0000950123-09-009767 Sample Contracts

METLIFE, INC. DEBT SECURITIES UNDERWRITING AGREEMENT
Underwriting Agreement • May 29th, 2009 • Metlife Inc • Insurance agents, brokers & service • New York

To the Representatives of the several Underwriters named in the respective Pricing Agreements hereinafter described

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PRICING AGREEMENT
Pricing Agreement • May 29th, 2009 • Metlife Inc • Insurance agents, brokers & service

Each of the provisions of the Underwriting Agreement is incorporated herein by reference in its entirety, and shall be deemed to be a part of this Agreement to the same extent as if such provisions had been set forth in full herein; and each of the representations and warranties set forth therein shall be deemed to have been made at and as of the date of this Agreement, the Applicable Time and the Closing Date. Each reference to the Representatives herein and in the provisions of the Underwriting Agreement so incorporated by reference shall be deemed to refer to you. Each reference to Securities Agreement shall be deemed to refer to the Indenture, dated as of November 9, 2001 between MetLife, Inc. and Bank One Trust Company, N.A. (predecessor to The Bank of New York Mellon Trust Company, National Association) (the “Senior Indenture”) and the Supplemental Indenture to be dated as of May 29, 2009, between MetLife, Inc. and The Bank of New York Mellon Trust Company, National Association)

Fifteenth Supplemental Indenture between MetLife, Inc., as Issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee Dated as of May 29, 2009
Fifteenth Supplemental Indenture • May 29th, 2009 • Metlife Inc • Insurance agents, brokers & service • New York

FIFTEENTH SUPPLEMENTAL INDENTURE, dated as of May 29, 2009 (this “Fifteenth Supplemental Indenture”), between MetLife, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), supplementing the Indenture, dated as of November 9, 2001 (the “Original Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A. (as successor in interest to J.P. Morgan Trust Company, National Association (as successor to Bank One Trust Company, N.A.)), as trustee.

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