Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 23, 2009, the Board of Directors (the "Board") of MetLife, Inc. (the "Company") elected Alfred F. Kelly, Jr. as a director of the Company, effective immediately. Mr. Kelly was also appointed to serve on the Audit, Compensation, and Finance and Risk Policy Committees of the Board, effective immediately. A copy of the press release issued by the Company on June 23, 2009 announcing Mr. Kelly's appointment is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Mr. Kelly will participate in the non-management director compensation arrangements described in the Company's 2009 proxy statement. Under the terms of those arrangements, he will receive an annual retainer of $225,000 per year, 50% of which will be paid in shares of the Company's common stock and 50% of which will be paid in cash. Each annual retainer covers the period of Board service commencing at the Company's annual shareholders meeting and ending at its next annual shareholders meeting. For the period beginning at his election to the Board on June 23, 2009 and ending at the 2010 annual shareholders meeting, Mr. Kelly will receive a prorated retainer fee to reflect such period of service.
Mr. Kelly is the president of American Express Company ("American Express"). The Company or its affiliates hold debt securities issued by American Express or its affiliates in a principal amount of approximately $120 million, and approximately 992,000 shares of American Express common stock (of which approximately 986,000 shares are held in one or more separate accounts), which were acquired in the ordinary course of business. In addition, certain of the Company's insurance subsidiaries have provided annuities, group and other insurance policies, and employee benefit programs to American Express and/or its affiliates. Affiliates of the Company also maintain corporate charge card accounts with American Express, through which employees charge various expenses, on ordinary and customary terms.
Item 9.01 Financial Statements And Exhibits.
(a) Not applicable

(b) Not applicable

(c) Not applicable

(d) Exhibits.

99.1 Press release of MetLife, Inc., dated June 23, 2009, announcing that Alfred F. Kelly, Jr. was named to the Board.

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