)  Definitions

          (a)  Alternative Distribution. 'Alternative Distribution' means one of
the following modes of payment:

               (i)   Single Sum: Payment in a single sum.

               (ii)  Life Annuity - Non-commutable Term Certain (20 years
maximum): Non-commutable monthly payments are made to the annuitant up to the
date of the last payment due before the annuitant's death, and if the annuitant
dies before the expiration of the term selected (not to exceed 20 years), the
remaining monthly payments are made to a designated contingent payee.

               (iii) Installment Payments for a Specific period: Monthly or
annual payments are made to the payee for a specified number of years selected
not exceeding 20 years. If the payee dies before the expiration of the specified
period, a single payment is made equal to the commuted value of the payments for
the remainder of the specific period, unless within 60 days following the death
of the payee the beneficiary elects to have the installment continued. Payments
may not be commuted at any other time.


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               (iv) Other Distribution: Any other form of payment that is
mutually agreed upon by the Participant and the Committee.

          (b)  Committee. 'Committee' means the Nominating and Compensation
Committee of the Board of Directors of Metropolitan.

          (c)  Distribution Date. 'Distribution Date' means (i) in the event
that the Alternative Distribution is payable in a form other than a Single Sum,
the Participant's anticipated retirement date (retirement not including any
termination by death) as designated by the Participant in the request form in
effect on the Election Date or (ii) in the event that the Alternative
Distribution is payable as a Single Sum, the date as designated by the
Participant in the request form in effect: on the Election Date which is no
earlier than twelve (12) months before the Participant's anticipated retirement
date and no later than the Participant's anticipated retirement date.

          (d)  Election Date. 'Election Date' is (i) in the case of a Single
Sum, the date one year prior to the Distribution Date, or (ii) in the case of a
form of payment other than a Single Sum, the date one year prior to the
Participant's anticipated retirement date as designated by the Participant in
the request form in effect on the Election Date.

          (e)  Metropolitan. 'Metropolitan' means Metropolitan Life Insurance
Company.

          (f)  Subsequent Single Sum. 'Subsequent Single Sum' means, with
regard to a Participant who received a Single Sum payment before his or her
actual retirement date, the amount of benefits under this Plan payable on
actual retirement or on death pursuant to section 5(b) that would have been
paid to the Participant in a Single Sum (calculated by disregarding the Single
Sum payment that the Participant received before retirement or death) less the
amount of benefits under this Plan that were actually paid in a Single Sum to
such Participant prior to his or her retirement or death.

     (2)  Payment in the Form of an Alternative Distribution. Auxiliary
retirement benefits under this Plan shall be payable in whole or in part to a
Participant in the form of an Alternative Distribution provided (i) a request
form is duly filed by the Participant in compliance with both the provisions of
this Article 3A and the procedures as set forth from time to time by the
Committee and (ii) consent thereto is given by the Committee.


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     (3)  Election of Alternative Distribution.

     A form requesting that auxiliary retirement benefits under this Plan be
paid in the form of an Alternative Distribution must be submitted by the
Participant to the Committee no later than by the Election Date. All request
forms must be in writing, signed by the Participant, and follow the format
prescribed by the Committee. Under the request form the Participant must also
designate (i) the mode of payment requested, (ii) the Participant's anticipated
retirement date, and (iii) in the event that the Single Sum is elected, the
Participant's requested Distribution Date. A request form shall be deemed
submitted by the Participant to the Committee on the day that such form is
received by the Committee or its designated agent. A request form that is
submitted by the Participant for approval by the Committee before the Election
Date shall be irrevocable and binding as to all elections and designations made
by the Participant as of the Election Date unless such request form is revoked
by the Participant prior to the Election Date. Any revocation must be in
writing and comply with the procedures of the Committee. There shall be no
subsequent revocations of the Election Date after the Election Date has
elapsed. No revocation of the Election Date shall be permitted if the Election
Date is irrevocably designated as provided in (b) below. The Participant's
selection of an anticipated retirement date and Distribution Date in the
request form in effect on the Election Date shall irrevocably fix such Election
Date, and such Election Date shall remain binding notwithstanding any later
postponement of the Participant's retirement date.

     (4)  Consent of the Committee.

     Payment in the form of an Alternative Distribution shall require the
consent of the Committee. The Committee shall have full and complete discretion
to approve or reject any request for an Alternative Distribution. The decision
of the Committee on the Participant's request form shall be made known in
writing to the Participant within a reasonable time after the Election Date.

     (5)  Death of Participant Before Distribution Date.

          (a)  Except as provided in (b) below, no Alternative Distribution
shall be due or payable to the Participant's estate or designated beneficiary
in the event that the Participant dies before the Distribution Date.

          (b)  A Single Sum shall be paid within a reasonable time after death
to the Participant's estate or designated


                                      -5-

beneficiary if (i) the Participant notifies the Committee in a request form in
effect on the Election Date of his or her anticipated retirement date, (ii) the
Committee gives its consent to the payment of a Single Sum to be made on the
anticipated retirement date (or any earlier date), (iii) the Participant agrees
to defer actual retirement at Metropolitan's written request, (iv) the
Distribution Date for payment of a Single Sum or a Subsequent Single Sum paid in
the form of a Single Sum is deferred to actual retirement date (or in the case
of a Subsequent Single Sum paid in a form other than a Single Sum is deferred to
on or after actual retirement date), and (v) the Participant dies after such
anticipated retirement date but before actual retirement. Such Participant may
file with the Committee a form (which will become irrevocable only upon death)
designating or changing the beneficiaries of the Single Sum or Subsequent Single
Sum. In the absence of such designation, the payment shall be made to the
Participant's estate. Any payment hereunder shall be made to the Participant's
estate or designated beneficiary in the form of a Single Sum equal to the value
of the Participant's undistributed Plan benefits on the date of the
Participant's death but based, however, on the pension Benefit Guaranty
Corporation's immediate annuity purchase rates in effect on the Participant's
Election Date.

     (6) Valuation of Alternative Benefit.

         (a) The value of a Single Sum shall be calculated on the basis of the
Pension Benefit Guaranty Corporation's immediate annuity purchase rates in
effect on the Election Date.

         (b) The value of the Life Annuity-Non-commutable Term Certain (20
years maximum) and Installment Payments for a Specific period starting from the
Participant's actual retirement date shall be calculated on the basis of
Metropolitan Pension Department's immediate annuity purchase rates offered
under the Metropolitan Savings and Investment Plan that are in effect on the
Election Date.

     (7) Subsequent Single Sum payments.

     If the Participant has a Single Sum paid on a Distribution Date prior to
his or her actual retirement date, any later payment made to the Participant
from this Plan (subject to the consent of the Committee and subject to the
provisions of section 5 herein) shall be made in the form of a Subsequent
Single Sum. Within 60 days after the Participant's actual retirement date the
Subsequent Single Sum shall be payable in the form of a Single Sum, but with the
values under section 6(a) herein being based on rates in effect as of the
Election Date of the Participant's


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first binding election of the Single Sum. At the written request of the
Participant filed with the Committee no later than by the December 31st of the
year preceding the year of such Participant's actual retirement date (subject to
the consent of the Committee), the Subsequent Single Sum may be payable as of
the Participant's actual retirement date in any form set forth in subsections
(ii) or (iii) of section 1(a) herein or at such later date in any form set forth
in subsection (iv) of section 1(a) herein. If the Subsequent Single Sum is
payable in a form set forth in either subsections (ii) or (iii) or section 1(a)
herein, the form of payment selected will be valued pursuant to section 6(b)
herein and will be based on the applicable rates in effect as of the Election
Date of the Participant's first binding election of the Single Sum. If the
Subsequent Single Sum is payable under subsection (iv) of section 1(a) herein in
the form of a deferred annuity, the amount of the Subsequent Single Sum shall be
increased to take into account for the period from the Participant's actual
retirement date to the date that such annuity is to commence the annual Fixed
Income Fund interest rate under the Metropolitan Savings and Investment Plan
that was in effect on the date of the Participant's election to receive the
Subsequent Single Sum in such form. The value of such deferred annuity shall be
based on the annual Fixed Income Fund interest rate under the Metropolitan
Savings and Investment Plan that was in effect on the date of the Participant's
election to receive the Subsequent Single Sum in such form. If the Subsequent
Single Sum is payable under subsection (iv) of section 1(a) herein in the form
of deferred installment payments, the amount of the Subsequent Single Sum shall
be increased to take into account for the period from the Participant's actual
retirement date to the date that such installments are to commence the Fixed
Income Fund interest rate that was in effect on the date of the Participant's
election to receive the Subsequent Single Sum in such form. The value of such
deferred installment payments shall be based on the annual Fixed Income Fund
interest rate under the Metropolitan Savings and Investment Plan that was in
effect on the date of the Participant's election to receive the Subsequent
Single Sum in such form. The Subsequent Single Sum in any form may not be
payable to the Participant's estate, heirs of beneficiaries if the Participant
fails to survive to his or her actual retirement date.

     (8)  Payment on Distribution Date.

     Payment of a Single Sum Distribution shall be made on the Distribution
Date. Payment of a mode of payment other than a Single Sum shall commence on the
Distribution Date. If the Participant's mode of payment selected is other than a
Single Sum, the Participant shall notify the Committee in writing as to the term
of years and contingent beneficiary within a reasonable time before the
Distribution Date.


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         (9)  Powers of Committee.

         The Committee shall have the discretionary power to make any and all
administrative decisions regarding the election and payment of an Alternative
Distribution, including but not limited to, (i) the design and format of request
forms, (ii) the approval or rejection of requests for an Alternative
Distribution, (iii) the design and format of revocation forms and (iv) the
sending of notices. In addition, the Committee is empowered to take all
appropriate steps in connection with any emergency situations regarding this
Plan and the payment of an Alternative Distribution.

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 and Participation in this Plan gives a Participant no right to
any funds or assets of the Retirement Annuity 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 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.

          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.



December 8, 1994              METROPOLITAN LIFE INSURANCE COMPANY
----------------
Date
                              By /s/ Mark D. Lonergan
                              ------------------------------------
/s/ [illegible]
------------------
Witness






                                      -9-

                               AMENDMENT TO THE
            METROPOLITAN LIFE SUPPLEMENTAL RETIREMENT BENEFITS PLAN

     The METROPOLITAN LIFE SUPPLEMENTAL RETIREMENT BENEFITS PLAN ('Plan') is
hereby amended as follows:

     1.   Article 1 of the Plan is hereby amended to provide as follows:

          'Article 1 - Purpose of Plan

          The purpose of the Plan is to provide to participants employed by
     Metropolitan Life Insurance Company (the Company) and Metropolitan Property
     and Casualty Insurance Company (the Subsidiary) 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'), (ii) section 1.415-2(d)(2) of the Income Tax
     Regulations that excludes salary deferred under the Company's deferred
     salary and sales commission arrangements, and (iii) section 401(a)(17) of
     the Internal Revenue Code.'

     2.   Article 2 of the Plan is hereby amended as follows:

     'Article 2 - Participation

          A Participant is any Company or Subsidiary employee participating in
the Retirement Plan who (i) was a member of the Executive Council at the time
the Executive Council was disbanded and who participated in the Company's Long
Term Performance Compensation Plan, (ii) holds the title of Senior Vice
President or higher or (iii) is a member of the President's Council for
3-consecutive years participating in the MetLife Executive Life Insurance
Program. Upon an individual becoming a Participant on or after January 1, 1995,
his or her benefits under Article 3A shall be payable in lieu of any benefits
that he or she forfeited under the New Metropolitan Life Auxiliary Retirement
Benefits Plan or the New Metropolitan Life Supplemental Auxiliary Retirement
Benefits Plan.'

3.   4.   Article 4 of the Plan is hereby amended as follows:

     'Article 4. Unfunded Plan.

          The Plan is completely unfunded, and payment of benefits is supported
only by the general assets of the Company or the Subsidiary. This Plan is
entirely separate from the Retirement Plan, the Metropolitan Life Auxiliary
Retirement Benefits Plan,


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the New Metropolitan Life Auxiliary Retirement Benefits Plan, and the New
Metropolitan Supplemental Auxiliary 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 Auxiliary Retirement Benefits Plan, or the New
Metropolitan Life Supplemental Auxiliary 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 or the
Subsidiary's obligations thereunder shall in no way entitle a Participant in
this Plan to receive any such contract or certificate in discharge of the
Company's or the Subsidiary's obligations hereunder.'

4.   Article 6 of the Plan is hereby amended as follows:

     'Article 6. Effect of Taxes

          In making payments under this Plan, the Company and the Subsidiary
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 and the Subsidiary shall have no obligation to
reimburse the Participant for such greater tax burdens.'

5.   This amendment shall be effective on January 1, 1998.

     IN WITNESS WHEREOF, the Company has caused this amendment to be executed
in its name and behalf this     day of          , 1999, by its officer
thereunto duly authorized.


                                        Metropolitan Life Insurance Company



                                   By
                                        ------------------------------------


ATTEST:


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                            Metropolitan Property and Casualty Insurance Company




                            By
                                ---------------------------------------------

ATTEST:


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