This Agreement is entered into effective as of April 30, 2010, by and between James L. Lipscomb, having an
address at P.O. Box 494, Purchase, New York (herein referred to as “you” or “your”) and MetLife, Inc., a
Delaware corporation, (herein referred to as “MetLife, Inc.” or “we”) having an address at 1095 Avenue of the
Americas, on the following terms and conditions:
In order to effectively provide for a smooth and orderly transition on all matters to your successor General
Counsel and executive officer in charge of Legal Affairs, we are proposing that your employment with MetLife
Group, Inc. continue on the following terms.
I. Assignment Duration : May 1, 2010 through February 28, 2011. Each of the terms described below will
apply during the Assignment Duration. Your employment with MetLife Group, Inc. will end at the conclusion of
this period, or earlier in the event of your death.
II. Responsibilities :
At the request of the Chief Executive Officer (CEO) or General Counsel (GC) of MetLife, Inc., you will provide
information and advice to the CEO, GC or other MetLife management regarding the following matters or others
as reasonably requested by the CEO or GC:
b roles and responsibilities;
c organizational structure; or
d any other aspect of these matters;
It is understood by both parties that your performance expectations are as set forth above. It is further
understood by the parties that from time to time it may not be practical for you be present at a MetLife office to
perform these Responsibilities and that in those cases verbal contact will be sufficient.
II. Reporting Relationships and Non-Officer Status:
In accepting this new position, you will continue to report directly to the CEO (or otherwise as he directs). You
will no longer be a member of the Executive Group or an officer or director of MetLife, Inc., Metropolitan Life
Insurance Company, MetLife Group, Inc. or any other affiliate of MetLif