On August 2, 2010, MetLife, Inc., a Delaware corporation (“MetLife”), entered into (i) an underwriting agreement (attached hereto as Exhibit 1.1 and incorporated herein by reference) (the “Common Stock Underwriting Agreement”), and (ii) a pricing agreement (attached hereto as Exhibit 1.2 and incorporated herein by reference) (the “Common Stock Pricing Agreement”) relating to the sale of 75,000,000 shares of MetLife’s common stock, par value $0.01 per share (the “Common Stock”), each among MetLife and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., UBS Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named in Schedule I to the Pricing Agreement (the “Common Stock Underwriters”), at an initial public offering price of $42.00 per share. The Common Stock Underwriters have exercised their option to purchase an additional 11,250,000 shares of Common Stock from MetLife.

     The Common Stock is being offered and sold pursuant to the shelf registration statement on Form S-3 (File No. 333-147180) (the “Registration Statement”), filed with the U.S. Securities and Exchange Commission (the “Commission”) on November 6, 2007, and a prospectus supplement related to the common stock dated August 3, 2010 (filed with the Commission pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended (the “Securities Act”)).

Fixed Rate Senior Notes Offering

     On August 3, 2010, MetLife entered into (i) an underwriting agreement (attached hereto as Exhibit 1.3 and incorporated herein by reference) (the “Fixed Rate Notes Underwriting Agreement”), and (ii) a pricing agreement (attached hereto as Exhibit 1.4 and incorporated herein by reference) (the “Fixed Rate Notes Pricing Agreement”) relating to the sale of $1 billion aggregate principal amount of its 2.375% Senior Notes due 2014, $1 billion aggregate principal amount of its 4.750% Senior Notes due 2021, and $750 million aggregate principal amount of its 5.875% Senior Notes due 2041 (collectively, the “Fixed Rate Senior Notes”), each among MetLife and Banc of America Securities LLC, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., UBS Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named in Schedule I to the Fixed Rate Notes Pricing Agreement (the “Fixed Rate Notes Underwriters”).

     The Fixed Rate Senior Notes were offered and sold pursuant to the Registration Statement and a prospectus supplement related to the Fixed Rate Senior Notes dated August 3, 2010 (filed with the Commission pursuant to Rule 424(b)(5) under the Securities Act).

Floating Rate Senior Notes Offering

     On August 3, 2010, MetLife entered into (i) an underwriting agreement (attached hereto as Exhibit 1.5 and incorporated herein by reference) (the “Floating Rate Notes Underwriting Agreement”), and (ii) a pricing agreement (attached hereto as Exhibit 1.6 and incorporated herein by reference) (the “Floating Rate Notes Pricing Agreement”) relating to the sale of $250 million aggregate principal amount of its Floating Rate Senior Notes due 2013 (the “Floating Rate Senior Notes”), each among MetLife and Banc of America Securities LLC, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., UBS Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named in Schedule I to the Floating Rate Notes Pricing Agreement (the “Floating Rate Notes Underwriters”).

     The Floating Rate Senior Notes were offered and sold pursuant to the Registration Statement and a prospectus supplement related to the Floating Rate Senior Notes dated August 3, 2010 (filed with the Commission pursuant to Rule 424(b)(5) under the Securities Act).