Exhibit 10.30
AMENDMENT TO MANAGEMENT PERFORMANCE SHARE AGREEMENT
Pursuant to the MetLife, Inc. 2005 Stock and Incentive Compensation Plan
(the "Plan"), MetLife, Inc. hereby amends your Management Performance Share
Agreement (the "Agreement") as of December 31, 2005, as follows (this
"Amendment"):
1. Section 2(b) of the Agreement is restated in its entirety as follows:
"(b) Death. In the event that your employment with the Company or
an Affiliate terminates due to your death, your Performance Shares
will be due and payable in Shares (or cash at a value equal to the
Closing Price on the date of your death, if so determined by the
Committee)."
2. Any capitalized word used in this Amendment is defined in the Plan or
the Agreement. This Amendment will be construed in accordance with and governed
by the laws of the State of Delaware, regardless of the law that might be
applied under principles of conflict of laws. This Amendment, the Agreement
(including any Clarification), and the Plan represent the entire agreement
between you and the Company, and you and all Affiliates, regarding your
Performance Shares and no other promises, terms, or agreements of any kind
regarding your Performance Shares apply. In the event any provision of this
Amendment is held illegal or invalid, the rest of this Amendment will remain
enforceable.
IN WITNESS WHEREOF, the Company has caused its duly authorized officer to
execute this Amendment.
METLIFE, INC.
By: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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Name
Chairman of the Board and CEO
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Title
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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Signature
This document constitutes part of a prospectus covering securities
that have been registered under the Securities Act of 1933, as amended.